Paparazzi Proposals Terms of Service
Welcome to Paparazzi Proposals!
1. Your relationship with Paparazzi Proposals
1.1 Your use of Paparazzi Proposals products, photographs, videos, software, services and web sites (referred to collectively as the “Services” in this document and excluding any services provided to you by Paparazzi Proposals under a separate written agreement) is subject to the terms of this legal agreement between you and Paparazzi Proposals. “Paparazzi Proposals” means Paparazzi Proposals, LLC, a New York limited liability company whose principal place of business is at 38 West 32nd Street, Unit 1604, New York, NY10001, United States, or such other addresses as may be on file with the New York Secretary of State from time to time. This document explains how the agreement is made up, and sets out the terms of our agreement with you.
1.2 Unless otherwise agreed in writing with Paparazzi Proposals, your agreement with Paparazzi Proposals will always include, at a minimum, the terms and conditions set out in this document. These are referred to below as the “Universal Terms”.
1.3 Your agreement with Paparazzi Proposals will also include the terms of any Legal Notices applicable to the Services, in addition to the Universal Terms. All of these are referred to below as the “Additional Terms”. Where Additional Terms apply to a Service, these will be accessible for you to read either within, or through your use of, that Service.
1.4 The Universal Terms, together with the Additional Terms, form a legally binding agreement between you and Paparazzi Proposals in relation to your use of the Services. It is important that you take the time to read them carefully. Collectively, this legal agreement is referred to below as the “Terms”.
1.5 If there is any contradiction between what the Additional Terms say and what the Universal Terms say, then the Additional Terms shall take precedence in relation to that Service.
2. Accepting the Terms
2.1 In order to use the Services, you must first agree to the Terms. You may not use the Services if you do not accept the Terms.
2.2 You can accept the Terms by:
(A) clicking to accept or agree to the Terms, where this option is made available to you by Paparazzi Proposals in the user interface for any Service; or
(B) by actually using the Services. In this case, you understand and agree that Paparazzi Proposals will treat your use of the Services as acceptance of the Terms from that point onwards.
2.3 You may not use the Services and may not accept the Terms if (a) you are not of legal age to form a binding contract with Paparazzi Proposals, or (b) you are a person barred from receiving the Services under the laws of the United States or other countries including the country in which you are resident or from which you use the Services.
2.4 Before you continue, you should print off or save a local copy of the Universal Terms for your records.
3. Language of the Terms
3.1 Where Paparazzi Proposals has provided you with a translation of the English language version of the Terms, then you agree that the translation is provided for your convenience only and that the English language versions of the Terms will govern your relationship with Paparazzi.
3.2 If there is any contradiction between what the English language version of the Terms says and what a translation says, then the English language version shall take precedence.
4. Provision of the Services by Paparazzi Proposals
4.1 Paparazzi Proposals has subsidiaries and affiliated legal entities around the world, including independent contractors (“Subsidiaries and Affiliates”). Sometimes, these companies or individuals will be providing the Services to you on behalf of Paparazzi Proposals itself. You acknowledge and agree that Subsidiaries and Affiliates will be entitled to provide the Services to you.
4.2 Paparazzi Proposals is constantly innovating in order to provide the best possible experience for you. You acknowledge and agree that the form and nature of the Services which Paparazzi Proposals provides may change from time to time without prior notice to you.
4.3. You agree to the Services are being provided to you in exchange for the fee and these Terms, the sufficiency of which is hereby acknowledged, such fee as chosen by you when using the booking service form located on https://www.paparazzi-proposals.com/.
5. Use of the Services by you
5.1 In order to access certain Services, you may be required to provide information about yourself (such as identification or contact details) as part of the registration process for the Service, or as part of your continued use of the Services. You agree that any registration information you give to Paparazzi Proposals will always be accurate, correct and up to date.
5.2 You agree to use the Services only for purposes that are permitted by (a) the Terms and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions. You agree that you have no reason to believe that your significant other will object to these Terms or the Services and you agree to provide a copy of these Terms to your significant other.
5.3 Unless you have been specifically permitted to do so in a separate agreement with Paparazzi Proposals, you agree that you will not reproduce, duplicate, copy, sell, trade or resell the Services for any purpose.
5.4 You agree that you are solely responsible for (and that Paparazzi Proposals has no responsibility to you or to any third party for) any breach of your obligations under the Terms and for the consequences (including any loss or damage which Paparazzi Proposals may suffer) of any such breach.
