Date: 5 June 2013
- 1. Information about Pocketstock
- 2. Definitions
- 3. Children and legal authority
- 4. Accessing and using the Website
- 5. Registration as a member
- 6. Content
- 7. Launching an Influencer Campaign
- 8. Commissioning a Photographer
- 9. Launching a Crowd Assignment Campaign
- 10. Responding to a Crowd Assignment Campaign
- 11. Crowd Assignment Campaign Fees and Charges
- 12. Preloaded cash
- 13. Suspension and termination of membership accounts
- 14. Intellectual property
- 15. Reliance on information posted on the website
- 16. Model and property releases
- 17. Disclaimer and Limitation of our Liability
- 18. Information about you and your visits to the Website
- 19. Viruses, hacking and other offences
- 20. Links
- 21. Indemnification
- 22. Notification of Infringements
- 23. General
- 24. Appliable law and jurisdiction
- 25. Your Concerns
1. Information about Pocketstock
The website is a site operated by Pocketstock Limited (“Pocketstock”, “we”). We are registered in England and Wales under company number 07720544 and have our registered office at 19A Goodge Street, London W1T 2PH, United Kingdom. Our main business address is 78 Liverpool Road, London N1 0QD, United Kingdom. Our VAT number is GB 119 8125 10. We are a limited company.
Pocketstock is a photo agency that licences content to client for commercial and editorial use. Pocketstock is also the marketplace through which our RooM mobile content is sold.
RooM is a Pocketstock brand and sub-division of Pocketstock.
It is our mobile online community where people can post content, share comments and interact with each other in a positive and constructive manner. All RooM content is by default automatically made available for sale on Pocketstock provided it is commercially and technically viable. If you do not want part or all of your Content to be offered for sale, you can change the settings on your account accordingly and you can continue to be part of the RooM community without offering your Content for sale.
A Member is a person who has registered on the site and who uses its services. Members set up a Membership Account, a Membership Name and a Membership Password.
Content includes, but is not limited to, any photos, images, illustrations, vectors, graphics, audio and video files produced using a mobile device, dSLR or other recording device.
All content is sold on the Pocketstock site with either a royalty free, rights managed or editorial licence. RooM content sold through the Pocketstock marketplace is offered for sale with a Rights Managed (RM) licence which allows us to obtain a higher sale price and restrict usage for a set period. It must therefore be exclusive to Pocketstock and not available for sale elsewhere. Further information about licences is available in our Licence Agreement.
3. Children and legal authority
You must be 18 years old to register and use this site. Children (persons under 18 years of age) are not eligible to register or otherwise use this Website.
By using this Website or registering as a member, you warrant and represent that you are 18 years of age or older and that you are able to enter into legally binding contracts under applicable law.
4. Accessing and using the Website
Access to the Website and any part thereof is permitted on a temporary basis, and we reserve the right, in our sole discretion, to withdraw or amend any or all of the services we provide on the Website without notice or liability to you. We will not be liable if for any reason the Website is unavailable at any time or for any period.
- In any way that breaches any applicable local, national or international law or regulation.
- In any way that is unlawful or fraudulent including posting or transmitting any communication designed or intended to obtain private information such as password and account details for any Member.
- To upload to or post any Content on the Website that breaches the intellectual property or other rights of any third party, is defamatory of any person or is obscene, offensive, hateful, inflammatory or illegal under any relevant applicable law.
- To upload any content if you are not the owner of all rights including the copyright.
- To transmit, or procure the sending of, any unsolicited or un-authorised advertising or promotional material or any other form of similar solicitation (spam) to any Member or URL.
- To upload or transmit any virus or any other form of harmful program.
- To create multiple accounts for the purpose of voting for or against Content on the site;
- To artificially inﬂate or alter vote counts, comments, or any other service for the purpose of giving or receiving money or other compensation in exchange for votes, or for participating in any other organized effort that in any way artificially alters the results of services;
- To promote or sell Content of another person and posting copyrighted material which does not belong to you.
