1.1 UNSCRIPTED PRODUCTS
These Terms & Conditions (these “Terms”) contain the terms and conditions on which we supply content, products or services listed on https://unscriptedphotographers.com/ and other websites that we operate from time to time (collectively, the “Website”), through our applications (the “Apps”) including the general photography contract and the invoicing and payment system or other services in relation to the Website and the Apps, including customer support, social media and community channels. The Website, Apps and other services, collectively referred to herein as the “Product” or “Products” may be updated from time to time at the sole discretion of Unscripted. Please read these terms and conditions, carefully before ordering any Products from the Website, the Apps, where allowed by the App marketplace partners, or through a bundle with one or more of our bundle subscription partners. The terms “Unscripted,” “us”, “we” or “our” refers to the Unscripted Photography Posing App and the UNSCRIPTED Photography Poses App, wholly owned by OMJ Holdings Pty Ltd (ACN 146 364 678), and as the Apps are otherwise known from time to time.
The term “Device” refers to the device which is used to access the Products including but not limited to computers, smart phones and tablets. When you order any Products (“Order”), or otherwise download, use or access the Products, you agree to be bound by these Terms and all applicable laws, rules and regulations. You may also be asked to click “I accept” at the appropriate place prior to your purchase of access to the Products. At such time, if you do not click “I accept”, you may not be able to complete such purchase or gain such access. By using the Products, you indicate that you accept these Terms and that you agree to abide by them. If you do not agree to these Terms, you must not use the Products.
Should you have any concerns or questions about these Terms or our Products, you can contact us at [email protected].
1.3 BASIS OF LICENSE
(a) These Terms and the Order set out the whole agreement between you and us for the supply of the Products. In order to participate in, access or use certain Products, you may be required to agree to additional terms and conditions; those additional terms are hereby incorporated into these Terms. Where such terms are inconsistent with these Terms, the additional terms prevail to the extent of any inconsistency.
(b) Please check that your details in the Order are complete and accurate before you use or commit yourself to purchase the Products. If you think that there is a mistake, please make sure that you ask us to confirm any changes in writing, as we only accept responsibility for statements and representations made in writing by our authorised employees and agents.
(c) AS PART OF YOUR USE OF THE PRODUCTS, YOU CONSENT TO THE PROCESSING AND STORAGE OF YOUR PERSONAL INFORMATION IN THE UNITED STATES, AUSTRALIA AND THE UNITED KINGDOM, INCLUDING THE PROCESSING AND STORING OF YOUR PERSONAL INFORMATION IN THE UNITED STATES AND THE UNITED KINGDOM FOR THE PURPOSES OF PROCESSING PAYMENTS AND TRACKING INDIVIDUAL USE OF THE PRODUCTS. BY USING THE PRODUCTS, YOU ACKNOWLEDGE THAT YOU UNDERSTAND AND AGREE THAT THE UNITED STATES, AUSTRALIA AND THE UNITED KINGDOM MAY NOT HAVE THE SAME LEVEL OF PROTECTIONS FOR YOUR PERSONAL INFORMATION THAT EXIST IN YOUR COUNTRY OF RESIDENCE, AND YOU NONETHELESS CONSENT TO THE PROCESSING AND STORAGE OF YOUR PERSONAL INFORMATION IN THE UNITED STATES, THE UNITED KINGDOM AND AUSTRALIA.
1.4 CHANGES TO TERMS
Unscripted reserves the right to change or update these Terms, or any other of our policies or practices, at any time and for any reason, and will notify users by posting such changed or updated Terms on the Website. Any changes or updates will be effective immediately upon posting to https://unscriptedphotographers.com/. Your continued use of the Products constitutes your agreement to abide by the Terms as changed. Under certain circumstances we may also elect to notify you of changes or updates to our Terms by additional means, such as pop-up or push notifications within the Products or by email. You agree that if you do not accept any changes to these Terms, then you must immediately stop accessing or using the Products.
2.1 BECOMING A MEMBER
(a) You may sign up as a registered user of the Products (a “Member”). To become a Member you need to go to the relevant section of the Products, then submit your email address to us, and create a password to be used in conjunction with that email address. You are responsible for maintaining the confidentiality of your account and password and for restricting access to your Device.
(c) By placing an Order, you warrant that:
(i) You are legally capable of entering into binding contracts; (ii) All registration information you submit is truthful and accurate; (iii) You will maintain the accuracy of such information; and (iv) Your use of the Products does not violate any applicable law or regulation.
