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General Agreement between Photographer and Consumer & Collages.net, Inc.


Collages.net, Inc. operates this Site (www.Collages.net), “The Site”, to provide online access to information about Collages.net and the products, services, and opportunities we provide (the “Service”). By accessing and using this Site, you agree to each of the terms and conditions set forth herein (“Terms of Use”). Additional terms and conditions applicable to specific areas of this Site or to particular content or transactions are also posted in particular areas of the Site and, together with these Terms of Use, govern your use of those areas, content or transactions. These terms are prominently displayed when purchasing pictures from a Collages.net “Consumer Site” and when purchasing a “Studio Website”.  Collages.net “Consumer Sites” are operated separately and independently from “The Site”.  Photographers retain all copyrights to images posted on “Consumer Sites”.  These Terms of Use, together with applicable additional terms and conditions, are referred to as this “Agreement.” You must be at least 18 years of age to use the Web site. By using our Web site, you certify that you are at least 18 years of age and that you agree to be bound by these terms and conditions of use. If you do not agree to be bound by these terms of use or if you are not at least 18 years of age, please immediately exit the site.

Collages.net reserves the right to modify this Agreement at any time without giving you prior notice. Your use of the Site following any such modification constitutes your agreement to follow and be bound by the Agreement as modified. The last date these Terms of Use were revised is set forth below.

 

1.  You may use the Service, the Site, and the information, writings, images and/or other works that you see, hear or otherwise experience on the Site (singly or collectively, the “Content”) solely for your non-commercial, personal purposes and/or to learn about Collages.net products and services. No right, title or interest in any Content is transferred to you, whether as a result of downloading such Content or otherwise. Collages.net reserves complete title and full intellectual property rights in all Content. Except as expressly authorized by this Agreement, you may not use, alter, copy, distribute, transmit, or derive another work from any Content obtained from the Site or the Service, except as expressly permitted by the Terms of Use.
 
2.  The Site and the Content are protected by U.S. and/or foreign copyright laws, and belong to Collages.net or its partners, affiliates, contributors or third parties. The copyrights in the Content are owned by Collages.net or other copyright owners who have authorized their use on the Site. You may download and reprint Content for non-commercial, non-public, personal use only. You may not manipulate or alter in any way images or other Content on the Site without specific permission from Collages.net or the copyright owner.
 
3. You are prohibited from using any of the marks or logos appearing throughout the Site without permission from the trademark owner, except as permitted by applicable law.
 
4.  Links on the Site to third party web sites or information are provided solely as a convenience to you. If you use these links, you will leave the Site. Such links, with the exception of our lab partners, do not constitute or imply an endorsement, sponsorship, or recommendation by Collages.net of the third party, the third-party web site, or the information contained therein. Collages.net is not responsible for the availability of any such web sites. Collages.net is not responsible or liable for any such web site or the content thereon. If you use the links to the web sites of Collages.net affiliates or service providers, you will leave the Site, and will be subject to the terms of use and privacy policy applicable to those web sites.
 
5. Any software available for download via the Site is the copyrighted work of Collages.net and/or its licensors. Use of such software is governed by the terms of the end user license agreement that accompanies or is included with the software. Downloading, installing, and/or using any such software indicates your acceptance of the terms of the end user license agreement.
 
6. Collages.net uses reasonable endeavors to ensure that the Service is available 24 hours a day 7 days a week. However, there will be occasions when the Service will be interrupted for maintenance, upgrades and emergency repairs or due to failure of telecommunications links and equipment that are beyond the control of Collages.net. Every reasonable step will be taken by Collages.net to minimize such disruption where it is within the reasonable control of Collages.net. You agree that Collages.net shall not be liable to you for any modification, suspension or discontinuance of the Service.
 
7. Photographer gives permission to Collages.net to create personal, password protected websites (“Consumer Sites”) for the clients and customers of the Photographer for the purpose of viewing, emailing, and purchasing posted photographs.
 
8. Collages.net will host and maintain said site containing images (“Images”) from the clients’ event for a period of 60 days. Photographer gives Collages.net the right to extend the duration of the sites.
 
9. All of the photographs featured on our Consumer Sites were created by photographers who have provided them to Collages.net for sale and distribution. The copyrights in the photographs are owned by the photographers thereof who have licensed to Collages.net the right to post them on the site and provide the services offered. You can purchase the photographs featured on our Consumer Sites in the form of photographic prints or other goods (“Products”). You acknowledge that all Products ordered are custom made to your order and have no market value beyond your purchase thereof. As such, all Products are non-returnable and payment for all Products is required to be made in full in advance. 
 
10. Collages.net will create a password protected administration area (“admin area”) that gives photographers the ability to create, edit and manage events, as well as process reprint orders. The admin area hosts a complete suite of marketing tools designed to help photographers grow their business.
 
