Black's Online Photo Centre
 
Terms and Conditions

TERMS OF SERVICE - THIS VERSION IN FORCE SINCE December, 2008

PLEASE READ THIS AGREEMENT CAREFULLY. THIS AGREEMENT GOVERNS YOUR USE OF THE WEB SITE (THE "WEB SITE") AND THE SERVICES AND GOODS PROVIDED THROUGH OR IN CONNECTION WITH THE WEB SITE (COLLECTIVELY, THE "SERVICE"). IT EXEMPTS THE THE COMPANY (THE "COMPANY") AND OTHERS FROM LIABILITY OR LIMITS THEIR LIABILITY AND CONTAINS OTHER IMPORTANT PROVISIONS THAT YOU SHOULD READ. EACH TIME YOU USE THE WEB SITE SERVICE, YOU ACKNOWLEDGE AND SIGNIFY THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY EACH PROVISION OF THIS AGREEMENT EACH TIME YOU USE THE SERVICE, YOU MAY NOT USE THE SERVICE.

EACH TIME YOU USE THE SERVICE, THE TEXT OF THIS AGREEMENT AS IT THEN READS WILL GOVERN YOUR USE. ACCORDINGLY, WHEN YOU USE THE SERVICE, YOU SHOULD CHECK THE EFFECTIVE DATE OF THIS AGREEMENT (WHICH APPEARS AT THE TOP OF THIS AGREEMENT) AND, IF THE AGREEMENT HAS BEEN REVISED SINCE YOUR LAST VISIT TO THE WEB SITE, REVIEW THIS NEW VERSION OF THE AGREEMENT.

YOUR ACCEPTANCE OF THIS AGREEMENT

This Agreement (which includes the Acceptable Use Policy which may be found by clicking here) is an agreement between you and the Web Site and governs the use of the Service and any Materials that you may use or allow others to use in connection with the Service. For purposes of this Agreement, "Materials" includes user IDs, email addresses, passwords, comments, images, graphics, text and data and any other forms of information submitted to the Company, regardless of whether such information is posted publicly or with password protection.

Each time you use the Service, you signify your acceptance and agreement, and the acceptance and agreement of any person you purport to represent (and for purposes of this Agreement, "person" includes any type of incorporated or unincorporated entity), without limitation or qualification, to be bound by this Agreement, and you represent and warrant that you have the legal authority to agree to and accept this Agreement on behalf of yourself and any person you purport to represent. If you do not agree with each provision of this Agreement, or you are not authorized to agree to and accept this Agreement, or you do not have the legal authority to agree to and accept this Agreement, then you may not use the Service.

CHANGES TO THIS AGREEMENT

You may not change, supplement, or amend this Agreement in any manner. The Company may, in its sole discretion, change, supplement or amend this Agreement as it relates to your future use of the Service from time to time, for any reason, and without any prior notice or liability to you or any other person. (If you do not agree to a change, you must terminate your membership as addressed below.) If you wish to be notified by e-mail of any changes in our terms of use send an e-mail to: webmaster.

AUTHORIZED USERS


The Service may be used only by individuals resident in Canada or the United States of America. The System may be used only by individuals who have reached the age of majority or legal age in their jurisdictions and who can form legally binding contracts under applicable law. The System may not be used by individuals who have had their Web Site membership or account terminated or by individuals in jurisdictions where the System, or any part of it, may be illegal. It is solely your responsibility to determine whether your use of the System is lawful, and you must comply with all laws applicable in your jurisdiction, including export restrictions. The Company reserves the right to limit the availability of the Service and/or the provision of any service, program, film, or other product described therein to any person, geographic area, or jurisdiction we so desire, at any time and in our sole discretion, and to limit the quantities of any such service, program, film, or other product that the Company provides. VOID WHERE PROHIBITED.

FEES, CHARGES AND TAXES, AVAILABILITY, PRICES, MISPRINTS AND ERRORS, AND ORDERS

All fees and charges will be at the rates in effect at the time the charges were incurred. Charges incurred under this Agreement may include charges related to use of the Service, as well as charges related to goods and services provided by third parties but acquired through the Service. You are responsible for paying all fees, charges and applicable taxes associated with your use of the Service and any use of the Service by any person using your user ID or password. All amounts appearing on the Web Site are quoted in Cdn dollars.

All charges incurred for use of the Service by any person using your user ID or password will be charged to your credit card as reflected in your registration records. You may update the credit card information from time to time. (Annual account fees will be billed in advance of the provision of the services. You will not be entitled to any credits, rebates, or refunds for times when the Service is down or otherwise unavailable.) The purchase price and other applicable charges and taxes will be billed in advance of the delivery of goods and services.

The Company endeavours to provide current and accurate information on the Web Site. Nevertheless, misprints or other errors may occur. Accordingly, the Company reserves the right to change the prices, fees and charges associated with the Service, including any goods and services available through the Service, at any time and from time to time without any notice or any liability to you or any other person. Also, due to the popularity of some goods and services, the Company cannot guarantee that goods or services advertised on the Web Site will be available when ordered or thereafter. The Company also reserves the right at any time to reject, correct, cancel or terminate any order. If you order goods or services for which the price was incorrectly displayed at the time of your order, the Company will provide you with an opportunity to cancel your order. If you order goods or services that are not available, the Company will notify you by email. The Company reserves the right to limit quantities licensed or sold.

