1. Ceneral Provisions
This Agreement is the legal document to be entered into between the User, i.e. the party to load the image into the Site (hereinafter referred to as the "Artist"), and Kava Images Content s.r.o. (http://rfclipart.com, RFclipart), i.e. the party to act as the Site operator. The Artist shall confirm hereby that the image that was loaded by the Artist meets all the terms and conditions described in this Agreement and Contract for Supply, while the Artist accepts the requirements and terms, which are made by the Site binding to the Artist as the user and are described hereinafter. The Agreement may be subject to alterations or modifications in the course of time in respect of some clients who accept the rights guaranteed herein (see Standard License Agreement).
Upon accepting all the terms and conditions of this Agreement, the Artist shall be entitled to place the image to be loaded at the Site and, thus, provide for its free access. The time specified by this Agreement and all the terms thereof shall apply to each loading operation, which fact shall be acknowledged by the Artist prior to initiate each loading process.
This Agreement contains the terms, which have an effect on the Artist’s rights and obligations. By choosing paragraph/button "I accept" at the end of the Agreement, the Artist confirms the acceptance thereof.
This Agreement shall become effective and shall stay in effect till the moment of its cancellation, as provided for by the terms and conditions of the Agreement. Should the Artist find the time and terms specified herein no longer acceptable, the Artist shall cancel this Agreement according to the procedure described below.
2. Provision for Materials
Artist shall load images (hereinafter referred to as the "Materials"), into site http://rfclipart.com, at more or less regular intervals of time, in different formats, using internal loading tools or external methods to be agreed upon and approved in advance. RFclipart shall, on their part, decide as to which of the Materials presented should be proved fit to be placed at the Site.
The terms for selecting the Materials shall conform to the procedures and standard requirements specified at the Site, as well as to the principles, as provided for by this Agreement. Any violation of the rules specified at the Site and found to be relating to the Material shall be treated as the breach of this Agreement.
3. Requirements to Materials to be Uploaded
While loading an image into the Site, the Artist shall confirm and guarantee that:
- the image to be loaded was produced by the Artist directly, the Artist is in possession of all relevant author’s and attendant rights to perform the work;
- the work was not and will not be used in future by the author to produce logotypes and trademarks, either for the author directly or for any third parties;
- no image object, which may be treated as the author’s work (an author’s embossed product, toy, author’s handicraft product, etc.) shall be treated as such, or the author of any such image holds all essential permits and licenses to produce such image and make further commercial use thereof;
4. Forbidden Action
Each of the actions listed below shall not be allowed:
- repeated loading of rejected images with all and any faults that caused the rejection remaining not cleared;
- repeated loading of duplicates of images that were accepted by the Site already;
- regular violation of illustration quality criteria described in Upload guide;
- manipulations with key words, descriptions, names of files, and other similar action taken to elevate the file rating in the list of the delivery in response to retrieval requests;
- regular incorrect attribution of images to be loaded, incorrect key words, descriptions; regular attribution in languages different from English;
- artificial elevation of the image rating by account generation methods and increasing image screening numbers;
- generation of Buyers’ accounts and buying Artist’s own images to receive payments, enhance the Artist’s status, elevate the image rating.
5. Site Rights in Respect of Images that were Accepted
The Artist shall acknowledge and confirm hereby that the Artist is aware of the Site rights in respect of operations to be performed with the images loaded by the Artist and shall not make any claims in respect of any action to be taken by the Site, including the following:
- acceptance or rejection to accept images to the Site, which do not comply with the Site quality criteria;
- the quality criteria may change from time to time; hence, the presence of any products of the equivalent or any similar quality in the database, which were accepted earlier, shall not provide for any guarantee that any such products currently conform to the requirements of the photo-database and will be accepted by it;
- review of the database of products that were accepted earlier and withdrawal of images from the database, which cease to comply with the quality criteria or were originally accepted through an inspector’s error;
- making changes to categories and key words used in images to be accepted, should any Artist-set key words and categories be found untrue or misrepresenting the idea of any such image;
- in those cases where an image to be withdrawn from the database was originally loaded as part of the Artists’ Encouragement Program or any other agreement that covered the amount of payment for the image accepted, the amount being equal to the amount of remuneration that was paid at the image acceptance stage shall be written off from the Artist’s account. All and any payments that were received by the Artist as a result of sale of a particular image shall remain in the possession of the Artist.