- To sell or otherwise transfer your profile.
All Content posted or submitted to the Website is the sole responsibility of the Member Account from where the Content originates and you agree and warrant that you are entirely responsible for anything submitted to the site through your account.
To report any suspected abuse of the Website or breach of the Terms (excluding copyright infringement which is addressed separately below), contact us at: email@example.com.
You are solely responsible for your interactions with other users of the Site. RooM reserves the right, but has no obligation, to monitor disputes between you and other Members.
5. Registration as a member
When you register to become a Member of the Website you must choose an available user name and a corresponding password as part of our security procedures. Your username must not be a name that is subject to the rights of another person or entity without authorization, nor must be it be otherwise offensive.
You must treat these details as confidential, and you must not disclose them to any third party. Your Membership Account, Membership Name and Membership Password are personal to you. You are responsible for any use of them and you are not allowed to share them, or transfer them to any person or entity.
A Member shall only upload Works to or download Works from the Website through his or her Membership Account and only in accordance with the relevant applicable Pocketstock End User Licence Agreement, Reef Content Supply Agreement or Room Content Supply Agreement, as the case may be. All uploads or posting by you of Works or any other material or content to the Website will also be subject to Pocketstock’s Submission Essentials, as amended from time to time.
If you are uploading or downloading Works from and to the Website using any Pocketstock computer applications from time to time (“Apps”) you shall only do so in accordance with all relevant application End User Licence Agreements including the Pocketstock Application (App) End User Licence.
We will not be responsible, or liable to any third party, for any Content uploaded to or posted on the Website by you, whether through or using your Membership Account or otherwise and whether in terms of Content, accuracy or for any other reason.
We reserve the right, in our sole discretion, to accept, deny, move, edit, modify, adopt, delete or remove Content uploaded to or posted on the Website by you without prior notice.
All Content posted or otherwise submitted to the Website is your sole responsibility and you acknowledge and agree that you, and not Pocketstock are entirely responsible for all Content that you post, or otherwise submit to the Website.
Pocketstock does not control user submitted Content and, as such, does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Website you may be also exposed to Content that you may find offensive, indecent or objectionable.
By submitting Content to the site you acknowledge that:
- You always retain full rights, ownership and copyright to your Content in addition to any intellectual property rights or other proprietary rights associated with your Content.
- You automatically grant Pocketstock the right to use your Content fully or partially for promotional reasons and to distribute and redistribute your Content to other parties, web-sites, applications, and other entities, provided such Content is attributed to you in accordance with the credits supplied, if any.
- Pocketstock makes no representation and warranty that Content posted on the Site will not be unlawfully copied without our or your consent.
7. Launching an Influencer Campaign
RooM by Pocketstock has access to thousands of connected photographers. As all campaigns are in someway different, launching an Influencer Campaign must be negotiated directly with us by contacting our Chief Connector, Marianne Winther. Marianne can be contacted at firstname.lastname@example.org
A separate term sheet will be created, agreed and supplied which will specifically relate to the request of the Client setting up and wanting to run any Influencer Campaign.
An agreed Fee plus any Local Taxes payable will be paid to us for Photography or Influencer Services, this will be agreed prior to any campaign being started. Payment must be made to RooM by Pocketstock before any content can be used by the client or an agreed sum, which may be the whole Fee, paid prior to commencing any Influencer Campaign.
An agreed set up Fee will be charged by RooM by Pocketstock for services in relation to any Influencer Campaign and associated Photography Services.
8. Commissioning a Photographer
RooM by Pocketstock has access to thousands of quality approved photographers throughout the World. Launching a Commission must be done through contacting our Chief Commissioner, David Angell. David can be contacted at email@example.com
A separate term sheet will be supplied for each Commission which will specifically relate to the request of the Client setting up and wanting to run any Commission.
An agreed fee plus any Local Taxes payable will be paid to RooM by Pocketstock for photography services. The fee will be agreed prior to any Commission being started. Payment or part payment may be requested before commencement of any Commission and full payment must be made to RooM by Pocketstock before created content can be used by the Commissioning client.
