Your Agreement with Accession Footage Welcome to Accession Footage. The following are the terms and conditions that govern your use of this site. These terms and conditions may be updated by us from time to time without notice to you. In addition, when using particular services, you shall be subject to any posted guidelines or rules applicable to such services, which may be posted from time to time. All such guidelines or rules are hereby incorporated by reference into this Agreement.
THESE TERMS AND CONDITIONS OF USE CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND ACCESSION FOOTAGE. PLEASE READ THIS AGREEMENT (“AGREEMENT”) IN ITS ENTIRETY BEFORE YOU CONTINUE TO USE THE WEBSITE OR DOWNLOAD ANY FOOTAGE. BY USING THE WEBSITE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE, DISCONTINUE USING THE WEBSITE.
Ownership The Website is owned and operated by Accession Footage. All aspects of the Website, including, but not limited to the design and “look and feel” thereof and all of the content featured or displayed thereon, including, but not limited to text, graphics, photographs, images, moving images, animation, sound, illustrations and software and compilations thereof (together with the Marks (as defined below) are referred to herein as “Content”) are owned by Accession Footage and/or its licensors and/or Content providers. “Accession”, “Accession Footage,” its respective logo and all other marks owned by Accession Footage (the “Marks”) are trademarks of Accession Footage and may not be used without the prior written permission of Accession Footage.
All elements of the Accession Footage Website, including but not limited to, the Content thereof are protected by trade dress, copyright, moral rights, trademark and other laws relating to property rights. Except as explicitly permitted under separate agreement with Accession Footage, no portion or element of any of the Accession Footage Website or such Websites’ Content may be reproduced, distributed, modified, publicly performed or displayed, transmitted, reverse engineered, decompiled, sold, sublicensed or otherwise exploited via any means or in any way and the Websites, their Content and all related rights shall remain the exclusive property of Accession Footage and/or its licensors and/or Content providers unless otherwise expressly agreed.
Indemnity You shall defend, indemnify and hold harmless Accession Footage, its parents, subsidiaries, affiliates, licensors, Content providers and their respective officers, directors, employees, agents, successors and assigns, from any and all loss, damage, liability, cost and expense, including without limitation attorneys’ fees and costs, incurred by any or all of them as a result of your breach of the terms of this Agreement or your unauthorized use of the Website, the Content and/or related rights.
No Unlawful or Prohibited Use As a condition of your use of the Website, you represent and warrant to Accession Footage that you shall not use the Website for any purpose that is unlawful or prohibited by this Agreement. You may not use the Website in any manner that could damage, disable, overburden, or impair the Website or interfere with any other party’s use and enjoyment of the Website. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Website.
Disclaimer YOU EXPRESSLY UNDERSTAND AND AGREE THAT: YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK. THE WEBSITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, APEX STOCK EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. ACCESSION FOOTAGE MAKES NO WARRANTY THAT (i) THE WEBSITE SHALL MEET YOUR REQUIREMENTS,(ii) THE WEBSITES SHALL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, (iii) THE CONTENT OR THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITES SHALL BE ACCURATE OR RELIABLE,(iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITES SHALL MEET YOUR EXPECTATIONS, (v) ANY ERRORS IN THE SOFTWARE SHALL BE CORRECTED; AND (vi) THAT THE WEBSITE OR ANY CONTENT IS MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR DOES NOT INFRINGE UPON ANOTHER’S RIGHTS.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ACCESSION FOOTAGE OR THROUGH OR FROM THE WEBSITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
YOU ACKNOWLEDGE THAT YOUR USE OF OUR WEBSITE IS AT YOUR OWN RISK AND THAT NEITHER ACCESSION FOOTAGE NOR ITS CONTENT PROVIDERS SHALL BE RESPONSIBLE OR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES RESULTING FROM YOUR ACCESS TO OR USE OF OUR WEBSITES OR THE CONTENT THEREON. YOU ACKNOWLEDGE THAT YOUR EXCLUSIVE REMEDY FOR ANY DEFECTIVE CONTENT IS FOR ACCESSION FOOTAGE TO ELECT TO EITHER REPLACE ANY DEFECTIVE CONTENT OR REFUND THAT PORTION OF THE PURCHASE PRICE RELATED TO THE DEFECTIVE CONTENT. FOR ALL OTHER CLAIMS, YOU ACKNOWLEDGE THAT YOUR EXCLUSIVE REMEDY IS TO CEASE USING THE WEBSITE. EXCEPT AS SET FORTH IN THIS PARAGRAPH, IN NO EVENT SHALL ACCESSION FOOTAGE’S LIABILITY EXCEED ONE HUNDRED UNITED STATES DOLLARS ($100.00 USD).
Registration In consideration of your use of the Website, you agree to: (a) providetrue, accurate, current and complete information about yourself and your company as prompted by the Websites’ registration form (such information being the “Registration Data”) and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You shall create a password and user name during the registration process. You are responsible for maintaining the confidentiality of the password and user name, and are fully responsible for all activities that occur under your password or user name. You agree to (a) immediately notify Accession Footage of any unauthorized use of your password or user name or any other breach of security, (b) ensure that you exit from your account at the end of each session, (c) defend, indemnify and hold harmless Accession Footage from any loss or damage arising from unauthorized use of your password or user name.
This Agreement shall be governed by and construed pursuant to the laws of the State of California, without regard to such state’s conflict of law rules. The courts located in California, shall have exclusive jurisdiction over this Agreement and you agree to submit to the personal and exclusive jurisdiction of such courts. The failure of Accession Footage to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision shall be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and, in any case, the remainder of the agreement shall continue in effect. Unless otherwise specified herein, this Agreement constitutes the entire agreement between you and Accession Footage with respect to the Accession Footage Websites and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Accession Footage with respect to the Accession Footage Websites.