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CONTRIBUTOR’S Agreement


This Contributor Agreement is being offered to you as a registered user of the Website by 71Pix, to license Selected Images in the website. By clicking the upload button and submitting Images to 71Pix, you agree to the below terms, and agree to permit 71Pix to market, distribute and license Selected Images on a worldwide basis. 
  1. Submission and Removal of Images :
    • If you receive notice from 71Pix that it has selected Images for possible licensing in its website, you will be asked to submit the Selected Images, and those Selected Images shall be subject to the terms of this Agreement. Selected Images may be submitted for either non-exclusive or exclusive licensing. 71Pix may provide submission guidelines regarding the Image requirements for the Website and you agree to abide by the 71Pix’s submission guidelines.If you receive notice from 71Pix that it has selected Images for possible licensing in its website, you will be asked to submit the Selected Images, and those Selected Images shall be subject to the terms of this Agreement. Selected Images may be submitted for either non-exclusive or exclusive licensing. 71Pix may provide submission guidelines regarding the Image requirements for the Website and you agree to abide by the 71Pix’s submission guidelines.
    • You may be asked to electronically submit model or property releases (“Release”) associated with the Selected Images if the Images contain recognizable people, either by face or other identifying attributes, or distinctive real or personal property. Releases must contain substantially the same terms as the sample releases that can be downloaded from 71Pix at these Links: 71pix model release.   71Pix may furnish redacted releases to its customers or third parties, in response to any threatened or legal claim or otherwise required by law.
    • 71Pix will remove Selected Images from the Website no later than sixty (60) days following written notice from you and will inform any Distributor to remove Selected Images. 71Pix shall not be responsible if a Distributor fails to remove Selected Images upon request. In addition, 71Pix may remove Selected Images based on marketability, for failure to comply with submission guidelines or for any legal reasons. Any license of an Image made prior to removal or termination of this Agreement shall remain valid in accordance with the terms of the Commercial License Agreement.
  2. Copyright in Images :
    • Contributor retains ownership and copyright in the Selected Images and Selected Images shall not be considered assets of the 71Pix in the event of a voluntary or involuntary bankruptcy.  71Pix takes commercially reasonable steps to ensure that the rights of its Contributors are not violated by customers or other parties; 71Pix has no authority or obligation to pursue legal action against any alleged infringer of any rights in and to any Selected Images. Contributor retains ownership and copyright in the Selected Images and Selected Images shall not be considered assets of the 71Pix in the event of a voluntary or involuntary bankruptcy.  71Pix takes commercially reasonable steps to ensure that the rights of its Contributors are not violated by customers or other parties; 71Pix has no authority or obligation to pursue legal action against any alleged infringer of any rights in and to any Selected Images. 
  3. Credit and Metadata :
    • Contributor acknowledges that customers may not credit Contributor as the owner of the Selected Images licensed by 71Pix and 71Pix may be associated with Images as the source of the collection of Images. In addition, metadata may be altered, removed, added to, without any liability to 71Pix, its Distributors or customers.  Contributor specifically waives any moral rights with respect to the Selected Images to the extent permitted by law, and if no waiver is permitted, Contributor agrees not to enforce the right against 71Pix, its Distributors and their customers.
  4. Grant of Rights :
    • Subject to this Agreement, Contributor grants 71Pix either an exclusive or a non-exclusive license to market, sell and distribute Contributor’s Selected Images throughout the world and all rights to grant sublicenses to Selected Images, and to reproduce, distribute, publish, transmit, broadcast, display, exhibit, adapt, crop, modify, recast or enhance, any Selected Image, alone or in combination with any other material, in any media or embodiment, now known or later developed, for any lawful purpose, including the right to distribute and sell Consumer Products.  Contributor authorizes 71Pix to use the services of Distributors in its licensing and marketing efforts.
