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Contributor Agreement

Bigstock Contributor Agreement

PLEASE READ THE FOLLOWING TERMS AND CONDITIONS. YOUR ACCEPTANCE OF THESE TERMS IS AN ABSOLUTE CONDITION OF YOUR USE OF THIS WEBSITE AND ITS PRODUCTS AND SERVICES.

Shutterstock, Inc d/b/a Bigstock (“Bigstock”) maintains the www.Bigstock.com website and Bigstock and Bigstockphoto branded sites (e.g., bigstockphoto.com, bigstockphoto.de, etc.) (collectively, the “Site”). Contributors may upload image, video, and/or other media files to the Site for the purpose of having Bigstock act as their agent for licensing image rights to Bigstock members and subscribers (all files uploaded by you to Bigstock are referred to herein as the “Content”).

By registering a content contributor account (“Contributor Account”), you agree to the following (the “Agreement”):

  1. Creating Accounts

    1. In order to register for a Bigstock Contributor account, you must be at least 18 years of age. Bigstock may require that you provide sufficient proof of age and identity before activating your Contributor Account.
    2. In order to register a Contributor Account, you must have a valid Bigstock Account. The terms of the Bigstock Member/Subscriber Agreement are deemed incorporated into and made a part of this Contributor Agreement by this reference.
    3. You warrant that you have provided Bigstock with accurate, complete, and current information. You agree to correct and update that information to ensure its accuracy and completeness at all times. Entering false personal information, or failing to comply with these Terms of Service, may result in the termination of your Contributor Account, as well as any other account, services or privileges provided by Bigstock.
    4. You are entirely responsible for any and all activities conducted through your Contributor Account. You agree to notify Bigstock immediately of any unauthorized use of your password or Contributor Account as well as of any other breach of security that may affect Bigstock.
    5. Upon creation of a Contributor Account, you may be asked to choose a Contributor name. You may not select or use a Contributor name of another person or a name that violates any third party's trademark or other proprietary right, that is or may be illegal to use, that may cause confusion with respect to the person's identity or association with other entities, or that Bigstock deems in its discretion to be vulgar or otherwise offensive. Bigstock reserves the right to delete any vulgar, inappropriate or offensive Contributor name, or to require the deletion thereof.
    6. You may not have more than one active Contributor account at any time without the written consent of Bigstock in each instance. If such consent is granted, you may not submit identical Content to more than one account.

  2. Uploading Content and Rights for Contributors

    1. By uploading Content, you grant Bigstock and its Members the irrevocable non-exclusive, royalty-free right, throughout the world, to use the Content for any purpose including publication, display, modification, sublicensing, and creation of derivative works, or products. You also grant Bigstock the right to use Content for any and all promotional purposes related to Bigstock and its affiliates.
    2. Bigstock has the right to license any Content unless and until that Content is removed from the Site.
    3. You may not remove any Content from the Site until such Content has been posted for seven (7) days. You retain all rights, including the copyright, in and to your uploaded Content. Bigstock, in the exercise of its discretion, may refrain from any or all of the foregoing without any liability to you. You expressly waive any artists' authorship rights or any droit moral that Contributors would otherwise have under the laws of the State of New York, United States Copyright Act or similar laws of any jurisdiction.
    4. Bigstock has the right to refuse to accept any uploaded Content for any reason. Bigstock has the right to remove any uploaded Content from the Site for any reason. Content will be removed if Bigstock believes that the Content will subject Bigstock or any of its officers, managers, directors or employees to legal action or if the Content violate the terms of this agreement.
    5. Any licenses issued by Bigstock in respect of any uploaded Content that are later removed from the Bigstock website will remain in full force and effect.
    6. You give Bigstock the right and authority to take any steps which Bigstock believes are commercially reasonable to protect your uploaded Content. While Bigstock takes commercially reasonable steps to protect the intellectual property rights of its contributors, Bigstock has no obligation to pursue legal action against any alleged infringer of your rights in or to your uploaded Content.