The advertisements on the Web Site are invitations for purchase orders, and are not offers to sell. Your properly completed and delivered order form constitutes your offer to purchase the goods or services referenced in your order. Your order shall be deemed to be accepted only if and when the Web Site sends an order acceptance and shipping notice email to your email address. You may not cancel an order after the Company has sent an order acceptance and shipping notice email to you. If you wish to cancel an order that has not yet been accepted, you may request a cancellation by sending an email to the webmaster. However, the Web Site may not receive and process your cancellation request before it accepts and processes your order, in which case your cancellation request may not be effective.

If any payment due is not made by you, the Company may, in addition to its other remedies, at its sole discretion and without notice to you, (a) suspend its performance under this Agreement and your access to and use of the Service, or (b) terminate this Agreement and your access to and the use of the Service. If legal action is necessary to collect fees or charges due from you, then you will reimburse the Company for all expenses incurred in collecting the fees and charges, including all lawyers fees and other legal expenses.

TERMINATION OF THIS AGREEMENT AND THE SERVICE

If you breach any provision of this Agreement, then you may no longer use the Service.

(You may terminate this Agreement at any time. To terminate this Agreement, you must notify the Web Site by sending email to the webmaster. After receipt of your termination notice, the Web Site will terminate your account.)

The Company may, in its sole discretion, change, suspend, or terminate, temporarily or permanently, the Service or any part of it at any time, for any reason, without any notice to you and without any liability to you or any other person.

The Web Site or its service providers may at any time and for any reason, with or without cause, and in their sole discretion, immediately: (i) suspend or terminate (in whole or in part) your authorization to use the Service and any membership and account you may have; (ii) suspend or terminate and permanently delete and destroy any user ID, password, URL, IP address or domain name; (iii) remove from the Service and permanently delete and destroy any Materials (or any components thereof) that you or others may have posted or submitted to the Service (and for purposes of this Agreement, "posted" and "submitted" includes transmission on or through the Internet and in hardcopy format through facsimile or post) for any reason or no reason; (iv) restrict access to the Materials posted or submitted to the Service and to any account you may have; and (v) bar you from any future use of the Service; all without any prior notice or liability to you or any other person.

The Company and its service providers are not required to assess or otherwise determine the validity or legitimacy of any complaints or demands that they may receive regarding any Materials that you may use or allow others to use in connection with the Service (including Materials posted or submitted to the Service) before the Company and its service providers take any remedial action that they consider, in their sole discretion, to be appropriate.

If this Agreement is [terminated by you] or by the Company for any reason, then: (a) this Agreement will continue to apply and be binding upon you in respect of your prior use of the Service, including payment of any charges accrued in connection with use of the Service; (b) The Web Site may immediately remove from the Service and permanently delete and destroy any Materials that you or others may have posted or submitted to the Service without any prior notice or liability to you or any other person; and (c) any fees and charges previously paid by you for unused services will not be refunded.

DISCLAIMER, LIABILITY EXCLUSION, LIABILITY LIMITATION, RELEASE AND INDEMNITY

The Company strives to make your use of the Service a useful and enjoyable experience. Nevertheless, the Company and its service providers do not accept any liability for your use of the Service. For that reason, the following provisions apply to your use of the Service:

DISCLAIMER

YOUR USE OF THE SERVICE, INCLUDING ANY MATERIALS, DATA OR INFORMATION POSTED, SUBMITTED, DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE SERVICE, IS AT YOUR OWN RISK. THE SERVICE IS NEITHER DESIGNED NOR INTENDED TO BE USED AS A DISASTER RECOVERY FACILITY OR AS AN EMERGENCY DATA STORAGE FACILITY. ALTHOUGH THE COMPANY TAKES REASONABLE PRECAUTIONS TO PRESERVE AND PROTECT THE MATERIAL YOU MAY UPLOAD TO THE SERVICE, YOU SHOULD NOT RELY ON THE SERVICE AS YOUR ONLY SOURCE FOR THE MATERIAL YOU PROVIDE. YOU SHOULD KEEP YOUR OWN BACKUP COPIES OF ALL MATERIALS YOU MAY USE, OR ALLOW OTHERS TO USE, IN CONNECTION WITH THE SERVICE, INCLUDING MATERIALS POSTED OR SUBMITTED TO THE SERVICE.

YOU ARE SOLELY RESPONSIBLE FOR PROVISIONING, CONFIGURING AND MAINTAINING ALL EQUIPMENT AND SOFTWARE YOU USE OR ALLOW OTHERS TO USE IN CONNECTION WITH THE SERVICE, INCLUDING ALL COMPUTERS, TELEPHONE AND INTERNET SERVICE AND RELATED EQUIPMENT, PHOTOGRAPHIC EQUIPMENT, AND SOFTWARE.

YOU ARE SOLELY RESPONSIBLE FOR, AND BEAR ALL RISKS AND LIABILITIES ASSOCIATED WITH, ALL MATERIALS YOU MAY USE OR ALLOW OTHERS TO USE IN CONNECTION WITH THE SERVICE, INCLUDING MATERIALS POSTED OR SUBMITTED TO THE SERVICE. YOU ARE SOLELY LIABLE AND RESPONSIBLE FOR ANY AND ALL CLAIMS AND DEMANDS MADE BY ANY OTHER PERSON ARISING OUT OF, IN CONNECTION WITH, OR RELATING TO USE BY YOU, OR ANYONE ACCESSING THE SERVICE WITH YOUR USER ID OR PASSWORD, OF THE SERVICE, YOUR BREACH OF THIS AGREEMENT, YOUR VIOLATION OR INFRINGEMENT OF THE RIGHTS OF OTHER PERSONS, OR YOUR VIOLATION OF ANY APPLICABLE CIVIL OR CRIMINAL LAW. YOU ARE SOLELY RESPONSIBLE FOR THE MANNER IN WHICH THE MATERIALS YOU MAY USE OR ALLOW OTHER PERSONS TO USE IN CONNECTION WITH THE SERVICE, INCLUDING MATERIALS POSTED TO THE WEB SITE, ARE USED BY MEMBERS AND OTHER SERVICE USERS. THE WEB SITE AND ITS SERVICE PROVIDERS DISCLAIM ANY AND ALL RESPONSIBILITY AND LIABILITY REGARDING ALL SUCH MATTERS.

