Site Usage Agreement
PLEASE READ THIS CAREFULLY. THE FOLLOWING TERMS AND CONDITIONS CONSTITUTE A BINDING AGREEMENT BETWEEN YOU AND SILKWORMS INK. By using the Silkworms Ink web site (“www.silkwormsink.com") and/or downloading any content, you agree to be bound by and comply with this Site Usage Agreement (“Agreement”). If you do not wish to be bound by this Agreement, do not use this Site.
THIS AGREEMENT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS, INCLUDING VARIOUS LIMITATIONS OF LIABILITY AND EXCLUSIONS, YOUR INDEMNIFICATION OBLIGATION AND A DISPUTE RESOLUTION CLAUSE THAT GOVERNS HOW DISPUTES WILL BE RESOLVED.
Silkworms Ink reserves the right to change this Agreement from time to time at its sole discretion, and your use of the Site will be subject to the most current version posted on the Site at the time of your use. If you are acting within the scope of your employment as an employee, contractor, or agent of another party, you warrant that such party has full knowledge of your actions and has consented thereto.
Permitted Use of this Site
This Site is owned and operated by Silkworms Ink. All images, audio, video and related informational materials in any medium furnished by Silkworms Ink hereunder, including related text, captions, or information (collectively referred to as “Content”), is owned by Silkworms Ink or our licensors and is protected by UK and international copyright laws, trade dress, moral rights, and other intellectual property rights. Except as explicitly permitted under this Agreement or the applicable Silkworms Ink’ Content License Agreement (if any), no portion or element of this Site or its Content may be copied or retransmitted via any means and all related rights shall remain the exclusive property of Silkworms Ink
FOR THE PROTECTION OF SILKWORMS INK AND ITS IMAGE SOURCES AND OTHER LICENSORS, CONTENT MAY BE VISIBLY, INVISIBLY, OR ELECTRONICALLY WATERMARKED ANDMAY INCLUDE THE USE OF DIGITAL RIGHTS MANAGEMENT SYSTEM TECHNOLOGY WITHIN CONTENT. SUCH TECHNOLOGY MAY PERMIT ONLINE CRAWLING OR TRACKING OF CONTENT OBTAINED FROM SILKWORMS INK AND/OR OTHER METHODS OF PROTECTING, MONITORING, OR TRACKING THE UNAUTHORIZED USE OF THE CONTENT (“RIGHTS MANAGEMENT SYSTEMS (RMS))”.
If you do not consent to Silkworms Ink’ use of RMS, do not use the Site or any Content found therein. You shall not knowingly disable any such technology or tool. You may not remove any copyright or other proprietary notices contained in the Content, caption information, or any other material on this Site. Additionally, unless authorized by Silkworms Ink in writing, you may not:
i. deep link or employ software or any automatic device, technology or algorithm, to “crawl,” “scrape,” search or monitor the Site and/or retrieve or copy Content or related information;
ii. violate the mechanical restrictions of the Site, or bypass other measures employed to prevent or limit access to the Site or Content by hacking or other means;
iii. copy, redirect, or exploit the Site or any Content;
iv. probe, scan, or test the vulnerability of the Site or of the network supporting the Site, or seek information on visitors to the Site or personal information of Silkworms Ink’ customers; or
v. use any device, software or routine that would interfere with the proper functioning of the Site, or any transaction conducted via the Site.
Your use of this Site and any Content shall comply with all applicable law. Silkworms Ink reserves the right, in its sole discretion, to revoke your authorization to view, download and use the Content and information available on the Site at any time and for any reason, with or without notice to you of such revocation, and you agree to immediately discontinue such use upon notice from Silkworms Ink. Silkworms Ink may also restrict or remove Content from the Site for any reason, and you agree to immediately discontinue all use of the Content upon notification from Silkworms Ink. Additionally, you are responsible for backing up your data and any Content you have licensed from the Site, and Silkworms Ink provides no warranty or guarantee that Content you have licensed will be available from the Site.