  3. Compensation

    1. Bigstock shall pay you a royalty for each valid download of a Content file by a Member. The amount of such royalty is defined on the Site and may be changed by Bigstock at any time in Bigstock's sole discretion. If you do not consent to a change in the royalty payments, your sole recourse is to terminate your Contributor Account.
    2. You may request a payout via PayPal, Skrill or other service used by Bigstock when royalties due reach the minimum threshold as stated on the Site. By closing an account before royalties are equal to or greater than the minimum payout threshold, or by breaching any terms of this Agreement or any other agreement with Bigstock, your accrued earnings may be forfeited in Bigstock’s sole discretion. Please note, royalties are payable after a short grace period noted on the Site to verify that downloads are valid.
    3. If your account is cancelled for a breach of the material terms of this agreement, in addition to its other rights at law or in equity, Bigstock shall have the right to retain any royalties and/or other compensation otherwise payable to you hereunder as liquidated damages. If you are credited with a download or downloads and Bigstock thereafter issues a refund to Member that downloaded any or part of your uploaded Content, Bigstock shall have the right to deduct royalties credited to your account. If Bigstock makes an overpayment of royalties or other compensation to you for any reason, Bigstock shall have the right to deduct the amount of such overpayment from your accrued royalties or to demand the immediate repayment of such overpaid royalties or other compensation.
    4. If you are a "US Person" as said term is defined by the IRS, a signed and completed IRS form W-9 must be submitted to Bigstock before Bigstock can make payment to you. The Tax Center area inside your Bigstock account has instructions on how to submit this IRS form. A W-9 is used to certify, under penalties of perjury, that your social security number is correct and that you are not subject to backup withholding taxes. Foreign persons might be subject to U.S. income tax on income they receive from U.S. sources. If you are a “Foreign Person” as said term is defined by the IRS, a signed and completed IRS form W-8 must be submitted to Bigstock in order for you to claim a reduced rate of, or exemption from, withholding as a resident of a foreign country with which the United States has an income tax treaty. Instructions on how to submit this IRS form are inside the Tax Center in your Bigstock account area.
    5. Bigstock may modify the royalty rate and/or payment schedule at any time and notify you by email or by an announcement on your login page of the modifications. If Bigstock does modify the royalty rate, royalties earned before the effective change in rates will be credited at the rate in effect at the time such royalties were earned.
    6. If you receive your payments through an online payment processing service (e.g., Paypal or Skrill) you may not share your online payment processing service account with another Bigstock Contributor.

  4. Model Releases

    You agree to provide valid and accurate model releases for all Content you upload to Bigstock that, in Bigstock’s judgment, contains an identifiable face or identifiable human figure or other identifiable attribute. If you do not have a model release for an item of Content that depicts an identifiable person, Bigstock may choose to accept the uploaded Content for so-called "editorial use." You agree that you are solely responsible for retaining all original model releases and maintaining complete and accurate model release records. Model releases are to be electronically delivered to Bigstock with the uploaded Content. The submission of falsified, inaccurate or otherwise defective model releases is a material breach of this agreement and can result in the immediate termination of your account without prior notice. Model releases submitted by you shall not contain any terms inconsistent with this Agreement or any Bigstock Terms of Service.

  5. Contributor Warranties and Responsibilities

    You warrant and represent that:

