SITE TERMS AND CONDITIONS – KODAK MOMENTS
ANY PERSON OR ENTITY ("User") VISITING, USING OR OTHERWISE ACCESSING THE SITE AT www.kodakmomentsapp.com AND/OR THE MOBILE DEVICE APPLICATION KNOWN AS “KODAK MOMENTS” (together, the “Site”) OR ANY OF THE INFORMATION CONTAINED IN THE SITE AGREES TO AND IS BOUND BY THE FOLLOWING TERMS AND CONDITIONS OF THESE TERMS AND CONDITIONS ("Agreement"):
1. KODAK. This Site, together with all content, data and other materials contained in the Site (“Content”) is owned or controlled by Kodak Alaris Inc, with offices at [Kodak Alaris Ltd, HEMEL ONE, Boundary Way, Hemel Hempstead, HERTS. HP2 7YU]. Kodak Alaris Ltd is referred to in these terms and conditions as "we", "us", "our" or “Kodak”.
2. Site Content. This Site is intended only for the purposes specified on the Site, and use of the Site and/or all content contained within the Site (“Content”) is entirely at your own risk. Please note that, whilst we endeavour to provide accurate and up-to-date information, the Content may not be wholly accurate or up-to-date and is subject to change, often at very short notice. To the fullest extent permitted by applicable law, all Content is provided without any representations or warranties of any kind (either implied or express) and is not intended as specific commercial or legal advice. Specifically, we do not represent or warrant that the Site or the Content will be accurate, up-to-date, complete or free of defects, including (without limitation) viruses or other harmful elements. Certain Content may become temporarily unavailable due to outages or other problems. Please note that we cannot and do not guarantee or warrant that files available for downloading via the Site will be free of infection by software viruses or other harmful computer code, files or programmes.
4. Ownership of Content. Whilst you will continue to own any material you upload or provide to the Site, we, unless otherwise stated, own, license and/or control all relevant intellectual property rights in the Site and our Content. You may not publish, distribute, extract, re-utilise, or reproduce any part of the Site or Content in any form (including storing it in any medium) other than as expressly allowed herein or as permitted on the Site or under UK or local law. The Site and the Content are for your personal, non-commercial use only, and are not for re-distribution, transfer, assignment or sublicense.
5. Sample Pictures. We have included various “Sample Images” within the Site to demonstrate the capability of certain products. You may download, reprint and manipulate these “Sample Images” for this purpose, but you may not crop or change the composition of the image, or use the image for commercial purposes.
6. Storage Policy. The Site does not provide long term storage of digital images nor of photo products created using the Site. Kodak will remove your images and products from the Site at its discretion once the associated upload has expired. You should always preserve your original Content, or make back-up copies of such Content, on your personal system. You should not use the Site as the only repository for your Content. Kodak reserves the right to remove your Content (including any or all images) at any time, without prior notice. Kodak expressly disclaims any responsibility or liability for any loss of Content (and/or images) due to your use of the Site.
7. Featured Links. The Site displays and/or refers to links to other websites from time to time. We: (i) do not endorse or take responsibility for the content of such websites, (ii) are not responsible for the availability of such websites; and (ii) will not be liable in any way for any loss or damage which you may suffer by using such websites. If you decide to access linked websites, you do so at your own risk.
8. Objectionable Material. If you encounter or become aware of any objectionable content posted anywhere on the Site, please promptly report such material (and the specific page on which it is found) to email@example.com.
9. Your Content. If you upload or otherwise provide any material to the Site (including, without limitation, photos, words and/or graphics) you hereby grant to us a non-exclusive licence to use that material in any media and, specifically, to make that material available via the Site. You warrant that all such materials are original, that you have the right to grant such licence and you agree to waive your moral rights for the purposes of such licence. You also warrant that the material is not obscene, offensive or defamatory to any person or otherwise illegal. We reserve the right to cut, edit, crop or arrange your material as necessary for purposes related to the Site, and we may remove the material at any time. Unless you have requested otherwise, your name may be published alongside your material. If you do not want to grant these rights, please do not submit material to the Site.
10. Links to Us. Any other website may link to our Site, provided it does not imply any endorsement of its products or services by Kodak or our affiliates, vendors or service providers, does not misrepresent its relationship with or present false information about Kodak, does not infringe any intellectual property or other right of any person and complies with all relevant laws and regulations. We reserve the right, however, to withdraw such permission at any time and to take any other appropriate action. Please note that you may not “mirror” or “frame” the home page or any other pages of the Site on any other web site or web page.
11. Code of Conduct for User Content. You agree that you are responsible for everything that you post or otherwise provide to the Site and you agree:
- to not post content or participate in any form of discussion which is unlawful, harassing, libellous, defamatory, abusive, threatening, harmful, vulgar, obscene, profane, sexually oriented, racially offensive or which otherwise includes objectionable material;
- to not post content which you do not have the right to use or transmit to the Site any material containing software viruses or files designed to damage or disrupt the good working order of any computer or telecommunications equipment; and, to not impersonate any other person or entity whilst using the Site.
