DECLARATION OF RULES OF USE & LICENCE
This Declaration governs all relationships, rights and obligations of Taylor Image with and between users and others who interact on or in relation to Taylor Image. By using Taylor Image you and Taylor Image agree that this Declaration shall enure to and bind you and your successors and permitted assigns strictly in favour of Taylor Image and such users and inter active parties.
1. Privacy Laws
(a) This Declaration incorporates our Privacy Policy .
(b) You undertake to comply with all Privacy Laws which apply compulsorily to Taylor Image.
2. Sharing Content , Information & Data (“CID”)
(a) With respect to CID that is governed by intellectual property , copyright, trademark, patents or like proprietary laws or rights, including images, artworks and publications (“protected material”), subject to your privacy and application settings, you grant to us a non exclusive, transferable, sub-licensable, royalty free, worldwide licence to use, distribute, reproduce, modify, adapt, perform publicly and display publicly and apply any protected material that you post on or in connection with Taylor Image (“Taylor Image Licence”). This Taylor Image Licence ends when you delete your protected material or terminate your account, except in so far as it has been shared with others or remains live on Taylor Image or elsewhere outside our direct and lawful control.
(b) We grant to you a limited, revocable, personal, non exclusive licence to access Taylor Image for your personal use, conditional upon your agreement with these Terms and Conditions. Your permission or licence to use Taylor Image is terminated if you use Taylor Image beyond the authorised scope of this licence.
(c) Subject hereto, you grant each user of Taylor Image a non exclusive licence to access your CID through Taylor Image and to use, such CID through the functionality of Taylor Image in accordance with these Rules.
(d) Protected material deleted by you may be stored by Taylor Image in a back up or otherwise, so long as it is not shared after deletion with other users and you acknowledge that it might be stored and used by others in different forms and applications outside the control of Taylor Image.
(e) By publishing or posting CID on Taylor Image, subject to your settings, you consent to it being available at large to users and in the public domain and open it and yourself to access ,links , associations or contacts that might be unrestrained or unlimited.
(f) By using an application, subject to your settings and contract, your CID becomes used or available in the application, so it is your responsibility to regulate the use, storage and transfer of that CID.
(g) Our only obligations to you in respect of your CID are the ones which we expressly undertake to you in writing or to the extent that we are compulsorily obliged to you.
(h) You accept that subject to these provisions, all Content is the responsibility of the originator.
(i) You represent to us that you own of hold all necessary licences, rights, consents and permissions to use and authorise Taylor Image to use all protected material in the manner intended by Taylor Image.
(j) You accept that all CID used on or associated with Taylor Image shall be deemed to be owned by Taylor Image except to the extent that it is protected material and all rights in, to and in respect of Taylor Image and any CID of Taylor Image are expressly reserved.
(k) Taylor Image does not grant to you any rights which are not expressly and unequivocally conferred under this Declaration.
3. Security & Governance
You undertake to Taylor Image that you will not:
(a) Send or otherwise post or publish unauthorized commercial communications, including spam or unauthorized protected material on Taylor Image,
(b) Collect or use CID of other users of Taylor Image, or otherwise access Taylor Image, using automated means , including harvesting bots, robots, spiders or scrapers, without our consent.
(c) Engage in unlawful multi level marketing, including pyramid, Ponzi or other schemes on Taylor Image.
(d) Upload or transfer viruses or other deleterious or malicious code on Taylor Image.
(e) Solicit login information or access an account belonging to someone else on Taylor Image.
(f) Intimidate, bully, harass or injure any user on Taylor Image.
(g) Post or publish any CID that is malicious, threatening or pornographic, incites or publishes any violence, contains any form of sexual intercourse, sodomy or genital nudity, illicit drug taking or promotion or cruelty to persons or animals.
(h) Develop or operate a third party application containing alcohol or drug related or other mature aged content, including advertisements, without compliance with appropriate age, broadcasting and publication restrictions.
(i) Offer or promote any contest, giveaway, raffles, gambling or sweepstakes (“chance promotions”)on Taylor Image without full compliance with all relevant laws and the prior written consent of Taylor Image or any conditions of consent imposed by Taylor Image in its absolute discretion.