    1. You are the unencumbered owner of all rights, including the copyrights, in and to your uploaded Content.
    2. Each item of your uploaded Content consists of original works and is capable of copyright protection in all countries where copyright or similar protection is available.
    3. Each item of your uploaded Content is neither obscene nor defamatory and does not infringe the copyright or any other rights of any third party, including, without limitation, trademark rights and the rights of privacy and publicity;
    4. The information contained in all model releases that you have provided is accurate and complete and that the subjects signing the releases and depicted in a Content file have voluntarily consented to publication and/or dissemination of their likenesses for all legal purposes;
    5. If any of your uploaded Content consist in whole or in part of design elements, fonts, clipart, sprites, vectors, brush tools and the like that are included in design programs (e.g., Photoshop, Illustrator, 3D Max), by uploading such Content, you warrant and represent that the end user license agreement, terms of service or the equivalent license held by you does allow you to incorporate such elements in Content created by you, and to license such Content to Bigstock for the purposes set forth herein;
    6. You will not use a keyword, image title, metadata or any other reference that: a) violates any third party's trademark or other proprietary right; b) is or may be illegal to use; c) which may cause confusion with respect to another person or other entity; or d) which Bigstock deems in its discretion to be indecent, vulgar or otherwise offensive. Bigstock reserves the right to delete any vulgar, inappropriate or otherwise offensive Content, or to require the deletion thereof.
    7. You will use Bigstock only for lawful purposes.
    8. You will not upload pornographic content or other content which is deemed by Bigstock, in its sole discretion, to be inappropriate; and
    9. There is no suit action or claim or other legal or administrative proceeding now pending or threatened which might directly or indirectly affect your uploaded Content or which might in any way impair the rights granted by you hereunder.

  6. Indemnification

    You shall indemnify, defend and hold harmless Bigstock, its officers, directors, employees, partners, associates, affiliates, joint ventures, agents and representatives, from any and all claims based on allegations which, if true, would constitute a breach of any of your warranties. The indemnity shall apply to any and all liabilities, losses, damages, expenses (including attorneys' fees and costs) incurred by Bigstock as a result of such breach or breaches. Bigstock reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to the foregoing indemnification, without affecting your indemnity obligations.

  7. Control of Operations

    1. Bigstock, in its sole discretion, may remove any Content uploaded to the Site including those appearing to infringe the intellectual property rights of other entities.
    2. Bigstock reserves the right, but does not assume the responsibility, to restrict conduct which Bigstock deems in its discretion to be harmful to individual members, damaging to the communities that use Bigstock, or in violation of Bigstock's or any third party's rights.

  8. Disclaimers

    1. Bigstock expressly disclaims all warranties and conditions of any kind, either express or implied, including without limitation any implied warranties or conditions of merchantability, fitness for a particular purpose, non-infringement of third party rights, and those arising from a course of dealing or usage of trade.
    2. Bigstock makes no warranty with respect to any guidance. Any guidance provided by Bigstock is not legal advice.
    3. Bigstock, its licensors, and subcontractors do not warrant any connection to, compatibility with, transmission over, nor results or use of, any network connection or facilities provided (or failed to be provided) through Bigstock.
    4. Bigstock makes no warranty that access to the Site will be uninterrupted, timely, secure, or error free.
    5. Bigstock makes no warranty with respect to any related software or hardware used or provided by Bigstock. Any patent, copyright, trademark, trade secret or warranty issues, whether actual or alleged, are the direct responsibility of the manufacturer of said hardware or software product.

  9. Limitation of Liability

    Bigstock shall not be liable to Contributor for any indirect, incidental, special or consequential damages, including, without limitation, damages or loss of business, lost profits, business interruption, loss of business information, or any other pecuniary loss arising from the submission or use of your uploaded Content or the termination of your Contributor account, even if Bigstock has been advised of the possibility of such damages.

  10. Termination

    You may terminate your Bigstock Contributor account at any time with or without cause by notifying Bigstock's support staff, subject to the limitation that any item of Content uploaded to the Site must be available for a minimum of seven (7) days. Bigstock may terminate your account at any time, for any reason or no reason. Accounts that are not accessed (logged into) for more than two (2) years may be deemed terminated at the discretion of Bigstock.