    • In the event Contributor elects to submit the Images to 71Pix on an exclusive basis, Contributor agrees to not license or distribute the Selected Images or any Images that are similar to any of Selected Images submitted on an exclusive basis to any other party (until the exclusivity expires), and represents t hat none of the Selected Images (or similars) submitted on an exclusive basis have been previously licensed. Contributor may use any Selected Image or similars submitted for exclusive licensing for personal, non-commercial purposes, such as portfolio, exhibition, single photographer publication, fine art prints, personal website and self-promotion.  Contributors who wish to post exclusive Images at their own prices71Pix judging panel shall determine their eligibility to do so.
    • Additionally, the rights granted herein will include the right to use Selected Images as necessary to test or evaluate any technologies, systems, or processes that 71Pix or its Distributors may use to fulfill its obligations and exercise any rights granted under this Agreement. 
  5. Licensing Terms : 
    • 71Pix (and its Distributors) shall have complete and sole discretion regarding the terms, conditions and pricing of Selected Images licensed to customers. 71Pix or its Distributors may enter into licensing arrangements for a quantity of Images
  6. Term and Termination : 
    • This Agreement shall continue in effect until terminated by either party by providing the other party with thirty (30) days’ written notice.
    • Either party may terminate immediately by giving the other party written notice of termination, if  the other party  fails to cure any breach of or default under this Agreement within thirty (30)] days after it receives written notice of such breach or default, or should either party become insolvent, or be subject to bankruptcy, either may terminate immediately.
    • Upon termination of this Agreement 71Pix will remove Contributor’s Selected Images from the Website within thirty (30) days, and will inform its Distributors’ to remove the Selected Images provided, however, that 71Pix (and Distributor) may retain copies of your Selected Images for archival and record-keeping purposes.
  7. Contributor Representations and Warranties :
    • Contributor represents and warrants to 71Pix that:
      • Contributor, if an individual, is at least 18 years of age, and has full corporate power and authority to enter into this Agreement;
      • Contributor is the sole owner and copyright holder in the Selected Images, and/or has the right to grant 71Pix the licenses in the Selected Images;
      • The  Selected Images are original and do not infringe on, violate or misappropriate any third party copyright, trademark,  rights of privacy, publicity, moral rights,  defames any third party, are  pornographic or obscene, or violate any other third party right;
      • Any caption information, keywords, metadata or other information submitted  with the  Selected Images is relevant, accurate and complete, and does not contain false or misleading information;
      • The Selected Images do not contain any watermark or copyright, trademark or other intellectual property or proprietary notice or legend contained on images.
      • A valid release, either model/and or property has been obtained where necessary and appropriate for each Selected Image and 71Pix may use such Selected Images without obtaining any additional consents or permissions or the payment of additional fees to third parties; and (f) the Selected Images contains no viruses, spyware, Trojan horses, time bombs, or other similar harmful or deleterious programming routines or code.
  8. 71Pix Warranties:
    • 71Pix represents and warrants that:
      • It has the full right and authority to execute and perform its obligations under this Agreement according to its terms;
      • It shall use commercially reasonable efforts to market and license Selected Images; and
      • It shall not knowingly license an Image for any pornographic, defamatory, libelous, or otherwise illegal use.
  9. Indemnification:
    • Contributor agrees to indemnify and to hold 71Pix and its officers, directors, employees and agents harmless from any claims, liabilities, losses and damages (including reasonable attorney’s fees and expenses) arising from any breach of any representation or warranty, any failure to perform any covenant or agreement under this agreement. Contributor agrees that the 71Pix may retain any amounts due to Contributor under this Agreement to the extent the 71Pix is owed any sum. Notwithstanding the foregoing, Contributor will not have any liability for costs arising solely and directly from
      • Any addition to or change, omission or deletion by the 71Pix of information supplied by the Contributor or
      • Use of any Selected Image in a manner not permitted by the terms of this Agreement.
    • 71Pix shall indemnify and hold Contributor and, if it has them, its officers, directors, employees and agents harmless from any claims, liabilities, losses and damages (including reasonable attorney’s fees and expenses) arising from any breach of any representation or warranty, any failure to perform any covenant or agreement under this agreement.
