Terms of Use

1. Acceptance. Use of the Vistafolio.com Web site and the services available from the Vistafolio.com Web site (the "Service") is subject to the following terms ("Terms"). Please read the Terms carefully before using or registering for the Service, as your use of the Service will signify your assent to be bound by these Terms.

2. The Service. The Service is owned and operated by Vistafolio, Inc. ("Vistafolio.com"). Vistafolio.com hosts a variety of photographic entries and correspondence authored by users who agree to submit such entries and correspondence (the “Artists”) to specifically assigned Web pages on www.Vistafolio.com, and registered and non-registered users who view such entries and participate in such correspondence with Artists (collectively, the "Visitors"). The Service provides a forum for Artists to post their photographs and perspectives ("Content") and for Visitors to view such Content and communicate with Artists and through email messages and postings.

3. Access and Registration. In order to use the Service, you need the equipment necessary to connect to the World Wide Web ("WWW"), and the connection necessary to access the WWW. You are responsible for any fees associated with such connection or access (such as those charged by an Internet Service Provider (ISP) or other online service). In order to submit Content, you must register with and be accepted by Vistafolio.com as an Artist. You agree you will: (a) provide accurate and complete information when prompted to do so by any registration form, and (b) maintain and update such information so it remains accurate and complete.

4. Privacy. Your privacy is important to Vistafolio.com. All information gathered from you in connection with your use of Service will be governed by the provisions of the Vistafolio.com Privacy Policy.

5. Password and Security. Upon registration, you will choose an Artist ID and Password. You are responsible for keeping your Artist ID and Password confidential. We recommend you memorize this information, and not write it down. You are responsible for all activity occurring through use of your account and/or password. You agree to immediately notify Vistafolio.com of any actual or suspected unauthorized use of your account or password. Vistafolio.com will not be responsible for any loss to you arising from your failure to comply with the above.

6. Submission of Content. Vistafolio.com aims to build the ultimate community of user-generated, personal content. Any Content you post or transmit to the Service is, and will be treated as, non-confidential and non-proprietary. You assume full responsibility for anything you post or transmit, and you grant Vistafolio.com the right to edit, copy, publish and distribute any Content you post or transmit for any purpose. By submitting Content to Vistafolio.com, you warrant that: (a) you are the owner of such Content, or have been granted all the rights necessary from the Content owner to submit such Content to Vistafolio.com, and (b) the use of such Content by Vistafolio.com will not infringe the intellectual property rights of or otherwise violate the rights of any third party. You understand that Vistafolio.com will have the right (but under no circumstances the obligation) to screen, edit, refuse to post, or remove any Content, in whole or in part, from any publicly available portion of the Service at its sole discretion, including, but not limited to Content that violates the Terms or is otherwise objectionable. Vistafolio.com reserves the right to disclose any Content as necessary to satisfy any applicable law, regulation, legal process or governmental request.

7. Member Conduct. You agree that you will NOT use the Service to:

• submit, post, upload, or otherwise transmit any Content that is defamatory, libelous, abusive, tortious, harassing, harmful,
  threatening, or contains any expressions of bigotry, hatred, or racism;
• submit, post, upload or otherwise transmit any Content that infringes or otherwise violates the rights of any third party, including
  without limitation privacy rights and proprietary rights;
• submit, post, upload or otherwise transmit any Content that depicts, encourages or otherwise describes violent, destructive or
  other life-threatening actions or events involving people and/or animals;
• submit, post, upload or otherwise transmit Content that contain viruses, corrupted files, or any other similar software or
  programs that may damage the operation of another's computer;
• advertise or offer to sell any goods or services for any commercial purpose;
• conduct, display, or forward surveys, contests, pyramid schemes, "spam" or chain letters;
• falsify or delete any attributions, legends, or other proprietary designations of the origin or source of software or other
  Content appearing on the Service or contained in a file that is uploaded;
• harm minors;
• stalk or harass another individual;
• collect, use or store, in any way whatsoever, any personal data about other users, Artists or Visitors;
• use robots, scripts or other automated procedures to collect any information, including user, Visitor and/or
  Artist contact information, from the Service; or
• violate any applicable local, state, federal, or international law or regulation.