2.2 ONCE A MEMBER
You are responsible for maintaining the confidentiality of your account, password and other User Information and for restricting access to your Device to further help protect such information. You are responsible for updating your User Information.
2.3 AGE OF MAJORITY
You must be 18 years of age, or the age of majority in your province, territory or country, to sign up as a Member. If you are under the age of 18 you must not download, access or use the Products .
As an Unscripted Member you will receive access to certain sections, features and functions of the Products that are not available to non-members.
By agreeing to become a Member you opt-in to receiving occasional special offers, marketing, surveys and Product based communication emails. You can easily unsubscribe from Unscripted commercial emails by following the opt-out instructions in these emails. Unscripted memberships and subscriptions are not transferable and therefore cannot be sold or exchanged or transferred in any way whatsoever.
(a) Unscripted account holders may access the Products in three ways:
(i) "Basics" membership: a free-of-charge program, which gives unlimited access to 4 poses and 6 prompts in each category.
(ii) Trial membership: free or trial memberships may be offered by Unscripted at its sole discretion and any access or use of the Products during the free or trial period is in accordance with these Terms. At any point prior to or during the free or trial period, Unscripted may, in its sole discretion terminate the free or trial access without prior notice and without any liability to you, to the extent permitted by law (and for any reason), including to prevent abuse of the free or trial access. After the free or trial membership period expires, your membership will automatically convert to a monthly Paid Subscription. During the free or trial period, no express or implied warranties apply to the Products and all Products are provided on an as is basis and no technical or other support is included.
(iii) Paid Subscription: a subscription fee-based program, which gives access to all content including and beyond the "Basics" Free Trial. You will only have access to the Paid Subscription while your subscription is active and subsisting. You may have access to a free trial period of the Paid Subscription in accordance with certain promotional offers. All Paid Subscription services provide access through the Products. You can become a subscriber to the Paid Subscription by purchasing a subscription to the Products from the Website, within the Apps, where allowed by the App marketplace partners, or through a bundle with one or more of our bundle subscription partners. Please note that if you purchase a subscription through the Apple iTunes Store or Google Play Store, the sale is final, and we will not provide a refund. Your purchase will be subject to Apple or Google’s applicable payment policy, which also may not provide for refunds. If you purchase through one or more of our bundle subscription partners, the purchase may be further subject to the Terms and Conditions of such partners, and payment and management of the bundle subscription may be administered by them.
(b) Unscripted offers monthly, 3 monthly, yearly and lifetime subscription options. For the purposes of our monthly, 3 monthly and yearly subscriptions, a monthly subscription constitutes 30 days, 3 monthly subscription constitutes 90 calendar days and an annual subscription constitutes 365 calendar days. Our lifetime subscription constitutes 100 years or until the date Unscripted ceases to commercially offer the Products.
(i) Our “Monthly” subscription is paid in monthly instalments.
(ii) Our “3 Monthly” subscription is paid in 3 monthly instalments.
(iii) Our “Yearly” subscription is paid for by an upfront one-off payment
(iv) Our “Lifetime Access” subscription is paid for by a one-off upfront payment and is not refundable, subject to Australian Consumer Law.
(c) Unscripted offers from time to time special discount pricing options (the “Special Discount Pricing Options”). The Special Discount Pricing Options will permit users to access the same content included in the Paid Subscription; such Special Discount Pricing Options is only available to users who enter a referral code in the checkout at the time of payment.
(d) You agree to promptly notify Unscripted of any changes to the Payment Method you provided while any subscriptions remain outstanding.
(e) The charge for any Paid Subscription is as stated through the App at the time you place the Order, except in the case of error. The charge is inclusive of all fees, taxes and other charges. If you are unsure whether you will be subject to such additional charges then you should check with your bank before placing an Order through the App. We accept payment via our third party payment service provider by credit card, debit card, carrier billing and Paypal only. Our third party payment service providers may have their own terms and conditions and you must ensure you are in agreement with these prior to making any payment. If your transaction with our third party payment service provider is not successful then your Order will not be fulfilled. Upon the completion of a successful payment transaction then your Order will be fulfilled to you as soon as possible.
(f) You acknowledge and agree that your Paid Subscription will automatically renew at the start of each billing period unless and until you terminate your Paid Subscription or we terminate it. Unscripted is authorised to charge the same credit card at the start of each billing period as was used to pay for the initial Paid Subscription period. The prices and charges are subject to change.