11. If you register to become a Collages.net member, you are responsible for maintaining the confidentiality of your member identification and password information, and for restricting access to your computer. You agree to accept responsibility for all activities that occur under your member identification and password and to hold Collages.net harmless for any unauthorized use.
 
12. You are responsible for all of the images you upload, share or copy when using Collages.net and therefore you must have the legal right to copy and display each image that you upload. Collages.net does not allow photographers to upload and/or post any material that is obscene, offensive, blasphemous, pornographic, threatening, menacing, abusive, harmful, an invasion of privacy or publicity rights, defamatory, libelous, vulgar, illegal or otherwise objectionable. Any image that violates child pornography laws, child sexual exploitation laws and laws prohibiting the depiction of minors engaged in sexual conduct will be removed and the proper authorities will be contacted. Collages.net does not actively monitor the content of members' accounts. However, should you post images that we feel are unsatisfactory to the Collages.net culture we retain the right and authority to take such images off of the consumer site.
 
13. Collages.net has a no refund policy. Once an order is placed either on the consumer site or through the Collages.net admin area the purchaser is agreeing that all sales are final.
14. Photographers who subscribe to the “Unlimited Upload Plan” agree to have a current credit card on file that will be billed the first monthly fee when the photographer signs up. Collages.net will then begin billing the credit card monthly, beginning 30 days after the “start date” (the date photographer expects to begin uploading jobs) specified by the photographer during the signup process. If photographer decides to begin uploading jobs before the contracted start date, a new start date and monthly billing date will be automatically re-established.
 
15. Photographer is obligated to give 30 days notice by calling 877-638-7468 to cancel an “Unlimited Upload Plan” subscription. There are absolutely no refunds for unused months or partial months of use. In the event Collages.net discovers that any credit card information provided is invalid, Collages.net reserves the right to suspend access to admin area and remove any consumer sites or images connected with the invalid credit card.
 
16. Collages.net agrees to prepare images for display on the Internet by slightly reducing the resolution of images and digitally placing an indelible “Proof” mark on the images indicating to the viewer that the photograph is copyrighted material.
 
17. Collages.net will prominently display the Photographer’s contact information (and logo if provided) on each consumer website for the purpose of allowing those who visit each site to contact the Photographer. If requested by photographer, Collages.net will create a link to Photographer’s email and/or website which will directly link back to the Photographer’s studio website.
 
18. Photographer is responsible for ensuring that Collages.net has Photographer’s current fee schedule for reprints and enlargements on sites. Collages.net will give photographers the ability to create an unlimited number of price lists for various types of events. Photographer is responsible for maintaining these price lists through the admin area. Collages.net will allow those who visit theses sites to purchase reprints and enlargements directly from the consumer site using their credit card.
 
19. Collages.net will provide an integrated e-commerce engine for the Photographer. Collages.net' e-commerce engine will process all credit card transactions from reprint orders that take place on the Photographer’s consumer sites. Collages.net will collect a service fee of 15% (12% service charge + 3% credit card processing fee) which is applied to the entire order total. Collages.net’ is responsible for all credit card fees resulting from transactions via consumer sites. After collecting the 15% service charge, the balance of the transaction will be forwarded to photographer via PayPal, direct deposit or Collages.net account credit. It is customary for studios to increase their pricing by 15% to cover this service fee; this automated feature is available in your admin area.
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19. Collages.net has developed automated systems to facilitate payment or credit on account to you for reprints purchased on your event or portrait websites. Collages.net holds all reprint monies in escrow until you the photographer indicate that your obligation to fulfill the reprint order with the consumer has been satisfied. Should you fail to select your payment preference through your admin area (Check, PayPal, Account Credit, Direct Deposit, etc), or should you fail to change the order status of your reprint orders to "processed” or “shipped", or “downloaded”, or “completed” after 12 months, any accrued reprint monies will convert to "credit on account" and will no longer be available as cash. After 12 months from this conversion date, unused credits on your account will expire.
 
21. Photographer has the flexibility to charge whatever amount they deem necessary on their consumer sites to cover their shipping expenses.
 
22. In the event of an error that delays fulfillment of an order, Collages.net’ liability is limited to the fees that have been collected for that order less any costs incurred by Collages.net in the processing of that order.
 
23. Photographer agrees to obtain and retain the necessary permissions from any and all individuals appearing in studio’s demo CD/DVD slideshow and from all posted websites, unless said demo CD/DVD slideshow and/or websites contains only images owned by Collages.net.
 
24. Photographer is responsible for fulfilling all orders in a professional and timely manner. In no event will Collages.net be liable for any damages whatsoever, including, but not limited to any direct, incidental, consequential, special, exemplary or other indirect damages arising out of (i) the use of or inability to use the site, the service, or the content, (ii) any transaction conducted through or facilitated by the site; (iii) any claim attributable to errors, omissions, or other inaccuracies in the site, the service and/or the content, (iv) unauthorized access to or alteration of your transmissions or data, or (v) any other matter relating to the site, the service, or the content, even if Collages.net has been advised of the possibility of such damages. If you are dissatisfied with the site, the service, the content, or with the terms of use, your sole and exclusive remedy is to discontinue using the site.