THE OPERATION OF THE SERVICE MAY BE AFFECTED BY NUMEROUS FACTORS BEYOND THE WEB SITE'S CONTROL. THE OPERATION OF THE SERVICE MAY NOT BE CONTINUOUS OR UNINTERRUPTED OR SECURE. SECURITY AND PRIVACY RISKS CANNOT BE ELIMINATED. PASSWORD PROTECTION MAY NOT PREVENT UNAUTHORIZED ACCESS TO MATERIALS YOU MAY USE OR ALLOW OTHER PERSONS TO USE IN CONNECTION WITH THE SERVICE, INCLUDING MATERIALS POSTED OR SUBMITTED TO THE SERVICE.

THE WEB SITE AND ITS SERVICE PROVIDERS ARE UNDER NO OBLIGATION TO VERIFY THE IDENTITY OF ITS MEMBERS OR OTHER USERS OF THE SERVICE. THE WEB SITE AND ITS SERVICE PROVIDERS DO NOT CONTROL THE MATERIALS POSTED OR SUBMITTED TO THE SERVICE AND DO NOT MONITOR, SCREEN, POLICE OR EDIT THOSE MATERIALS FOR COMPLIANCE WITH APPLICABLE LAWS OR THIS AGREEMENT. YOU MAY FIND SOME OF THE MATERIALS POSTED BY OTHER USERS TO BE OFFENSIVE, HARMFUL, INACCURATE OR DECEPTIVE. YOU SHOULD USE CAUTION AND COMMON SENSE WHEN USING THE WEB SITE AND RELATED SERVICES.

THE WEB SITE AND ITS SERVICE PROVIDERS ARE NOT LIABLE TO YOU OR ANY OTHER PERSON FOR ANY LOSS OR DAMAGE ARISING FROM OR RELATED TO ANY MISPRINTS OR ERRORS ON THE WEB SITE, INCLUDING THE UNAVAILABILITY OF ANY PRODUCT OR SERVICE YOU ORDER, ANY DELAY IN THE AVAILABILITY OF PRODUCTS OR SERVICES , OR ANY CHANGES IN THE PRICE OF PRODUCTS OR SERVICES.

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND WITHOUT ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AND INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE, OR DURABILITY, ALL OF WHICH ARE HEREBY DISCLAIMED BY THE WEB SITE AND ITS SERVICE PROVIDERS TO THE FULLEST EXTENT PERMITTED BY LAW.

THROUGH YOUR USE OF THE SERVICE, YOU MAY HAVE THE OPPORTUNITY TO ENGAGE IN COMMERCIAL TRANSACTIONS WITH OTHER PERSONS. ALL SUCH TRANSACTIONS ARE AT YOUR OWN RISK. THE WEB SITE AND, UNLESS THEY EXPRESSLY AGREE OTHERWISE, ITS SERVICE PROVIDERS ARE NOT PARTIES TO ANY SUCH TRANSACTIONS AND DISCLAIM ANY AND ALL LIABILITY REGARDING ALL SUCH TRANSACTIONS.

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE WEB SITE AND ITS SERVICE PROVIDERS MAKE NO REPRESENTATION, WARRANTY OR CONDITION THAT:

  • THE SERVICE WILL MEET YOUR REQUIREMENTS OR WILL BE COMPATIBLE WITH YOUR COMPUTER AND RELATED EQUIPMENT, PHOTOGRAPHIC EQUIPMENT AND SOFTWARE;
  • THE SERVICE WILL BE AVAILABLE OR WILL FUNCTION WITHOUT INTERRUPTION OR WILL BE FREE OF ERRORS OR THAT ANY ERRORS WILL BE CORRECTED;
  • THE SERVICE, THE INFORMATION OBTAINED THROUGH THE SERVICE, OR ANY RESULTS THAT MAY BE OBTAINED THROUGH THE USE OF THE SERVICE OR THE INFORMATION WILL BE ACCURATE, COMPLETE, RELIABLE, TIMELY, OR AUTHENTIC;
  • THE COMPANY WILL MONITOR THE WEB SITE OR ANY MATERIALS THAT YOU OR THIRD PARTIES POST TO THE WEB SITE OR ANY COMPONENT THEREOF;
  • THE QUALITY OF ANY GOODS, SERVICES, INFORMATION OR OTHER MATERIALS PURCHASED OR OBTAINED THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS;
  • THE USE OF THE SERVICE, INCLUDING THE BROWSING AND DOWNLOADING OF ANY MATERIALS FROM THE WEB SITE, WILL BE FREE OF VIRUSES, TROJAN HORSES, WORMS OR OTHER DESTRUCTIVE OR DISRUPTIVE COMPONENTS OR BUGS;
  • THE USE OF THE SERVICE, INCLUDING THE DOWNLOADING AND REPRODUCTION OF MATERIALS POSTED OR SUBMITTED TO THE SERVICE, WILL NOT INFRINGE THE INTELLECTUAL PROPERTY OR OTHER RIGHTS OF ANY PERSON;
  • ALBUM PASSWORD PROTECTION FOR MATERIALS YOU MAY USE OR ALLOW OTHERS TO USE IN CONNECTION WITH THE SERVICE, INCLUDING MATERIALS POSTED OR SUBMITTED TO THE SERVICE, WILL PREVENT UNAUTHORIZED ACCESS TO THOSE MATERIALS; OR
  • THE MATERIALS YOU MAY USE OR ALLOW OTHERS TO USE IN CONNECTION WITH THE SERVICE, INCLUDING MATERIALS POSTED OR SUBMITTED TO THE SERVICE, WILL NOT BE MISUSED BY ANY OTHER PERSON;