Unauthorized use of Content constitutes infringement of copyright and other applicable rights and shall entitle Silkworms Ink to exercise all rights and remedies under applicable copyright and other laws, including monetary damages against all users and beneficiaries of the use of such Content. Silkworms Ink in its sole discretion reserves the right to bill You (and You hereby agree to pay) ten (10) times the license fee for any unauthorized use, in addition to any other fees, damages and penalties Silkworms Ink may be entitled to under this Agreement, any applicable Silkworms Ink Content License Agreement and applicable law. The foregoing is not a limiting statement of Silkworms Ink’ or its Content sources’ rights or remedies in connection with any unauthorized use of the Content, breach of the Agreement, or Silkworms Ink Content License Agreement.
Despite our efforts to provide accurate information, this Site may contain technical or other mistakes, inaccuracies or typographical errors. Additionally, this Site and its Content may include historically and culturally important images and text that may contain subjects that reflect the social attitudes and circumstances of a particular time or location. You should be aware that your search may display results containing content that may seem inappropriate to its context, or text that could be potentially offensive. You are solely responsible for determining whether your use of any Content requires the consent of any third party or the license of any additional rights, and you should not rely solely on the information provided by Silkworms Ink. If you are unsure whether additional third-party rights are needed for your use, you are responsible for consulting with competent rights management professionals or legal counsel.
Privacy
Silkworms Ink’ Privacy Policy applies to use of this Site, and its terms and conditions are made part of this Agreement by reference. Please consult Silkworms Ink’ Privacy Policy for specific information on Silkworms Ink policies for use of your personal information. You understand that any message or information sent to the Site may be viewed or intercepted by third parties, even if there is a special notice that the information (e.g., financial information) is encrypted.
Please note that if you use Silkworms Ink’ Community Pages, including blogs and discussion threads described further below, you should be aware that any personally identifiable information you submit there can be read, collected, or used by other users of these forums, and could be used to send you unsolicited messages. We are not responsible for the personally identifiable information you choose to submit in these pages. You may, at any time, request access to, correct and delete personal information about you stored by Silkworms Ink with respect to these Community Pages by contacting us directly.
Children
Minors and children (persons under the age of 18) are eligible to use this Site unsupervised, however, there may be the occasional artistically used swear word. You agree not to be too offended.
Indemnification
You agree to indemnify and hold harmless Silkworms Ink and its Content sources, officers, directors, employees, contractors, subsidiaries, joint ventures, licensors and licensees against all claims (including, without limitation, claims by third parties), liability, damages (including punitive damages), judgments, settlements, costs and expenses, including reasonable legal fees and expenses, arising out of or related to (i) Your breach of any terms, conditions or restrictions of this Agreement, (ii) Your use or modification of any Content, or combination of any Content, with any text or other content, (iii) Your failure to obtain from third parties all permissions necessary to use the Content,; and (iv) any act or failure to act by you or any of your employees, contractors, employers, agents, clients, principals, or users and (v) any claims arising out of Content you supply via the Community Pages.
Disclaimers and Limitation of Liability
SILKWORMS INK PROVIDES YOU WITH THE SITEAND CONTENT ON AN "AS IS" AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. YOU UNDERSTAND AND AGREE THAT THE USE OF THE CONTENT IS AT YOUR SOLE RISK.
SILKWORMS INK MAKES NO REPRESENTATIONS WITH RESPECT TO ANY CONTENT, INCLUDING PRODUCTS, SERVICES AND SOFTWARE AND, TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, GUARANTEES AND CONDITIONS OF ANY KIND, EXPRESS AND IMPLIED, REGARDING THE CONTENT (INCLUDING PRODUCTS, SERVICES AND SOFTWARE), INCLUDING WITHOUT LIMITATION, ALL REPRESENTATIONS, WARRANTIES, GUARANTEES OR CONDITIONS REGARDING ACCURACY, TIMELINESS, COMPLETENESS, CURRENTNESS, AVAILABILITY, EFFECTIVENESS, NON-INFRINGEMENT, SECURITY, PRIVACY, TITLE, USEFULNESS, SUITABILITY, QUALITY, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE. FURTHER, SILKWORMS INK MAKES NO REPRESENTATION, WARRANTY OR GUARANTEE THAT THE CONTENT (INCLUDING PRODUCTS, SERVICES AND SOFTWARE) WILL BE SATISFACTORY TO YOUR NEEDS, MEET YOUR EXPECTATIONS, OR BE UNINTERRUPTED, TIMELY, ACCURATE, SECURE OR FREE FROM ERRORS.