Vistafolio.com does not control or endorse the Content displayed on the Service, and therefore, cannot guarantee the accuracy, quality, or reliability of the Content on the Service, or be liable for the Content on the Service. You should be aware that if you voluntarily disclose personal information (e.g., user name, email address) in or on an electronic correspondence, posting or on any page on the Service, that information can be collected and used by others and may result in unsolicited messages from or unwanted contact by other parties.

8. Copyright; Restrictions on Use. All Content is protected by copyrights, trademarks, service marks, patents, or other intellectual property and proprietary rights and laws, and is owned by Vistafolio.com or its licensors. You acknowledge that the Service and any underlying technology used in connection with the Service contain proprietary and confidential information of Vistafolio.com. By submitting Content to Vistafolio.com: (i) you automatically grant to Vistafolio.com (or warrant that the Content owner has granted to Vistafolio.com), a nonexclusive, royalty-free license to use, modify, copy, distribute, transmit, publicly display, publicly perform, publish, adapt, create derivative works of, distribute, transfer, or sell any such Content, for any purpose whatsoever, including, without limitation, a commercial purpose, without any compensation to you. You must abide by all copyright notices, information, or restrictions contained in or attached to any Content or portion of the Service. If you feel that any Content on the Service infringes your copyrights, you may contact Vistafolio.com's copyright agent at the following address: copyright@Vistafolio.com.

Please be sure to include the following information: (a) a description of the copyrighted work you allege is being infringed upon (and registration information if such work is registered with the copyright office); (b) the location of the allegedly infringing material on the Service, (c) your signature (digital or hard-copy), (d) your address, telephone number, and e-mail address, and (e) a statement (notarized if possible and made under penalty of perjury) that: (i) you are the copyright owner or are authorized to act on the copyright owner's behalf; and (ii) you believe in good faith that the rights of the copyright owner are being infringed and that the uses of the allegedly infringing material are not authorized (either by the copyright owner, its agents, or applicable law).

9. Permitted Use. Any copying, or any republication or distribution of the Content, or a portion of the Content, is expressly prohibited without the prior permission of Vistafolio.com and/or the copyright holder identified in the applicable copyright notice. Permission requests may be sent to: copyright@Vistafolio.com.

10. Trademarks. Vistafolio is a service mark of Vistafolio.com. Third party trademarks, service marks, logos, and trade names appearing on the Service are the property of their respective owners.

11. Changes to Service or Terms. Vistafolio.com may modify, suspend or discontinue any portion or service of the Service at any time, with or without notice. The Service is currently accessible to Visitors without charge, however Vistafolio.com reserves the right to charge for one or more portions of the Service in the future. (Vistafolio.com will notify you of any fees associated with any portion of the Service, and require you to subscribe to such portion of the Service, prior to charging you any fees.) Vistafolio.com reserves the right to modify the Terms at any time. Any modifications shall be effective upon the earlier of the posting by Vistafolio.com of the modified Terms at the following URL http://www.Vistafolio.com/Terms.html, or direct e-mail notification of the changes to you. You agree to review these Terms periodically so that you are aware of any modifications. Your continued use of the Service shall be deemed your acceptance of the modified Terms. You agree that the above-listed standards for notice of changes are reasonable.

12. Failure to Comply with Terms. You acknowledge and agree that Vistafolio.com may suspend or terminate your Artist account and/or deny you access to, use of, or submission of Content for, all or part of the Service, without prior notice, if you engage in any conduct that Vistafolio.com believes, in its sole discretion: (a) violates any term or provision of the Terms, (b) violates the rights of Vistafolio.com or third parties, (c) or is otherwise inappropriate for continued access and use of the Service. In addition, Vistafolio.com reserves the right to terminate inactive Artist accounts. You agree that upon termination, we may delete all information related to your account and may bar your access to your account and the Service.