AND THE WEB SITE AND ITS SERVICE PROVIDERS DISCLAIM ANY AND ALL LIABILITY REGARDING SUCH MATTERS TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

LIABILITY EXCLUSION

  • THE WEB SITE AND ITS SERVICE PROVIDERS WILL NOT UNDER ANY CIRCUMSTANCES BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY LOSS OF USE, LOSS OF PRODUCTION, LOSS OF INCOME OR PROFITS (ANTICIPATED OR OTHERWISE), LOSS OF MARKETS, ECONOMIC LOSS, SPECIAL, INDIRECT OR CONSEQUENTIAL LOSS OR DAMAGE OR PUNITIVE DAMAGES, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LAW OR EQUITY, ARISING FROM, IN CONNECTION WITH, OR RELATING TO THE USE OF THE SERVICE BY YOU OR ANY OTHER PERSON, AND REGARDLESS OF ANY NEGLIGENCE OR OTHER FAULT OR WRONGDOING BY THE COMPANY OR ITS SERVICE PROVIDERS OR ANY OTHER PERSON FOR WHOM ANY OF THEM IS RESPONSIBLE, AND NOTWITHSTANDING THAT THE COMPANY OR ITS SERVICE PROVIDERS MAY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES BEING INCURRED BY YOU OR ANY OTHER PERSON.

LIABILITY LIMITATION

  • WITHOUT LIMITING THE FORGOING, IN NO EVENT WILL THE COMPANY AND ITS SERVICE PROVIDERS EVER BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES, AND COSTS, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LAW OR EQUITY, AND REGARDLESS OF ANY NEGLIGENCE OR OTHER FAULT OR WRONGDOING BY THE COMPANY OR ITS SERVICE PROVIDERS OR ANY PERSON FOR WHOM EITHER THE COMPANY OR ITS SERVICE PROVIDERS ARE RESPONSIBLE, IN AN AMOUNT EXCEEDING $25 (CDN) OR THE PRO-RATED AMOUNT YOU PAID TO THE COMPANY FOR THE USES OF THE SERVICE WHICH ARE THE SUBJECT OF THE CLAIM, WHICHEVER IS LESS.

RELEASE

  • YOU HEREBY RELEASE, REMISE AND FOREVER DISCHARGE THE COMPANY AND ITS SERVICE PROVIDERS AND EACH OF THEIR RESPECTIVE AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, INFORMATION PROVIDERS, SERVICE PROVIDERS, SUPPLIERS, LICENSORS AND LICENSEES, AND ALL OTHER RELATED, ASSOCIATED, OR CONNECTED PERSONS FROM ANY AND ALL MANNER OF RIGHTS, CLAIMS, COMPLAINTS, DEMANDS, CAUSES OF ACTION, PROCEEDINGS, LIABILITIES, OBLIGATIONS, LEGAL FEES, COSTS, AND DISBURSEMENTS OF ANY NATURE AND KIND WHATSOEVER AND HOWSOEVER ARISING, WHETHER KNOWN OR UNKNOWN, WHICH NOW OR HEREAFTER EXIST, WHICH ARISE FROM, RELATE TO, OR ARE CONNECTED WITH YOUR USE OF THE SERVICE.

INDEMNITY

  • YOU AGREE TO INDEMNIFY, DEFEND AND HOLD THE COMPANY AND ITS SERVICE PROVIDERS AND EACH OF THEIR RESPECTIVE AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, INFORMATION PROVIDERS, SERVICE PROVIDERS, SUPPLIERS, LICENSORS AND LICENSEES, AND ALL OTHER RELATED, ASSOCIATED, OR CONNECTED PERSONS (COLLECTIVELY, THE "INDEMNIFIED PARTIES") HARMLESS FROM AND AGAINST ANY AND ALL DAMAGES, LIABILITIES AND COSTS, INCLUDING WITHOUT LIMITATION REASONABLE LEGAL FEES AND EXPENSES, INCURRED BY THE INDEMNIFIED PARTIES IN CONNECTION WITH ANY CLAIM OR DEMAND ARISING OUT OF, RELATED TO, OR CONNECTED WITH USE OF THE SERVICE BY YOU OR ANYONE ACCESSING THE SERVICE USING YOUR USER ID OR PASSWORD. YOU WILL ASSIST AND CO-OPERATE AS FULLY AS REASONABLY REQUIRED BY THE INDEMNIFIED PARTIES IN THE DEFENCE OF ANY SUCH CLAIM OR DEMAND.
  • ADVICE AND INFORMATION PROVIDED BY THE COMPANY OR ITS SERVICES PROVIDERS OR THEIR REPRESENTATIVES, OR THROUGH THE SERVICE, WHETHER ORAL OR WRITTEN, WILL NOT CREATE ANY REPRESENTATION, WARRANTY OR CONDITION OR VARY OR AMEND THIS AGREEMENT, INCLUDING THE ABOVE DISCLAIMERS, LIABILITY EXCLUSIONS, LIABILITY LIMITATIONS, RELEASE AND INDEMNITY PROVISIONS, AND YOU MAY NOT RELY UPON ANY SUCH ADVICE OR INFORMATION.

