Last Updated: July 2018
SITE AND MEMBERSHIP ACCOUNTS
The Site provides, among other things, an online marketplace for uploading and downloading Content and is generally divided into a public section and a private section. The public section offers to all visitors, among other things, general information about the Site and tlpRed, the ability to view Content on the Site, a search engine to search for Content on the Site and a process by which visitors can create an account to access the private areas of the Site for downloading and uploading Content.
When a visitor to the Site registers to create an account to download Content, the visitor will become a “User Member”. The User Member will select an available user name (“Member Name”) and a corresponding user password (“Membership Password”) to create a unique, personal membership account (a “Membership Account”). During registration, each User Member shall be given the opportunity to select a country, language and currency designation. Such designation(s) may be revised at any time after the completion of the registration process. The User Member shall also be required to specify whether he or she is registering as an individual or on behalf of a company or entity (and, if so, the name of the company or entity). Your Membership Name, Membership Account and Membership Password are personal to you and may not be shared with, or transferred to, any other person or entity.
A User Member shall download Content only through his or her Membership Account, and such Content shall be subject to a separate License Agreement. Applicable royalty rates for sublicenses granted to User Members who download Content shall be in accordance with the Site's pricing and payment policies. You acknowledge and agree that you will be solely responsible for each and every use of your Membership Account, Membership Name and corresponding Membership Password, and that tlpRed may rely on the use of your Membership Account, Membership Name or Membership Password as conclusive evidence that you have used the Site. TlpRed will not be liable for any losses whatsoever caused by any unauthorized use of your account or other breach of the security of your account, however, you may be liable for the losses of tlpRed or others due to such unauthorised use or breach of security.
USE OF CONTENT
Certain Content will only be made available to users who pay tlpRed a fee for such Content and/or enter into a subscription agreement or other use agreement for that particular Content. Unless you enter into a subscription agreement with tlpRed you may not download, distribute, display and/or copy any Content. You may not remove any watermarks or copyright notices contained in the Content. tlpRed will not be held responsible or liable, financially or otherwise for any third parties use of the images in the event that the image is not used specifically as it was agreed at the point of its license. tlpRed reserves the right to revoke this license at any time for any reason.
TlpRed’s Trademarks, tlpRed’s Logo, and any other product or service name or slogan contained in the Site are trademarks of tlpRed and its suppliers or licensers, and may not be copied, imitated or used, in whole or in part, without the prior written permission of tlpRed or the applicable trademark holder. You may not use metatags or any other "hidden text" utilising "tlpRed" or any other name, trademark or product or service name of tlpRed without our prior written permission. In addition, the look and feel of the Site, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of tlpRed and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned in the Site are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by us.
COPYRIGHT INFRINGEMENT POLICY
If you believe that any Image or other material made available by tlpRed infringes upon any copyright that you own or control, you may notify tlpRed in the manner set forth in our DMCA Copyright Infringement Notice Policy.
PAYMENTS FOR CONTENT
Transactions on the Site for downloading Content shall be conducted using the approved payment methods in accordance with tlpRed’s standard pricing and payment policies. If you purchase any Content by using a credit or charge card or an online payment account, you warrant that you are the cardholder or account holder and that the billing information provided is accurate, and you authorise tlpRed to charge the designated credit or charge card or online payment account for the total amount of the purchase, including any sales or similar taxes. All purchases are final and non-refundable.
You agree that you shall not:
- Engage in any conduct that shall constitute a violation of any law or that infringes the rights of tlpRed or any third party.
- Violate the rights of tlpRed or any third party (including rights of privacy and publicity) or abuse, defame, harass, stalk or threaten another.
LINKS TO THIRD PARTY SITES
In the event that tlpRed provides links from this site to any third-party website or permits any third-party to link from it’s website to this site, you should be aware that tlpRed makes no warranty of any kind, express or implied, and accepts no responsibility for any content or practices of such third parties or their websites. Such websites are not under the control of tlpRed, and tlpRed provides and/or permits these links only as a convenience to you. The inclusion of any link does not imply affiliation, endorsement, or adoption by tlpRed. When you leave the Site, you should be aware that out terms and policies no longer govern.
