PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THE SITE.
1.1 You must read and agree to these Terms as a User of the website located at stockbo.com. This Agreement forms a binding contractual agreement between you, the User, and Stockbo Pty Ltd ACN 164 864 162.
1.2 By browsing the Site or registering to the Site to access the Services, you warrant that you are at least 18-years-old and you are legally capable of entering into binding contracts under Australian laws.
1.3 By continuing to browse the Site or completing the registration process, you acknowledge and agree that you have had sufficient chance to read and understand the terms of this Agreement, and that you agree to be bound by them
1.4 If you do not agree to this Agreement, you may not access or otherwise use the Services offered on the Site.
1.5 All prices are listed in Australian Dollars. Credit card purchases made by international customers may attract a currency conversion fee by their card issuer. Please speak to your card issuer for more information.
Content means any and all data, text, software, images, audio or video material and other content, in any medium, provided by Stockbo to you.
Intellectual Property Rights means all intellectual property rights, including all copyright, patents, trade marks, design rights, trade secrets, domain names, know-how and other rights of a similar nature, whether register able or not and whether registered or not, and any applications for registration or rights to make such an application.
Services means the platform for the display and sale of royalty-free stock images provided by Stockbo through the Site. This includes Services currently offered by Stockbo and any Services or products that Stockbo may choose to offer in the future.
Site means www.stockbo.com.
Stock Content shall mean each and every item of content or other material (whether images, links, documents, text, writings, photographs, graphics, videos, greeting cards, or any other files), in part or whole, uploaded by a User to the Site for the purpose of availing the Services and/or otherwise integrated into the Site by a User.
You means you, the User.
Us, We, Our means Stockbo Pty Ltd ACN 164 864 162.
3. ACCESSING THE SITE
3.1 You acknowledge and agree that although Stockbo will use reasonable efforts to ensure that the Site and Services are available, temporary interruptions of the Services available through the Site may occur. We shall not be liable to any person or entity for loss or damage incurred by such downtimes.
3.2 All Content and Services provided through this Site are provided on an “as is” and “as available” basis. The Content and Services are provided without warranties or conditions of any kind, either express or implied, including but not limited to implied warranties and conditions of merchantability, fitness for a particular purpose or non-infringement. Your use of this Site is solely at your own risk.
3.3 We reserve the right to withdraw or amend the Services and Content we provide on the Site without notice. We may restrict access to some parts of or the entire Site, from time to time.
4. REGISTRATION INFORMATION AND PASSWORDS
This section applies only to registered Users.
4.1 By registering to the Site to access the Services, you agree that all information provided during the registration process is true and accurate and you will update this information in order to keep it current, complete and accurate.
4.2 During the registration process, you will be asked to select a password for your User account. You agree to keep your password confidential at all times and must not disclose it to any third parties. You agree to be fully responsible for activities or transactions that relate to your User account or your password. If you have reason to believe that your password has been obtained by someone else without your consent, you must inform us immediately to disable your account.
4.3 You have sole responsibility for adequate security protection and backup of data and/or equipment used in connection with your usage of the Site and Services and will not make a claim against us for lost data, re-run time, inaccurate instruction, work delays or lost profits resulting from the use of the Site and Services.
5. SCOPE OF THE SERVICES
This section applies only to registered Users.
5.1 Stockbo will only host the User’s Stock Content during the term of registration.
5.2 You acknowledge and agree that in the event your registration is terminated or interrupted for any reason, your Stock Content will be disabled and will not be viewable on the Site, nor will they be able to be downloaded by anyone.
5.3 In the event that you terminate your registration, all previously uploaded Stock Content will no longer be accessible. Stockbo may keep the Stock Content on its system until it is cleaned up from time to time at its discretion and reserves the right to do so without prior notice. As such, the registered User acknowledges and agrees that it is responsible for keeping its own copies of the Stock Content and hold Stockbo harmless from any losses that may indirectly or directly, arise from or are due to, or deletions.
5.4 In order to terminate your account please send an email to firstname.lastname@example.org to request an account termination which will be carried out within a reasonable time of receipt of the termination request email. All of your uploaded Stock Content will be deleted as per Clause 5.3 and all of your prior purchased Stock Content will no longer be re-downloadable. Before terminating your account Stockbo will pay out all outstanding amounts owed to you as per Section 7.
6. REGISTERED USERS’ RESPONSIBILITIES
This section applies only to registered Users.
6.1 You represent, warrant and agree that you have:
6.1.1 full power and authority to accept these Terms, to grant the license and authorisation and to perform the obligations here under; and
6.1.2 you will use the Site for personal or business purposes only.
