Terms and Conditions
OWNERSHIP OF INTELLECTUAL PROPERTY
Silicon Valley Photos has the Full OWNERSHIP to the INTELLECTUAL PROPERTY, i.e. All Photos, Video footage for both Interior & Exterior including the Drone Shots, 3D Virtual Tour, Floor Plans & Property Website.
COMMERCIAL USAGE RIGHTS CAN BE TRANSFERRED TO "YOU" UPON REQUEST via Email.
Please read below:
A. The Client is of the opinion that the Provider has the necessary qualifications, experience, and abilities to provide photography and/or videography and other services (the “Services”) to the Client.
B. The Provider is agreeable to providing such Services to the Client on the terms and conditions set out in this Agreement.
IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the Client and the Provider (individually a “Party,” and collectively the “Parties” to this Agreement) agree as follows:
1. The Client hereby agrees to engage Silicon Valley Photos as an Independent Contractor to provide the Client with the Services
2. The Services will also include any other tasks which the Parties may agree on. The Provider hereby agrees to provide such Services to the Client.
3. With all of Provider’s Services, Provider offers one (1) complimentary revision round. This revision round includes stylistic changes to the content for anything aside from the music (if applicable) used in the content. Any additional revisions to the content after such complimentary revision round will incur a Seventy-Five U.S. Dollars ($75.00) per revision found. If a Client wishes for the music (if applicable) for the content to be revised, such revision will cost One Hundred and Twenty-Five U.S. Dollars ($125.00).
4. Client shall have the option to customize the production of their content (such as choosing the music, picking the branding, picking a website URL for their marketing, etc. if applicable). Should Client not submit its production input (if applicable) to Provider within twenty-four (24) hours of the scheduled shoot, Provider shall use its best judgement in producing the content and creating marketing materials for Client.
5. Should a city clip montage be included in any video productions services (if applicable) submitted by Provider to Client, Provider shall have the option, in its sole discretion, to accept or refuse a Client request regarding where such city clip montage will be recorded. Such a custom city clip montage will only be filmed within a five (5) mile radius of the location of the scheduled shoot, and such city clip montage location will be determined by the Parties prior to the scheduled shoot. Should Client request Provider to film a city clip montage from private property and/or property that is not accessible to the public, Provider will not provide such city clip montage services.
TERM OF THE AGREEMENT
6. The term of this Agreement (the “Term”) will begin as of the Effective Date of this Agreement and will remain in full force and effect until the completion of the Services, subject to earlier termination as provided in this Agreement with the exception of the license term provided in Paragraph 20 below. The Term of this Agreement may be extended with the written consent of both of the Parties hereto.
7. In the event that either Party wishes to terminate this Agreement prior to the completion of the Services, that Party will be required to provide thirty (30) days prior written notice to the other Party.
8. Packages & terms of this Agreement will begin and be applicable as of the Effective Date of this Agreement and remain in effect until the Services have been rendered by the Provider and the Client has submitted payment for such Services to Provider or as terminated above in Paragraph 6 in which Client shall compensate Provider for any and all Services provided by Provider to Client prior to the effective date of termination.
9. The Parties agree to do everything necessary to ensure that the terms of this Agreement will take effect.
10. Client acknowledges that Provider must comply with any and all laws and/or regulations regarding its use of drones. As such, Provider may not be able to provide certain services to Client if providing such services would result in Provider’s breach of any applicable laws and/or regulations and/or the Federal Aviation Administration’s (FAA) guidelines with respect to the use of drones.
11. The Parties agree that the Provider shall not be liable to the Client for any damages, including, but not limited to, direct, indirect, special, incidental, punitive, or consequential damages arising from or related to this Agreement, including, but not limited to, any property damage resulting from any and all Services rendered by Provider.
12. In no event shall Silicon Valley Photos be held liable for loss and/or injury to Client’s pet(s) arising out of or in any way connected with the services offered by Silicon Valley Photos. CLIENT HEREBY DISCLAIMS ANY AND ALL CLAIMS CLIENT MAY HAVE RELATED TO ANY SUCH LOSS AND/OR INJURY TO CLIENT’S PET(S) in relation to the services herein contemplated.
13. Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in USD (US Dollars).
14. For the Services rendered by Silicon Valley Photos, the Client shall provide compensation (the “Compensation”) to Silicon Valley Photos in the fixed amount as highlighted in the Agreement.
15. If not paid in full upon receiving the Digital Photos & Video, the remaining balance will need to be paid in full on or before three (3) business days after Silicon Valley Photos digitally delivers the Client’s initial marketing materials. Late payment fees of Twenty-Five U.S. Dollars ($25.00) per day will apply to Client’s order if Client fails to pay for the Services in full within three (3) business day deadline requirement.
16. Should Client fail to show up to a scheduled shoot, have the shoot site unprepared at the time of the scheduled shoot or need to reschedule a scheduled shoot within twenty-four (24) hours of a scheduled shoot, Client will incur a rescheduling fee of Seventy-Five U.S. Dollars ($75.00). Client may avoid any such rescheduling fee if Client notifies Provider of such rescheduling needs more than twenty-four (24) hours before any scheduled shoot. If the Parties begin a scheduled shoot and need to stop said shoot due to weather conditions and/or conditions in which the Parties’ safety and/or Provider’s filming equipment may be damaged, rescheduling fees shall not apply.
REIMBURSEMENT OF EXPENSES
17. Silicon Valley Photos will not seek reimbursement for any expenses incurred in connection with providing the Services as long as the filming location of the Services is within a fifty (50) mile roundtrip from zip code 91302.