These terms and conditions and each User Member incorporating these terms and conditions by reference shall be governed by the laws of the State of New York, U.S.A. without reference to that state’s conflict of laws rules. Each User Member and tlpRed for itself and its successors and assigns (a) hereby consents to and irrevocably submits to the exclusive jurisdiction of the United States District Court for the Southern District of New York or a New York State Court of general jurisdiction located in the Borough of Manhattan, City of New York for the purposes of any suit, action or other proceeding arising out of or relating to a User Member or the subject matter thereof or any of the transactions contemplated thereby, (b) hereby waives and agrees not to assert, by way of motion, as a defense or otherwise, in any such suit, action or proceeding any claim that it is not personally subject to the jurisdiction of the above-named courts, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper or that these terms and conditions or the User Member incorporating them by reference cannot be enforced in or by such court, and (c) HEREBY IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY SUCH SUIT, ACTION OR OTHER PROCEEDING.
Licensing Terms And Conditions
Last Updated: July 2018
USE OF THE LICENSED PHOTOGRAPHS
- No Unlawful Use. You may not use content in a pornographic, defamatory or other unlawful manner, or in violation of any applicable regulations (including for sports content, any restrictions or credentials issued by a sports league or governing body) or industry codes.
- No Standalone File Use. You may not use content in any way that allows others to download, extract or redistribute content as a standalone file (meaning just the content file itself, separate from the project or end use).
- No Sensitive Use Without Disclaimer. If you use content that features models or property in connection with a subject that would be unflattering or unduly controversial to a reasonable person (for example, sexually transmitted diseases), you must indicate: (1) that the content is being used for illustrative purposes only, and (2) any person depicted in the content is a model. For example, you could say: “Stock photo. Posed by model.” No disclaimer is required for content marked “editorial” that is used in a non-misleading editorial manner.
- No False Representation of Authorship. You may not falsely represent that you are the original creator of a work that is made up largely of licensed content. For instance, you cannot create artwork based solely on licensed content and claim that you are the author.
- Jurisdictional Restrictions. Content used outside of highlighted restrictions is strictly prohibited and tlpRed will not be held liable for any unlawful use.
RESTRICTED USES - unless additional licenses are purchased.
The following are prohibited without the prior written consent of tlpRed and payment of an additional license fee:
- No “On Demand” Products. Unless you purchase a customised license, you may not use content in connection with "on demand" products (e.g., products in which a licensed image is selected by a third party for customisation of such product on a made-to- order basis), including, without limitation, postcards, mugs, t-shirts, calendars, posters, screensavers or wallpapers on mobile telephones, or similar items (this includes the sale of products through custom designed websites, as well as sites such as zazzle.com and cafepress.com).
- No Electronic Templates. Unless you purchase a custom license, you may not use content in electronic or digital templates intended for resale or other distribution (for example, website templates, business card templates, electronic greeting card templates, and brochure design templates).
- No Use in Trademark or Logo. Unless you purchase a custom license, you may not use content as part of a trademark, design mark, tradename, business name, service mark, or logo.
OWNERSHIP AND LIMITED TRANSFER
Each Member retains all rights to their Content, including copyright, title, and all other intellectual property rights. The Client agrees that, except for the rights expressly granted by tlpRed under this Agreement, no rights in any Content are granted to the Client at any time. tlpRed agrees to a limited transfer of granted rights between a Client authorised to purchase on behalf of another or between a Client and a third party, where the third party is integral to the creation of the final Work (for example, a printer, designer, or social media manager), provided those parties agree to the terms of this Agreement.
FEES, REFUNDS AND LATE CHARGES
Your rights to use the Content are conditioned upon making timely payment to tlpRed for all amounts due to tlpRed. If you fail to make a payment to tlpRed when due, if a credit card charge is refused or charged back, your account will be considered delinquent and a material breach of this agreement.
If your account becomes delinquent, your right to use any Content downloaded but not paid for will terminate unless all payments together with any interest accrued, and all costs incurred by tlpRed to obtain payment from you, are received by tlpRed no later than thirty (30) days from the date that tlpRed sends you notice that your account has become delinquent.
All requests for refunds/cancellations must be made in writing to firstname.lastname@example.org. Provided that the request is made within 7 days and the licensed content has not been used, tlpRed may cancel the relevant order and issue a full refund to your account or credit card. No credits or refunds are available for cancellation requests received more than 7 days from your receipt of content, or for research, service or subscription fees, all of which are non-refundable. In the event of cancellation, your rights to use content terminate, and you must delete or destroy any copies of the content.