6.2 You warrant that the information in which you provide under clause 4 is true and accurate and you will promptly update the information to keep it current, complete and accurate.
6.4 You represent, warrant and agree that:
6.4.1 you shall be solely responsible for obtaining all necessary third party licenses and permission regarding any Stock Content that you submit, post or display;
6.4.2 any Stock Content that you submit, post or display does not infringe any third party Intellectual Property;
6.4.3 you have the rights, authority or licence to sell, trade, distribute or export or offer to sell, trade distribute or export the Stock Content;
6.4.4 you shall carry on your activities on the Site with full compliance and adherence with any applicable laws and regulations;
6.4.5 conduct your business transactions with other Users of the Site in good faith; and
6.4.6 conduct your activities on the Site in accordance with these Terms.
6.5 Stock Content
(a) You must not add any Stock Content to the Site:
(i) unless you hold all necessary rights, licences and consents to do so;
(ii) that would cause you or us to breach any law, regulation, rule, code or other legal obligation;
(iii) that is or could reasonably be considered to be obscene, inappropriate, defamatory, disparaging, indecent, seditious, offensive, pornographic, threatening, abusive, liable to incite racial hatred, discriminatory, blasphemous, in breach of confidence or in breach of privacy;
(iv) that is unsolicited, undisclosed or unauthorised advertising;
(v) that are software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
(vi) that would bring us, or the Site, into disrepute; or
(vii) that infringes the Intellectual Property or other rights of any person.
(b) You agree to keep all records necessary to establish that your Stock Content does not violate any of the requirements under clause 6.5(a) and make such records available to Stockbo upon our reasonable request.
(c) You retain ownership of Copyright and other Intellectual Property and proprietary rights in any Stock Content. The Services allow you to grant a royalty-free, perpetual license to use, copy, create, modify, adapt, reproduce, and/or display, in part or whole, to other users for a certain fee.
(d) We are under no obligation to regularly monitor or screen any Stock Content appearing on the Site. We reserve the right to modify or remove any Stock Content at any time.
(e) Any opinions, advice, statements, services, offers, or other information or Stock Content expressed or made available by the User or third parties are those of the respective author(s) and not of Stockbo.
(f) Purchases of stock content or stock content subscriptions are non-refundable due to the digital nature of the content, as well as the previews and size information provided to aid your decision.
(g) Registered Users who have uploaded stock content may delete this Stock Content at any time from their account. However if this is done Registered Users who have already purchased the Stock Content will be unable to re-download it from the Site.
7. PAYMENT FOR STOCK CONTENT
This section applies only to registered Users who have uploaded Stock Content:
7.1 Stockbo shall remit payments for the licence of Stock Content to the relevant registered Users in accordance with this Agreement.
7.2 Payment for the grant of licence to Stock Content will be received by Stockbo from Users.
7.3 For standard outright sales, the registered User who owns the Stock Content will receive the amount of the payment less the commission by Stockbo at 50% of the payment. For subscription package sales, the registered User who owns the Stock Content will receive $AUD 9.95 irrespective of size and which subscription package was used to download the image. For both sales type transaction and administration fees (such as PayPal and merchant fees) will be paid for by Stockbo. Stockbo reserves the right to vary its commission but will be restricted to a maximum of a 50% commission of the payment for the Stock Content. Stockbo will notify the registered Users who have uploaded Stock Content in writing of any changes to the commission.
7.4 The balance after the deductions under clause 7.3 are made due to the relevant registered User and will accrue in real-time and visible to the registered User from their account on the Site. A summary of the accrued payments will be generated and the payments will be credited to the relevant registered User’s PayPal account fortnightly on a Monday GMT+8 using PayPal’s Mass Payment System.
7.5 Unless specified otherwise, all prices shown are exclusive of any GST or other similar taxes or levies, all of which amounts the relevant registered User must pay, where appropriate, at the rate prevailing at the relevant tax point in addition to the prices themselves.
7.6 There may be some delay in payment due to Stockbo’s payment systems. In such an event, Stockbo will contact the relevant registered User and will take all reasonable steps to both provide an estimated date of payment and to make prompt payment.
7.7 Any arrangement made by Stockbo with a third party that is outside of the pricing listed on the Site (not including special offers and discounts) or that is not in accordance with Clause 7.3 of this Agreement will not be permitted.