  10. Disclaimer of Warranties :
    • THE WEBSITE AND THE SERVICES PROVIDED BY 71PIX ARE PROVIDED ON AN "AS IS" BASIS. TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW, 71PIX MAKE NO OTHER REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT; THAT THE WEBSITE WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, OR OPERATE WITHOUT ERROR. 
  11. Limitation of Liability :
    • 71PIX SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE TO SELECTED IMAGES OR MATERIAL SUBMITTED TO 71PIX AND CONTRIBUTOR SHOULD MAINTAIN ITS OWN BACKUP FILES FOR ANY SELECTED IMAGES SUBMITTED TO 71PIX. 71PIX’S MAXIMUM AGGREGATE LIABILITY (WHETHER IN TORT, NEGLIGENCE, CONTRACT, OR OTHERWISE) FOR ANY CLAIM ARISING UNDER THIS AGREEMENT, THE USE OF  SELECTED IMAGES PROVIDED TO 71PIX OR THE USE OF THE WEBSITE EXCEED THE FEES COLLECTED BY 71PIX FOR THE  SELECTED IMAGES THAT IS THE SUBJECT MATTER OF THE CLAIM. CONTRIBUTOR ACKNOWLEDGES THAT THE 71PIX WILL NOT BE RESPONSIBLE FOR THE MISUSE OF THE SELECTED IMAGES BY THIRD PARTIES.   
    • NEITHER PARTY SHALL, UNDER ANY CIRCUMSTANCES, BE LIABLE TO THE OTHER PARTY FOR INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, OR SPECIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, EVEN IF SUCH PARTY HAS BEEN APPRISED OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING.  
    • SOME JURISDICTIONS DO NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.  
  12. Confidentiality Obligation:
    • During the term of this Agreement and for as long after its expiration or termination as either party  possesses any confidential information, each party agrees to not disclose any Confidential Information of the other party to any third party or use any of the Confidential Information except as necessary to perform that party's obligations under this Agreement. Confidential information includes but is not limited to information concerning marketing plans, financial results, pricing schedules, product lines, product plans, proprietary technology, research information, practices, trade secrets, and any and all other information as deemed confidential by the disclosing party which is not generally known to the public.
  13. Assignment:
    • This Agreement shall be binding upon and shall inure to the benefit of the Parties’ heirs, executors, administrators, successors, and permitted assigns.  71Pix may assign its rights and obligations under this Agreement including without limitation, any assignment resulting from any corporate reorganization, merger, sale of substantially all the assets to which this Agreement relates.  Contributor’s obligations under this agreement are personal and may be assigned only with 71Pix’s prior written consent; however, Contributor’s right to receive payment may be assigned without 71Pix’s prior consent.
  14. Sever ability:
    • In the event that any provision of this Agreement shall be unenforceable or invalid under any applicable law, or so held by applicable court decision, such enforceability or invalidity shall not render this Agreement unenforceable or invalid as a whole, and in such event such provision shall be changed and interpreted so as to best accomplish the objectives of such provision.
  15. Waiver:
    • No express or implied waiver by either party of any provision of this Agreement or of any breach or default of the other party shall constitute a continuing waiver, and no waiver by either party shall prevent such party from enforcing any and all other provisions of this Agreement or from acting upon the same or any subsequent breach or default of the other party.
  16. Entire Agreement:
    • This Agreement incorporates the entire understanding of the parties concerning the subject matter contained herein and merges all prior and contemporaneous communications. No action of 71Pix, other than the express or written waiver or amendment, may be construed as a waiver or amendment of this Agreement. 
  17. Modification :
    • All notice of changes to this Contributor Agreement will be posted on the Website for thirty (30) days. Modifications may include, but are not limited to, changes to the payment procedures. All such modifications will take effect thirty (30) days following of notice to Contributor and/or posting on the Website, unless 71Pix indicates otherwise.