Terms of Use <p>LAST UPDATED: July 23, 2021</p>
<strong>Table of Contents</strong>
<ol>
<li>
<strong>General Terms of Service</strong>
</li>
<li>
<strong>Service-Specific Additional Terms</strong>
</li>
</ol>
<ul>
<li>Lifetouch Professional Photography</li>
<li>Mobile Apps</li>
<li>Subscription Services</li>
<li>Shutterfly Video Plan</li>
<li>Custom Design Services</li>
<li>Share Sites</li>
<li>#YesShutterfly</li>
</ul>
<p>Welcome to Shutterfly and our family of brands. Please read these Terms of Use (“Terms”) carefully.
They contain (a) the General Terms of Service (General Terms) that govern your use of and access to any and all of our websites, mobile sites, and mobile applications (collectively, our “Sites and Apps”), as well as our provision of products and services.
Additional terms also apply to specific services and brand offerings listed above.
Finally, certain offline or online services, promotions, events and features may have additional terms and conditions specific to them as communicated at the point of purchase, in advertising or in person, and those additional terms and conditions are incorporated herein by reference.
If there is a conflict between these Terms and the terms posted for or applicable to a specific portion of the Site or for any service offered on or through the Site or App, the latter terms shall control with respect to your use of that portion of the Site or App or the specific service.</p>
<strong>General Terms of Service </strong>
<p>By visiting any of our
Sites and Apps that link to these Terms, you are signifying your assent to
these Terms and our Privacy Policy, which
is incorporated herein by reference.
Any products ordered or services used
through any of our Sites and Apps are also governed by these Terms.
We may
revise these Terms from time to time by posting a revised version.
YOUR
CONTINUED USE OF ANY OF THE SITES AND APPS AFTER WE POST ANY CHANGES WILL
CONSTITUTE YOUR ACCEPTANCE OF SUCH CHANGES.
IN ADDITION, BY ORDERING PRODUCTS
OR USING SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ AND REVIEWED THESE TERMS
IN THEIR ENTIRETY, YOU AGREE TO THESE TERMS AND THE PRIVACY POLICY AND THESE
TERMS CONSTITUTE BINDING AND ENFORCEABLE OBLIGATIONS ON YOU.</p>
<p>NOTE: THIS TERMS OF USE CONTAINS AN ARBITRATION AND CLASS ACTION WAIVER PROVISION IN THE “ARBITRATION” SECTION BELOW THAT AFFECTS YOUR RIGHTS UNDER THIS TERMS OF USE AND WITH RESPECT TO ANY DISPUTE BETWEEN YOU AND US OR OUR AFFILIATES.</p>
<p>
<strong>1.
YOUR USE OF OUR SITES AND APPS</strong>
</p>
<p>You may access and use our Sites and Apps solely for your
personal, noncommercial use.
Except as expressly authorized hereunder, our
Sites and Apps may not be reproduced, duplicated, copied, sold, resold,
visited, reverse-engineered or otherwise exploited for any commercial purpose
without our prior written authorization.
We reserve the right to alter or
discontinue our Sites and Apps, in whole or in part, at any time in our sole
discretion.</p>
<p>Subject to and conditioned upon your compliance with these Terms, we grant to you a non-exclusive, non-transferable, limited right and license, without right of sublicense, to access and use our Sites and Apps, including any images, text, graphics, sounds, data, links and other materials incorporated into our Sites and Apps (other than your User Submitted Materials as defined below), solely as made available by us and solely for your own personal purposes.
Except as expressly authorized by these Terms, you may not use, reproduce, distribute, modify, transmit or publicly display any portion of our Sites and Apps or create derivative works of any portion our Sites and Apps without our written consent.
While using any of our Sites and Apps, you agree not to:</p>
<ul>
<li>Access or attempt to access images that are not your images or accounts that you do not own, unless given permission by the image subject (or, in the case of a minor, the image subject’s parent or legal guardian);</li>
<li>Defame, abuse, harass, stalk, threaten or otherwise violate the rights of others, including, without limitation, others’ privacy rights or rights of publicity;</li>
<li>Impersonate any person or entity or use any fraudulent, misleading or inaccurate email address or other contact information;</li>
<li>Restrict or inhibit any other user from using any of our Sites and Apps, including, without limitation, by means of “hacking” or defacing any portion our Sites and Apps;</li>
<li>Violate any applicable laws or regulations;</li>
<li>Upload to, transmit through, or display on any of our Sites and Apps (a) any material that is unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable, or infringes our or any third party’s intellectual property or other rights.