The exclusion of certain warranties and the limitation of certain liabilities is prohibited by law in some jurisdictions. Such legal limitations may apply to you.

The disclaimer, liability exclusion, liability limitation, release, and indemnity provisions in this Agreement survive the termination of this Agreement.

USE OF THE SERVICE

Members and other Service users must use the Service responsibly and with respect for all persons. Members and other Service users must comply with all applicable laws, rules and regulations, including without limitation the Acceptable Use Policy, which is part of this Agreement and may be found by clicking here.

PRIVACY

The Company and its service providers do not collect, use, or disclose your personal information without your prior consent and knowledge except in accordance with the Privacy Policy. The Privacy Policy is available by clicking here. The Company may change the Privacy Policy from time to time in its sole discretion. By accepting this Agreement, and each time you use the Service, you consent to the Company's collection, use and disclosure of your personal information in accordance with the Privacy Policy without any further notice or any liability to you or any other person.

You also consent to the Company and its service providers monitoring, screening, policing and editing your use of the Service and the use of your accounts, including postings and submissions of Materials to the Service, without any notice or any liability to you or any other person. The Web Site and its service providers are not under any obligation to engage in such monitoring, screening, policing and editing, but may do so as they consider appropriate in their sole discretion, without notice to you or any other person.

LICENSE AND WARRANTIES

For all Materials you may use or allow others to use in connection with the Service, including Materials posted or submitted to the Service:

  • In order for us to transmit your photos to Black's Photo Corporationfor fulfillment, we need the right to make use of all content on the service (in accordance with and subject to the following) You grant to the Web Site and its service providers and licensees a non-exclusive, royalty-free, perpetual, irrevocable, unrestricted, world-wide right and license to access, use, copy, reproduce, distribute, transmit, display, perform, communicate to the public, modify, adapt, publish, translate, create derivative works from, and otherwise use such Materials (in whole or in part) in connection with the Service, using any form, media or technology now known or later developed, without providing compensation to you or any other person, without any liability to you or any other person, and free from any obligation of confidence or other duties on the part of the Web Site or its service providers solely for the purpose of providing the service;
  • You grant to PhotoChannel permission to access, view, store, copy, reproduce, distribute, transmit, display, perform, and reproduce such Materials (in whole or in part) in any of the ways facilitated or provided by the Service solely for the purpose of providing the service
  • In no event will Black's Photo Corporation print or display any content provided by you, other than in accordance with any activity initiated by you (e.g. photo sharing, printing, etc.). You remain the owner of all content that you submit to the service.
  • You represent and warrant to the Company and its service providers and all members and other Service users that (i) their use of the Materials does not and will not violate or infringe the rights (including copyright, moral rights, and other intellectual property rights and privacy and personality rights) of any other person or any laws and (ii) you have all the rights necessary to grant all rights and licenses set forth above.

You also grant to the Web Site and its service providers the right to use your name in connection with the Materials.

ACCOUNT PASSWORDS AND ALBUM PASSWORDS

Some areas of the Web Site may require you to register with the Web Site. When and if you register, you agree to (a) provide accurate, current, and complete information about yourself as prompted by our registration form (including your email address) and (b) to update your information (including your email address) so as to keep it accurate, current, and complete.

Members may also use album passwords for Materials they submit or post to the Service in order to restrict access to those Materials. The use of an album password does not restrict access by the Web Site and its service providers to the password-protected Materials.

As part of the registration process, you will be asked to select a unique user ID and password. We may refuse to grant you a username that impersonates someone else, is or may be illegal, is or may be protected by trademark or other proprietary rights law, is vulgar or otherwise offensive, or may cause confusion, as determined by us in our sole discretion. For security reasons, user IDs and passwords must be non-obvious, hard-to-guess, confidential and changed on a regular basis, and members must log-out at the end of each session. You will be responsible for the confidentiality and use of your username and password and agree not to disclose your user ID or password to the Web Site to any third party. You must immediately notify the Web Site of any unauthorized disclosure or use of your user ID or password or album passwords you have provided to other persons, or if you know or suspect that those passwords have been lost or stolen or become known to any other person without your authorization.

YOU ARE ENTIRELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF YOUR USERNAME AND PASSWORD AND ENTIRELY RESPONSIBLE FOR ANY AND ALL ACTIVITIES (INCLUDING PURCHASES, AS APPLICABLE) THAT ARE CONDUCTED THROUGH YOUR ACCOUNT.

You must ensure that all use of your account complies with this Agreement.

All user IDs and passwords remain the property of the Web Site, and may be cancelled or suspended at any time by the Company without any prior notice or any liability to you or any other person. The Company is not under any obligation to verify the actual identity or authority of the user of any user ID or password. If the Company, in its sole discretion, considers a password to be insecure, then the Company may cancel the password.

You must respond promptly to all email and other correspondence from the Company, including without limitation email and correspondence concerning complaints or concerns regarding your use of the Service and the use of your account.

THE SECURITY AND PRIVACY PROVIDED BY PASSWORDS IS NOT COMPLETE, AND CAN BE CIRCUMVENTED. YOUR USE OF PASSWORDS IS AT YOUR OWN RISK.