Client is responsible for any and all applicable taxes, customs, or duties imposed by any jurisdiction as a result of any license purchased by Client.
tlpRed hereby represents and warrants to each Licensee that (a) it has the right to license the photographs on the Website subject to the terms and conditions set forth in the Individual Licenses and herein and (b) subject to the Licensee obtaining any necessary model and/or property releases, the Licensee’s use of the licensed photographs in accordance with the Individual License and these terms and conditions will not infringe on any copyrights or other intellectual property rights of any person. tlpRed makes no representation or warranty concerning the condition of the licensed photographs, all of which are licensed “as is” subject to no representation or warranty as to quality or condition. EXCEPT AS SET FORTH ABOVE, TLPRED MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESSED OR IMPLIED, CONCERNING THE LICENSED PHOTOGRAPHS OR THE USE THEREOF, AND ALL OTHER WARRANTIES, INCLUDING WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY DISCLAIMED.
LIMITATION OF LIABILITY
IN NO EVENT, WHETHER ON ACCOUNT OF THE LICENSED PHOTOGRAPHS OR THE RIGHTS GRANTED TO A LICENSEE IN RESPECT THERETO, SHALL TLPRED BE LIABLE FOR SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER IN CONTRACT, WARRANTY, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, including, but not limited to, loss of profits or revenues, loss of use of the licensed photographs, downtime costs, delays, or claims of customers of the Licensee of other third parties for such or other damages. The provisions of this paragraph shall apply to the full extent permitted by law, regardless of fault or negligence of tlpRed or its partners, licensors or suppliers, and shall apply notwithstanding any provisions to the contrary in these terms and conditions or in the applicable Individual License. tlpRed’s liability on all claims whether in contract, warranty, negligence, tort, strict liability, or otherwise for any loss or damage arising out of, connected with, or resulting from a licensed photograph or the license granted to licensee in respect of any licensed photograph shall in no case exceed the license fee applicable to such licensed photograph. All causes of action against tlpRed arising out of or relating to this or any licensed photograph or Individual License shall expire one year after the date of accrual thereof.
REMEDIES ON BREACH
These terms and conditions and each Individual License incorporating these terms and conditions by reference shall be governed by the laws of the State of New York, U.S.A. without reference to that state’s conflict of laws rules. Each Licensee and tlpRed for itself and its successors and assigns (a) hereby consents to and irrevocably submits to the exclusive jurisdiction of the United States District Court for the Southern District of New York or a New York State Court of general jurisdiction located in the Borough of Manhattan, City of New York for the purposes of any suit, action or other proceeding arising out of or relating to an Individual License or the subject matter thereof or any of the transactions contemplated thereby, (b) hereby waives and agrees not to assert, by way of motion, as a defense or otherwise, in any such suit, action or proceeding any claim that it is not personally subject to the jurisdiction of the above-named courts, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper or that these terms and conditions or the Individual License incorporating them by reference cannot be enforced in or by such court, and (c) HEREBY IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY SUCH SUIT, ACTION OR OTHER PROCEEDING.
Each Individual License incorporating these terms and conditions by reference shall constitute the entire agreement between tlpRed and the Licensee with respect to the licensed photograph identified in that Individual License. An effective Individual License supersedes any prior agreement or understanding between tlpRed and the Licensee with respect to the subject matter thereof. An Individual License may not be amended or modified and no provision thereof may be waived except in writing signed by duly authorized representatives of tlpRed and the Licensee. An Individual License may not be assigned by the Licensee unless consented to in writing signed by a duly authorised representative of tlpRed.
If you breach any of the terms of this Agreement or any other agreement with tlpRed, tlpRed has the right to terminate your account without further notice. tlpRed is under no obligation to refund any fees paid by you in the event that your account is terminated by reason of any such breach.
tlpRed does not warrant that the Content, or other materials, will meet your requirements or that use will be uninterrupted or error free. The entire risk as to the quality, performance and use of the foregoing is solely with you.
You understand that you should seek competent counsel before using Content in connection with any commercial endeavors.
The validity, interpretation and enforcement of this agreement, matters arising out of or related to this agreement or its making, performance or breach, and related matters shall be governed by the internal laws of the State of New York (without reference to choice of law doctrine). Any legal action or proceeding concerning the validity, interpretation and enforcement of this agreement, matters arising out of or related to this agreement or its making, performance or breach, or related matters shall be brought exclusively in the courts of the State of New York in the County of New York or of the United States of America for the Southern District of New York, and all parties consent to the exclusive jurisdiction of those courts, waiving any objection to the propriety or convenience of such venues.