An agreed set up fee will be charged by RooM by Pocketstock for services in relation to any Commission.
9. Launching a Crowd Assignment Campaign
RooM by Pocketstock has access to thousands of quality approved photographers throughout the World. Launching a Crowd Assignment campaign must be done through contacting our Chief Assigner, Adam Carter. Adam can be contacted at firstname.lastname@example.org
A separate term sheet will be supplied for each Crowd Assignment which will specifically relate to the request of the Client setting up and wanting to run any Crowd Assignment.
An agreed fee plus any Local Taxes payable will be paid to RooM by Pocketstock for photography services. The fee will be agreed prior to any Crowd Assignment being started. Payment or part payment may be requested before commencement of any Crowd Assignment and full payment must be made to RooM by Pocketstock before created content can be used by the Assigning client.
An agreed set up fee will be charged by RooM by Pocketstock for services in relation to any Crowd Assignment.
10. Responding to a Crowd Assignment Campaign
A RooM Member (also known as a “Member” or “Contributor”) may respond to a Crowd Assignment campaign by submitting one or more images which it wishes to enter in response to the Crowd Assignment campaign within the time permitted by the Crowd Assignment campaign for all entries by using the process for responding to a Crowd Assignment campaign made available by RooM by Pocketstock in the Site.
When submitting an image in response to a Crowd Assignment campaign, the Member will be asked to agree to the terms of an Image Licence (other than the terms that are finalized as part of the Assignment process, which will be included in the final form of the Image Licence when agreed) and specifies the following:
- the agreed licence fee for each image;
- any variations from the Image Buyerʼs proposed usage, period of usage, exclusivity or other special conditions (i) any variations to the Image Buyerʼs terms must be expressed in terms capable of unequivocal acceptance by the Image Buyer as there is no provision for negotiation of Image Licence terms on the Site and (ii) if the Member does not specify the requirement of attribution in its submission then the author's consent will be take as given
- If the Image Provider proceeds with the submission of an image or images in response to a Crowd Assignment campaign which is/are then Awarded, the Member will be bound by the terms of such Image Licence.
A Member must not include in any entry any material which is or may be defamatory, racially, religiously or sexually discriminatory or vilifying, offensive, in breach of a duty of confidentiality or privacy owed to anyone, in breach of the moral rights of an author of the image, in breach of any contract or otherwise unlawful; see also sections 9 (Confidentiality) and 10 (Intellectual Property Rights).
If the RooM Member up-loads a hi-res image, RooM by Pocketstock may produce one or more reduced size images, which may or may not be digitally watermarked as RooM by Pocketstock may consider necessary, and will display the altered image in the area of the Site set aside for the Crowd Assignment campaign so that it may be considered by the Image Buyer.
An Image Buyer may, but is not obliged to, provide an Image Provider with a rating or feedback on any images submitted by the Member in response to a Crowd Assignment campaign.
Each of the Image Buyer and the Member acknowledges that:
- there is no limit to the number of entries that an Member may submit in response to a Crowd Assignment campaign;
- an Image Buyer may Award multiple entries submitted by one or more Members.
When an Image Buyer Awards an image entered into the Crowd Assignment campaign by an Member, the Image Buyer and Member will be deemed to have entered into a separate binding Image Licence on the terms agreed in relation to the supply of the image by the Member to the Image Buyer. Each of the Image Buyer and Member acknowledges and agrees:
- To upload the Awarded image or images and to be bound by the terms of the Image Licence into which have been entered the terms as to usage, duration of licence and other special conditions to which both the Member and the Image Buyer have agreed.
- Unless otherwise agreed by RooM by Pocketstock in exceptional circumstances separately agreed, that RooM by Pocketstock will not be a party to the Licence Agreement between the Image Buyer and Member and, upon the making of the Awarded images available for download by the Image Buyer in accordance with this Agreement, shall bear no liability whatsoever to either the Member or the Image Buyer in relation to any aspect of the Image Licence.