  11. Impermissible Conduct

    1. Any conduct by you that, in Bigstock’s sole discretion, restricts or inhibits any other person or entity from using or enjoying Bigstock or another service, is strictly prohibited and may result in the termination of a Contributor’s account without further notice.
    2. Bigstock has the right to refuse to establish an account or to close any existing account, for fraud, intellectual property infringement, violation of a third party's rights including those of privacy or publicity, artificially inflating downloads, submission of material that is obscene in nature, violent or that might be construed as defamatory, failure to comply with Bigstock’s guidelines as may be amended from time to time, or for any breach of the terms of this or any other agreement that you have with Bigstock.
    3. In the event that a Contributor account is terminated due to impermissible conduct or fraud, access to Bigstock services, accounts, and commissions, as applicable, is immediately forfeited. You may not knowingly allow any terminated Contributor to use your active Contributor’s account(s).
    4. If your account is terminated for any reason you must obtain written authorization from Bigstock prior to establishing another account. If you attempt to establish another account without obtaining such authorization, Bigstock may permanently ban you from this website and its affiliated websites and services.
    5. Bigstock has the right and authority, but not the obligation, to take such steps as Bigstock deems reasonable, in its sole discretion, to protect Bigstock’s rights in the Content. In the event that you believe Content has been misused, you shall take no action without Bigstock’s prior written consent, which shall not be unreasonably withheld.

  12. Bigstock Trademarks

    1. You may not adopt or use any registered or common law Bigstock trademarks, which include but are not limited to all logos, service marks, trade names, Internet domain names, or other indications of origin now or in the future used by Bigstock (“Trademarks”) for any reason without Bigstock’s prior written consent.
    2. You will not use Bigstock’s trademarks or variations (including misspellings) as a domain name, part of a domain name, metatag, keyword, or any other type of programming code or data.
    3. You will not contest or otherwise challenge (e.g., in any legal action or otherwise), or assist or encourage any other person or entity to contest or challenge, the validity of any Bigstock Trademarks or the Trademark rights claimed by Bigstock.
    4. The look and feel of the Bigstock website, including but not limited to all page headers, custom graphics, icons, and scripts, is the intellectual property of Bigstock and may not be copied, imitated or used, in whole or in part, without the prior written consent of Bigstock.
    5. You will not use Bigstock’s trademarks for search engine advertising and/or marketing. You acknowledge that such advertising might infringe on the intellectual property rights of Bigstock and/or third parties.
    6. You will not transmit unsolicited emails or engage in so-called “spamming” to publicize or promote your relationship with Bigstock or the sale of your Content.

  13. Severability

    If any provision of this Agreement is determined to be invalid or unenforceable, the remainder shall be unaffected and shall be enforceable by either party. To the extent any provision of this Agreement is adjudicated to be invalid or unenforceable because it is overly broad or overly restrictive, that provision shall not be void but rather shall be limited only to the extent required by applicable law and enforced as so limited. The parties expressly acknowledge and agree that this paragraph is reasonable and necessary to assure that the intent of the parties is carried out.

  14. Governing Law and Jurisdiction

    The validity, interpretation and enforcement of this agreement, matters arising out of or related to this agreement or its making, performance or breach, and related matters shall be governed by the internal laws of the State of New York (without reference to choice of law doctrine). Any legal action or proceeding concerning the validity, interpretation and enforcement of this agreement, matters arising out of or related to this agreement or its making, performance or breach, or related matters shall be brought exclusively in the courts of the State of New York in the County of New York or of the United States of America for the Southern District of New York, and all parties consent to the exclusive jurisdiction of those courts, waiving any objection to the propriety or convenience of such venues.

  15. Entire Agreement

    By using the Site, you hereby acknowledge that you have read this Agreement, understand it, and agree to be bound by its terms and conditions. You further agree that this Agreement is the complete and exclusive statement of the understanding between you and Bigstock. Unless otherwise agreed to in writing in a separate signed agreement, this Agreement supersedes any proposal or prior agreement, oral or written, and any other communication between users and Bigstock relating to the subject matter of this Agreement.

  16. Revision of Agreement.

    In order to best provide its services, Bigstock reserves the right to modify these terms at any time and to notify you of modifications at the email address which you provided to Bigstock. If you do not agree with the changes, you may remove such Content to which you do not wish the changes to apply, or close your contributor account.

    Effective November 4, 2014