(j) Use Taylor Image to do omit or suffer anything unlawful, misleading, deceptive, malicious, discriminatory, unjust, immoral , unconscionable or criminal.
(k) Do anything that could disable, overburden, prejudice or impair the proper working of Taylor Image.
(l) Facilitate, encourage, activate or support any violation, breach or contravention of this Declaration.
(m) Deny or avoid responsibility or liability for any CID that you submit, use or make available for use on Taylor Image.
(n) Use Taylor Image to promote, provide or support any kind of gambling, raffles, sweep stake or other interests or opportunities where users will be exposed thereby to financial loss or psychological damage based upon chance or coincidence.
4. User Registration and Membership Accounts
You undertake to Taylor Image that you will not without our prior written consent in our absolute discretion and then only upon any conditions of such consent, with respect to Taylor Image:
(a) provide any false, misleading or fictitious personal information, or create an account for anyone other than yourself.
(b) create more than one personal profile.
(c) Create another personal profile if we disable or de-register you.
(d) Use Taylor Image if you are subject to any legal dis-ability.
(e) Use Taylor Image if you are a convicted sex offender.
(f) Allow your registration particulars to become out of date or incorrect.
(g) Jeopardise, prejudice or risk the security of your account.
(h) Share, transfer , pass control or declare a trust over or encumber your passport, trade key or facsimile signature
(i) Transfer your account, including any page, blog or application you administer to anyone else.
(j) Take any action, step or proceeding to override, neutralise or undermine any reasonable, relevant and lawful direction we may give to concerning any username or otherwise, particularly with respect to any proprietary material.
(k) Use Taylor Image if you are under the age of 16 years or subject to any intellectual or psychological impairments without proper supervision from parents , guardians or wardens.
5. Code of Good Conduct for Users
Without limiting any other Rules herein, you agree that you will not use Taylor Image:
(a) For any purpose or object that is unlawful or prohibited herein.
(b) Act as an agent, representative, associate, promoter or affiliate of Taylor Image except with our express written authorisation.
(c) Use Taylor Image for any commercial purpose or object other than for which it is intended without our express consent.
(d) To effect or take any conduct which imposes any unreasonable, unfair or financial burden on Taylor Image.
(e) For any form of commercial exploitation which we in our absolute discretion consider to be unethical or unconscionable or contrary to our reasonable business or proprietary interests in Taylor Image.
(f) Sell, market or distribute access to or use of Taylor Image on another website.
(g) Use Taylor Image for the primary purpose of gaining advertising or subscription revenue.
(h) Sale of advertising on Taylor Image or any third party website, targeted at any Taylor Image member CID.
(i) To compete with diminish or damage any market share of Taylor Image.
(j) Use any vulgar, obscene, pornographic or harmful CID on Taylor Image.
(k) Use any racial, discriminatory or ethnically or otherwise objectionable CID on Taylor Image.
(l) Use any libellous, defamatory or injurious CID on Taylor Image.
(m) Promote or support any physical violence.
(n) Impersonate anyone.
(o) Invade anyone’s privacy.
(p) Infringe any spam, junk mail, direct or indirect selling or touting laws.
(q) Use or make available any injurious computer code or reverse engineering or hacking of any CID on Taylor Image.
(r) Intentionally Injure any minors, disabled or disadvantaged person or minority group.
(s) Post, distribute, transmit, promote or use any illegal CID.
(t) Engage in any communications with minors contrary to any child protection laws.
(u) Except in compliance with any applicable labelling, registration, record maintenance, disclosure and identity laws
6. Special Protection of Third Party Rights
You undertake that you will not with appropriate written consents, if enforceable:
(a) Post or publish CID or take any other action on Taylor Image that infringes or violates rights of any other person or laws.
(b) Post or publish on Taylor Image without due authorisation any identification documents, medical records, financial information, criminal record or other sensitive confidential CID of any other person.
(c) Tag users or send email invitations to non users.
(d) Object to, oppose or thwart removal or deletion of any CID from Taylor Image in so far as it violates or infringes any provision in this Declaration.
(e) Object to, oppose or thwart removal, disablement or de-registration of your account from Taylor Image if you are a multiple or serial offender or have a history of infringing or violating this Declaration or Statements of rights and obligations of comparable or similar websites.