6. Unilateral Cancellation of Agreement
Any breach of at least one paragraph of the "Forbidden Action" clause shall be recognized as the sufficient and valid reason for unilateral cancellation of this Agreement by the Site, including the User’s Agreement, Contract for Supply, and other contracts and agreements, which are binding to the Artist.
7. Consequences of Cancellation
Should the Agreement be cancelled through the fault of the Artist, the Site shall reserve the right to block all and any money transactions associated with the Artist’s
account, suspend any payments and withdraw funds from the Artist’s account to compensate for any damage that may have been caused by Artist’s action. In the event of cancellation of this Agreement, as well as any attendant Contracts and Agreements the Artist’s account shall be blocked, while all the images contained in the database shall be withdrawn from sale.
8. Applicable Law
The Site shall be operated, governed and controlled by Kava Images Content s.r.o., Prague, Czech Republic. The Site shall be accessible to use in any world country. Due to the fact that the legal framework in different countries provides for specific laws and by-laws, which may be at variance with the laws applied in the territory of Prague, Czech Republic, the Artist shall express the acknowledgement of the fact when accessing the Site that this Agreement shall be governed by the active laws of Prague, Czech Republic, which may be applied under given conditions. This Agreement shall not fall under the jurisdiction of the UN International Trade Contract Convention.
The Artist shall agree to provide for servicing and processing of all essential notices sent to the Artist’s e-mail address, which was presented by the Artist at the time of registration at the Site.
The Artist shall agree to waive:
- any rights, which the Artist might have in respect of a legal process or result of jury trial case hearing;
- participation in, or initiation of, any class suit against RFclipart, which would relate to the business run by the Site, provisions of this Agreement or other agreements that were mentioned herein.
Any disputes or differences that may arise from this Agreement or be connected with it, including but not limited to its interpretation, procedure of its execution or application, breach and fulfillment shall be examined by the court of arbitration in Czech Republic.
Should RFclipart demand for a case to be initiated at a non-arbitration court for the purpose of collection of any due payments or consolidation of their rights, the Artist shall agree to compensate RFclipart for any loss, payments and fees if and when any such case is won by RFclipart.
9. General Provisions
Any inaction of the part of RFclipart as regards stipulation of the provisions of this Agreement or any attendant agreements or control over strict execution thereof shall not and may not be understood as a waiver of any rights or provisions.
This Agreement shall be regarded as personal for the Artist as the party accepting the Agreement, and as the document connected with providers, employers and legal representatives of the Artist, and may not be assigned by the Artist to any third parties, unless a prior written consent thereto is given by RFclipart. RFclipart shall be entitled to assign the Agreement to any third parties without Artist’s prior consent, provided any such parties express their acceptance of the terms and conditions thereof.
Should it not be possible for any of the provisions of this Agreement to be followed, either partially or in full, in the territory of a particular country, and the parties not able to come to terms, any such issue shall be solved judicially. In any such case the court may choose the most similar possible standard laws, by virtue of which the particular provision of this Agreement can be followed either partially or in full.
This Agreement may be altered if the parties give their written consent thereto or if the phrasing of any such alteration is placed by RFclipart on the Site page. If the time of Materials placement is continued or if no notice of cancellation of the Contract for Supply is made within 30 (thirty) business days of the day of placement and publication of alterations, any such alterations shall be automatically recognized as accepted by the Artist. Any such fact, including all relevant references thereto, will be made a part of the text of this Agreement.
In respect of all and any issues connected with the paragraphs of this document, the User may consult RFclipart with the use of the Contact Information as presented below. Use the site feedback form.
THIS AGREEMENT IS ACCEPTED BY THE ARTIST TO ACKNOWLEDGE THAT THE ARTIST READ THE AGREEMENT, UNDERSTANDS IT WELL, AS WELL AS WAS AFFORDED FURTHER OPPORTUNITY TO MAKE USE OF AN INDEPENDENT LEGAL ADVICE. IN ADDITION, THE ARTIST CONFIRMS HEREBY THAT THIS AGREEMENT REPRESENTS THE COMPREHENSIVE AND ALL-INCLUSIVE PROVISION OF THE AGREEMENT ENTERED BETWEEN THE ARTIST AND RFCLIPART TO REPLACE ANY PRIOR CONTRACT OR PROPOSAL, EITHER WRITTEN OR ORAL, AND ANY OTHER DISCUSSIONS OR NEGOTIATIONS BETWEEN RFCLIPART AND THE ARTIST, WHICH COULD RELATE TO THE SUBJECT OF THIS AGREEMENT.