(g) You must cancel your Trial membership before it converts into a Paid Subscription and you must cancel your Paid Subscription before it renews in order to avoid billing of the subscription fee for the new billing period to the Payment Method you provided. Refunds cannot be claimed for any partial subscription period.
(h) In the course of your use of the Products, Unscripted and its third party payment service provider may receive and implement updated credit card information from your credit card issuer in order to prevent your subscription from being interrupted by an outdated or invalid card. The updated credit card information is provided to Unscripted and Unscripted’s third party payment service provider at the sole election of your credit card issuer. Your credit card issuer may give you the right to opt-out of the update service. Should you desire to do so, please contact your credit card issuer.
(i) Our obligation to provide the Products only comes into being when we take receipt of your Order, and we confirm your purchase to you by email. We shall confirm your Order and send you an email to confirm your access to the subscription purchased. Please quote the Order number in all subsequent correspondence with us. Prices in US Dollars and Euros include local taxes. All prices in Pound Sterling include VAT unless otherwise stated. You agree not to hold us responsible for banking charges incurred due to payments on your account. If payment is not received by us from the Payment Method you provided, you agree to pay all amounts due upon demand by us. You agree that you are not permitted to resell any Products purchased through Unscripted for commercial purposes.
2.6 DEVICE REQUIREMENTS
To enjoy Unscripted via your smartphone or other Device, your Device must satisfy certain system requirements. These requirements can be found on the app store or platform that you download our Products (including the Google and Apple App Store).
“Gift Subscriptions” are pre-paid memberships to the Products. A person who purchases the gift is referred to in these terms as the “Giftor”. A person who receives and redeems a Gift Subscription to the Products is referred to in these terms as the “Recipient”. Gift subscriptions are paid for as a one-off upfront payment. Once bought, the Giftor will receive an Order confirmation and receipt. The Unscripted gift subscription will be sent to the Recipient on the Giftor’s specified date. Gifting codes can only be used once (and only in the Recipient’s country) and cannot be redeemed for cash, resold or combined with any other offers, including free trial. Please note that gifting codes cannot be redeemed if the Recipient has already purchased a subscription through the Apple iTunes Store or our iPhone application, or the Google Play Store or our Android application. We will automatically bill the Payment Method you provided for any purchased Gift Subscriptions at the time of purchase, not delivery. Subject to the Australian Consumer Law, there are no refunds or other credits for Gift Subscription that are not redeemed. Unscripted will notify the Recipient prior to the end of the Gift Subscription that the gift period is about to expire. Unscripted is not responsible if a Gift Subscription is lost, stolen or used without permission.
2.9 CHANGING FEES AND CHARGES
We reserve the right to change our Paid Subscriptions or to adjust pricing for our Products, services or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion. Except as otherwise expressly provided for in these Terms, any price changes or changes to your Paid Subscription will take effect following notice to you.
3.1 CANCELLATION BY YOU
(a) You may cancel a Paid Subscription or free trial at any time. An active subscription cannot be cancelled during the subscription period and cancellation is effective at the end of the applicable subscription period. Please make any cancellation request through the app store and cancelling your subscription or by emailing [email protected] for instructions.
(b) Please note that if you purchase a subscription through the Apple iTunes Store or our iPhone application, you may cancel your subscription by cancelling the automatic renewal of paid In App Subscriptions by selecting Manage App Subscriptions in your iTunes Account settings and selecting the subscription you want to modify. If you purchase a subscription through the Google Play store you may cancel automatic renewals in account settings under Subscriptions in the Google Play app, or according to the current process outlined by Google Play.
3.2 CANCELLATION BY US
We may suspend or terminate your use of the Products as a result of your fraud, abusive purposes, breach of any obligation under these Terms, including a prohibited use of the products under section 4, or under any laws. Such termination or suspension may be immediate and without notice. A breach of these Terms, includes without limitation, the unauthorised copying or downloading of our audio or video content from the Products.
3.3 PROMOTION AND DISCOUNT CODES
Any promotion code or offer (including the Special Discount Pricing Options) provided by us may not be used in conjunction with any other promotion code or offer, past or present. Introductory offers are only available to new users of the Products, except where expressly stated otherwise. Previous users or trial users of the Products do not qualify as new users. No promotion code or discount will apply to corporate or other Community subscriptions. Unless otherwise set forth in the terms of any promotion, all pricing promotions or discounts will apply to the initial period of the subscription, and any renewals will be charged at the non-discounted rate for the type of subscription purchased.