EXCEPT FOR ANY LIABILITY WHICH CANNOT BY LAW BE EXCLUDED OR LIMITED, NEITHER SILKWORMS INK NOR ANY SILKWORMS INK SUBSIDIARY, SUCCESSOR, PREDECESSOR, PARENT, JOINT VENTURE, AFFILIATE, OFFICER, DIRECTOR, EMPLOYEE, CONTRACTOR, CONTENT SOURCE, LICENSOR OR LICENSEE SHALL BE LIABLE TO YOU OR ANY OTHER THIRD PARTY CLAIMING THROUGH YOU FOR INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, STATUTORY OR CONSEQUENTIAL DAMAGES ARISING OUT OF, OR RELATING TO, THIS AGREEMENT, CONTENT OR THIS SITE, AND YOUR RIGHTS UNDER ANY PROVISION OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, YOUR USE OR INABILITY TO USE THE CONTENT OR THIS SITE, WHETHER FRAMED AS A BREACH OF WARRANTY OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE, IN TORT, CONTRACT, FAILURE OF ESSENTIAL PURPOSE, OR OTHERWISE.
SILKWORMS INK, ITS AFFILIATES, AGENTS, LICENSORS, SUPPLIERS, OR THEIR RESPECTIVE DIRECTORS OR EMPLOYEES, SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR DAMAGE OR LOSS OF ANY KIND ARISING OUT OF OR RELATING TO THE USE OF, OR THE INABILITY TO USE, THE SITE OR ANY CONTENT (INCLUDING PRODUCTS, SERVICES AND SOFTWARE) PROVIDED THEREIN, OR ARISING OUT OF OR RELATING TO THE USE OF ANY SITE LINKED HERETO AND/OR EVENTS BEYOND THE REASONABLE CONTROL OF SILKWORMS INK, INCLUDING VIRUSES, FAILED OR UNDELIVERED MESSAGES, THE CORRUPTION OF DATA, TRANSMISSION ERRORS, INTERNET SERVICE PROVIDERS, LINKS TO AND THIRD PARTY SITES AND THIRD PARTY CONTENT, INCLUDING, BUT NOT LIMITED TO, ANY LOST PROFITS, LOST OPPORTUNITIES, SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, AGGRAVATED, ECONOMIC OR CONSEQUENTIAL DAMAGE, EVEN IF SILKWORMS INK IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR LOSS OR OF A CLAIM BY ANOTHER PARTY.
ALTHOUGH SILKWORMS INK TAKES PRECAUTIONS TO PROTECT PERSONAL AND CONFIDENTIAL INFORMATION, THERE IS NO GUARANTEE, AND SILKWORMS INK MAKES NO REPRESENTATION OR WARRANTY, THAT PERSONAL AND CONFIDENTIAL INFORMATION TRANSMITTED TO OR FROM OR STORED ON THE SITE, OR TRANSMITTED OVER THE INTERNET GENERALLY, WILL BE MAINTAINED CONFIDENTIAL AND SECURE. SILKWORMS INK ASSUMES NO LIABILITY OR RESPONSIBILITY PERTAINING TO THE RECEIPT, STORAGE, TRANSMISSION OR OTHER USE OF PERSONAL OR CONFIDENTIAL INFORMATION PROVIDED BY YOU TO SILKWORMS INK, UNLESS OTHERWISE PROVIDED IN A WRITTEN AGREEMENT BETWEEN YOU AND SILKWORMS INK.
