TERMS & CONDITIONS
By using or viewing the KCD website, currently located at www.digitalfashionshows.com, (the “KCD Portal”) or any KCD products, software, data feeds, and/or services provided to you on, from, or through the KCD Portal (collectively the “Service”) you signify your agreement to these terms and conditions (the “Agreement”). This Agreement applies to all users of the Service who access the Service using your login or user identification. This Agreement is between you and KCD.
BY CLICKING BELOW, YOU ACKNOWLEDGE AND AGREE THAT (1) YOU HAVE READ THIS AGREEMENT; (2) YOU UNDERSTAND THE TERMS OF THIS AGREEMENT; AND (3) YOU ARE BOUND BY THE TERMS OF THIS AGREEMENT.
KCD reserves the right, from time to time, with or without notice to you, to change the terms of this Agreement in our sole and absolute discretion. The most current version of this Agreement will supersede all previous versions. Your use of the KCD Portal after changes are made means that you agree to be bound by such changes. As such, you should review the Agreement periodically.
Article 1
GENERAL
1.1 “Content” includes any text, software, scripts, graphics, photos, sounds, music, videos, audiovisual combinations, interactive features and other materials you may view on, or access through the Service
1.2 “Licensed Content” includes any Content that you may download by means of a “download” or similar link displayed by KCD on the Service for that Content. Any Content on the Service that is not expressly identified as Content that may be downloaded by means of a “download” or similar link is not “Licensed Content” hereunder.
1.3 “Reproduction” and “Reproduce” mean copying or publication of the whole or a part of any Licensed Content, via any medium and by whatever means, the alteration, cropping or manipulation of the whole or any part of the Licensed Content, and the creation of any derivative work from, or that incorporates, the Licensed Content. Reproduction shall include linking to the Licensed Content on the KCD Portal, but shall not otherwise include posting the Licensed Content on file-sharing or social networking websites such as YouTube, Facebook, MySpace, Bebo, etc.
1.4 “Licensed Uses” means the right to Reproduce the Licensed Content for news and editorial purposes related to the Fashion Show.
Article 2
PERMITTED USE AND RESTRICTIONS
2.1 KCD grants you (which shall include any user accessing the KCD Portal through your account username) permission to access and use the Service as set forth in this Agreement, provided that such access and use is strictly in accordance with this Agreement.
2.2 KCD grants to you a non-exclusive, non-sublicensable and non-assignable right to (i) use and Reproduce the Licensed Content, solely for the Licensed Uses, and (ii) to view all other Content on the Service solely for your personal use, or internal business purposes.
2.3 Use of the Licensed Content is strictly limited to the uses and any other restrictions specified in the License Uses above. You may utilize the Licensed Content in any production process as may be necessary for the Licensed Uses. You may license and/or transfer ownership of any you work in which the Licensed Content is incorporated (but not any Licensed Content contained therein) as part of any distribution process as may be necessary or appropriate for the intended Licensed Uses.
2.4 Unless stated in the Licensed Uses, Licensed Content may not be used for any commercial, promotional, endorsement, advertising or merchandising use. Licensed Content may be cropped or otherwise edited for editorial and technical quality, provided that the editorial integrity of the Licensed Content is not compromised, but shall not, under any circumstances, otherwise be altered.
2.5 While efforts have been made to correctly caption the subject matter of, and to provide other information (including metadata) related to, the Licensed Content, KCD does not warrant the accuracy of such information.
2.6 Pornographic, defamatory or otherwise unlawful use of Licensed Content is strictly prohibited, whether directly or in context or juxtaposition with other material or subject matter. You shall also comply with any applicable regulations and/or industry codes.
2.7 Licensed Content featuring a model or property may not be used in a manner that would be unflattering or controversial to a reasonable person. Licensed Content shall not be incorporated into a logo, corporate ID, trademark or service mark, without obtaining the prior written consent of KCD.
2.8 You may not make the Licensed Content available in any medium in a manner intended to allow or invite a third party to download, extract or access the Licensed Content as a standalone file.
2.9 You may not, directly or indirectly, Reproduce the Licensed Content on file-sharing or social networking websites such as YouTube, Facebook, MySpace, Bebo, etc., except by embedding links to the Licensed Content on the KCD Portal.
2.10 Licensed Content shall not be used contrary to the Licensed Uses.
2.11 You may not falsely represent, expressly or impliedly, that you are the original creator of a visual work that derives a substantial part of its artistic components from the Licensed Content.
2.12 If you Reproduce the Licensed Content on a website, you shall post terms and conditions that prohibit, republication, retransmission, reproduction or other use of the Licensed Content as a stand-alone file or for any purpose not expressly permitted hereunder.
2.13 Your ability to use the KCD service is subject to your system compatibility with the KCD Portal as such requirements may change from time to time. Compatibility of system requirements is your responsibility.