8. FAIR USE
You must not:
(a) impose or attempt to impose an unreasonable or disproportionately large load, as determined by Stockbo in its sole discretion, on the Site’s and Services’ infrastructure;
(b) interfere or attempt to interfere with the normal course and process of the Services;
(c) bypass any computer systems or secured networks connected to the Services;
(d) use manual or automated software, devices, or other processes to harvest or scrape any Content or Stock Content from the Site and Services; or
(e) do any other act that may constitute an improper use of the Site and Services, as determined by Stockbo in its sole discretion.
9. INFRINGEMENT NOTICE
If you believe that your Intellectual Property Rights have been infringed or violated, please contact Stockbo with the following information:
9.1 an electronic or physical signature of the person authorised to act on behalf of the owner of the Intellectual Property Rights;
9.2 description of the works containing the Intellectual Property Rights that you claim have been infringed;
9.3 a description of where the alleged infringing material is located on the Site, including the URL;
9.4 your address, telephone number, and email address;
9.5 a statement by you that you have a good faith belief that the disputed use is not authorised by the Intellectual Property owner, its agent, or the law;
9.6 a statement by you, made under penalty of defamation, that the above information in your notice is accurate and that you are the Intellectual Property Rights owner or authorised to act on the Intellectual Property Rights’ owner’s behalf.
10. INTELLECTUAL PROPERTY RIGHTS
10.1 Stockbo’s Intellectual Property Rights
(a) Nothing in this Agreement constitutes a transfer of any Intellectual Property Rights.
(b) Stockbo is the owner and retains all proprietary rights to the Site, the Services provided through the Site, and all associated Intellectual Property Rights, excluding Stock Content. You are permitted to use the Site and its Content only as authorised by us. As a User, you are granted a limited, non-exclusive, revocable, non-transferable right to use the Site to upload, display, view, and download images subject to the terms of this Agreement.
(c) Stockbo must not be used in connection with a product or service that is not affiliated with Stockbo or in any way brings Stockbo in disrepute.
(d) You hereby grant Stockbo a non-exclusive, royalty-free, perpetual license to use, copy, create, modify, display and host your Stock Content solely to the extent necessary for Stockbo to provide the Services.
(e) You allow Stockbo the use of watermarked previews of your Stock Content for use in Stockbo marketing which will be linked to the Stock Content’s purchase page on the Site where possible. Where required, unmarked photos will be licensed as a standard transaction per Section 7 and the License Agreement.
10.2 Third Party Intellectual Property Rights
Unless expressly stated, all persons, third party trade marks and images of third party products, services or locations on the Site are in no way associated, linked or affiliated with us and you should not rely on the existence of such a connection. Where a trade mark or brand name is used, it is solely used to describe or identify products.
11.1 This disclaimer of liability applies to any damages or injury caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft, or destruction or unauthorised access or, alteration of or use of record in connection with the use or operation of the Service, whether for breach of contract, tortuous behaviour, negligence or any other cause of action.
11.2 We make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability with respect to the Services or the Content contained on the Site for any purpose. Any reliance you place on such information is therefore strictly at your own risk. We disclaim any express or implied warranty representation or guarantee as to the effectiveness or profitability of the Services or that the operation of our Site will be uninterrupted or error-free. We are not liable for the consequences of any interruptions or error in the Site or the Services.
12. THIRD PARTY WEBSITES
12.1 The Site or Services may link to other websites, services or resources on the Internet, such as Twitter and Facebook, and other websites, services or resources may contain links to the Services. These websites are not under our control and are not maintained by Stockbo. We are not responsible for the content of those sites. We only provide links to external websites as a convenience, and the inclusion of such a link to external websites do not imply our endorsement of those websites. You acknowledge and agree that when you access other websites on the Internet, you do so at your own risk.
12.2 We make no representation about any other website you access through this one. Please understand other websites are independent from our sites so we do not accept responsibility for such websites.
13. LIMITATION OF LIABILITY AND INDEMNITY
13.1 You agree that we shall not be liable for any damages suffered as a result of using the Services, copying, distributing, or downloading Content or Stock Content from the Site. In no event shall we be liable for any indirect, punitive, special, incidental or consequential damage (including loss of business, revenue, profits, use, privacy, data, goodwill or other economic advantage) however it arises, whether for breach of contract or in tort, even if it has been previously advised of the possibility of such damage.
13.2 We do not endorse any of the Stock Content, and expressly disclaim any and all liability in connection with them. We do not pre-screen or monitor Stock Content. In no event shall we be liable for any claims by a third party, including but not limited to actions under the Competition and Consumer Act 2010 (Cth), with respect to the Stock Content.
13.3 You have sole responsibility for adequate security protection and backup of data and/or equipment used in connection with your usage of the Site and Services and will not make a claim against for lost data, re-run time, inaccurate instruction, work delays or lost profits resulting from the use of the Site and Services.