4.1 You agree not to upload, post, email or otherwise send or transmit or introduce any material that contains software viruses or any other computer code, files or programs designed to interrupt, harm, damage, destroy or limit the functionality of any computer software or hardware or equipment linked directly or indirectly with the Products or the Products themselves. You agree not to interfere with the servers or networks underlying or connected to the Products or to violate any of the procedures, policies or regulations of networks connected to the Products. You may not access the Products in an unauthorised manner.
4.2 You agree not to impersonate any other person while using the Products, disguising, anonymising or hiding your IP address or conducting yourself in an offensive manner while using the Products, or use the Products for any illegal, immoral or harmful purpose.
4.3 By breaching the provisions of this section 4, you may commit a criminal offense under applicable laws. We may report any such breach to the relevant law enforcement authorities and we may cooperate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use the Products will cease immediately.
4.4 You agree not to use the Products for any purposes related to scientific research, analysis or evaluation of the Products without the express written consent of Unscripted.
(a) All software contained in the Products are owned by Unscripted (or our affiliates and/or third party licensors, where applicable), unless indicated otherwise. You agree and acknowledge that the software is valuable property and that other than any specific and limited license for use of such materials, you shall not acquire any ownership rights in or to such materials. The materials may not be used except as provided for in these Terms, and any other relevant terms and conditions provided to you without our prior written permission.
(b) You acknowledge and agree that all images within the Products are the property of third party licensors “Featured Photographers" and, without prejudice to any and all other rights and remedies available, each such licensor has the right to directly enforce relevant provisions of section 12 against you. You agree and acknowledge that the images provided by Feature Photographers are valuable property and that other than any specific and limited license for use of such materials, you shall not acquire any ownership rights in or to such materials. The materials may not be used except as provided for in these Terms, and any other relevant terms and conditions provided to you without our prior written permission.
(c) The Products are not intended for your commercial use. Commercial advertisements, affiliate links, and other forms of solicitation may be removed by us without notice and may result in termination of privileges. You must not use any part of the materials used in or on the Products for commercial purposes without obtaining a written license to do so from us. Material from the Products may not be copied or distributed, or republished, or transmitted in any way, without our prior written consent. Any unauthorised use or violation of these Terms immediately and automatically terminates your right to use the Products and may subject you to legal liability. You agree not to use the Products for illegal purposes (including, without limitation, unlawful, harassing, libelous, invasion of another’s privacy, abusive, threatening or obscene purposes) and you agree that you will comply with all laws, rules and regulations related to your use of the Products. Appropriate legal action may be taken for any illegal or unauthorised use of the Products.
(d) A limited amount of content may be marked and authorised for use by you in your personal social channels (Facebook, Twitter, etc.). With respect to content made available by Unscripted through the Products that is specifically identified as available for distribution by you (“Distribution Content”) as part of your blog or other online commentary, analysis or review (“User Commentary”), Unscripted grants you a non-exclusive, non-transferable, personal and revocable limited right to download, reproduce and distribute Distribution Content over the internet as part of your User Commentary. You may also modify such Distribution Content but only as required to technically enable the display and distribution of such content through your computer systems and over the Internet (e.g. a change in video format or file size) provided such modification does not materially alter the substance or quality of such content. Your display and distribution of Distribution Content may also be subject to other terms and conditions that are set forth in the description of such content in the Products, such as display and distribution of Distribution Content only within specified usage dates. You agree not to publish the Distribution Content with other content that is known by you to be false, inaccurate, or misleading or that is, or that encourages activity or conduct that is, unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable. Distribution Content may contain trackers that enable us to collect information with respect to the distribution and consumption of such content.
(f) You may not otherwise download, display, copy, reproduce, distribute, modify, perform, transfer, create derivative works from, sell or otherwise exploit any content, code, data or materials in the Products. If you make other use of the Products, or the content, code, data or materials thereon, except as otherwise provided above, you may violate copyright and other applicable laws and may be subject to liability for such unauthorised use. Unscripted will enforce its intellectual property rights to the fullest extent of the law.
Unscripted Posing App®, the Unscripted logo and all other Unscripted product or service marks are trademarks of Unscripted. All intellectual property, other trademarks, logos, images, product and company names displayed or referred to on or in the Products are the property of their respective owners. This agreement does not grant you any license or right to use, alter or remove or copy such material. Your misuse of the trademarks displayed on the Products is strictly prohibited. Unscripted will enforce its trademark rights to the fullest extent of the law.