We will be entitled at our discretion to remove anything which is posted or provided to, from or via the Site which, in our opinion, is objectionable or does not comply with these terms and conditions in any way and we express disclaim any liability for such removal.
Please note that the information posted to the Site by users represents the views or findings of the relevant user and is not necessarily the views of Kodak or its commercial partners.
12. Hacking. You agree not to attempt to damage, deny service to, hack, crack, reverse-engineer, or otherwise interfere (collectively, "Interfere") with the Site in any manner. If you in any way Interfere with the Site, you agree to pay all damages incurred by us. We will cooperate with the authorities in prosecuting any User who Interferes with the Site or otherwise attempts to defraud us or any other parties through User's use of the Site or services provided via the Site. We reserve the right to deny any or all access or service to any User for any reason, at any time, at our sole discretion. User agrees that we may block User’s IP address or addresses at any time, and at our sole discretion to disallow User's continued use of the Site without giving you any advance notice. We reserve the right to take any action we may deem appropriate in our sole discretion with respect to violations or enforcement of the terms of this Agreement, and we expressly reserve all rights and remedies available to us at law or in equity.
13. Complaints. If you believe that you are the owner of the copyright or other rights in any material(s) appearing on the Site, and/or that ownership of the copyright or other rights in any material has been incorrectly used or represented, please contact us via firstname.lastname@example.org.
14. Trade Marks. The brands, products and service names used in this Site (including without limitation, "Kodak” and “Kodak Moments”) are the trade marks or trade names of Kodak or its trading partners unless otherwise stated. You may not distribute products or offer services under or by reference to or otherwise use or reproduce any such trade marks, trade names or taglines without the prior written permission of Kodak.
15. Registration. If you register with the Site, you agree to keep your password secure and confidential and not allow anyone else to use your email address or password to access the Site; agree not to do anything which would assist anyone who is not a registered User to gain access to any secured area of the Site; and agree not to create additional registration accounts for the purpose of abusing the functionality of the Site, or other Users, or to seek to pass yourself off as another User.
17. Disclaimer. WE MAKE AND GIVE NO EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER WITH RESPECT TO THE SITE, THE SERVICE OR THE CONTENT. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, WITH REGARD TO THE SITE, THE SERVICE, THE CONTENT, AND ANY PRODUCT OR SERVICE FURNISHED OR TO BE FURNISHED VIA THE SITE. WE DO NOT WARRANT THAT THE FUNCTIONS PERFORMED BY THE SITE OR THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, OR THAT DEFECTS IN THE SITE OR THE SERVICE WILL BE CORRECTED. WE DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE CONTENT, OR THAT ANY ERRORS IN THE CONTENT WILL BE CORRECTED. THE SITE, THE SERVICE AND THE CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.
18. Limitation of Liability. User agrees that our liability to you under this Agreement shall be limited to the amount you have actually paid to us for services hereunder. Nothing in this Agreement shall operate to limit or exclude our liability for death or personal injury caused by our negligence. TO THE FULLEST EXTENT OF APPLICABLE LAW: IN NO EVENT WILL WE BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR OTHER INDIRECT DAMAGES ARISING OUT OF (I) THE USE OF OR INABILITY TO USE THE SITE, THE SERVICE, OR THE CONTENT, (II) ANY TRANSACTION CONDUCTED THROUGH OR FACILITATED BY THE SITE; (III) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SITE, THE SERVICE AND/OR THE CONTENT, (IV) UNAUTHORISED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, OR (V) ANY OTHER MATTER RELATING TO THE SITE, THE SERVICE, OR THE CONTENT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
19. Indemnity. You agree to indemnify us for any loss or damage that may be incurred by us, including without limitation legal fees, arising from your use of the Site or your use of any information obtained through the Site.
20. Unsolicited Idea Submission Policy. Please note that we do not accept or consider unsolicited ideas, including ideas for new advertising campaigns, marketing strategies, new or improved products, technologies, services, processes, materials, or new product names. Please do not send your unsolicited ideas to us. If, in spite of our request that you not send us your ideas, you still send them, then regardless of what your posting, email, letter, or other transmission may say, (1) your idea will automatically become our property (without any compensation to you); (2) we will have no obligation to return your idea to you or respond to you in any way; (3) we will have no obligation to keep your idea confidential; and (4) we may use your idea for any purpose whatsoever, including giving your idea to others.
21. Severability. If any part, term, or provision of this Agreement shall be held by a court of competent jurisdiction to be illegal, unenforceable, or in conflict with any relevant law, the remaining portions or provisions shall still remain valid and continue in full force and effect.
22. Amendment of this Agreement. Kodak reserves the right to amend this Agreement from time to time. If you continue to use the Site when the Site indicates that changes have been made to this Agreement, you will be deemed to have accepted those changes.
23. Law and Jurisdiction. This Agreement shall be governed by and will be construed in accordance with the laws of England and Wales. Any disputes arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the English Courts.