(f) Collect CID expressly as being done independently of Taylor Image after you post a privacy policy making it clear-cut what CID will be collected and the intended purposes, objects and uses thereof.
7. Transactional Payments & Terms Sheet
Except in so far as we agree otherwise in writing with you:
(a) all monetary obligations in respect of Taylor image shall be governed by our Current Payment Terms.
(b) Otherwise our Current Standard Transactional Terms shall be applicable to all deals, transactions and commerce.
(c) You accept that our Current Payment Terms and Current Transactional Terms will apply prospectively as from 14 days after the same are posted by us on Taylor Image.
8. Shared Links
Subject to any posted restrictions and the terms of this Declaration:
(a) we and you consent to each others use and use by others of links or CID from your website on Taylor Image.
(b) Taylor Image may provide links to other websites or resources.
(c) Taylor Image shall not be responsible or liable for any CID on or available from such websites or resources
(d) Taylor Image shall not be liable, directly or indirectly, for any loss or damage caused or suffered in relation to or in respect of use or reliance on any such CID, or goods or services acquired, used or available on, via or through any such website or resource
9. Developers and Operators of Applications & Websites
With respect to all such developers and websites:
(a) You are exclusively responsible for your application or website and all uses and users of your platform, including compliance with this Declaration and our Platform Policies.
(b) Also, your access to and use of data from Taylor Image will be subject to:
(i) You may only request and use data to operate your application lawfully and without loss or damage to Taylor Image ;
(ii) You will post or publish a privacy policy and statement of rights and obligations that informs users what user data you will use and how you will use, display, share or transfer that data and you will include that URL in the Developer Application;
(iii) You must not use, display, share, or transfer a user’s data inconsistent with your privacy policy or statement of rights and obligations;
(iv) You will comply with any reasonable, relevant and lawful request to remove or delete data concerning any user received from Taylor Image;
(v) You will not use data obtained from Taylor Image in any advertising or promotion without our prior written consent;
(vi) You will not directly or indirectly transfer any data from us to or use it in connection with any advertising network, exchange, data dealer or broker or other advertising mechanism or instrument without our prior written consent;
a. You will not sell, transfer or exploit commercially user data without our prior written consent.
b. We can require you to delete or modify data if you use it in a manner or for a purpose or object which is contrary to the user’s reasonable expectations.
c. We can limit or modify your access to data;
d. You will comply with all reasonable, relevant and lawful restrictions contained in our Platform Policies.
(c) You will not give or furnish to us CID that you collect or receive without the user’s consent.
(d) You will facilitate and effectuate actions of users to remove or disconnect from your application.
(e) You authorise us to disclose your contact particulars with a view to resolving any alleged or apparent violations or infringements of their rights or of protected material.
(f) You will provide adequate customer support for your application.
(g) You will not show third party advertisements or web searches on Taylor Image without our prior written consent.
(h) We will give to you all rights necessary within our ownership, power or control to use code, APIs, data, and tools you receive from us.
(i) You will not mislead or deceive anyone as to any relationship, rights, obligations or incidents of it with Taylor Image.
(j) You may use our logos, issue a press release or public statement if not contrary to our Platform Policies.
(k) We can post any material, statement, issue a press release or a public statement concerning our relationship with you.
(l) You will comply with all relevant laws, including those referred in this Declaration and any legislation governing digital copyright, video privacy protection, piracy of Protected Materials, pornography, child protection, and any criminal activities.
(m) We do not guarantee or represent that any Platform will be free except in so far as we expressly post such a statement on Taylor Image.
(n) You issue irrevocably to us all rights required by us to enable your application to work with Taylor Image, including the right to incorporate CID you provide to us into streams, profiles and user action text or narration.
(o) You give to us the right to link to or frame your application and place CID, including advertisements and promotions around your application.
(p) We may analyse, audit or critique your application or CID for any purpose, including safety and security or commercial exploitation.
(q) We can create, offer and market similar applications, features, services and functions in competition with your application.
10. Special Advertising Provisions
(a) With respect to Orders for our online adverting:
(i) when you place an Order, you must inform us the type of advertising you want to buy, your target market (which we cannot guarantee you will hit), your expenditure limit and offer or bid.
