Terms and conditions of use

Last update: NOV 05, 2019

Introduction

This website, online applications, mobile applications, platform and marketplace (hereafter referred to as the “Platform” or the “Service”) are owned and operated by Flixier SRL, a Romanian registered company with VAT number 41779049 at Toma Savescu, No 15, Iasi, Romania (“the Company”, “Flixier”, “we” or “us”), in accordance with these Terms and Conditions of Use (“Terms of Use”).

These Terms of Use govern your use of the Platform. By accessing or using the Platform, you accept these Terms of Use in full and without reservation. Certain Terms of Use may be exceptionally overruled for organizations that have a separate, written and duly signed framework agreement, contract or partnership agreement with Flixier.

We recommend that you read these Terms of Use. Furthermore, Flixier may change these Terms of Use at any time by updating this webpage. Please review the Terms of Use regularly to ensure you are aware of any changes. Your continued access to and/or use of the Platform after changes have been made to these Terms of Use indicates your agreement to be legally bound by the updated and/or amended Terms of Use.

IF YOU DO NOT AGREE TO THESE TERMS OF USE AND/OR THE PRIVACY POLICY OR OTHER POLICIES, GUIDELINES OR INSTRUCTIONS POSTED ON THE PLATFORM, DO NOT USE THE PLATFORM.

Use of the Service

  1. In order to use the Platform, you are required to establish a user account (an “Account”) on the Platform. If you choose, or you are provided with, a user identification code, login name, password or any other piece of information as part of our security procedures giving access to your Account, you must treat such information as confidential, and you must not disclose it to any third party. User accounts are strictly personal and individual: it is not allowed to share a user account with other individuals. We have the right to disable any user identification code, login or password, whether chosen by you or allocated by us, at any time, if in our opinion you have failed to comply with any of the provisions of these Terms of Use. You are aware of and acknowledge the technical requirements for using the Platform as outlined on our website and/or in the Help Center. Flixier will not be liable nor provide refunds for any limitations or errors caused by use of the Platform with other devices, software or operating system versions than those described in the technical requirements.
  2. If you subscribe to the Platform on behalf of a business, you represent to Flixier that you have the authority to bind that business and that your acceptance of this Agreement will be treated as acceptance by that business. You further agree that Flixier may use the name and logo of that business on Flixier’s website and other promotional material as a customer of the Platform.
  3. Minors under the age of 13 are not permitted to use the Platform. If the laws of your country of residence so permit, minor children may utilize the Platform, provided that their parent or legal guardian establishes the account or the account is created with such parent or guardian’s approval. If you permit your minor child or legal ward to use the Platform, you hereby agree to these Terms of Use on behalf of both yourself and your child or legal ward. You further agree that you are solely responsible for any and all use of the Platform by your child or legal ward regardless of whether such use was authorized by you.
  4. As long as you comply with this Agreement, Flixier grants you a limited, revocable, non-exclusive, non-assignable, non-sublicensable right to access and use the Platform as it is intended to be used and in accordance with this Agreement and applicable law. Flixier grants you no other rights, implied or otherwise.
  5. You may not use the Platform to disseminate any unlawful or other objectionable material or to harm others or the Platform itself. For example, you must not: (i) use the Platform to harm, threaten, or harass another person, organization, or Flixier; (ii) damage, disable, overburden, or impair the Platform; (iii) resell or redistribute any part of the Platform or access to the Platform, including the sale or purchase of an Account; (iv) use or attempt to use any unauthorized means to modify, reroute, or gain access to the Platform; (v) use any automated process or service (such as a bot, a spider, periodic caching of information stored by Flixier, or meta-searching) to access or use the Platform, or to copy or scrape data from the Platform; or (vi) obtain (or try to obtain) any data or content from the Platform, except the data or content that we intend to make available to you.

User Content

By using the Platform, you grant Flixier a worldwide, irrevocable, non-exclusive, royalty-free license to use, reproduce, adapt, publish, translate and distribute all material (including without limitation text, images, audio, sound effects, video material, animations and other audio-visual material, hereafter referred to as the “User Content”) you upload or post to the Platform or create on/with the Platform. This includes but is not limited to any proprietary, patented, copyrighted or otherwise confidential User Content, in any existing or future media.

You may not upload or post to the Platform or otherwise use in any way in connection with your use of the Platform User Content which includes any text, video or audio recording, images or other material protected by copyright, trademark, or any other proprietary right without the express permission of the owner of such copyright, trademark or other proprietary right. The burden of determining that any material is not protected by any such right is on you. You shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights, or any other harm resulting from your violation of this prohibition. All trademarks and/or service marks displayed on the Platform are the exclusive property of their respective owners, and may not be used without the owner’s permission.