(b) any confidential, proprietary or trade secret information of any third party.
or (c) any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities or other unsolicited commercial communication (except as otherwise expressly permitted by us);</li>
<li> Use our Sites or Apps to store, transfer, or distribute content of or on behalf of third parties, to operate your own file storage application or service, or to operate a photography business or other commercial service;</li>
<li>Engage in spamming;</li>
<li>Transmit any software or other materials that contain any viruses, worms, trojan horses, defects, or other destructive items;</li>
<li>Modify, adapt, translate, distribute, reverse engineer, decompile or disassemble any portion of our Sites and Apps.
and</li>
<li>Remove any copyright, trademark or other proprietary rights notices contained in or displayed on any portion of our Sites and Apps.</li>
<li>Display adult nudity or inappropriate child nudity.</li>
<li>Upload photographs of people who have not given permission for their photographs to be uploaded to a share site.</li>
<li>Use the Share Sites for the sale of goods or services.</li>
<li>Post objectionable material, such as material containing hate or malicious content or offers for adult services, or material inciting or advocating terrorism or violence.</li>
</ul>
<p>If you fail to comply with the above rules, such failure will
constitute a violation of these Terms, and in addition to any other rights or
remedies we may have, we may immediately terminate your access to and use of
our Sites and Apps.</p>
<p>Some features of our Sites and Apps may enable you to send and receive transmissions.
You acknowledge that we have no responsibility or liability for any transmissions, and/or any content included in such transmissions, sent or received by you.
We reserve the right, in our sole discretion and at any time, to set limits on the number and size of any transmissions sent by or received through our Sites and Apps and/or the amount of storage space available for transmissions or for any feature made available through our website.</p>
<p>
<strong>2.
YOUR MEMBER ACCOUNT</strong>
</p>
<p>You may create a member account with any of our Sites and Apps
by registering your name, providing certain information about yourself, and
creating a password.
The Site or App you register with may provide single
sign-on functionality.
this allows us to offer features such as the ability to
use your Shutterfly account credentials across our integrated Sites and Apps where
available, and to merge your accounts so you may, for example, seamlessly add
your Lifetouch professional photos to your Shutterfly account.
You agree that
you will provide complete, current and accurate information about yourself as
requested, and that you will keep that information up to date.
You are
responsible for safeguarding the confidentiality of your username and password
that you use to access your member account on our Sites and Apps.
You agree not
to disclose your username or password to any third party.
YOU AGREE THAT YOU
ARE SOLELY AND FULLY RESPONSIBLE FOR ANY ACTIVITIES OR ACTIONS TAKEN UNDER YOUR
ACCOUNT, WHETHER OR NOT YOU HAVE AUTHORIZED SUCH ACTIVITIES OR ACTIONS.
You
will immediately notify us of any unauthorized use of your account on any of
our Sites and Apps.</p>
<p>In order to create a member account with any of our Sites and Apps, you must be at least 18 years of age.
You represent to us that you are at least 18 years old.
If you are not, please do not set up an account with any of our Sites and Apps.</p>
<p>
<strong>3.
MAKING PURCHASES</strong>
</p>
<p>If you wish to purchase
any products or services through any of our Sites and Apps, we will ask you to
supply certain information applicable to your purchase, including, without
limitation, payment and other information.
Any such information will be treated
as described in our Privacy Policy.
All
information that you provide to us or our third party payment processor must be
accurate, current and complete.
YOU REPRESENT AND WARRANT THAT YOU HAVE THE
LEGAL RIGHT TO USE ANY CREDIT CARD(S) OR OTHER PAYMENT MEANS USED TO INITIATE
ANY TRANSACTION.
You agree to pay all charges incurred by you or any users of
your account and credit card (or other applicable payment mechanism) at the
prices in effect when such charges are incurred.
You will also be responsible
for paying any applicable taxes relating to your purchases.