6.1 Although we aim to offer you the best service possible, we make no warranties or representations that the Products will meet your requirements and we do not guarantee that the Products will be fault free. If a fault occurs in the Products, please report it to us at [email protected] and we will review your complaint and, where we determine it is appropriate to do so, correct the fault. If the need arises, we may suspend access to the Products while we address the fault. We will not be liable to you if the Products are unavailable for a commercially reasonable period of time.
6.2 Your access to the Products may be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or Products. We will restore the Products as soon as we reasonably can. In the event that the Products are unavailable, our usual Order and cancellation deadlines apply; please notify us of changes to your Order by emailing [email protected].
7.1 The Products may let you submit material to us or to the Products: for example, you may be able to upload an image accompanied by a pose or prompts.
7.2 This section 7 sets out the rights and obligations that each of us have in connection with User Material. If you review or submit User Material (including photos and profiles), you are agreeing to do so in accordance with these Terms. If you do not want to review or submit User Material in accordance with these Terms, then you should not do so.
7.3 We do not systematically review User Material submitted by you or other users. We are not responsible for the content of User Material provided by you or any other user. We do not necessarily endorse any opinion contained in such material. We make no warranties or representations, express or implied, about User Material, including as to its legality or accuracy. We are not responsible for any loss or corruption of data or the User Material.
7.4 We reserve the right, in our sole discretion, to refuse to post or to remove or edit any of your User Material, or to restrict, suspend, or terminate your access to all or any part of the Products, particularly where User Material breaches this section 7, and we may do this without giving you any prior notice.
7.5 We may link User Material or parts of User Material to other material, including material submitted by other users or created by Unscripted or other third parties. We may use User Material for our internal business purposes, for example, to examine trends or categories or to promote, market or advertise Unscripted. You acknowledge that we may indirectly commercially benefit from use of your User Material.
7.6 Each time you submit User Material to us, you represent and warrant to us as follows:
(a) You own your User Material or have the right to submit it, and in submitting it you will not be infringing any rights of any third party, including intellectual property rights (such as copyright or trade mark), privacy or publicity rights, rights of confidentiality or rights under contract.
(b) Your User Material is not illegal, obscene, defamatory, threatening, pornographic, harassing, hateful, racially or ethnically offensive, and does not encourage conduct that would be considered a criminal offense, and does not give rise to civil liability, violate any law, or is otherwise deemed inappropriate.
(c) Your User Material does not advertise any product or service or solicit any business.
(d) Submitted User Material has person’s consent to being identified in still images and parental/Guardian consent for the still image submission of featuring persons under 18 years old, and in submitting your User Material you are not impersonating any other person.
(e) You will not collect email addresses of users for the purpose of sending unsolicited email.
(f) You will not engage in criminal or tortious activity, including fraud, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets or attempt to impersonate another user or person.
(g) You will not engage in any automated use of the system, such as using scripts to alter our content.
(h) You will not, without authorisation, access, tamper with, or use non-public areas of the Products, Unscripted’s computer systems, or the technical delivery systems of Unscripted’s providers.
(i) Except as necessary to maintain your own computer security by use of commercial-off-the-shelf anti-virus or anti-malware products, you will not attempt to probe, scan, or test the vulnerability of the Products or any other Unscripted system or network or breach any security or authentication measures.
7.7 We are entitled to identify you to third parties who claim that their rights have been infringed by User Material you have submitted.
7.8 User Material is not considered to be confidential. You agree not to submit any content as User Material in which you have any expectation of privacy. We do not claim any ownership rights in User Material. However, by submitting User Material you hereby grant Unscripted an irrevocable, perpetual, non-exclusive, royalty free, worldwide license to use, telecast, copy, perform, display, edit, distribute and otherwise exploit the User Material you post on the Products, or any portion thereof, and any ideas, concepts, or know how contained therein, with or without attribution, and without the requirement of any permission from or payment to you or to any other person or entity, in any manner (including, without limitation, for commercial, publicity, trade, promotional, or advertising purposes) and in any and all media now known or hereafter devised, and to prepare derivative works of, or incorporate into other works, such User Material, and to grant and authorise sublicenses of the foregoing without any payment of money or any other form of consideration to you or to any third party. Unscripted may include your User Material in Unscripted’s Distribution Content that is made available to others through the Products. Be aware that Unscripted has no control over User Material once it leaves the Products, and it is possible that others may duplicate material found on the Products, including, but not limited to, on other sites on the Internet. The license to Unscripted will end when the User Material is deleted from the Products or from our systems (whichever is later). You represent and warrant that you own or otherwise control the rights to your User Material. You agree to indemnify Unscripted and its affiliates for all claims arising from or in connection with any claims to any rights in your User Material or any damages arising from your User Material.