SILKWORMS INK, ITS AFFILIATES, AGENTS, LICENSORS, SUPPLIERS, AND THEIR RESPECTIVE DIRECTORS AND EMPLOYEES CUMULATIVE TOTAL LIABILITY FOR ANY DAMAGE OR LOSS THAT YOU MAY SUFFER FROM ANY CAUSE WHATSOEVER (INCLUDING WITHOUT LIMITATION BREACH OF CONTRACT, TORT, NEGLIGENCE, GROSS NEGLIGENCE, OR OTHERWISE) SHALL BE LIMITED TO THE AMOUNT, IF ANY, PAID BY YOU TO SILKWORMS INK IMMEDIATELY PRECEDING THE TIME THAT THE DAMAGES OR LOSS FIRST OCCURRED. YOU ACKNOWLEDGE THAT SILKWORMS INK’ PRICING REFLECTS THIS ALLOCATION OF RISK AND THE LIMITATION OF LIABILITY SPECIFIED IN THIS AGREEMENT. IN NO EVENT WILL SILKWORMS INK’ TOTAL MAXIMUM AGGREGATE LIABILITY FOR ANY CLAIMS ARISING FROM USE OF THE SITE EXCEED £500.00.
Third Party Links
As a convenience, our Site may link to other sites that may be of interest to you but are not under Silkworms Ink’ control. These links do not imply endorsement by Silkworms Ink and we are not responsible for the availability of or the content contained in any linked site.
Choice of Law / Jurisdiction / Attorneys’ Fees
In any dispute between Silkworms Ink and you, Silkworms Ink shall be entitled to recover its reasonable legal fees, legal expert fees, and other legal expenses from you.
Miscellaneous
You acknowledge that you have read this Agreement and understand it, and agree to be bound by all its terms and conditions. This Agreement (along with Silkworms Ink’ Privacy Policy, the terms for the Community Pages (if separately agreed to), and the Silkworms Ink Content License Agreement, if applicable) constitutes the entire agreement between the parties with respect to the subject matter hereof and merges all prior and contemporaneous communications. No action of Silkworms Ink, other than the express or written waiver or amendment, may be construed as a waiver or amendment of this Agreement. This Agreement shall not be modified except by a written agreement signed by duly authorized representatives of Silkworms Ink, provided that no purchase order or similar document issued by you shall modify this Agreement, even if signed by Silkworms Ink. If any provision of this Agreement is found invalid or unenforceable, the remainder of this Agreement shall remain valid and enforceable according to its terms. The parties intend that the provisions of this Agreement be enforced to the fullest extent permitted by applicable law. Accordingly, the parties agree that if any provisions are deemed not enforceable, they shall be deemed modified to the extent necessary to make them enforceable and in such manner as comes closest to the intentions of the parties to this Agreement as is possible. This Agreement will inure to the benefit of and be binding upon the parties, their successors and assigns, except that you may not assign or transfer this Agreement without Silkworms Ink’ prior written consent.
Community Pages
The Site may contain chat rooms, discussion forums, bulletin boards, review services or other forums in which you or third parties may post Content, messages, materials or other items on the Site ("Community Pages").
If Silkworms Ink provides such Community Pages, You are solely responsible for your use of such Community Pages and use them at your own risk. You agree that all the information posted or accessed will be used only for your individual personal purposes. You will not make any other unauthorized use of this Site, or any interactive features available on this Site. You agree that you are responsible for your own use of the Site, for any Content you upload, and for any consequences thereof.
1. Profiles.
Silkworms Ink may require you to furnish additional information or agree to additional terms before permitting you to access certain features of the Site you agree to access the authorized sections of the Site and your account only by using the account information and password supplied to you by Silkworms Ink. You acknowledge that your user name may be displayed on the Site in connection with any content you submit.
For use of Community Pages, Silkworms Ink will enable registered users to create a community profile of themselves, including interests and favorites. Please note that if you delete your profile, all Content you submit (“User Content”), including work and information created by that user may be deleted.