PHOTO STORAGE

The Service is not designed or intended to be used as a disaster recovery or emergency data storage facility. You are responsible for creating and maintaining copies of your photos, as back-ups, prior to posting or uploading any images or other content or materials to the Site. To remain eligible for free storage, you must access your account at least once every 180 days and make a purchase at least once every 365 days. The 365 day period will restart with each purchase you make from the Black's Site. If you do not make at least one (1) purchase every 365 days, Black's may delete the photos stored in your account. Furthermore, if your account has not been accessed at least once in a 365 day period the account itself may be terminated including all information, communications, postings, albums, image files or any other content within the account. Please note that Black's reserves the right to modify this policy without notice at any time.

GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement, your use of the Service, all transactions through the Service, and all related matters are governed solely by the laws of the Province of British Columbia, Canada and applicable federal laws of Canada, excluding any rules of private international law or the conflict of laws which would lead to the application of any other laws.

Any dispute between the Company and you or any other person arising from, in connection with or relating to the Service, this Agreement, any transaction through the Service or any related matters must be resolved before the Courts of the Province of British Columbia, Canada sitting in the City of Vancouver, and you hereby irrevocably submit and attorn to the original and exclusive jurisdiction of those Courts in respect of any such dispute.

Any claim or cause of action you may have arising from, in connection with, or relating to your use of the Service, this Agreement, any transaction through the Service or any related matters must be commenced in a court of competent jurisdiction in Vancouver, British Columbia, Canada within one (1) year after the claim or cause of action arises, after which time the claim or cause of action is forever barred, regardless of any statute or law to the contrary.

OWNERSHIP AND USE OF THE SERVICE AND ITS CONTENT

The Service and all of its content, including data, photographs, images, icons, software, and other elements, are owned or licensed by the Company or its suppliers. The Service and all of its content are protected by domestic and international copyright, trademark, and other laws. Without limiting the above, the entire content of the Service is, under domestic and international copyright laws, a collective work owned by the Company. Your use of the Service and its content does not transfer to you any ownership or other rights in the Service or its content.

The Service and its content may not be used for any purpose not expressly permitted by this Agreement. In particular, except as expressly stated otherwise in this Agreement, the Service and its content may not be copied, imitated, reproduced, republished, uploaded, posted, transmitted, modified, indexed, catalogued, or distributed in any way, in whole or in part, without the express prior written consent of the Company. You may not use any of the software that is used in the operation of the Service except while you use the Service. You may not copy any of the software used in the operation of the Service. You may not reproduce, copy, duplicate, sell, or resell any part of the Service or access to the Service.

The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials hosted by the Web Site infringe your copyright (for example, Materials posted to the Web Site on one of our forums), you (or your agent) may send us a notice requesting that the material be removed, or access to it blocked. The notice must include the following information:

(a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

(b) identification of the copyrighted work claimed to have been infringed (or if multiple copyrighted works located on the Web Site are covered by a single notification, a representative list of such works);

(c) identification of the material that is claimed to be infringing or the subject of infringing activity, and information reasonably sufficient to allow the Company to locate the material on the Web Site;

(d) the name, address, telephone number, and email address (if available) of the complaining party;

(e) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

(f) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send the Company a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.loc.gov/copyright/ for details. We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that there can be penalties for false claims under the DMCA.

You may access and browse the Web Site using a commercially available, SSL-capable Web browser. You may print or download the pages of the Web Site and its content for your personal, non-commercial use, provided that you do not modify any of the Web pages or content and you do not remove or alter any visible or non-visible identification, marks, notices, or disclaimers.

FILM PROCESSING

Web Site members may be permitted to submit film, prints, slides or negatives to the Web Site for processing. Any such processing by the Company is expressly subject to the Disclaimer, Liability Exclusion, Liability Limitation, Release and Indemnity and other provisions of this Agreement. Without limiting those provisions, if film, prints, slides or negatives are damaged or lost through the negligence or other fault of the Company or its service providers or any person for whom the Company or its service providers are responsible, the Company's total liability is limited to the cost of providing a like amount of unexposed film.

INFORMATION SUBMISSIONS

All information you provide through the Service, including your registration information (name and email addresses), payment information (credit card numbers and expiration date), and transaction-related information must be true, accurate, current and complete. You must also provide the Web Site with updated registration information and payment information within 30 days of any changes. The Web Site and its service providers will rely on the information you provide. You will be responsible for any and all loss, damage, or additional costs that you, the Company or its service providers or others may incur as a result of your submission of any false, incorrect or incomplete information or your failure to update your registration and payment information within 30 days of any changes. The Company may, in its sole discretion, require a copy of a government-issued form of identification before making any changes to your registration information or payment information.

ADVERTISEMENTS

The Web Site may display advertisements on the Service, including on the pages that display Materials you post or submit to the Service. The manner, mode and extent of the advertising will be determined by the Company in its sole discretion, and is subject to change at any time and without any notice or any liability to you or any other person.

OTHER SITES

The Service may include advertisements for, and links to, other sites and businesses operated by third parties ("Other Sites"). Other Sites are independent from the Web Site, and the Company has no responsibility or liability for or control over Other Sites, their business, goods, services, or content. Links to Other Sites are provided solely for your convenience. The Company does not sponsor or endorse any Other Sites or their content or the goods or services available through those sites. Your use of Other Sites and your dealings with the owners or operators of Other Sites is at your own risk, and you may not make any claim against the Company arising out of your use of any Other Sites or your dealings with the owners or operators of any Other Sites. The provisions of this Agreement under the section headed Disclaimer, Liability Exclusion, Liability Limitation, Release and Indemnity apply, with all necessary modifications, to your access to and use of any Other Sites and their business, goods, services, and content.