13.4 Without limiting the foregoing, in no event will our aggregate liability to you exceed, in total, the amounts paid by you to us.
13.5 As a condition of your access to and use of the Site, you agree to indemnify Stockbo, and its successors and assigns for all damages, costs, expenses and other liabilities, including but not limited to legal fees and expenses, relating to any claim arising out of or related to:
(a) your access to and use of the Site and Content;
(b) the distribution, sharing, displaying or viewing of your Stock Content;
(c) your breach of the terms of this Agreement and any applicable law or the rights of another person or party.
This indemnification section survives the expiration of your registration, and applies to claims arising both before and after your registration.
14. TERMINATION OF USE
14.1 You agree that we may, at any time and at our sole discretion, with or without cause or any notice to you, terminate this Agreement, your access to the Site and Services, and/or your registration, or suspend or block your access to the Site and Services. We shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension or any other actions taken by us in connection therewith.
14.2 If applicable law requires us to provide notice of termination or cancellation, we may give prior or subsequent notice by posting it on the Site or by sending a communication to any address (email or otherwise) that we have for you in our records.
15. WRITTEN COMMUNICATIONS
15.1 By using the Site and Services, you accept that communication with us will be mainly electronic. We will contact you by email or provide you with information by posting notices on the Site.
15.2 You acknowledge that all contracts, notices, information and other communication we may provide electronically comply with any legal requirements that such documents are in writing.
15.3 Notice will be deemed received and properly served immediately when posted on the Site, 24 hours after an email is sent, or 3 days after the date of posting any letter. As proof of service, it is sufficient that:
(a) For letters, the letter was properly addressed, stamped and placed in the post; and
(b) For emails, the email was sent to the specified email address.
16. NO WAIVER
16.1 If we fail, at any time, to insist upon strict performance of your obligations under this Agreement, or if we fail to exercise any of the rights and remedies we are entitled to under this Agreement, this will not constitute a waiver of such rights or remedies and it will not relieve you from compliance with your obligations.
16.2 If we waive a default, it does not constitute a waiver of any subsequent defaults.
16.3 No waiver is effective unless it is expressly stated by us to be a waiver and is communicated to you in writing as per clause 15.
17. FORCE MAJEURE
We shall be under no liability to you in respect of anything that, if not for this provision, would or might constitute a breach of this Agreement, where this arises out of circumstances beyond our control, including but not limited to:
(a) Acts of god;
(b) Natural disasters;
(f) Shortage of supplies, equipment, and materials;
(g) Strikes and lockouts;
(h) Civil unrest;
(i) Computer hacking; or
(j) Malicious damage.
If any court decides that any of the provisions of these Terms are invalid, unlawful or unenforceable to any extent, that term will, to that extent only, be severed from the remaining terms. The rest of these Terms will continue to be valid.
19. ENTIRE AGREEMENT
19.1 These terms, and the documents expressly referred to in them, constitute the entire Agreement between you and Stockbo, and supersede all previous discussions, correspondence, negotiations, previous arrangements, understanding or agreement between us relating to the Services.
19.2 We each acknowledge that, in entering into this Agreement, neither of us relies on, and subsequently will have any remedies for, any representation or warranty that is not set out in this Agreement.
20. GOVERNING LAW
This Agreement is governed by the laws of the State of Western Australia, Australia and each party submits to the jurisdiction of the courts of Western Australia.
21. UPDATES TO THIS AGREEMENT
21.1 We reserve the right, in our discretion, to correct any errors or omissions in any part of the Site and Services. We may restrict access to parts or the entire Site and Services at any time, including, but not limited to, Content, certain features and Services, hours of availability, and equipment needed for access or use, without notice or liability.
21.2 Any material on the Site and Services may be out of date at any given time and we are under no obligation to update such material.
21.3 We reserve the right, in our sole discretion, to change, modify, add or remove any part of these Terms, in whole or in part, at any time. Notification of the changes to these Terms will be posted on the Site and all Registered Users will be notified as per Section 15 of this Agreement. The changes will be effective thirty days after the changes are made (the date of which is listed at the bottom of this Agreement).
21.4 You will be notified as per Clause 21.3 of this agreement of changes but it is also your responsibility to periodically check these Terms for any changes. If you do not agree with any of the changes to these Terms, it is your sole responsibility to unsubscribe from the Site and Services. Your continued use of the Site and Services will be deemed as your acceptance thereof.
21.5 We may assign or sublicense any of our rights or obligations under these Terms at any time, without obtaining your consent.
Last updated on 19 January 2014.