All images (and copies made for the purposes of a Crowd Assignment campaign) will be securely stored and will not be released to anyone unless the Image Buyer Awards one or more of the images, in which case only the hi-res images Awarded will be made available to the Image Buyer for download from the Site, or a comp licence as contemplated by clause is granted, in which case a low-res image will be made available by download for the limited use permitted by the comp licence. RooM by Pocketstock will be entitled at its discretion to reproduce, communicate and publish any images supplied by Members, with or without attribution as RooM by Pocketstock may determine, solely for the purpose of marketing the Site and the Services. That image or those images not Awarded and not used by RooM by Pocketstock for marketing purposes may be deleted in accordance with RooM by Pocketstock's image retention/deletion policy as stated on the Site from time to time.
Under no circumstances will a Member seek out or respond to an Image Buyer with respect to the offer or supply of the same or other images in respect of the subject matter or purposes of a successful or unsuccessful Crowd Assignment campaign.
11. Crowd Assignment Campaign Fees and Charges
The Image Buyer acknowledges, confirms and agrees that the costs to be incurred by the Image Buyer for using the Services are as follows:
- prior to the publication of a Crowd Assignment campaign on the Site, as agreed prior to launch, a Set Up Fee may be payable by the Image Buyer to RooM by Pocketstock by credit card, PayPal, or on-account purchase for approved Image Buyers only;
- upon Assignment in respect of one or more images, the aggregate Assignment Amount for all images Assigned, plus any Local Taxes payable, will be payable by the Image Buyer to RooM by Pocketstock by credit card, PayPal, or on-account purchase for approved Image Buyers only.
If the Image Buyer does not Assign any image offered pursuant to a Crowd Assignment campaign, the Set Up Fee will be refunded to the Image Buyer by credit to its credit card or PayPal account, or to its account for approved on-account Image Buyers only, used to pay the Set Up Fee. No cash, cheque, transfer, credit to any different account or other form of payment will be made.
The Member acknowledges, confirms and agrees that:
- within a period of 30 days after Assigning (for images purchased by credit card or PayPal), or 30 days after receipt of the Image Buyerʼs payment in respect of an Assignment (for images purchased "on account" by approved Image Buyers only), RooM by Pocketstock will credit the PayPal account of a Member whose image has been Awarded an amount equivalent to the Assignment Fee;
- RooM by Pocketstock will be paid the RooM by Pocketstock Set Up Fee.
Each of the Member and the Image Buyer acknowledge, confirm and agree that:
- RooM by Pocketstock may, in the sole and absolute discretion of RooM by Pocketstock, increase, decrease, modify, alter, introduce or remove any Fee charged by RooM by Pocketstock for the Services, either permanently or temporarily;
- RooM by Pocketstock will provide 30 days notice to existing Image Providers for any prospective change of the RooM by Pocketstock Fee or any other fees charged by RooM by Pocketstock for the Services, and these changes will only affect transactions that take place after the 30 day notice period has elapsed;
- unless otherwise stated all fees are in US dollars.
12. Preloaded cash
“Preloaded cash” is a credit system run by Pocketstock and used from time to time, where a member is given a certain level of credit on account, known as “Preloaded cash”. Any credit has an expiration date at which time the credit is withdrawn. The expiration date is clearly shown on the client dashboard of each member. No refunds or extensions are permitted with “preloaded cash” so it is the members responsibility to use the credit in time or lose it.
Pocketstock may agree, but has no obligation, to preload your member account with a credit (preloaded cash). This credit can only be used for purchase of works available for sale through www.roomtheagency.com.
“Preloaded cash” can be used to purchase works from the website, or used to part pay for works from the website. If part payment is made, the member will be required to pay any outstanding balance before any works can be downloaded and used by the member.
Any “preloaded cash” is not transferable, nor is it available to be withdrawn or removed from the Pocketstock website in any way whatsoever. For the avoidance of doubt, "preloaded cash" is not actual cash but credit and only available to certain members as part of a Pocketstock promotion run from time to time.