2. Permitted Use of Community Pages.
a. Subject to the terms of this Agreement, you may post User Content consisting of images, tags, keywords, reviews, comments, and other material relating to Content; send communications; and submit suggestions, ideas, comments, questions, or other information, so long as the content is not illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of "spam." Hotlinking to other third party Sites is not permitted.
b. In posting any User Content, you represent and warrant that:
i. you are the sole owner of the User Content and its copyright and/or have the right to grant Silkworms Ink the rights in the User Content set forth in this agreement;
ii. the User Content is original and does not infringe on or violate or misappropriate the statutory copyright or common law rights of privacy, publicity, or moral rights of any third party;
iii. the User Content is not pornographic or obscene nor does it defame any third party;
iv. the User Content does not contain any illegal material or promote illegal activities; and
v. the User Content does not contain any material that denigrates or attacks any persons based on race, religion, national origin or sexual orientation.
c. You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of material or User Content posted or submitted to the Site.
d. Silkworms Ink reserves the right (but not the obligation) to remove or edit such material, but does not regularly review posted User Content. Tags, keywords, reviews, and comments posted on, and other material or content submitted to or through the Site are public, not private, and while Silkworms Ink reserves the right (but not the obligation) to screen postings, no posting on or submission to or through Site should be considered approved, reviewed, or endorsed by Silkworms Ink.
e. Silkworms Ink may engage a third party/third party web site to host the Community Pages, and that use of such site may require you to agree to that site’s terms and conditions in addition to those set forth herein. Unless stated otherwise in the privacy policy posted on such pages, Silkworms Ink is not responsible for the practices (including privacy practices) of such site.
f. You agree to abide by the Code of Conduct linked to the Community Pages.
3. Grant of Rights/Indemnity.
a. For clarity, you retain all of your ownership rights in your User Content. However, if you do post or submit any User Content to or through the Site, you grant Silkworms Ink and its affiliates, licensees, and sub-licensees a nonexclusive, royalty-free, fully assignable and sub-licensable right to use, reproduce, modify, publish, translate, create derivative works from, distribute, and display such User Content on the Site and for Silkworms Ink’ (and its successors and affiliates’) business, throughout the world in any media formats and you grant each user a non-exclusive license to access your User Content as permitted under these Terms of Use. The license granted by you will terminate in a reasonable time after you remove or delete the User Content from the Site, however Silkworms Ink may retain, but not display, distribute or perform copies of such User Content for archival purposes.
b. You grant Silkworms Ink and its affiliates and sub-licensees the right to use your user name, or the name and avatar that you submit in connection with such User Content, if they choose. You represent and warrant that you own or otherwise control all of the rights to the User Content that you post; that the information provided in association with the User Content is accurate; that use of the User Content you supply does not violate this policy and will not cause injury to any person or entity;
c. The Site is not intended to be used as back up drive or asset management system. You are responsible for backing up your data and any User Content you submit to the Site and Silkworms Ink provides no warranty or guarantee that User Content you have submitted will be available from the Site.
d. Silkworms Ink takes no responsibility and assumes no liability for any User Content posted by you or any third party on the Community Pages. You understand and agree that for purposes of any Community Pages, Silkworms Ink is acting only as a Service Provider as defined in 17 U.S.C. § 512 and as an Interactive Computer Service as defined in 47 U.S.C. § 230(f)(2). As such, Silkworms Ink only operates the pages from which contributors may offer and users may post User Content, information and materials. Silkworms Ink does not act as an agent for such contributors and does not guarantee the safety, quality or legality of the contributor content or the accuracy of the information provided.
e. Accordingly, you irrevocably waive and unconditionally release and waive any and all claims, demands, damages (actual and consequential) of every kind and nature, known and unknown, you may have or assert against Silkworms Ink relating to or arising out of any use of User Content or of these Community Pages.
User Acknowledgements
You acknowledge and agree that inherent in the procurement, compiling, collecting, interpreting, reporting, communicating, delivering and inputting digitally of the Content, there will be a degree of error which cannot be avoided even with standards of quality control which exceed industry standards. You further acknowledge that Third Party Content and User Content are provided by third parties and that Silkworms Ink cannot control such Content.