Verification of
information applicable to a purchase may be required prior to our acceptance of
any order.</p>
<p>Descriptions, images, references, features, content,
specifications, products, price and availability of any products or services
are subject to change without notice, and our current prices can be found on
our Sites and Apps.
We make reasonable efforts to accurately display the
attributes of our products, including the applicable colors.
however, the
actual color you see will depend on your computer system, and we cannot
guarantee that your computer will accurately display such colors.
The inclusion
of any products or services on our Sites and Apps at a particular time does not
imply or warrant that these products or services will be available at any time.
It is your responsibility to ascertain and obey all applicable local, state,
federal and international laws (including minimum age requirements) in regard
to the possession, use and sale of any item purchased through our Sites and
Apps.
By placing an order, you represent that the products ordered will be used
only in a lawful manner.
We reserve the right, with or without prior notice, to
limit the available quantity of or discontinue any product or service.
to
honor, or impose conditions on the honoring of, any coupon, coupon code,
promotional code or other similar promotions.
to bar any user from making any
or all purchase(s).
and/or to refuse to provide any user with any product or
service.</p>
<p>The personalized products we offer are made to order, and we reserve the right to charge your payment account method immediately when you place your order for such products. .
Title and risk of loss for any purchases pass to you upon our delivery to our carrier.
We reserve the right to ship partial orders (at no additional cost to you). .
</p>
<p>
<strong>4.
CONTESTS AND SWEEPSTAKES</strong>
</p>
<p>In addition to the terms and conditions of these Terms, any contests, sweepstakes, surveys, games or similar promotions (collectively, “Promotions”) made available through our Sites and Apps may be governed by specific rules that are separate from this Agreement.
By participating in any such Promotion, you will become subject to those rules, which may vary from these Terms.
We urge you to review any specific rules applicable to a particular Promotion, which will be linked from such Promotion, and to review our Privacy Policy which, in addition to these Terms, governs any information you submit in connection with such Promotion.
To the extent that the terms and conditions of such rules conflict with these Terms, the terms and conditions of such rules will control.</p>
<p>
<strong>5.
WEB ADDRESSES (URLS)</strong>
</p>
<p>As part of our services, such as Shutterfly Share Sites, we may
provide you with access to and use of certain personalized pages and the
corresponding web addresses (URLs) you choose.
However, we do not guarantee the
availability of any particular web page or URL, and we reserve the right, at
any time and in our sole discretion, to reclaim, suspend, terminate and/or
transfer any such web page or URL.
In such cases, we may, at our option,
provide you with another web page and URL.</p>
<p>
<strong>6.
THIRD-PARTY SITES, SOFTWARE AND SERVICES</strong>
</p>
<p>Our Sites and Apps may direct you to sites, software or services
owned or operated by third parties (“Third Party Properties”).
We have not
reviewed all of the Third Party Properties to which you may be directed and we
have no control over such Third Party Properties.
We have no control over and
are not responsible for (a) the content and operation of such Third Party
Properties, or (b) the privacy or other practices of such Third Party
Properties.
The fact that our Sites and Apps direct you to such Third Party
Properties does not indicate any approval or endorsement of any such Third
Party Properties.
We direct you to such Third Party Properties only as a
convenience.
You are responsible for the costs associated with such Third Party
Properties, including any applicable license fees and service charges.
Accordingly, we strongly encourage you to become familiar with the terms of use
and practices of any such Third Party Properties.</p>
<p>Other sites may provide links to our Sites and Apps with or without
our authorization.
We do not endorse such sites, and are not and will not be
responsible or liable for any links from those sites to our Sites and Apps, any
content, advertising, products or other materials available on or through such
other sites, or any loss or damages incurred in connection therewith.</p>
<p>YOU AGREE THAT YOUR USE OF THIRD PARTY SITES, SOFTWARE AND
SERVICES INCLUDING, WITHOUT LIMITATION, YOUR USE OF ANY CONTENT, INFORMATION,
DATA, ADVERTISING, PRODUCTS, OR OTHER MATERIALS ON OR AVAILABLE THROUGH SUCH
SITES, SOFTWARE AND SERVICES, IS AT YOUR OWN RISK AND IS SUBJECT TO THE TERMS
AND CONDITIONS OF USE APPLICABLE TO SUCH SITES, SOFTWARE AND SERVICES.</p>
<p>We will have the right, at any time and in our sole discretion,
to block links to our Sites and Apps through technological or other means
without prior notice.</p>
<p>
<strong>7.