OWNERSHIP OF INTELLECTUAL PROPERTY
20. Silicon Valley Photos has the Full OWNERSHIP to the INTELLECTUAL PROPERTY, i.e. All Photos, Video for both Interior & Exterior including the Drone Shots, Matterport 3D Virtual Tour, Floor Plans & Property Website.
19. The Parties intend that the Provider shall retain any and all rights, titles and interests to any and all work product generated from the Services provided by Provider to Client subject to the below defined Client License in Paragraph 20.
20. Client License to Work Product. Provider agrees that Client shall have an irrevocable (for the license period), exclusive, non-transferable, non-assignable, fully paid, worldwide license for a period of ten (10) years (the “License Term”) to use any and all of the Client-specific work product submitted by Provider to Client. For purposes of this Paragraph 19, “Client-specific work product” refers to work product that is uniquely generated for a particular Client. This license includes, but is not limited to, the right to publish, distribute, make derivative works of, edit, alter or otherwise use the Client-specific work product in any way Client sees fit. At the expiration of the License Term, Client will have no further right to use the Client-specific work product without Provider’s prior consent.
GOVERNING LAW & VENUE
21. The prevailing Party in any such disputes shall be entitled to collect from the other Party all costs incurred, including reasonable attorneys’ fees.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST SILICON VALLEY PHOTOS ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, AND (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS.
“User” “you” or “your” means a person, organization or entity using the Services, including Subjects and Photographers.
“Subject” means a person who completes Silicon Valley Photos account registration process to book a Photographer.
“Photographer” means a photographer who can provide the photography services sought and is with Silicon Valley Photos.
“Photography Services” means photography-related services provided by Silicon Valley Photos.
“Videography Services” means videography-related services provided by Silicon Valley Photos.
“Matterport 3D Virtual Tour Services” means Matterport 3D Virtual Tour -related services provided by Silicon Valley Photos.
Access and Use of the Service
General Practices Regarding Use and Storage
You acknowledge that Company may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that data or other content will be retained by the Service and the maximum storage space that will be allotted on Company’s servers on your behalf. You agree that Company has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service. You acknowledge that Company reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that Company reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
You are solely responsible for all code, video, images, information, data, text, software, music, sound, photographs, graphics, messages or other materials (“content”) that you upload, post, publish or display (hereinafter, “upload”) or email or otherwise use via the Service. The following are examples of the kind of content and/or use that is illegal or prohibited by Silicon Valley Photos. Silicon Valley Photos reserves the right to investigate and take appropriate legal action against anyone who, in Silicon Valley Photos sole discretion, violates this provision, including without limitation, removing the offending content from the Services. You agree to not use the Service to:
a) email or otherwise upload any content that (i) infringes any intellectual property or other proprietary rights of any party; (ii) you do not have a right to upload under any law or under contractual or fiduciary relationships; (iii) contains 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; (iv) poses or creates a privacy or security risk to any person; (v) constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “contests,” “sweepstakes,” or any other form of solicitation; (vi) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable; or (vii) in the sole judgment of Silicon Valley Photos, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose Silicon Valley Photos or its users to any harm or liability of any type;
b) interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service; or
c) violate any applicable local, state, national or international law, or any regulations having the force of law;
d) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
e) solicit personal information from anyone under the age of 18;
f) harvest or collect email addresses or other contact information of other users from the Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
g) advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;
h) further or promote any criminal activity or enterprise or provide instructional information about illegal activities; or
i) obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Service.
Unless otherwise expressly authorized herein or in the Service, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or upload for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.
Intellectual Property Rights
Service Content, Software and Trademarks
You acknowledge and agree that the Service may contain content or features that are protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. Except as expressly authorized by Silicon Valley Photos, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Service Content, in whole or in part, except that the foregoing does not apply to your own User Content (as defined below) that you legally upload to the Service. In connection with your use of the Service you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. If you are blocked by Silicon Valley Photos from accessing the Service (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Service or the Service Content other than as specifically authorized herein is strictly prohibited. The technology and software underlying the Service or distributed in connection therewith are the property of Silicon Valley Photos, our affiliates and our partners (the “Software”). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by Silicon Valley Photos.
Third Party Material
Under no circumstances will Silicon Valley Photos be liable in any way for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that Silicon Valley Photos does not pre-screen content, but that Silicon Valley Photos and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Service. Without limiting the foregoing, Silicon Valley Photos and its designees will have the right to remove any content that violates these Terms of Service or is deemed by Silicon Valley Photos, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.
Silicon Valley Photos respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify Silicon Valley Photos of your infringement claim in accordance with the procedure set forth below.
Silicon Valley Photos will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws with respect to any alleged or actual infringement.
To be effective, the notification must be in writing and contain the following information:
• an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
• a description of the copyrighted work or other intellectual property that you claim has been infringed;
• a description of where the material that you claim is infringing is located on the Service, with enough detail that we may find it on the Service;
• your address, telephone number, and email address;
• a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law;
• a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
Third Party Websites
The Service may provide, or third parties may provide, links or other access to other sites and resources on the Internet. Silicon Valley Photos has no control over such sites and resources and Silicon Valley Photos is not responsible for and does not endorse such sites and resources. You further acknowledge and agree that Silicon Valley Photos will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, events, goods or services available on or through any such site or resource. Any dealings you have with third parties found while using the Service are between you and the third party, and you agree that Silicon Valley Photos is not liable for any loss or claim that you may have against any such third party.
Social Networking Services
In addition, Silicon Valley Photos is not responsible for the accuracy, availability or reliability of any information, content, goods, data, opinions, advice or statements made available in connection with Social Networking Services. As such, Silicon Valley Photos is not liable for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Social Networking Services. Silicon Valley Photos enables these features merely as a convenience and the integration or inclusion of such features does not imply an endorsement or recommendation.