The following constitute violations of this Agreement and may result in immediate termination or suspension of your account:
• any use of the Site or any Content for illegal purposes, or in support of illegal activities. Silkworms Ink reserves the right to cooperate with legal authorities and/or injured third parties in the investigation of any suspected crime or civil wrongdoing;
• harming, or attempt to harm, minors in any way, including, but not limited to child pornography;
• transmitting any material (by e-mail, uploading, posting or otherwise) that threatens or encourages bodily harm or destruction of property, or that harasses another;
• making commercial use of any Silkworms Ink Community Pages, including offering to sell or selling goods or services via the forum,
• making fraudulent offers to sell or buy products, items, or services (including Content), or to advance any type of financial scam such as "pyramid schemes," "ponzi schemes," and "chain letters";
• adding, removing or modifying identifying network header information in an effort to deceive or mislead, or attempting to impersonate any person by using forged headers or other identifying information;
• transmitting any unsolicited commercial or unsolicited bulk e-mail, or malicious intent to impede another person's use of electronic mail services or news, or forging any message header, in part or whole, of any electronic transmission, originating or passing through the Silkworms Ink service;
• accessing, or to attempt to access, the accounts of others, or to penetrate, or attempt to penetrate, security measures of Silkworms Ink’ or another entity's computer software or hardware, electronic communications system, or telecommunications system, whether or not the intrusion results in the corruption or loss of data;
• transmitting any material (by e-mail, uploading, posting or otherwise) that infringes any copyright, trademark, patent, trade secret or other proprietary rights of any third party, including, but not limited to, the unauthorized copying of copyrighted material, the digitization and distribution of photographs from magazines, books, or other copyrighted sources, and the unauthorized transmittal of copyrighted software;
• collecting, or attempt to collect, personal information about third parties without their knowledge or consent in violation of any applicable statute or ordinance;
• any activity that affects the ability of other people or systems to use Silkworms Ink Services or the Internet. This includes "denial of service" (DOS) attacks against another network host or individual user. Interference with or disruption of other network users, services or equipment is prohibited;
• any knowing misrepresentation or misleading statement, writing or activity made with the intent that the person receiving it will act upon it;
• intentional distributions of software that attempts to and/or causes damage, harassment, or annoyance to persons, data, and/or computer systems, or use of software or any device that would facilitate a continued connection, i.e. pinging, while using Silkworms Ink services;
• reselling or giving away free access to Silkworms Ink services or resources.
Restricted Access
You agree that you will not attempt to enter restricted areas of Silkworms Ink’ computer system or perform functions that you are not authorized to perform pursuant to this Agreement. Silkworms Ink may, without notice, temporarily or permanently suspend your access to the Site and the Content by deactivating your account or password if Silkworms Ink reasonably suspects that you are using the account or password to obtain unauthorized access to Silkworms Ink’ other systems or information, or are using the account or password in any other inappropriate manner. These suspensions will be for a period of time necessary to permit the thorough investigation of such suspended activity. Silkworms Ink may terminate this Agreement immediately without notice if it is determined that you have undertaken such unauthorized activity or if such unusual activity cannot be reasonably explained.
Termination of this Agreement
This Agreement is effective until terminated by Silkworms Ink, in its sole and absolute discretion. Silkworms Ink may terminate this Agreement with or without notice to you and will do so if you use or attempt to use the Site or the Content therein in any manner contrary to the terms of this Agreement. Any such termination by Silkworms Ink shall be in addition to and without prejudice to such rights and remedies as may be available to Silkworms Ink, including the suspension or termination of your account or password and injunctive relief enjoining such acts or attempts, it being acknowledged by you that other legal remedies are inadequate. The, Disclaimer of Warranties, Limitation of Liability, Indemnification, Termination and Choice of Law provisions of this Agreement shall survive the termination or expiry of this Agreement.
International Users
The Site is controlled, operated, and administered by Silkworms Ink from its offices within the United States of America. The Site can be accessed from countries around the world and may contain references to Content, including products and services, that are not available in your country. These references do not imply that Silkworms Ink intends to market, promote, or distribute such Content, including products and services, in your country. If you access the Site from a location outside the United States, you are responsible for compliance with all local laws.