LINKING AND FRAMING THE WEB SITE

If you are a member, you may create links to the Materials you post to the Web Site from your own, personal, non-commercial site; however you may not create links from commercial sites (such as auction sites) or sites you do not own. Also, you may not use the Company name or any of the Marks or otherwise indicate, suggest or imply that the Company endorses the Materials you post to the Web Site.

Any other links to the Web Site or its content without the express permission of the Company are strictly prohibited. To request permission to link to the Web Site, please contact the webmaster. The Company reserves the right to cancel and revoke any permission it may give to link to the Web Site at any time, for any reason, and without any notice or liability to you or any other person.

The framing of the Web Site or any of its content in any form and by any method is strictly prohibited.

UNSOLICITED SUBMISSIONS

The Company does not accept or consider unsolicited ideas, including ideas for new advertising campaigns, new promotions, new or improved goods, services or technologies, product enhancements, processes, materials, marketing plans, or new product names. The purpose of this policy is to avoid potential misunderstandings or disputes. Accordingly, please do not send any unsolicited ideas, suggestions or other materials ("Submissions") to the Company.

If you send Submissions to the Company or the Web Site, you automatically grant to the Company and its assigns a perpetual, royalty-free, irrevocable, unrestricted, non-exclusive, world-wide, sub-licensable right and license to use, copy, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, transmit, display and otherwise exploit the Submissions or any ideas, concepts, know-how or techniques associated with the Submissions for any purpose whatsoever, commercial or otherwise, using any form, media or technology now known or later developed, without providing compensation to you or any other person, without any liability whatsoever, and free from any obligation of confidence or other duties on the part of the Company or its assigns, and you agree, represent and warrant that all moral rights in the Submissions are waived.

CONTESTS

From time to time the Web Site may make contests, sweepstakes or other promotions available to members and other Service users. All contests are governed by this Agreement and the applicable Contest Rules. By participating in a contest through the Service, you signify your agreement and acceptance of this Agreement and the applicable Contest Rules.

TRANSACTION AGREEMENTS

All transactions through the Service are governed by this Agreement and any applicable Transaction Agreement. By participating in a transaction through the Service, you signify your agreement and acceptance of the applicable Transaction Agreement.

NOTICES

Notices or communications to the Company in connection with this Agreement must be in writing and must be sent to the Company by both email to webmaster and by courier or regular pre-paid post to 590-425 Carrall Street, Vancouver, BC Canada V6B 6E3. Notices will be deemed to be received by the Company upon the earlier of: (a) your receipt of the Company's express acknowledgement of receipt of email transmission; (b) two (2) business days after deposit with a nationally recognized overnight courier; or (c) ten (10) business days after deposit in the U.S. or Canadian postal mail, provided that if there is a slow-down or other labour dispute which affects the delivery of a notice by mail then it will be deemed to be received by the Company at the actual time of delivery.

Notices to you in connection with this Agreement may be sent by either email to the email address supplied for your account or otherwise provided by you or by courier or regular pre-paid post to your postal address or the postal address supplied for your account. Notices will be deemed to be received by you upon the earlier of: (a) the Web Site's receipt of your express acknowledgement of receipt of email transmission; (b) two (2) business days after deposit with a nationally recognized overnight courier; or (c) ten (10) business days after deposit in the U.S. or Canadian postal mail, provided that if there is a slow-down or other labour dispute which affects the delivery of a notice by mail then it will be deemed to be received by you at the actual time of delivery.

OTHER MATTERS

If any provision of this Agreement is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed to be severed from the rest of this Agreement and shall not affect the validity and enforceability of any remaining provisions.

No waiver, express or implied, by either party of any breach of or default under this Agreement will constitute a continuing waiver of such breach or default or be deemed to be a waiver of any preceding or subsequent breach or default.

You and the Company are independent contractors, and no agency, partnership, joint venture, employment or franchise relationship is intended or created by this Agreement or your use of the Service.

This Agreement and the Acceptable Use Policy as amended from time to time by the Company, and any applicable transaction agreements and contest rules, constitute the entire agreement between you and the Company relating to your use of the Service and supersede all previous agreements, written, oral or otherwise, between you and the Company with respect to your use of the Service. You may also be a party to a software licence agreement regarding any software you have downloaded from or through the Service.

The provisions of this Agreement will enure to the benefit of and be binding upon the Company and its service providers and their respective successors and assigns, and you and your heirs, executors, administrators, successors and personal representatives. You may not assign this Agreement or your rights and obligations under this Agreement without the express written consent of the Company, which may be withheld in the Company's sole discretion. The Company and its service providers may assign this Agreement and their respective rights and obligations under this agreement without your consent.

The parties to this Agreement have expressly requested and required that this Agreement, and all other related documents, be drawn up in the English language. Les parties conviennent et exigent expressement que ce Contrat et tous les documents qui s'y rapportent soient rediges en anglais.

Any rights not expressly granted by this Agreement are reserved to the Company.

ACCEPTABLE USE POLICY

SUSPECTED VIOLATIONS OF THIS POLICY MAY BE REPORTED BY CLICKING HERE.

GENERAL USE RULES

Your use of the Service, including posting Materials to the Web Site, must be lawful, ethical, and respectful of the legal rights and interests of all other persons, and consistent with the security and reliability of the Service and the Internet generally.