Claims of Copyright Infringement. Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to our Designated Agent (see the Notice and Procedure for Making Claims of Copyright Infringement.
UGC CONTENT TERMS
Thank you for considering this request.
When you post and/or tag any social media content on social media sites (such as Instagram or Facebook) ("Content"), we may request your permission to use this Content. By accepting our request it is hereby agreed between Kodak Alaris and you (“Contributor” or “You”):
"Content" means the photos and written materials (and/or other related materials) created and delivered by Contributor to Kodak Alaris hereunder;
"Intellectual Property Rights" means all intellectual property rights, in whatever media, including without limitation, copyright, trademarks, image rights, so-called “Moral Rights” and rights of privacy;
"KODAK" means Kodak Alaris, the brand partner for #KodakMomentStory;
"#KodakMoment" means the photographic project for which the Contributor is delivering materials hereunder.
GRANT OF RIGHTS
2.1 Contributor hereby grants to KODAK a perpetual non-exclusive licence of all rights in the Content (including all Intellectual Property Rights in the Content) throughout the world to use, reproduce, adapt, distribute, display, exhibit, transmit, make available and/or sub-license the Content in any and all media (including without limitation online via social networks). Contributor acknowledges and agrees that KODAK may edit, crop or otherwise adapt or re-format any photo, text or other Content to the extent necessary for purposes of #KodakMomentStory and that KODAK intends to sub-license or fully assign such rights to Kodak. For the avoidance of doubt, such license to the Content shall survive any termination of this Agreement.
2.2 To the fullest extent legally possible in each country of the world, Contributor hereby irrevocably waives all Moral Rights in and to the Content in relation to all uses thereof by KODAK and Kodak, and its licensees or assignees.
2.3 KODAK shall, where practicable for each format, use its reasonable endeavours to cause copyright notices relating to the Content to be displayed to end users when such Content is exhibited by KODAK or Kodak (or the licensees or assignees of each). Each copyright notice shall, so far as reasonably practicable for each format, be displayed in the following format: “(c) [Year of first publication] [name of Contributor]”.
2.4 To the maximum extent permitted by law, Contributor explicitly releases, discharges and holds harmless Kodak, its affiliates, subsidiaries, successors and assigns, and their respective directors, officers, employees, shareholders, attorneys, representatives and agents from any and all liability, actions, causes of action, damages (whether actual, incidental or consequential), claims and demands whatsoever in law or equity, including all costs, which s/he now has or may assert, including but not limited to, those with respect to or in any way arising from Contributor’s participation in #KodakMomentStory, including, without limitation, liability for personal injury, death or illness arising out of #KodakMomentStory.
Contributor acknowledges and agrees that the self-promotional opportunities made available to Contributor hereunder by way of publicity and exposure constitutes sufficient consideration for Contributor’s services and the products of such services provided to KODAK (including without limitation the Content) in relation to this Agreement.
4.1 Each party warrants and covenants to the other party that it has the right and power to enter into and fully perform all of its obligations under this Agreement; it will comply with all applicable laws in the performance of its obligations hereunder; and, it shall bear and pay any and all governmental taxes, duties and customs of any kind, however designated, levied or based in any way upon its own performance of this Agreement or the sale, acquisition, communication or resale of any Content.
SPECIFIC WARRANTIES AND REPRESENTATIONS
4.2.1 YOU WARRANT AND REPRESENT TO KODAK THAT: ALL CONTENT IS ORIGINAL: Subject to the provisions below, all Content and material used or appearing in the Content is your own original work (or, where Contributor is a company, the original work of your employees). For the avoidance of doubt, you warrant that you are the sole owner of all copyright and other Intellectual Property Rights in all Content (unless otherwise notified in writing to KODAK before the Content is delivered).
4.3 Contributor hereby indemnifies KODAK (together with its associated, subsidiary and affiliated companies) and shall hold it harmless from and against any and all liability, loss, damages, costs, legal costs and disbursements, professional and other expenses of any nature whatsoever incurred or suffered by it, arising by reason or in consequence of any breach by Contributor of any of the representations, warranties or obligations of Contributor set out in this Agreement.
5.1 If any provision of this Agreement shall be determined by any court or other tribunal of competent jurisdiction to be illegal, void or unenforceable, all other provisions of this Agreement shall nevertheless continue in full force and effect.
5.2 Contributor agrees that in the event of any default of any of the terms of this Agreement by KODAK (or any third party), Contributor's only remedy will be an action at law for damages actually suffered by Contributor (if any) and in no event shall Contributor be entitled to rescind this Agreement or to receive any injunctive or other equitable relief or to restrain the distribution, exhibition, advertising or other exploitation of any Content acquired by KODAK hereunder or of any rights granted or assigned under this Agreement.
5.3 All rights and obligations hereunder shall be construed and interpreted in accordance with the laws of England and Wales and the Courts in London shall be the sole court of competent jurisdiction.