7.9 Any inquiries, feedback, suggestions, ideas, other information which is not part of your use of the Products or User Material that you provide to us (collectively, “Submissions”) will be treated as non-proprietary and non-confidential. By transmitting, uploading, posting, e-mailing, or otherwise submitting Submissions to the Products, you grant, and you represent and warrant that you have the right to grant, to Unscripted an irrevocable, perpetual, non-exclusive, royalty free, worldwide license to use, telecast, copy, perform, display, edit, distribute and otherwise exploit the Submissions, or any portion thereof and any ideas, concepts, or know how contained therein, with or without attribution, and without the requirement of any permission from or payment to you or to any other person or entity, in any manner (including, without limitation, for commercial, publicity, trade, promotional, or advertising purposes) and in any and all media now known or hereafter devised, and to prepare derivative works of, or incorporate into other works, such Submissions, and to grant and authorise sublicenses of the foregoing without any payment of money or any other form of consideration to you or to any third party. You also acknowledge that your Submissions will not be returned to you and that Unscripted has no obligation to acknowledge receipt of or respond to any Submissions. If you make a Submission, you represent and warrant that you own or otherwise control the rights to your Submission. You agree to indemnify Unscripted and its affiliates for all claims arising from or in connection with any claims to any rights in any Submission or any damages arising from any Submission.
8.1 We may provide links to other websites or services for you to access. You acknowledge that any access is at your sole discretion and for your information only. We do not review or endorse any of those websites or services. We are not responsible in any way for:(a) the availability of, (b) the privacy practices of, (c) the content, advertising, products, goods or other materials or resources on or available from, or (d) the use to which others make of these other websites or services. We are also not responsible for any damage, loss or offense caused or alleged to be caused by, or in connection with, the use of or reliance on such websites or services.
8.2 You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link from any website that is not owned by you. The Products must not be framed on any other website, nor may you create a link to any part of the Products unless you have written permission to do so from Unscripted. We reserve the right to withdraw linking permission with written notice. The website from which you are linking must comply in all respects with the content standards set out in our acceptable use policy. If you wish to make any use of material on or in the Products other than that set out above, please address your request to [email protected]
The information contained in the Products is for general information purposes only. While we endeavor to keep the information up-to-date and correct, we make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability with respect to the Products or the information contained on the Products for any purpose. Any reliance you place on such information is therefore strictly at your own risk.
10.1 Subject to the terms of this license agreement (“License Agreement”), as set out in this section 11, and these other Terms, and your payment of applicable subscription fees, Unscripted grants you a limited, non-exclusive, revocable license to stream, download and make personal non-commercial use of the Products.
10.2 The Products contain or embody copyrighted material, proprietary material or other intellectual property of Unscripted or its licensors. All right, title and ownership in the Products remain with Unscripted or its licensors, as applicable. The rights to download and to use the Products are licensed to you and are not being sold to you, and you have no rights in them other than to use the Products in accordance with this License Agreement and these Terms.
10.3 You agree that you will not and you will not assist or permit any third party to:
(a) Copy, store, reproduce, transmit, modify, alter, reverse-engineer, emulate, de-compile, or disassemble the Products in any way, or create derivative works of the Products;
(b) Use the Products or any part of them to create any tool or software product that can be used to create software applications of any nature whatsoever;
(c) Rent, lease, loan, make available to the public, sell or distribute the Products in whole or in part;
(d) Tamper with the Products or circumvent any technology used by Unscripted or its licensors to protect any content accessible through the Products;
(e) Circumvent any territorial restrictions applied to the Products; or
(f) Use the Products in a way that violates this License Agreement or the other Terms.
10.4 You may not make the Products available to the public. The Products made available (in whole or in part) are owned by Unscripted or its licensors and your use of them must be in accordance with these Terms.