13. Links. The Service contains advertisements and links to Web sites operated by third parties. Vistafolio.com is not responsible for the content of these Web sites or for your transactions with them. Inclusion of advertisements or links to such Web sites does not imply any endorsement of the material on such Web sites by Vistafolio.com.

14. Termination. You may discontinue your participation in and access to the Service at any time. The Terms will continue to apply to all past use of the Service by you, even if you are no longer using it.

15. Disclaimer. THE SERVICE CONTAINS ONLINE PHOTOGRAPHS, CORRESPONDENCES, AND POSTINGS WHICH ALLOW YOU AND OTHER USERS TO POST AND EXCHANGE INFORMATION WITH EACH OTHER. VISTAFOLIO.COM DOES NOT ENDORSE OR MAKE ANY REPRESENTATIONS AS TO THE ACCURACY, TIMELINESS, COMPLETENESS OR CREDIBILITY OF ONLINE PERSONAL JOURNALS, CORRESPONDENCES, AND BULLETIN BOARDS OR OTHER CONTENT CONTAINED IN, UPLOADED TO, OR DISTRIBUTED THROUGH THE SERVICE.

YOU ACKNOWLEDGE THAT YOU WILL USE THE SERVICE SOLELY AT YOUR OWN RISK. THE SERVICE IS PROVIDED TO YOU ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPOSED BY AND INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT. IN ADDITION, ALTHOUGH VISTAFOLIO.COM INTENDS TO TAKE REASONABLE STEPS TO PREVENT THE INTRODUCTION OF VIRUSES OR OTHER DESTRUCTIVE MATERIALS TO THE SERVICE, VISTAFOLIO.COM DOES NOT WARRANT THAT THE SERVICE OR CONTENT CONTAINED IN THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ANY INFORMATION, OR OTHER MATERIAL ACCESSIBLE THROUGH THE SERVICES IS FREE OF VIRUSES, WORMS, TROJAN HORSES, OR OTHER HARMFUL COMPONENTS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

16. Limitation of Liability. YOU UNDERSTAND THAT IN NO EVENT WILL VISTAFOLIO.COM OR ITS OFFICERS, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS OR LICENSORS BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, WHETHER IN AN ACTION UNDER CONTRACT, NEGLIGENCE OR ANY OTHER THEORY, ARISING OUT OF: (I) YOUR ACCESS OR USE OF, OR INABILITY TO ACCESS OR USE, THE SERVICE, (II) YOUR RELIANCE ON ANY CONTENT, (III) ANY ACTION TAKEN IN RESPONSE TO OR AS A RESULT OF ANY INFORMATION AVAILABLE ON THE SERVICE, OR (IV) ANY GOODS OR SERVICES ADVERTISED ON THE SERVICE; EVEN IF VISTAFOLIO.COM OR ANY RELATED PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

17. Indemnification. You agree to indemnify, defend and hold harmless Vistafolio.com and its affiliates, officers, directors, employees, consultants, agents and licensors from any and all third party claims, liability, damages and/or costs (including but not limited to reasonable attorneys' fees) arising from your failure to comply with the Terms, your infringement or violation of any intellectual property or other right of a third party, your Content, or from your violation of any applicable law.

18. Applicable Law. These Terms shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to its conflict of laws provisions.

19. Miscellaneous. These Terms constitute the entire agreement between you and Vistafolio.com with respect to the Service, and the Terms replace all prior or contemporaneous understandings or agreements, written or oral, regarding the Service. If any provision of the Terms is found invalid or unenforceable, that provision shall be enforced to the maximum extent possible, and the remaining provisions of the Terms shall remain in full force and effect. The failure by Vistafolio.com to insist upon or enforce strict performance of any provision of the Terms will not be construed as a waiver of any provision or right of Vistafolio.com. The Terms will inure to the benefit of Vistafolio.com and its successors and assigns.


© 2007 Vistafolio, Inc.