The United Nations Convention on Contracts for the International Sale of Goods does not apply to or otherwise affect this agreement.
Except as expressly contained herein, neither tlpRed nor its officers, employees managers, members, shareholders, directors or suppliers will be liable for any damages, including actual, indirect, special, or consequential damages arising from the download or use of Content or the termination of your tlpRed account. tlpRed reserves the right to modify these terms as needed from time to time. Unless tlpRed determines a change alters the material understanding of how the Client may use the Content, tlpRed will not be obligated to notify Client of minor changes.
Last Updated: July 2018
We collect personal information such as your name, email address, gender, date of birth, zip code and credit card information when you register on our website, license or purchase products and services from or through our website. We use the personal information that you provide to respond to your requests, process our transactions with you and send you emails about our products and services.
tlpRed will never disclose details of our mailing list or customer base to any other organization. All the information collected, is regarded as private and confidential, used only in the pursuit of the best possible service we can offer you as a valued customer.
Depending upon the activity, some of the information that we ask you to provide is identified as mandatory and some as voluntary. If you do not provide the mandatory data with respect to a particular activity, you will not be able to engage in that activity.
You must be 18 years and older to register to use the Site and so tlpRed has no intention of soliciting or collecting Personal Information from anyone under that age. If tlpRed learns that it has collected information from a minor under the age of 18, tlpRed will delete that information as quickly as possible. If you are under the age of 18, do not enter any information on our Site.
Email / Marketing Communications from tlpRed
You always have the opportunity to opt out of our marketing communications or change your preferences by following a link in the footer of all non-transactional email messages from us or by emailing us email@example.com. Some communications from us are considered transactional or service communications (for example, important account notifications and billing information), and your account(s) for tlpRed and services are provided to you upon the condition that you receive these communications from us. You must cancel your account(s) for tlpRed and services, as applicable, if you do not wish to receive any transactional or service communications. To cancel your tlpRed account(s), please email firstname.lastname@example.org. You may still receive marketing communications from us even after you cancel your account unless you also opt-out of our marketing communications, as described above.
tlpRed will not provide your email address to a third party except as described.
- The personnel and authorised consultants and/or contractors of tlpRed may have access to user information if necessary in the normal course of tlpRed’s business.
- To comply with valid legal requirements requiring disclosure, such as a subpoena or court order. In the event that we are legally compelled to disclose your personal information to a third party, we will attempt to notify you as far in advance as possible.
We will retain your information for as long as your account is active or as needed to provide you services. If you wish to delete your account or request that we no longer use your information to provide you services contact us at email@example.com. We will respond to your request within 30 days. We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.
COOKIES AND TRACKING TECHNOLOGIES
DMCA COPYRIGHT INFRINGEMENT NOTICE
tlpRed respects the intellectual property of others and expects that the users of our website feel the same way. Procedure for making copyright infringement claims If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and it is accessible on this site, you may notify our copyright agent, as set forth in the Digital Millennium Copyright Act of 1998 ("DMCA"). To be effective under the DMCA, a notification of claimed infringement must be a written communication provided to tlpRed’s designated agent that includes substantially the following:
A physical or electronic signature of a person authorised to act on behalf of the owner of an exclusive right that is allegedly infringed.
Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit tlpRed to locate the material.
Information reasonably sufficient to permit tlpRed to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted. A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorised by the copyright owner, its agent, or the law.
A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorised to act on behalf of the owner of an exclusive right that is allegedly infringed.
The above information must be submitted as a written notification to the following address:
tlpRed, 197 Grand Street #4W New York, NY 10013
Attn: Complaints Department
+1 212 343 8600
Email Address of Designated Agent:
PLEASE NOTE THAT UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO HEAVY CIVIL PENALTIES. THESE INCLUDE MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS' FEES INCURRED BY US, BY ANY COPYRIGHT OWNER, OR BY ANY COPYRIGHT OWNER'S LICENSEE THAT IS INJURED AS A RESULT OF OUR RELIANCE UPON YOUR MISREPRESENTATION. YOU MAY ALSO BE SUBJECT TO CRIMINAL
PROSECUTION FOR PERJURY.
This information should not be construed as legal advice, for further details on the information required for valid DMCA notifications, see 17 U.S.C. 512(c)(3).
NOTE: This information is provided exclusively for notifying tlpRed that your copyrighted material(s) might have been infringed. Any other inquiries, including technical support requests, billing questions, reports of email abuse and third party reports of piracy will not receive a response through this process.