11.1 We are committed to complying with copyright and related laws, and we require all users of the Products to comply with these laws. Accordingly, you may not store any material or content on, or disseminate any material or content over, the Products in any manner that constitutes an infringement of third party intellectual property rights, including rights granted by copyright law. Owners of copyrighted works in the United States who believe that their rights under copyright law have been infringed may take advantage of certain provisions of the US Digital Millennium Copyright Act of 1998 (the “DMCA”) to report alleged infringements. You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights. It is our policy to terminate privileges of any user who repeatedly infringes the copyright rights of others upon receipt of proper notification to us by the copyright owner or the copyright owner’s legal agent.
11.2 If you feel that a posted message is objectionable or infringing, we encourage you to contact us immediately. Upon our receipt of a proper notice of claimed infringement under the DMCA, we will respond expeditiously to remove, or disable access to, the material claimed to be infringing and will follow the procedures specified in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the content in issue. Our designated agent (i.e., the proper party) to whom you should address such notice is listed below.
11.3 If you believe that your work has been copied and posted on the Products in a way that constitutes copyright infringement, please provide our designated agent with the following information:
(a) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
(b) A description of the copyrighted work or other intellectual property that you claim has been infringed;
(c) A description of where the material that you claim is infringing is located on the Products;
(d) Your address, telephone number, and email address;
(e) 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; and
(f) A statement by you, made under penalty of perjury, that the information contained in your report 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.
(g) Our designated agent for notice of claims of copyright infringement can be reached as follows:
By Mail: Unscripted, OMJ Holdings 36 Parkes Ave, Byron Bay NSW, Australia 2481
12.1 ASSIGNMENT BY US
Unscripted may transfer its rights and obligations under these Terms to any company, firm or person at any time if it does not materially affect your rights under it. You may not transfer your rights or obligations under these Terms to anyone else. These Terms are personal to you and no third party is entitled to benefit under these Terms except as set out here.
12.2 INDEMNITY BY YOU
To the extent permitted by law, you agree to defend, indemnify and hold Unscripted and its directors, officers, members, investors, managers, employees and agents harmless from any and all claims, liabilities, costs and expenses, including legal and professional fees, costs and disbursements on a full indemnity basis arising in any way from your use of the Products including the invoicing and payment system or the general photography contract, your placement or transmission of any message, content, information, software, or other submissions through the Products, or your breach or violation of the law or of these Terms. Unscripted reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with Unscripted defense of such claim.
12.3 WARRANTIES AND LIMITATIONS
(a) We warrant to you that any Product purchased from us will, on delivery, conform in all material respects with its description.
(b) Subject to section 6, we warrant that we will use reasonable skill and care in making the Products available to you during your subscription.
(c) To the extent permitted by law, the Products and their content are otherwise provided on an “as is” basis and we make no representations or warranties of any kind with respect to them, including as to the accuracy, completeness or currency of the Products or their content. We assume no liability or responsibility for any errors or omissions in the content of the Products, or any failures, delays, or interruptions in the provision of the Products. We disclaim and exclude any express or implied warranties or representations, including any warranties as to merchantability or fitness for a particular purpose of the Products to the broadest extent permitted by law. We make no warranties or representations, express or implied, as to the timeliness, accuracy, quality, completeness or existence of the content and information posted on the Products. We make no warranties or representations, express or implied, for technical accessibility, fitness or flawlessness of the Products. We make no warranties or representations that your use of content and information posted on the Products will not infringe rights of third parties.
(d) All conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity are, to the extent permitted by law, excluded.
12.4 NO WAIVER
If we delay exercising or fail to exercise or enforce any right available to us under these Terms, such delay or failure does not constitute a waiver of that right or any other rights under these Terms.
12.5 FORCE MAJEURE
We will not be liable to you for any lack of performance, or the unavailability or failure, of the Products, or for any failure or delay by us to comply with these Terms, where such lack, unavailability or failure arises from any cause beyond our reasonable control.
In these Terms, unless the context requires otherwise: i) any phrase introduced by the words “including”, “include”, “in particular”, “for example” or any similar expression shall be construed as illustrative only and shall not be construed as limiting the generality of any preceding words; and ii) references to the singular include the plural and to the masculine include the feminine, and in each case vice versa.
12.7 ELECTRONIC COMMUNICATIONS
(a) Applicable laws require that some of the information or communications we send to you should be in writing. When using the Products, you agree to transact with us electronically, and that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on the Products. You agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing.
(b) In order to retain a copy, please select “Print,” and select the appropriate printer. If you do not have a printer, you can copy the text and the underlying agreement(s) and paste them into a new document in a word processor or a text editor on your computer and save the text.