2.14 Restrictions. As a condition for access and use of the Service under this Agreement, you may NOT:
(a) access the Service through any technology or means other than the KCD Portal itself or other explicitly authorized means KCD may designate;
(b) circumvent, disable or otherwise interfere with security-related features of the Service or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Service or the Content therein;
(c) modify, copy, decompile, reverse engineer, disassemble, translate, or adapt the KCD Portal or Service;
(d) transmit or make any part of the Service available over a network;
(e) engage in or facilitate the unauthorized P2P file-sharing of the Service or any Content therein, such as the unauthorized posting, making available, uploading, downloading or other distribution of any part of the KCD Portal or Service;
(f) take any action that will infringe on the intellectual property or other proprietary rights of KCD or any third party provider; and
(g) sublicense, assign or transfer any rights granted hereunder.
Any other use of the KCD Portal or Service, other than that explicitly stated in this Agreement, is strictly prohibited and is a violation of this Agreement.
Article 3
OWNERSHIP AND USER DATA
3.1 You have no ownership rights in any part of the Content, Service or KCD Portal. Ownership of the Content, Service and KCD Portal and all intellectual property rights therein shall remain at all times with KCD and/or its licensors.
3.2 The Content, Service and KCD Portal, and the trademarks, service marks and logos on the Service, are owned by or licensed to KCD, subject to copyright and other intellectual property rights under the law.
3.3 The Content is provided to you AS IS. You may access the Content solely for the Licensed Uses and as permitted under this Agreement. You may not download any Content unless you see a “download” or similar link displayed by KCD on the Service for that Content. KCD and its licensors reserve all rights not expressly granted in and to the Service and the Content.
3.4 “End User Data” means all data and information about you (i) entered by you in using the KCD Portal, (ii) collected by us regarding or in connection with your use of the KCD Portal, or (iii) collected by us relating your experience on the KCD Portal. KCD and its customers shall have the right to use any End User Data in connection with the operation of our business and the businesses of our customers, including, but not limited to, compilation and use of mailing lists, marketing purposes, communications to you, demographic analytics and uses, and any other type of business use. You hereby consent to any such uses.
Article 4
THIRD PARTIES
4.1 The Service may contain links to third party websites that are not owned or controlled by KCD. KCD has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of any third party websites. In addition, KCD will not and cannot censor or edit the content of any third-party site.
4.2 By using or accessing the Service, you expressly agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against KCD with respect thereto, and, to the extent permitted by applicable law, agree to indemnify and hold harmless KCD, its owners, operators, affiliates, licensors, and licensees to the fullest extent allowed by law regarding all matters related to your access and use of the Service.
Article 5
TERMINATION
5.1 This Agreement is effective until terminated. Your rights under this Agreement are terminable by KCD at any time without notice. Further, this Agreement will terminate if KCD finds that you have violated any of the terms of this Agreement. No waiver of any breach of any provision of this Agreement by KCD shall constitute a waiver of any prior, concurrent or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless it is made in writing and is signed by an authorized representative of KCD. All provisions relating to proprietary rights shall survive the termination of this Agreement.
5.2 Upon the termination of this Agreement, you shall cease all use of the KCD Portal, Content and Service, and destroy all copies, full or partial, thereof.
Article 6
DISCLAIMER OF WARRANTIES
6.1 YOU AGREE THAT YOUR USE OF THE CONTENT, THE PORTAL AND SERVICE SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, KCD, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE CONTENT, KCD PORTAL AND SERVICE AND YOUR USE THEREOF. KCD ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (i) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (ii) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (iii) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN, (iv) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICE, (v) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY, AND/OR (vi) FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THE SERVICE OR ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICE. KCD DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICE OR ANY HYPERLINKED SERVICES IN ANY BANNER OR OTHER ADVERTISING, AND KCD WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
Article 7
Limitation of Liability
7.1 IN NO EVENT SHALL KCD, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (i) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (ii) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (iii) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN, (iv) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICE, (v) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY, AND/OR (vi) FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICE OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF THE SERVICE OR ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
7.2 YOU SPECIFICALLY ACKNOWLEDGE THAT KCD SHALL NOT BE LIABLE FOR CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
7.3 To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless KCD, its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Service; (ii) your violation of any terms of this Agreement; or (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right. This defense and indemnification obligation will survive the term of this Agreement.
Article 8
Digital Millennium Copyright Act
8.1 If you are a copyright owner or an agent thereof and believe that any Content infringes your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (the “DMCA”) by providing our Copyright Agent with the following information in writing (see 17 U.S.C. 512(c)(3) for further detail):
(a) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
(b) Identification of the copyrighted work claimed to have been infringed;
(c) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit KCD to locate the material;
(d) Information reasonably sufficient to permit KCD to contact you, such as an address, telephone number, and, if available, an electronic mail address;
(e) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
(f) A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
KCD’s designated Copyright Agent to receive notifications of claimed infringement is:
KCD, Inc.
450 West 15th Street, Suite 604
New York, NY 10011
Attention: Copyright Agent
Fax: 212-497-1212
Article 9
Assignment
9.1 This Agreement and any rights granted hereunder, may not be transferred or assigned by you, but may be assigned by KCD without restriction.