[You and anyone who accesses the Site on your behalf must be at least 13 years old. If you are under 13 years of age, please do not use the Site. If you are 13 years old or older, but younger than the applicable age of majority (and are not an emancipated minor), you must obtain the consent of your parent or legal guardian to use the Site or Services and to enter into any transaction with a Buyer.]
2. Additional Terms
Some of our Services have additional terms and conditions ("Additional Terms"). Where Additional Terms apply to a Service, we will make them available for you to read through your use of that Service or through service orders, work orders, or other written or electronic agreements. By using the Services, you agree to the Additional Terms.
3. Use of the Site and Services
You are responsible for your use of the Site and Services, and for any use of the Site or Services made using your account. At Quickframe, our goal is to create a positive and safe experience. To promote this goal, we prohibit certain kinds of conduct that may be harmful to Creators, other Buyers or to Quickframe. You may not use the Site or Services to:
- violate any law or regulation;
- violate or infringe other people's intellectual property, privacy, publicity, or other legal rights of someone else, such as by selling content for which you do not have all necessary rights;
- promote, post or transmit anything that is illegal, abusive, harassing, pornographic, indecent, profane, obscene, hateful, racist, or otherwise objectionable;
- send unsolicited or unauthorized advertising or commercial communications, such as spam;
- transmit any malicious or unsolicited software;
- stalk, harass, or harm any person or entity;
- impersonate any person or entity, or misrepresent your affiliation with a person or entity;
- use any means to “scrape,” “crawl,” “reverse engineer” or “spider” any Web pages or content contained in the Site (although Quickframe may allow operators of public search engines to index some materials from the Site for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such materials, and Quickframe reserves the right to revoke these exceptions either generally or in specific cases);
- use automated methods to use the Site or Services in a manner that sends more requests to the Quickframe servers in a given period of time than a human can reasonably produce in the same period by using a conventional Web browser;
- provide any false or misleading information on the Service, or create an account for anyone other than yourself;
- make any offers via the Service which you cannot or will not honor per the terms of such offer;
- use the Service to harvest commercial information such as Buyer and Creator affiliation or copy or record any information found on the Service or use such information for any purpose outside of the Service; or
- interfere with or disrupt the Site or Services.
In addition, you agree not to use the Site or Services in connection with:
- promoting political candidates, organizations or causes; or
- pornography or explicit sexual images or merchandise.
4. Creator Content and Your Interactions with Creators on Quickframe
The Site and Services enable you to solicit, purchase, or otherwise obtain or sponsor content from Creators (“Creator Content”). Unless you and Quickframe or you and a Creator otherwise expressly agree in writing (an “Ownership Waiver”), all Creator Content that is sold, licensed or created through the site or as a result of the Services, will be owned by Buyer upon full payment of all amounts owed by Buyer.
When Creators submit Creator Content to the Site or through the Services, they promise in the Creator Terms, among other things, that their Creator Content is original or that they have all rights necessary to grant you ownership of the Creator Content and that the Creator Content does not infringe the intellectual property rights, privacy rights, publicity rights, or other legal rights of any third party. Before you make use of any Creator Content, you should undertake whatever diligence may be necessary to satisfy yourself that the promises made by the Creator are true and correct. While Quickframe respects the intellectual property rights of others (you may review Quickframe’s Copyright and Intellectual Property policy), Quickframe makes no representations or warranties regarding Creator Content and shall have no liability whatsoever in connection with Buyer’s use thereof.
When you agree to purchase Creator Content from a Creator or a Creator accepts an offer from you on Quickframe to create Creator Content, the Creator may interact directly with you on Quickframe. The Site and Services may also facilitate your ability to communicate with Creators (and other people that do not use the Site or Services) via email and other means that are not part of the Site or Services. Quickframe is not responsible or liable for any damage or loss related to any of your interactions with any Creators.
Quickframe is not a party to any transaction between you and any Creator and has no obligation to monitor or enforce any such transactions.
You are responsible for complying with all applicable laws, rules and regulations in the conduct of your business and any offers, contests, and solicitations you may make via the Site or through the Services, including all applicable privacy laws, rules and regulations with respect to any information you obtain from Creators whether directly or through the Site or Services.