(ii) We may see fit to expand your target campaign, market or criteria.
(iii) Our tracking mechanisms will determine our success rates.
(iv) Your advertisements must comply with our Marketing Guidelines.
(v) We will have the right to veto the size, placement and siting of your advertisements.
(vi) We do not guarantee any number of hits or outcomes from your advertisements.
(vii) We cannot control and are not responsible for the inter-actions or activities of other persons in response to your advertisements, whether unlawful, commercial or personal.
(viii) We can use your advertisements and CID for marketing and promotional purposes.
(ix) Our licence to run your advertisement ends for Taylor image I when your Order is completed or terminated, except that users may extend it by inter-action with it outside our control.
(x) We can post any material statement, issue a press release or a public statement concerning our relationship with you.
(xi) You will not post any material statement, issue a press release or a public statement concerning our relationship with you without our prior written consent.
(xii) We may reject, delete or discontinue any advertisement in our absolute discretion.
(xiii) You represent to us that you have full legal authority to place and run the advertisement.
(b) You can use our privacy settings to limit how your profile and personal particulars may be associated with commercial sponsored, or related content, served, enhanced or run by us.
(c) You licence us to use your profile and personal particulars subject to the reasonable, relevant and lawful limits you impose at your own expense and without us being obliged to perform or satisfy additional services, functions or requirements.
(d) We will not give your CID to advertisers, marketers or promoters without your consent.
11. Alterations to this Declaration
All changes to this Declaration shall become operative upon the expiration of seven (7) days after being posted on Taylor image, except in relation to emergencies or urgent changes which shall operate according to their respective terms.
12. Termination or Suspension of Rights
(a) We can terminate or suspend your account, registration or user rights on Taylor image I if you commit any serious, fundamental or on-going breach, default or contravention of this Declaration.
(b) We shall be the sole arbiter of whether that situation has arisen, but we will behave honestly and reasonable in making any such decision.
(c) Any provisions of this Declaration which are capable of being applied for our benefit will apply after any such termination.
(d) All accrued rights and entitlements will apply as from the point of termination.
(e) We shall not be obliged to justify or give reasons for any such decision.
(f) Nothing contained in the Declaration shall preclude any other right of termination available at law.
13. Exclusions of Liability & Dispute Resolution
(a) All claims, actions, suits proceedings, differences and disputes (“dispute”) arising out of or in connection with Taylor Image and/or this Declaration shall be governed by and resolved under the laws in force in our state of incorporation and all parties agree to submit to the jurisdiction of courts of competent jurisdiction in that situs.
(b) If any dispute is made against or by you, you will indemnify and hold harmless us from and against all loss, damage, liability, damages, expenses and costs (on a lawyer and client basis) incurred, suffered or payable by us in respect of or in relation thereto (“dispute liabilities”).
(c) You use Taylor Image at your own risk, exposure and voluntarily of your own free will and judgment.
(d) You appreciate that there are many persons who are unscrupulous and will make unconscionable or improper use of CID and cause harm, injury or dispute liabilities to innocent users, notwithstanding that we and you act properly and in good faith.
(e) We make no promises, warranties, guarantees or representations, including but not limited to implied warranties as to merchantability, fitness for any particular purpose and as to non infringement or violation of protected rights, nor as to the accuracy, integrity, truth or quality of any CID.
(f) We do not guarantee that Taylor Image is safe or secure, nor that you will not be exposed to or be immune from any personal risks, including personal injury (including physical or psychiatric injury) or monetary, economic or proprietary loss arising from criminal use or mis-use of any CID or personal particulars obtained by any third party from Taylor Image.
(g) TI is not responsible for any conduct or CID of any third part for whom Taylor Image is not vicariously liable.
(h) You accept at your own risk that your use of Taylor Image may expose you to CID that is offensive, indecent, objectionable or harmful.
(i) You accept that we do not endorse, sponsor or adopt any opinions, recommendations, advice or counselling expressed in any postings or advertisements or other CID.
(j) You accept that we do not undertake to screen, review, monitor, delete or change CID.
(k) You release us and all of our directors, officers, employees, agents and consultants from and against all disputes and dispute liabilities, known or unknown, foreseeable or unforeseeable, arising out of or in connection with any dispute of yours or any third party.