Flixier does not claim ownership of the User Content. Although Flixier reserves the right to edit or remove any User Content you upload, post to or create with the Platform, we do not control or verify the User Content that you upload, post to or create with the Platform, nor do we undertake to monitor the User Content uploaded, posted to or created with the Platform.

You control who may access your User Content. When you give others access to your User Content on the Platform using its built-in sharing options, you grant them free, non-exclusive permission to use, reproduce, distribute, display, transmit and communicate to the public such User Content solely in connection with the Platform. If the User Content includes a photograph or other digital image, you also expressly waive any and all rights of privacy and publicity with respect to the image. If you do not want others to have those rights, do not use the Platform to share your User Content.

Flixier may need, and you hereby grant to Flixier the right, to use, modify, adapt, convert, store, reproduce, distribute, publish and display any User Content posted on or created with the Platform. These rights apply solely to the extent necessary for the operation of the Platform.s

User Content that violates these Terms of Use or your local laws is not permitted on the Platform. Flixier reserves the right to review content for the purpose of enforcing these Terms of Use. If you share User Content on the Platform in a way that infringes others’ copyrights, other intellectual property or proprietary rights, or publicity or privacy rights, you are breaching these Terms of Use. You represent and warrant that you have all the rights necessary for you to grant the rights in this section and that the use of the User Content does not violate any law. We may remove your content from the Platform at any time and for any reason, including if: (i) you breach these Terms of Use; (ii) the User Content exceeds limits on storage or file size; or (iii) we cancel or suspend your access to the Platform. Flixier performs monitoring activities to ensure the suitability of content as set out in these Terms of Use, and, whether as a result of such monitoring or upon receiving notification of unsuitable content from third parties, Flixier reserves the right to remove any or all User Content from the Platform. You agree to immediately remove any Content that violates the Terms of Use, including pursuant to a takedown request from Flixier. In the event that you elect not to comply with a request from Flixier to remove certain User Content, Flixier reserves the right to directly remove such Content or to disable access to the Platform.

You are responsible for backing up the User Content that you store on the Platform. We may permanently delete your User Content from the Platform if your access to the Platform is suspended or canceled. We do not have any obligation to return User Content to you after your access to the Platform has been suspended or canceled. If User Content is stored with an expiration date, we may also delete the User Content as of that date. User Content that is deleted may be irretrievable.

Licenses, Subscriptions, and Payment

Some functionalities and features of the Platform may be made available to you at no charge, while other features may be purchased (including but not limited to licenses, subscriptions, premium library items, etc.). Such functionalities and features are hereafter collectively referred to as “Services”. If there is a charge associated with the use of Services, you agree to pay that charge. We may suspend or cancel your access to the Platform if we do not receive such payment on time. Suspension or cancellation of your access to the Platform for non-payment could result in a loss of access to and use of your Account, as well as the loss of User Content stored on the Platform.

To pay the charges for Services delivered through the Platform, you will be asked to provide a valid payment method at the time you sign up for such Services. You can access and change your billing account information and payment method via your Settings or Profile. You agree to keep your billing account information current at all times.

By providing Flixier with a payment method, you (i) represent that you are authorized to use the payment method that you provided and that any payment information you provide is true and accurate; (ii) authorize Flixier to charge you for the Services using your payment method; and (iii) authorize Flixier to charge you for the Services. We may bill you (i) in advance; (ii) at the time of purchase; (iii) shortly after purchase; or (iv) on a recurring basis.

When you agree to subscribe to Services on a recurring basis, you will be requested to agree with an automatic renewal of the subscription. Once we have informed you that such Services will be automatically renewed, we may automatically renew your Services and charge you the then-current price for the renewal term. We will also bill your chosen payment method for the Services renewal, whether it was on file on the renewal date or provided later. We will also provide you with instructions on how you may cancel the Services. You must cancel the Services before the renewal date to avoid being billed for the renewal. If you cancel your recurring payment option, your account and subscription will remain active until its next renewal date. In case of such cancellation, you will not be given any refund. If you delete your account before the end of the period for which you paid, your cancellation will take effect immediately. In case of the deletion of your account, you will not be given any refund. When you cancel a paid subscription or when your free trial period has expired, your account will be frozen and access to your account will only be possible upon starting a new subscription. For accounts that have been frozen longer than 3 months after the cancellation of the subscription, Flixier will remove all User Content you uploaded or created.

We will provide you with an online billing statement in your personal Settings or Profile, where you can view and print your statements. This is the only billing statement that we provide. If we make an error on your bill, you must tell us within 120 days after the error first appears on your bill. We will then promptly investigate the charge. If you do not tell us within that time, you release us from all liability and claims of loss resulting from the error and we will not be required to correct the error or provide a refund. If Flixier has identified a billing error, we will correct that error within 90 days.