6. Privacy and your personal information
6.1 Your privacy is important to Paparazzi Proposals. Paparazzi Proposals only shares personal information with other companies or individuals outside of Paparazzi Proposals in the following limited circumstances:
We have your consent. We require opt-in consent for the sharing of any sensitive personal information.
We provide such information to our subsidiaries, affiliated companies or other trusted businesses or persons for the purpose of processing personal information on our behalf. We require that these parties agree to process such information based on our instructions and in compliance with this privacy policy and any other appropriate confidentiality and security measures.
We have a good faith belief that access, use, preservation or disclosure of such information is reasonably necessary to (a) satisfy any applicable law, regulation, legal process or enforceable governmental request, (b) enforce applicable Terms of Service, including investigation of potential violations thereof, (c) detect, prevent, or otherwise address fraud, security or technical issues, or (d) protect against harm to the rights, property or safety of Paparazzi Proposals, its users or the public as required or permitted by law.
If Paparazzi Proposals becomes involved in a merger, acquisition, or any form of sale of some or all of its assets, we will ensure the confidentiality of any personal information involved in such transactions and provide notice before personal information is transferred and becomes subject to a different privacy policy.
6.2 Notwithstanding the foregoing, Paparazzi Proposals reserves the right to use your images, the photographs and the videos for commercial and promotional use, including sale to third parties, and including the use of your first name and the first name of your significant other. Due to the nature of the Services, you are asking us to photograph you and your significant other. It is your duty to provide these Terms to your significant other. Within twenty-one (21) of receipt of the photographs or videos taken for you, you and your significant other may opt-out of our right to use the Content (as defined below) for commercial and promotional purposes. To opt-out of our right to use your image, your significant other’s image, the photographs or videos, you must write to Paparazzi Proposals at the address in Section 1.1 above to notify us. You and your significant other shall waive this right if we do not receive notice from you within the time period describe in this Section 6.2.
7. Content in the Services
7.1 You understand that all information (such as data files, written text, computer software, music, audio files or other sounds, photographs, videos or other images) which you may have access to as part of, or through your use of, the Services are the sole responsibility of the person from which such content originated. All such information is referred to below as the “Content”.
7.2 You should be aware that Content presented to you as part of the Services, including but not limited to advertisements in the Services and sponsored Content within the Services may be protected by intellectual property rights which are owned by the sponsors or advertisers who provide that Content to Paparazzi Proposals (or by other persons or companies on their behalf). You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Content (either in whole or in part) unless you have been specifically told that you may do so by Paparazzi Proposals or by the owners of that Content, in a separate agreement.
7.3 You agree that you are solely responsible for (and that Paparazzi Proposals has no responsibility to you or to any third party for) any Content that you create, transmit or display while using the Services and for the consequences of your actions (including any loss or damage which Paparazzi Proposals may suffer) by doing so.
8. Proprietary rights
8.1 You acknowledge and agree that Paparazzi Proposals (or Paparazzi Proposals licensors) own all legal right, title and interest in and to the Services, including any intellectual property rights which subsist in the Services, including, but not limited to, the photographs and videos (whether those rights happen to be registered or not, and wherever in the world those rights may exist). You further acknowledge that the Services may contain information which is designated confidential by Paparazzi Proposals and that you shall not disclose such information without Paparazzi Proposals prior written consent.
8.2 Unless you have agreed otherwise in writing with Paparazzi Proposals, nothing in the Terms gives you a right to use any of Paparazzi Proposals trade names, trademarks, service marks, logos, domain names, and other distinctive brand features.
8.3 You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Services.
8.4 Unless you have been expressly authorized to do so in writing by Paparazzi Proposals, you agree that in using the Services, you will not use any trade mark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.
9. License from Paparazzi Proposals
9.1 Paparazzi Proposals gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license for non-commercial purposes to use the photographs and videos provided to you by Paparazzi Proposals as part of the Services as provided to you by Paparazzi Proposals (referred to as the “Photographs” below). This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by Paparazzi Proposals, in the manner permitted by the Terms.
9.2 You may not (and you may not permit anyone else to) copy, modify or create a derivative work of, the Photographs, unless this is expressly permitted or required by law, or unless you have been specifically told that you may do so by Paparazzi Proposals, in writing.
9.3 Unless Paparazzi Proposals has given you specific written permission to do so, you may not assign (or grant a sub-license of) your rights to use the Photographs, grant a security interest in or over your rights to use the Photographs, or otherwise transfer any part of your rights to use the Photographs.
