Photo Upload Agreement

In order to upload photos to the StageCenta website (the Site) and StageCenta mobile application (the Application), you must enter into this Photo Upload Agreement. This Agreement is a supplementary but separate agreement to the StageCenta Terms of Use. The Site and the Application are collectively referred to herein as the Products.

PURPOSE & PARTIES

These terms and conditions govern uploading of digital and digitised images (photos) to the Site located at http://www.stagecenta.com and the StageCenta mobile application.

These terms and conditions (T&Cs) apply to any person(s) (including but not limited to individual(s), unincorporated association(s), incorporated association(s) or corporation(s)) uploading photos to the Products (you, your or user).
 
The Site and Application is owned and operated by Inbizecom Pty Ltd (ACN 092 284 029) trading as StageCenta (we, our, us or StageCenta).  

BINDING EFFECT

By uploading content to the Products at any time, you represent and warrant that:

1. you are agreeing to be bound by these T&Cs such that there exists a legally enforceable agreement between you and us (Agreement);
2. you are aged 18 years or over and are able to form legally binding contracts under applicable Australian law; and
3. if you are doing so on behalf of any other person(s), you are duly authorised to enter into the Agreement on behalf of the relevant person(s), that the relevant person(s) will abide by the provisions of the Agreement and the relevant person(s) will indemnify us against their failure to abide by the provisions of the Agreement.

If you are under 18 years of age, you must not upload photos to the Products. You may request your parent or legal guardian to become a registered user of the Products on your behalf with sufficient access rights to allow uploading photos but, in so doing, they enter into this Agreement personally.

MODIFICATIONS

We may modify these T&Cs at any time and such modifications will be effective and binding as soon as they are published to the Products. By continuing to upload photos to the Products after these T&Cs have been modified, you agree to be bound by the modifications. You acknowledge and agree that it is your sole responsibility to acquaint yourself with the T&Cs and that you must review these T&Cs from time to time (a copy of the current T&Cs is available at the Site and Application).  

PHOTO REQUIREMENTS & PHOTO STORAGE

In order to ensure user satisfaction with your photos, you must observe the following requirements in respect of all photos you upload:

1. Uploaded photos must be in JPEG format.
2. It is solely your responsibility to determine that an image of the correct pixel resolution has been submitted in order to allow the relevant picture size to be made available.

You acknowledge and agree that we are not liable for any loss or damage arising from or in relation to storage capacity limitations, including but not limited to deletion of photos from our servers. You agree that your act of uploading photos to the Products and continued use of the Products is undeniable evidence of your acceptance to such storage constraints and limitations.  

You will indemnify us and our directors, officers and employees against any action, claim, damages, liability, costs and expenses arising out of the loss, deletion, unavailability or corruption of any photos you upload to the Products.

You acknowledge and agree that we may charge users for any portion of the Services, including but not limited to charging for storage and imposing monthly account fees.

WARRANTIES

By uploading photos to the Products, you warrant and represent that you are the owner of the copyright of such photos or have the necessary licence to do so. We acknowledge that you or the copyright owner of such photos will continue to retain all intellectual property rights, including but not limited to copyright, for such photos when uploaded to the Products.

You warrant and represent that you have, where necessary, acquired (and can produce upon reasonable request by us) all necessary waivers, consents, releases, permissions and licences in connection with each photo uploaded, including but not limited to image consent, model consent or subject matter consent.   

You warrant that each photo uploaded to the Products does not depict subject matter in a manner that violates any laws or individual rights, or that the uploading was not done with the intent to harass, threaten, embarrass or cause distress, unwanted attention, or discomfort upon another person or entity.  

You warrant that each photo uploaded to the Products does not contain any disabling mechanism, virus or worm attached to it that could damage and disable the Products, its content, its services or facilities, or any other software or hardware.  

INDEPENDENCE

Except to the limited extent of commercial representation and provision of payment facilities via the Products, you acknowledge that you and we operate in an independent arm’s length relationship. You acknowledge and agree that neither this Agreement nor the Terms of Use constitute or provide any agency, employment, franchise, trust, fiduciary or other special legal relationship.

LICENCES & FEE COLLECTION RIGHTS 

By uploading photos to the Products, you hereby grant us a perpetual, non-exclusive, irrevocable, worldwide, royalty-free licence to use, distribute, reproduce, modify, store, publish, transmit, transfer, create derivative works of, publicly perform and publicly display (in whole or in part) such photos on the Products, as well as on the Products’ homepage.

You acknowledge the possibility of users using your photos in a manner not permitted in this Agreement and that this is beyond our control. You agree you are solely responsible for pursuing users who are found to infringe your copyright.

You will indemnify us and our directors, officers and employees against any action, claim, damages, liability, costs and expenses (including but not limited to reasonable legal expenses) arising out of:

1. any claims from third parties involved within the relevant photo shoot or the subject of the relevant photos;
2. any claim that your uploaded photos infringes another's third party copyright, trade mark, or any other intellectual property rights; and
3. any breach of this Agreement, any breach of warranty under or in relation to this Agreement or any misrepresentation (whether innocent or otherwise).
    

SUSPENSION & TERMINATION

This Agreement is suspended and/or terminated at the same time as and in accordance with the provisions of the Terms of Use, including but not limited to survival of obligations capable of surviving termination.

WAIVER

Our failure to insist upon or enforce strict performance of any provision of this Agreement is not to be construed as a waiver of any provision or right. Any waiver of any provision of this Agreement will be effective only if in writing and signed by us.

APPLICABLE LAW

This Agreement is made under the laws of the Australian Capital Territory and any claims or disputes of any kind whatsoever arising under or in relation to this Agreement are governed by those laws. You irrevocably consent and submit to the non-exclusive jurisdiction of the courts of the Australian Capital Territory and any courts competent to hear appeals from those courts in relation this Agreement and any claims or disputes arising under or in relation to this Agreement.

MISCELLANEOUS

Headings in this Agreement are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. The verb "include" is not used as a word of limitation.

If any terms or provision in this Agreement is unenforceable for any reason, that portion is deemed severed and the remainder of this Agreement shall remain in full force and effect.