Without limiting the above, the following rules apply to your use of the Service:

  • LAWFUL USE: Your use of the Service must be lawful and must comply with all applicable domestic and foreign laws, regulations, rules, policies, treaties and tariffs, whether civil, criminal or otherwise. Access to the Service from locations where the Service may be illegal is prohibited.
  • NON-COMMERCIAL USE: The Service may be used by you only for personal, non-commercial purposes and must not be used in connection with any commercial activities, including:
    (a)     selling or offering to sell any goods or services, including reselling the Service;
    (b) soliciting for advertisers or sponsors;
    (c)     conducting contests, gaming or gambling or offering prizes, awards or any other incentives to users;
    (d) displaying advertising or sponsorship banners, including those generated by banner or link exchange services;
    (e) soliciting for donations; or
    (f) use of unauthorized or unsolicited junk mail, spam, chain letters, pyramid schemes or any other form of solicitation.

  • SECURITY AND PERFORMANCE: The Service must not be used by you with any action, device, software or routine which could directly or indirectly interfere (or attempt to interfere) with the proper working of the Service or impose an unreasonable or disproportionately large load or burden on the system or its infrastructure.
  • OTHER PERSON'S RIGHTS: Your use of the Service must not infringe the legal rights of any other person (including privacy and personality rights, copyright, trade-mark, trade secret, patent, moral rights, and other proprietary rights).
  • NO DATA COLLECTION: Your use of the Service must not involve any data matching or data mining, including without limitation the collection or use of information about other members and other users (including their email addresses) without their expressed consent.

USE GUIDELINES - PROHIBITED USES

The following is a non-exhaustive list of prohibited uses of the Service. The Company reserves the right, in its sole discretion, to determine whether any use by you of the Service is prohibited or otherwise violates this Policy.

  • Uses that may violate the General Use Rules set forth above.
  • Uses that may be unlawful, indecent, offensive, defamatory, derogatory, fraudulent, deceptive, harmful, abusive, threatening, vulgar, profane, pornographic, obscene, sexually explicit, sexist, racist, hateful, offensive, harassing, invasive of the privacy rights of others, or otherwise objectionable. This prohibition extends to the posting of any Materials that depict, encourage, indicate, advocate or tend to incite any such conduct.
  • Uses that may harm, threaten, harass, abuse or intimidate any other person in any way or involve materials that depict, promote, encourage, indicate, advocate or tend to incite the commission of a crime or other unlawful activities, violence, hatred, cruelty or discrimination against any individuals or groups, for any reason, or any act of cruelty to animals.
  • Uses that may dilute or depreciate the name and reputation of the Company and its affiliates or associates.
  • Uses that modify, adapt, sub-license, translate, sell, reverse engineer, decompile or disassemble any portion of the Web Site or the software underlying or offered on the Web Site, or that delete, obscure or modify any proprietary notice contained on the Web Site;
  • Uses that "frame" or "mirror" any part of the Web Site without the Company's prior written authorization;
  • Uses that interfere with other persons' use and enjoyment of the Service or of the Internet generally.
  • Uses that may damage, disrupt, compromise or degrade the integrity, efficiency, performance or security of the Service or that may otherwise or result in:
    • the circumvention or breach of any user authentication, password, security or control measures regarding the Service or any other Internet resource or computer system;
    • unauthorized access to other persons' accounts and Materials (including Materials posted to the Service) or interference with their use and enjoyment of the Service.
  • Uses that conceal or misrepresent the author or origin of any message or communication, or that impersonate any person, or that falsely state or otherwise misrepresent an affiliation with any other person, including without limitation any Company representative.
  • Uses that contain, hyperlink to or otherwise disclose images of any person or private information about any person (such as names, telephone numbers, email addresses, postal addresses, social insurance or social security numbers) without that person's permission.
  • The uploading, posting or transmission to the Service of any of the following Materials, whether posted publicly or with password protection, whether directly or indirectly or intentionally or unintentionally:
    • Materials that contain links to other sites or Internet resources;
    • Executable programs or audio and video recordings;
    • Materials that contain computer viruses, trojan horses, worms, time bombs, cancelbots, or other computer code that may damage, harm, detrimentally interfere with, surreptitiously intercept or expropriate, interrupt, limit the functionality of, or otherwise adversely affect the Service or any other computer system, hardware, software, telecommunications equipment, data, or personal information; and
    • Materials that are encrypted.

MONITORING AND COMPLAINTS

The Company is not obliged to monitor, screen, police or edit the use of the Service, including postings of Materials to the Web Site, although the Company reserves the right to do so in its sole discretion and without any notice or liability to you or any other person.

The Company will respond as it considers appropriate, in its sole discretion, if it becomes aware of any inappropriate uses of the Service, including uses that constitute copyright infringement. You may report violations of this Policy by e-mailing us at: webmaster. (The procedure for making copyright infringement claims may be found by clicking here.)

COMPLIANCE, CONSEQUENCES, AND LAW ENFORCEMENT DISCLOSURE

The Company may in its sole discretion determine whether this Policy has been violated.

Policy violations constitute a breach of the Web Site Use Agreement and may, in the sole discretion of the Company, result in: (a) termination or suspension of permission to use the Service and any Web Site membership and accounts you may have; (b) restricted access to Materials posted to the Service; (c) removal and permanent deletion and destruction of Materials posted to the Service; and (d) other consequences; all without any notice or liability to you or any other person.

Service users who violate this Policy may incur criminal or civil liability.

The Company may in its sole discretion report perceived violations of applicable law to law enforcement authorities. The Company will co-operate fully with law enforcement authorities in the investigation of suspected unlawful conduct, including providing Web Site members' personal information (including account information and payment information), Service users' personal information, and copies of Materials used in connection with the Service, including Materials posted to the Service.

The Company's failure to enforce this Policy, for whatever reason, shall not be construed as a waiver of any preceding or subsequent violation of this Policy.

You acknowledge that it is the Company's policy to cooperate with law enforcement agencies investigating illegal or improper activities relating to the Service.

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