13. Suspension and termination of membership accounts
In the event of the termination of your Membership Account by us, we will notify you by email to the last email address provided by you as part of your Membership Account.
You may at any time terminate your Membership Account by logging into your Membership Account and following the termination instructions accessible from the dashboard of your Membership Account.
Upon termination of your Membership Account:
- Your Membership Name and Membership Password will no longer give you access to the Website;
- Pocketstock will remove all Works uploaded by you from the Website;
- If you are a contributor, the balance standing to the credit of your Contributor Account on the dashboard of your Membership Account will be paid to you less any relevant deductions and expenses in accordance with the relevant Pocketstock Content Supply Agreement and Pocketstock’s royalties and payments policies in force from time to time;
14. Intellectual property
We are the owner or the licencee of all intellectual property in the Website and in the Content. These are protected by intellectual property laws and treaties around the world, including but not limited to laws relating to copyrights, trade-marks, trade-names, internet domain names around the world. All such rights are expressly reserved.
You may in particular not use, reproduce, display, create derivative works from or otherwise exploit any Works that are published on the Website.
15. Reliance on information posted on the website
Commentary and other materials on the Website are not intended to amount to advice on which reliance should be placed. We therefore disclaim all liability and responsibility arising from any reliance placed in such materials by any visitor to the Website, or by anyone who may be informed of any of its contents.
16. Model and property releases
Pocketstock prefers that its contributing users provide copies of release documents that include physical signatures for the individuals consenting to the capture and reproduction of the contributed Image. Recognizing that many of Pocketstock's contributing users desire to submit property and/or model releases that have been e-signed, rather than printing documents for physical signature by a releasing individual, Pocketstock has determined to accept, under certain circumstances, e-signed release documents from certain qualifying contributors.
If an Image is designated as property and/or model released, it means the contributing member posting such Image has represented to Pocketstock that the depicted locations(s) and/or individual(s) has/have signed a release permitting reproduction of the Image, subject to the restrictions contained in this Agreement, including, without limitation, sensitive subject uses. You expressly acknowledge and agree that Pocketstock is not responsible for instances where a contributing member has misrepresented that he or she has obtained a signed property and/or model release for all location(s) and/or individuals depicted in a particular Image. If Pocketstock incorrectly indicates that an Image is property and/or model released when it is not, Pocketstock's liability shall be limited to the amount you paid Pocketstock for the use of the Image.
If an Image depicts an individual and you use such Image in a manner that implies the use or endorsement of a product or service by depicted individual, you must indicate wherever the Image is publicly visible that the individual depicted is a model and used only for illustrative purposes. Under no circumstances may you use an Image depicting one or more individuals in a context suggesting that such individual(s) are endorsing a subject that might be seen as sensitive in any way that we (in our reasonable discretion) consider or that may under applicable law be considered illegal, inflammatory, obscene, immoral, defamatory or pornographic in nature or would reasonably likely bring any person or property reflected in the Content into disrepute.
17. Disclaimer and Limitation of our Liability
The Website and the Content shown are provided without any guarantees, representations, conditions or warranties whatsoever. We in particular do not represent or warrant that the Website or the Content is complete or accurate nor that it will meet your requirements or be uninterrupted or error free.
To the extent permitted by applicable law, Pocketstock hereby expressly excludes:
- mplied by statute, common law or the law of equity.
- Any liability for any direct, indirect or consequential loss or damage incurred by any user or Member in connection with the Website or in connection with the use, inability to use, or results of the use or exploitation of the Website, any websites linked to it and any Materials (including for the avoidance of doubt any Works published on the Website), including, without limitation any liability for:
- loss of income or revenue;
- loss of business;
- loss of profits or contracts;
- loss of anticipated savings;
- loss of data;
- loss of goodwill;
- pure economic loss;
- wasted management or office time;
and for any other expenses, charges, costs, loss or damage of any kind, however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable, provided that this condition shall not prevent claims for loss of or damage to your tangible property or any other claims for direct financial loss that are not excluded by any of the categories set out above.