10. Content license from you
10.1 You retain copyright and any other rights you already hold in Content which you submit, post or display on or through, the Services. By submitting, posting or displaying the content you give Paparazzi Proposals a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute any Content which you submit, post or display on or through, the Services. This license is for the sole purpose of enabling Paparazzi Proposals to display, distribute and promote the Services and may be revoked for certain Services as defined in the Additional Terms of those Services.
10.2 You agree that this license includes a right for Paparazzi Proposals to make such Content available to other companies, organizations or individuals with whom Paparazzi Proposals has relationships for the provision of syndicated services, and to use such Content in connection with the provision of those services.
10.3 You understand that Paparazzi Proposals, in performing the required technical steps to provide the Services to our users, may (a) transmit or distribute your Content over various public networks and in various media; and (b) make such changes to your Content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services or media. You agree that this license shall permit Paparazzi Proposals to take these actions.
10.4 You confirm and warrant to Paparazzi Proposals that you have all the rights, power and authority necessary to grant the above license.
11. Ending your relationship with Paparazzi Proposals
11.1 The Terms will continue to apply until terminated by either you or Paparazzi Proposals as set out below.
11.2 If you want to terminate your legal agreement with Paparazzi Proposals, you may do so by notifying Paparazzi Proposals at any time. Your notice should be sent, in writing, to Paparazzi Proposals address which is set out at the beginning of these Terms in Paragraph 1.1.
11.3 Paparazzi Proposals may at any time, terminate its legal agreement with you if:
(A) you have breached any provision of the Terms (or have acted in manner which clearly shows that you do not intend to, or are unable to comply with the provisions of the Terms); or
(B) Paparazzi Proposals is required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful); or
(C) the partner with whom Paparazzi Proposals offered the Services to you has terminated its relationship with Paparazzi Proposals or ceased to offer the Services to you; or
(D) the provision of the Services to you by Paparazzi Proposals is, in Paparazzi Proposals’s opinion, no longer commercially viable.
11.4 Nothing in this Section shall affect Paparazzi Proposals rights regarding provision of Services under Section 4 of the Terms.
11.5 When these Terms come to an end, all of the legal rights, obligations and liabilities that you and Paparazzi Proposals have benefited from, been subject to (or which have accrued over time whilst the Terms have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of Section 12, 13, 18 and paragraphs 19.7 and 19.8 shall continue to apply to such rights, obligations and liabilities indefinitely.
12. EXCLUSION OF WARRANTIES
12.1 NOTHING IN THESE TERMS, INCLUDING SECTIONS 12 AND 13, SHALL EXCLUDE OR LIMIT PAPARAZZI PROPOSALS WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
12.2 YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”
12.3 IN PARTICULAR, PAPARAZZI PROPOSALS, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT:
(A) YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS,
(B) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR,
(C) ANY INFORMATION OR PHOTOGRAPH OR VIDEO OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, AND
(D) THAT DEFECTS IN THE APPEARANCE OR PRESENTATION OF ANY PHOTOGRAPH OR VIDEO PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.
12.4 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM PAPARAZZI PROPOSALS OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
12.5 PAPARAZZI PROPOSALS FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
13. LIMITATION OF LIABILITY
13.1 SUBJECT TO OVERALL PROVISION IN PARAGRAPH 12.1 ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT PAP THE QUESTION, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR:
(A) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS;
(B) ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF:
(I) ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE SERVICES;
(II) ANY CHANGES WHICH PAPARAZZI PROPOSALS MAY MAKE TO THE SERVICES, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES WITHIN THE SERVICES);
(III) EVENTS BEYOND THE CONTROL OF ANY PAPARAZZI PROPOSALS PHOTOGRAPHER;
(III) YOUR FAILURE TO PROVIDE PAPARAZZI PROPOSALS WITH ACCURATE INFORMATION;
13.2 THE LIMITATIONS ON PAPARAZZI PROPOSALS LIABILITY TO YOU IN PARAGRAPH 13.1 ABOVE SHALL APPLY WHETHER OR NOT PAPARAZZI PROPOSALS HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
14. Copyright and trade mark policies
14.1 It is Paparazzi Proposals policy to respond to notices of alleged copyright infringement that comply with applicable international intellectual property law (including, in the United States, the Digital Millennium Copyright Act).
15. Advertisements
15.1 Some of the Services are supported by advertising revenue and may display advertisements and promotions. These advertisements may be targeted to the content of information stored on the Services, queries made through the Services or other information.