When you request Services from us, you agree that we may begin to provide Services immediately. You will not be entitled to a cancellation or “cooling off” period, except if the law requires a cooling-off period. Payment for Services (whether these are transactions or subscriptions) is non-refundable.

Flixier may change the price of the Services at any time and will notify you by email at least 15 days before the price change. If you do not agree to the price change, you must cancel and stop using the Services before the price change takes effect. If there is a fixed term and price for your Services offer, that price will remain in force for the term. Depending on your country of residence and your status (business or private person), local country taxes such as VAT (value-added tax) may be applied/added to the amounts you have to pay. “Lifetime” pricing, when available, is a limited and temporary offer for a fixed price subscription rate for as long as the subscription runs without interruption and for as long as the related Services are available and supported. Flixier may stop issuing Lifetime subscription price rates at any time. While Flixier anticipates that the Services you purchased will remain available and supported, potentially for many years to come, Flixier makes no warranties as to the expected lifetime of its Services, and in purchasing Flixier Services, you acknowledge and agree that the Flixier Services could change or terminate in the future. Any Lifetime subscription pricing will not apply anymore if the subscription account is terminated for any duration of time due to cancellation, non-payment, upgrade or downgrade, or otherwise.

You must pay for all reasonable costs we incur to collect any past due amounts. These include reasonable attorneys’ fees and other legal fees and costs, in event of default.

If Flixier owes you a payment, then you agree to timely and accurately provide us with any information we need to get that payment to you. You are responsible for any taxes and charges you may incur as a result of this payment to you. You must also comply with any other conditions we place on your right to any payment. If you receive a payment in error, we may reverse or require the return of the payment. You agree to cooperate with us in our efforts to do this. We may also reduce the payment to you without notice to adjust for any previous overpayment.

Intellectual Property Rights

All information, data, text, documents, graphics, logos, designs, images, pictures, photographs, videos, weblogs, interactive features or other content, services or materials (or any part of them) accessible on the Platform (hereafter referred to as the “Materials”) are protected by copyright, trademarks, database rights and other intellectual property rights and are owned by or licensed to Flixier or are otherwise used by Flixier as permitted by applicable law. Nothing contained herein shall be construed as conferring by implication, estoppel or otherwise, any license or right to use the Materials other than as permitted in these Terms of Use. Unless you have permission from the creator or original content supplier, you agree not to download, cache, reproduce, modify, edit, alter or enhance any of the Materials, not to use them in other software applications or use them for other purposes than made possible by the Platform.

Flixier owns and retains all proprietary rights to the Platform and all associated copyrights, trademarks, brands, service marks, patents, Flixier object libraries, characters, props or other proprietary rights under law. All of the trademarks, service marks, brand and trade names and logos appearing on the Platform are the proprietary intellectual property of the owners of such marks or names and you may not use, modify, remove or otherwise infringe any of such proprietary intellectual property.

By agreeing to use the Platform you agree to receive newsletters, alerts, promotional and other emails from Flixier. You may unsubscribe from these mailing lists as required by law via the Platform.

Flixier can make use of data processors to process your Personal Data. Data processors are natural or legal persons, public authorities, agencies or other bodies which process Personal Data on behalf of Flixier.

Privacy and Security

We are committed to protecting your privacy and security. All personal data that we collect from you will be processed in accordance with our Privacy Policy. You should review our Privacy Policy, which is incorporated into these Terms of Use by this reference, and you confirm that when using the Platform, you consent to your personal data being used and processed in accordance with our Privacy Policy.

Disclaimers of Warranty

PLEASE NOTE THE FOLLOWING IMPORTANT DISCLAIMERS OF WARRANTIES: FLIXIER DOES NOT WARRANT THAT THE FUNCTIONAL ASPECTS OF THE PLATFORM WILL BE ERROR-FREE, OR THAT THE PLATFORM WILL BE CONSTANTLY AVAILABLE, OR AVAILABLE AT ALL, OR THAT TRANSMISSION OF DATA TO / FROM THE PLATFORM WILL OCCUR AT ANY MINIMUM SPEED OR THAT THE PLATFORM OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. FLIXIER DOES NOT WARRANT OR REPRESENT THAT ANY CONTENT ASSOCIATED WITH OR USED IN CONNECTION WITH THE PLATFORM IS FACTUAL OR ERROR-FREE OR THAT THE USE OF SUCH MATERIAL WILL NOT INFRINGE RIGHTS OF THIRD PARTIES. FLIXIER RESERVES THE RIGHT TO CORRECT ANY ERRORS ON IN THE PLATFORM. WITHOUT LIMITING THE FOREGOING, YOU ACKNOWLEDGE AND AGREE THAT EVERYTHING ASSOCIATED WITH THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. FLIXIER MAKES NO WARRANTIES ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS OR TIMELINESS OF THE MATERIAL CONTAINED ON THE PLATFORM OR RESULTS TO BE OBTAINED FROM USING THE PLATFORM. EXCEPT AS OTHERWISE SPECIFICALLY SET FORTH HEREIN, Flixier DOES NOT MAKE ANY REPRESENTATION ABOUT THE QUALITY OF ANY PRODUCT, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH USE OF THE PLATFORM.

Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT WE AND OUR AFFILIATES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR ANY OTHER DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF, OR RESULTING FROM, (A) THE USE OR THE INABILITY TO USE THE PLATFORM; (B) THE USE OF ANY MATERIALS, USER CONTENT OR OTHER MATERIAL ON THE PLATFORM OR ANY WEBSITE OR WEBSITES LINKED TO THE PLATFORM, (C) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE PLATFORM; (D) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (E) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE PLATFORM; OR (F) ANY OTHER MATTER RELATING TO THE PLATFORM. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE PLATFORM, AND IN NO EVENT EXCEED FIVE HUNDRED EURO (€500.00). IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE PLATFORM, OR WITH ANY OF THE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS THE DISCONTINUATION OF YOUR USE OF THE PLATFORM. IF ANY PORTION OF THIS LIMITATION OF LIABILITY IS FOUND TO BE INVALID, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

Indemnification

You hereby indemnify Flixier and undertake to keep Flixier indemnified against any losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by Flixier to a third party in settlement of a claim or dispute on the advice of Flixier’s legal advisors) incurred or suffered by Flixier arising out of any breach by you of any provision of these Terms of Use, or arising out of any claim that you have breached any provision of these Terms of Use.

Third-Party Services

The Platform may contain links to or allow you to interact with and make use of other independent third-party websites, products or services (“Third-Party Services”). Access to Third-Party Services is provided solely as a convenience. Third-Party Services are not under Flixier’s control and Flixier does not necessarily endorse the content, advertising, products, services or other materials on or available from such Third-Party Services. Your use of any Third-Party Services may be subject to the third-party provider’s terms and conditions, intellectual property restrictions and privacy policy and may involve the disclosure or transfer of information from or about you to the third-party provider. You will need to make your own independent judgment regarding your use of and interaction with any Third-Party Services. You acknowledge and agree that Flixier is not responsible for the availability of any Third-Party Services and that Flixier shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with you use of or interaction with any Third-Party Services.

Termination

Flixier may at any time and without notice terminate your Account in its sole discretion, including, without limitation, for breach by you of any of your representations, warranties or obligations under these Terms of Use. Flixier may also suspend or terminate your access to the Platform and remove all User Content if you do not have a paying Subscription and have not accessed it for ninety (90) or more consecutive days.

If your credit card is invalid for any reason, your account will be frozen on the renewal date of your Subscription and can only be unlocked by entering a new, valid credit card or another valid method of payment as offered on the Platform.

You may terminate your access to the Platform at any time, with or without cause. Information and direction on how to terminate your access to the Platform are provided in the Help Center. Upon any termination of your access to the Platform: (i) your Account may be canceled and closed or suspended and your user identification code and password shall be deactivated; (ii) all Marketplace items or User Content purchased, created or uploaded by you shall be removed from the Platform; Flixier may, however, continue to use those items for internal archival and/or reference purposes; and (iii) Flixier will permanently delete your User Content.

Cancellation of your Account shall not relieve you of any payment obligations that may have arisen prior to such termination, or any other obligations pursuant to any other agreement that has not been specifically terminated.

Miscellaneous

All terms and conditions of these Terms of Use which are destined (whether expressed or not) to survive the duration or termination of the agreement between Parties shall so survive.

These Terms of Use constitute the final and complete expression of the Parties’ agreement and understanding with respect to the subject matter herein and supersede all other prior agreements.

Your use of the Platform does not give you any authority to act as an agent, legal representative or employee of Flixier or of any third party with whom Flixier has a relationship, and you agree not to represent that you are otherwise.

Flixier may transfer, sub-contract or otherwise deal with Flixier’s rights and/or obligations under these Terms of Use without notifying you or obtaining your consent. You may not transfer, sub-contract or otherwise deal with your rights and/or obligations under these Terms of Use.

Should any of the provisions of these Terms of Use be determined to be null and void, invalid and/or otherwise unenforceable, this shall in no way affect the legality, validity and/or enforceability of the other provisions of these Terms of Use. Moreover, upon such determination of one or more provisions of these Terms of Use being, in whole or in part, void, invalid or unenforceable, the Parties shall negotiate in good faith in order to replace the provision in question with a valid and enforceable provision which in its economic effect complies most with the void, invalid or unenforceable provision.

These Terms of Use and any renewal and/or modification thereof shall be governed by and construed in accordance with the laws of Romania. Any dispute or difference arising out of or in connection with these Terms of Use shall be the exclusive jurisdiction of the Romanian courts.