Because some states do not allow the exclusion or limitation of liability for consequential or incidental damages, some of the above limitations may not apply to you. In such states, Collages. Net’s liability is limited and expressed and implied warranties including merchantability and fitness are excluded to the greatest extent permitted by law, but shall, in no event, exceed $100.00.
 
25. You understand and agree that you are personally responsible for your behavior on the Site. You agree to indemnify, defend and hold harmless Collages.net, its parent companies, subsidiaries, affiliated companies, joint ventures, business partners, licensors, employees, agents, and any third-party information providers to the Service from and against all claims, losses, expenses, damages and costs (including, but not limited to, direct, incidental, consequential, exemplary and indirect damages), and reasonable attorneys’ fees, resulting from or arising out of your use, misuse, or inability to use the Site, the Service, or the Content, or any violation by you of this Agreement.
 
26. Completing the signup process obligates photographer to the terms and conditions of this agreement. Access to continued posting services with Collages.net assumes continued compliance with this agreement.
 
27. Photographer and Collages.net acknowledge and agree that they are dealing with each other as independent contractors. This Agreement shall not constitute a partnership, joint venture or agency between Photographer and Collages.net, nor shall either of the parties hold itself out as such contrary to the terms hereof, nor shall either of the parties be bound or become liable because of any representation, action or omission of the other.
 
28. Collages.net and Photographer further agree that, after a customer places an order via the Internet, Collages.net will purchase “The “Product” (photographs featured on our Consumer Sites in the form of photographic prints or other goods) from Photographer and direct the Photographer to ship the product, via common carrier, to the customer. It is intended and agreed that title to the product sold by Photographer to Collages.net transfers to Collages.net after the product is given to the common carrier and placed in intrastate or interstate commerce. Collages.net will provide a Pennsylvania blanket sale-for-resale exemption certificate (Form REV-1220) to Photographer in respect to transactions involving products delivered to customers located in Pennsylvania .
 
29.  For products or services purchased from Collages.net by a Photographer located in Pennsylvania intended for resale to Photographer’s customer, Photographer will provide a Pennsylvania blanket sale-for-resale exemption certificate (Form REV-1220) to Collages.net in respect to such transactions.
 
30.  A “Chargeback” is a situation where a consumer who purchased photographs through a Collages.net Consumer Website notifies his credit card company that he would like the charge reversed. As the merchant of record, Collages.net receives formal written notice of all Chargebacks and is given a period of time (typically 10 days), to respond in writing. Chargeback’s are rare and are usually the result of delayed product fulfillment or delivery time. In the event of any Chargeback, Collages.net will notify photographer via a phone call that a Chargeback has occurred. Collages.net will work diligently with the photographer and consumer to resolve the Chargeback. Almost every Chargeback can be resolved through cooperation on the part of the photographer and consumer. However, in the event that the Chargeback is not resolved, the photographer is responsible for reimbursing Collages.net for any monies paid to them or credits used pertaining to the order subject to the Chargeback. Collages.net will be responsible for any Chargeback fees imposed by credit card companies. Collages.net also assumes the risk of increased merchant processing rates resulting from Chargeback’s. If photographer does not respond to Collages.net within 72 hours after receiving notice of the Chargeback, Collages.net reserves the right to charge the photographers credit card on file for the full amount of the Chargeback.
 
31. General Provisions
 

a.

 Entire Agreement/No Waiver. These Terms of Use constitute the entire agreement of the parties with respect to the subject matter hereof. No waiver by Collages.net of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.
 

b.

Correction of Errors and Inaccuracies. The Content may contain typographical errors or other errors or inaccuracies and may not be complete or current. Collages.net therefore reserves the right to correct any errors, inaccuracies or omissions and to change or update the Content at any time without prior notice. Collages.net does not, however, guarantee that any errors, inaccuracies or omissions will be corrected.
 

c.

Enforcement/ Choice of Law/ Choice of Forum. If any part of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, it will not impact any other provision of this Agreement, all of which will remain in full force and effect. Any and all disputes relating to this Agreement, your use of the Site, any other Collages.net web site, the Service, or the Content are governed by, and will be interpreted in accordance with, the laws of the Commonwealth of Pennsylvania, without regard to any conflict of laws provisions.
   



Addendum #1, March 31, 2005

32. Photographer agrees that any Collages.net products or services ordered must be paid for at the time of order.  Photographer agrees that in the event an account becomes past due, Collages.net reserves the right to convert any reprint orders to "credit on account" and subsequently use those credits to satisfy any outstanding balances.  Collages.net does not offer credit terms.
 
   



Date of Last Modification: March 31, 2005


Form REV-1220 - Form that PA photographers must sign and send to Collages.net

Form REV-1220 Photographer Copy - Form that Collages.net provides to PA photographers that they must keep on file