15.2 The manner, mode and extent of advertising by Paparazzi Proposals on the Services are subject to change without specific notice to you.
15.3 In consideration for Paparazzi Proposals granting you access to and use of the Services, you agree that Paparazzi Proposals may place such advertising on the Services.
16. Other content
16.1 The Services may include hyperlinks to other web sites or content or resources. Paparazzi Proposals may have no control over any web sites or resources which are provided by companies or persons other than Paparazzi Proposals.
16.2 You acknowledge and agree that Paparazzi Proposals is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.
16.3 You acknowledge and agree that Paparazzi Proposals is not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources.
17. Changes to the Terms
17.1 Paparazzi Proposals may make changes to the Universal Terms or Additional Terms from time to time. When these changes are made, Paparazzi Proposals will make a new copy of the Universal Terms available at http://www.Paparazzi-proposals.com/ and any new Additional Terms will be made available to you from within, or through, the affected Services.
17.2 You understand and agree that if you use the Services after the date on which the Universal Terms or Additional Terms have changed, Paparazzi Proposals will treat your use as acceptance of the updated Universal Terms or Additional Terms.
18. Indemnification
18.1 You agree to indemnify and hold harmless Paparazzi Proposals from any breach by you of these Terms (including reasonable attorney’s fees and court costs).
19. General legal terms
19.1 Sometimes when you use the Services, you may (as a result of, or through your use of the Services) use a service or download a piece of software, or purchase goods, which are provided by another person or company. Your use of these other services, software or goods may be subject to separate terms between you and the company or person concerned. If so, the Terms do not affect your legal relationship with these other companies or individuals.
19.2 The Terms constitute the whole legal agreement between you and Paparazzi Proposals and govern your use of the Services (but excluding any services which Paparazzi Proposals may provide to you under a separate written agreement), and completely replace any prior agreements between you and Paparazzi Proposals in relation to the Services.
19.3 You agree that Paparazzi Proposals may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Services.
19.4 You agree that if Paparazzi Proposals does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Paparazzi Proposals has the benefit of under any applicable law), this will not be taken to be a formal waiver of Paparazzi Proposals rights and that those rights or remedies will still be available to Paparazzi Proposals.
19.5 If any court of law or arbitration panel, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.
19.6 You acknowledge and agree that each member of the group of companies of which Paparazzi Proposals is the parent shall be third party beneficiaries to the Terms and that such other companies shall be entitled to directly enforce, and rely upon, any provision of the Terms which confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to the Terms.
19.7 You acknowledge and agree that Paparazzi Proposals may assign the Terms to any person for any reason (by operation of law or otherwise), and that these Terms shall be binding on its successors and permitted assigns. You acknowledge and agree that you shall not be allowed to assign the Terms to any person without the written consent of Paparazzi Proposals.
19.8 The Terms, and your relationship with Paparazzi Proposals under the Terms, shall be governed by the laws of the State of New York without regard to its conflict of laws provisions.
19.9 Any dispute, claim or controversy arising out of or relating to (i) the Terms or to the breach of the Terms and the transactions contemplated hereby, (ii) the obligations of either you or Paparazzi Proposals vis-à-vis one another, or (iii) the termination, enforcement, interpretation or validity of these Terms or the transactions or Services contemplated hereby, including the determination of the scope or applicability of this Agreement to arbitrate, shall be finally determined by arbitration in New York City before a single arbitrator (the “Sole Arbitrator”). The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules (the “Rules”). The selection of the Sole Arbitrator shall be made pursuant to Rule 15 of the Rules. Judgment on any award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a New York state or federal court sitting in the City of New York, Borough of Manhattan. Each party shall pay their own costs to the arbitration (including attorney’s fees) and the Sole Arbitrator shall make an order to this effect.
20. CANCELLATION CHARGES AND FEES.
You understand and agree to the terms that if you choose to cancel the booking with up to 48 hours before the date and time specified you will be charged 50% of the agreed fee for the package. Cancellation after 48 hours of your date and time specified on the booking form will be charged at 100% of the agreed fee of the package. Cancellation due to weather and postponed to a future date will be subject to availability.
21. ORIGINAL FILES AND RAW VIDEO FOOTAGE>
You agree that if you request the original files and video footage you will pay 30% of the total price for your package for this service.
22. ORIGINAL FILES AND FOOTAGE.
Paparazzi Proposals will hold all original files and footage for 6 months, after 6 months the edited final product that the client receives will be kept on file for a further 6 months.