(l) We shall not be liable for any dispute liabilities to you, including any loss of profits or consequential, special, indirect, exemplary, punitive or incidental damages arising out of or in connection with this Declaration or Taylor Image, even if we knew ,were advised or warned or could have ascertained or reasonably forseen any relevant risks, exposures, duties, breaches, losses or damages.
(m) To the fullest extent permitted at law, our aggregate liability to you in respect of or in relation to any dispute will not exceed the greater of US $100 and the amounts you have paid to us in any relevant fiscal year for the use of Taylor Image.
(n) You undertake to engage in good faith with us in any form of alternative dispute resolution that is reasonably recommended by us.
(o) To the fullest extent permitted under any applicable laws, we disclaim all liability for loss and damage arising out of your communications, use, dealings, goods and services and in respect of any use of Taylor Image.
14. You Indemnify TI
Without limiting any other indemnity, disclaimer or exclusion of liability or other rights of Taylor Image, you undertake upon first demand to indemnify and hold harmless Taylor Image from and against all losses, expenses, costs, liabilities and damage suffered or incurred by Taylor Image as a direct or proximate result of any unlawful conduct of yours or any breach, default or contravention of this Declaration or any use of any CID on Taylor Image or any other website by you and/or by any of your agents, employees, representatives or consultants.
15. Extraterritoriality
(a) You consent to your personal data being transferred to and processed by Taylor Image in any country, including USA which is not subject to any current embargo or sanctions from the United Nations or the USA for terrorist activities.
(b) You undertake not to engage in any commercial activities or other conduct, including the operation of any Platform application or website or domain on or in relation to Taylor Image , including advertising or payments to the extent that you or such conduct would be in breach or contravention of any governmental embargo, sanction or prohibition.
16. Definitions
Unless a contrary intention appears herein:
(a) “Taylor Image” means our existing and future services, facilities and features, which we make available through or in connection with:
(i)our website or any other Taylor Image branded, co-branded, endorsed, recommended or sponsored websites or links, including sub-domains, international versions, widgets and mobile versions;
(ii)our Platform;
(iii)social plugins, such as like button, blogs and similar offerings and uses; and
(iv)other media, software, including toolbars, devices or networks;
(b) “Platform” means a set or series of APIs and services that enable others, including application developers and website operators to retrieve data from Taylor Image or provide data to us;
(c) “Information” means facts, information or other data about you, including your conduct or actions or personal particulars;
(d) “Content” means anything, including all text, sound, photographs, graphics, video, visual interface,, designs, computer codes, interactive features, messages, software, tags, advertisements and other material you post or cause to be posted on Taylor Image or make available to us or transmit privately not being Information;
(e) “Data” means Content or Information that third parties can retrieve from or provide to Taylor Image through Platform, post on Taylor Image or otherwise make available, such as by using an application referred to herein;
(f) “Use” includes use, copy, upload, download, post, transmit, publicly perform or display, distribute, modify, translate or create, adopt or use derivative works of or in respect of anything or otherwise make available;
(g) “Active Registered User” means a user who has logged on to Taylor Image recently;
(h) “Application: includes any application or website that uses or accesses the Platform, as well as anything that recovers or has received or retains any undeleted CID; and
(i) We, us, our and similar pronouns means all current owners of Taylor Image and all other entities owned or controlled by them in connection with Taylor Image.
17. General Conditions
In relation to this Declaration and Taylor Image in all respects:
(a) This constitutes an entire agreement between you and us
(b) No amendment or waiver shall be enforceable against us unless accepted in writing by us
(c) Your rights and benefits under this Declaration shall not be assignable without our prior written consent.
(d) All of our rights, benefits and obligations under this Declaration are freely assignable, transferrable unilaterally by us in connection with any merger, re-structure, re-organisation, acquisition, liquidation or sale of assets, businesses or entities or by operation of law, novation or otherwise.
(e) Nothing contained or implied herein shall preclude us from complying with any applicable laws or our policies or in assisting any law enforcement officers or authorities.
(f) This Declaration does not confer or create any third party beneficiary rights.
(g) You undertake to comply fully with all applicable laws, whether local, state, federal or national or international when using or accessing Taylor Image or any CID in relation to Taylor Image.