One of the ways to solicit Creator Content on the Site is through a contest or sweepstakes (a “Buyer Contest”). You are responsible for complying with all applicable laws, rules, and governmental regulations that may apply to any Buyer Contest that you initiate, sponsor, or promote through the Site or Services. As a courtesy, you may use the Quickframe Standard Official Rules (“QF Rules”) in connection with your Buyer Contest, but you are solely responsible for reviewing the QF Rules and for making any necessary changes to accurately reflect the terms of your Buyer Contest or to comply with any applicable laws, rules, or governmental regulations. You may use, modify, or replace the QF Rules in your discretion. Quickframe makes no representations or warranties regarding the QF Rules and shall have no liability whatsoever in connection with Buyer’s use thereof.
5. Your Promotional Content
As between You and Quickframe, You own all of the content, including any text, images, logos, trademarks, service marks, promotional materials, product or service information, comments, reviews, photos, profile information, audio and video clips and other information, that you post or share to solicit Creator Content or promote you or your services (referred to as “Promotional Content”). Promotional Content may also include the Creator Content that you purchase through the Services. You give Quickframe permission to use your Promotional Content as follows: you grant to Quickframe and its affiliates a license to use, copy, display, and perform your Promotional Content in connection with the Site or Services. We may use your Promotional Content to advertise and promote Quickframe, the Site or the Services and list and otherwise refer to you or your business as a Buyer that participates on the Quickframe Site. We may include advertising on the same page that your Promotional Content is displayed (including, for example, pre-roll and post-roll advertisements with any Creator Content that you maintain on the Site or Services). Our license to your Promotional Content is non-exclusive, meaning you may use the Promotional Content for your own purposes or let others use your Promotional Content for their purposes. Our license to your Promotional Content is fully-paid and royalty free, meaning we do not owe you anything in connection with our use of your Promotional Content. We may exercise our rights anywhere in the world. Finally, our license to display your Promotional Content shall last for so long as you maintain an account on the Site and for a commercially reasonable time after your account has been deactivated or terminated.
You promise that:
- you own all rights to your Promotional Content or, alternatively, that you have the right to give Quickframe the rights described above;
- you have paid and will pay in full any fees or other payments that may be related to the use of your Promotional Content; and
- your Promotional Content does not infringe the intellectual property rights, privacy rights, publicity rights, or other legal rights of any third party.
We may refuse to accept or transmit Promotional Content. We may remove Promotional Content from the Site or Services for any reason.
Other than Creator Content and Promotional Content, we own or license the content on the Site and Services, including software, text, visual and audio content (referred to together as "Quickframe Content") and Quickframe's trademarks, logos, and brand elements (referred to as "Marks"). The Quickframe Content and Marks are protected under U.S. and international laws.
We always welcome and appreciate your feedback and suggestions about Quickframe. You understand that we cannot necessarily respond to or implement all feedback or suggestions, but if we do, you understand and agree that we may use them without compensation to you.
10. Changes to the Site or Services
Quickframe enhances and updates its Site and Services often. We may change or discontinue the Site or any Services, with or without notice to you.
We reserve the right not to provide the Site or Services to any user. We also reserve the right to terminate any Buyer at any time, in our discretion. We may terminate your use of the Site and the Services for, among other reasons, serious or numerous complaints from Buyers. If you violate any of these Buyer Terms, your permission to use the Site and Services automatically terminates.
12. Disclaimer and Limitations on Our Liability
YOU USE THE SITE AND SERVICES AT YOUR OWN RISK. THE SITE AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, QUICKFRAME AND ITS OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, AND LICENSORS (REFERRED TO COLLECTIVELY AS "AFFILIATES") DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE SITE AND SERVICES (INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE AND NON-INFRINGEMENT).
QUICKFRAME AND ITS AFFILIATES WILL HAVE NO LIABILITY FOR ANY: (a) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (b) PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR ACCESS TO OR USE OF THE SITE OR SERVICES; (c) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS OR OF ANY PERSONAL OR FINANCIAL INFORMATION; (d) ANY INTERRUPTION OF TRANSMISSION TO OR FROM THE SITE OR SERVICES; (e) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED ON OR THROUGH THE SITE OR SERVICES BY ANY THIRD PARTY; OR (f) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, E-MAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE ON OR THROUGH THE SITE OR SERVICES.