This does not affect our liability for death or personal injury arising from our negligence, nor our liability for fraudulent misrepresentation, nor any other liability which cannot be excluded or limited under applicable law.
18. Information about you and your visits to the Website
You acknowledge and agree that if you prohibit or restrict the placement of cookies on your computer equipment this may have adverse effects on or prevent your use of the Website. Cookies are small data files that are placed on the hard drive or browser of your computer equipment. They help us to provide you with a good service when you browse the Website and also allow us to improve the Website. You acknowledge and agree that if you prohibit or restrict the placement of cookies on your computer equipment this may have adverse effects on your use of the Website.
19. Viruses, hacking and other offences
You must not misuse the Website by knowingly transmitting any data, send or uploading any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware, malware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware. You must not attempt to gain un-authorised access to the Website, the server on which the Website is stored or any server, computer or database connected to the Website. You must not attack the Website via a denial-of-service attack or a distributed denial-of service attack.
By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use the Website will cease immediately.
We will not be liable for any loss or damage caused by denial-of-service attacks, viruses or other technologically harmful material that may infect or otherwise impact your computer equipment, computer programs, data or other proprietary material or property due to your use of the Website or to your uploading any material to the Website or to your downloading of any material posted on it, or on any website linked to it. We recommend that you install appropriate anti-virus or other protective software on your computer equipment.
Pocketstock is not responsible for any external links since we have no control over such resources and websites. You acknowledge that we do not endorse such sites and that we are not in any way liable for any content, advertising, products or other materials which may be available.
In addition, you also acknowledge and agree that Pocketstock is not in any way responsible or liable, directly or indirectly, for any damage or loss caused (or allegedly caused) in connection with use of any such external resources or websites. Use is entirely at your own risk.
You agree to indemnify and keep indemnified Pocketstock and its affiliates and their directors, officers, employees, agents, licensors and licencees of Published Content (each an “Indemnified Party”) harmless from all claims, liability, losses, damages, cost and expenses (including allowed costs, reasonable legal fee and disbursements) arising out of or incurred by such Indemnified Party as a result of or in connection with :
- any access to or use of the Website or the Materials (including but not limited to the submission, download or upload of any Content or other material to or from the Website) by you or any person using your Membership Account or Membership Name (irrespective of whether such use takes place with or without your authorization or permission);
including but not limited to all and any claims or actions by any persons against an Indemnified Party for the infringement of any intellectual property, right to privacy or defamation whether intentional or not.
If we believe, in our discretion, that any situation or matter has arisen which could result in a claim by a third party or any such claim is brought against Pocketstock or any other Indemnified Party we are entitled (but not obliged), by written notice to you, to assume the exclusive conduct and defence of such matter including the right to settle this upon any terms. You will in this case, at your expense, fully cooperate with us in relation to the conduct of such a matter.
22. Notification of Infringements
If you are a copyright owner or an agent thereof and believe that any Content published on the Website infringes your copyright, please notify us by email to email@example.com or post to Pocketstock, 78 Liverpool Road, London N1 0QD, United Kingdom, providing your full contact details and clearly identifying (i) yourself, (ii) the copyrighted work owned by you the copyright of which you believe to be infringed and (iii) the Materials you claim infringe such copyrighted work and that you are seeking to be removed or access to which is you are seeking to be disabled.
The relationship between Pocketstock and you is that of independent contractors. Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between you and Pocketstock.
You agree to be responsible for all use, sales, value-added and similar taxes and duties imposed by any governing authority in any jurisdiction in connection with your use of the Website.
24. Appliable law and jurisdiction
The English courts will have exclusive jurisdiction over any Claims and Pocketstock and you irrevocably submit to the English courts’ jurisdiction. We retain the right to bring additional or further proceedings against you to enforce any judgement in your country of residence or any other relevant country.
25. Your Concerns
Thank you for visiting the Pocketstock Website.