(c) Subject to section 12.7(d), you have the right to receive a paper copy of the communications. To receive a paper copy, please request it by emailing us at [email protected]
(d) We may charge you a reasonable service charge (including postage and courier charges) to print and to post to you a paper copy of any communication. We will either include such service charge on our fee schedule or we will first inform you of the charge and provide you with the choice as to whether you still want us to send you a paper copy. Please be sure to state that you are requesting a copy of the particular communication.
(e) To receive and view an electronic copy of the communications you must have the following equipment and software:
(i) A personal computer or other device which is capable of accessing the Internet. Your access to this page verifies that your system/device meets these requirements.
(f) To retain a copy, you must either have a printer connected to your personal computer or other device or, alternatively, the ability to save a copy through use of printing service or software such as Adobe Acrobat®. If you have a word processor or text editor program on your computer, then you can also copy the text and paste the text into a new document in the word processor or text editor and save the text.
(g) You can also contact us via email at [email protected] to withdraw your consent to receive any future communications electronically, including if the system requirements described above change and you no longer possess the required system. If you withdraw your consent, we may terminate your use of the Products.
(h) We reserve the right, in our sole discretion, to discontinue the provision of your electronic communications, or to terminate or change the terms and conditions on which we provide electronic communications. We will provide you with notice of any such termination or change as required by law.
Unless otherwise specifically indicated, all notices given by you to us must be given to Unscripted at [email protected]. We may give notice to you at the e-mail address you provide to us when you register, or in any of the ways specified in section 12.7 above. Notice will be deemed received and properly served immediately when posted on the Products or when an e-mail or other electronic communication is sent. In proving the service of any notice via email, it will be sufficient to prove that such e-mail was sent to the specified e-mail address of the addressee.
12.9 ENTIRE AGREEMENT
These Terms and any document expressly referred to in them constitute the whole agreement between us and supersede all previous discussions, correspondence, negotiations, previous arrangement, understanding or agreement between us relating to their subject matter. We each acknowledge that neither of us relies on, or will have any remedies in respect of, any representation or warranty (whether made innocently or negligently) that is not set out in these Terms or the documents referred to in them. Each of us agrees that our only liability in respect of those representations and warranties that are set out in this agreement (whether made innocently or negligently) will be for breach of contract. Nothing in this section limits or excludes any liability for fraud.
12.10 THIRD PARTY RIGHTS
A person who is not party to these Terms will not, subject to section 12 (DMCA), have any rights under or in connection with these Terms.
12.11 OUR LIABILITY
(a) We will use reasonable endeavors to remedy faults in the Products. If we fail to comply with these Terms, we will be liable to you only for the purchase price of the Products in question. In addition, we will not be liable for:
(i) Faulty operation of computers during the registration process or during completion of a subscription or during the transmission of any data and/or for incorrect or overly slow transmission of data by the internet provider and/or any damage that occurs due to information submitted by you not being received by us or not being received promptly or not being considered, as a consequence of technical faults with our software or hardware (whether or not they are within or outside of our control).
(ii) Any loss or damage to your Device, computer equipment, software, data or other property caused by you accessing, using or downloading from the Products, or from transmissions via emails or attachments received from us, or from unauthorised access to your data.
(iii) Any use of websites linked to the Products but operated by third parties.
(iv) Your access and use of any features of the Products including the invoicing and payment system or the general photography contract, which are not intended for commercial use.
PLEASE READ THE FOLLOWING PARAGRAPHS CAREFULLY, AS THEY REQUIRE YOU TO ARBITRATE DISPUTES WITH UNSCRIPTED, AND LIMIT THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM UNSCRIPTED.
(a) Any dispute, controversy or claim arising out of, relating to or in connection with this contract, including any question regarding its existence, validity or termination, shall be resolved by arbitration in accordance with the ACICA Arbitration Rules. The seat of arbitration shall be Sydney, Australia. The language of the arbitration shall be English. The number of arbitrators shall be one.
12.13 GOVERNING LAW
These Terms are governed by the laws of New South Wales, Australia and the parties submit to the exclusive jurisdiction of the courts of that State.
If any provision of these Terms is found to be prohibited or unenforceable, then that provision is ineffective to the extent of the prohibition or unenforceability but the validity or enforceability of the remaining provisions will not be affected.
These Terms are effective and were last updated on July 12, 2023.
Unscripted, OMJ Holdings 36 Parkes Ave, Byron Bay NSW, Australia 2481