QUICKFRAME AND ITS AFFILIATES DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY ON OR THROUGH THE QUICKFRAME SITE OR SERVICES OR ANY LINKED WEB SITE.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER QUICKFRAME NOR ITS AFFILIATES WILL BE LIABLE UNDER ANY THEORY OF LIABILITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM OR RELATING TO USE OF THE SITE OR SERVICES.
OUR AGGREGATE LIABILITY TO YOU ARISING FROM OR RELATING TO YOUR USE OF THE SITE OR THE SERVICES WILL NOT EXCEED THE GREATER OF $100.00 OR THE AMOUNT YOU HAVE PAID US IN THE PAST TWELVE MONTHS.
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent Quickframe may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of Quickframe's liability will be the minimum permitted under such law.
You agree to indemnify, defend, and hold harmless Quickframe and its Affiliates from and against any and all claims, liabilities, damages, losses, costs, expenses, fees of any kind (including reasonable attorneys' fees and legal costs), arising from or relating to: (a) any information (including your Buyer Content, Promotional Content, feedback, Buyer Contest, or any other content) you or anyone using your account submit, post, solicit, buy, create, offer or transmit through the Site or Services; (b) the use of the Site or Services by you or anyone using your account; (c) the violation of these Buyer Terms by you or anyone using your account; and (d) the violation of any rights of any third party, including intellectual property, privacy, publicity, or other proprietary rights by you or anyone using your account. Quickframe reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. If we do assume the defense of such a matter, you will reasonably cooperate with Quickframe in such defense.
14. Other Provisions
These Buyer Terms will be governed by and construed in accordance with the laws of the State of California, without giving effect to any conflict of laws rules or provisions.
Any controversy, claim, or dispute arising out of or related to these Buyer Terms (or the interpretation, performance, or breach of them), the Site or the Services, including but not limited to alleged violations of state or federal statutory or common law rights or duties (a “Dispute”) shall be solely and exclusively resolved according to the procedures set forth in this paragraph. If we are unable to resolve any Dispute through informal means, either party may initiate binding arbitration of such Dispute. The arbitration shall be initiated and conducted according to the JAMS/Endispute Comprehensive Arbitration Rules and Procedures in effect as of the date hereof, including the Optional Appeal Procedure provided for in such rules (the “Arbitration Rules”). The arbitration shall be conducted in Los Angeles County before a single neutral arbitrator appointed in accordance with the Arbitration Rules. The arbitrator’s decision shall be controlled by these Terms and any of the other agreements, including any applicable Additional Terms. No Disputes may be arbitrated on a class or representative basis. Arbitration can decide only the individual Dispute and the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated. BY ENTERING INTO THESE TERMS, YOU HEREBY IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO JOIN CLAIMS WITH THOSE OF OTHERS IN THE FORM OF A CLASS ACTION OR SIMILAR PROCEDURAL DEVICE. ANY CLAIMS ARISING OUT OF, RELATING TO, OR CONNECTED WITH THESE TERMS MUST BE ASSERTED INDIVIDUALLY. The arbitrator shall not have the power to award punitive damages against any party.
If any provision of these Buyer Terms is found to be unlawful, void, or unenforceable, then that provision will be deemed severable from these Buyer Terms and will not affect the validity and enforceability of any remaining provisions.
The failure of Quickframe to enforce any right or provision of these Buyer Terms will not be deemed a waiver of that right or provision and will not prevent Quickframe from enforcing such right or provision in the future.
We may assign our rights and obligations under these Buyer Terms, including in connection with a merger, acquisition, a sale of assets or by operation of law.
Under no circumstances will Quickframe be held liable for any delay or failure in performance due in whole or in part to any acts of nature or other causes beyond its reasonable control.
15. Changes to these Buyer Terms
From time to time, we may change these Buyer Terms. If we change these Buyer Terms, we will inform you by posting the revised Buyer Terms on the Site. Those changes will go into effect on the Revision Date shown in the revised Buyer Terms. By continuing to use our Site or Services, you agree to the revised Buyer Terms.