SOCIAL MEDIA AND OTHER SERVICES</strong>
</p>
<p>While using our services, you have the option of granting us
access to your account(s) with certain third-party social media and other
services, such as Facebook, Instagram, Google Photos, Flickr, Twitter, SmugMug,
and others (each, an “SNS”).
Provided an SNS permits this, we can capture and
make available on the Site and through the Apps the photos and other content
that you have stored in your account(s) with such SNSs (“SNS Content”).
By
granting us access to your SNS Content, you understand that we will access,
make available and store (if applicable) your SNS Content so that it is
available on the Site and through our Apps.
We are not responsible for any SNS
Content stored on an SNS that you choose to make available on the Site and
through our Apps.
Depending on the SNS you choose and subject to the privacy
settings you have set in your SNS account(s), personally identifiable
information that you post to your SNS account(s) will be available on the Site
and through our Apps.
Please note that if an SNS account becomes unavailable or
SNS terminates our access to your SNS account(s), any Content from that SNS may
no longer be available on the Site and through our Apps.
You have the ability
to disable the connection between the Site and Apps and your SNS account(s), at
any time, by accessing the “Settings” section of the Site and Apps.
PLEASE NOTE
THAT YOUR RELATIONSHIP WITH EACH SNS, INCLUDING YOUR RIGHTS WITH RESPECT TO ANY
CONTENT THAT YOU PROVIDE TO AN SNS AND THE STORAGE OF SUCH CONTENT, IS GOVERNED
SOLELY BY YOUR AGREEMENT(S) WITH SUCH SNS.</p>
<p>
<strong>8.
MATERIALS SUBMITTED BY CUSTOMER</strong>
</p>
<p>Any materials submitted by you, including, without limitation,
photographs, videos, images, text, graphics and other materials (collectively,
“User Submitted Materials”) are subject to the following terms and conditions:</p>
<ul>
<li>You will retain ownership of such User Submitted Materials, and
you grant us and our designees a worldwide, non-exclusive, transferable,
royalty-free, perpetual irrevocable right and license, with right of sublicense
(through multiple tiers), to use, reproduce, distribute (through multiple
tiers), create derivative works of and publicly display such User Submitted
Materials solely in connection with the production or provision of any product
or service you request or to show you how your User Submitted Materials would
appear in our products or services.
For example, when you place an order for a
product, we will prepare, manipulate (if necessary), and transmit the User
Submitted Materials for production, packaging and shipment.
Similarly, if you
want to share a photo book with your friends and family, we will accommodate
your request by making your photographs available to your friends and family to
download and/or to use and create projects of their own, and to purchase
products with those photographs.</li>
<li>Please note that, while you retain ownership of your User
Submitted Materials, any template or layout in which you arrange or organize
such User Submitted Materials through tools and features made available through
any of our Sites and Apps are not proprietary to you, and the rights to such
template or layout will remain with us.</li>
<li>You represent and warrant that you own or otherwise possess all
necessary rights with respect to the User Submitted Materials, and that the
User Submitted Materials do not and will not infringe, misappropriate, use or
disclose without authorization or otherwise violate any copyright, trademark,
trade secret right or other intellectual property or other property right of
any third party, and that the User Submitted Materials are not unlawful,
fraudulent, threatening, abusive, hateful, libelous, defamatory, obscene,
confusingly similar to brands or branded products sold by others or otherwise
objectionable.</li>
<li>You consent to the use of your likeness, and you have obtained
the written consent, release, and/or permission of every identifiable
individual who appears in User Submitted Materials to use such individual’s
likeness, for purposes of using and otherwise exploiting the User Submitted
Materials in the manner contemplated by these Terms, or, if any such
identifiable individual is under the age of eighteen (18), you have obtained
such written consent, release and/or permission from such individual’s parent
or guardian (and you agree to provide to us a copy of any such consents,
releases and/or permissions upon our request).
If you do submit a submission
that contains the likeness of an identifiable individual under the age of
eighteen (18), we strongly encourage you not to include any identifying information
(such as the individual’s name or address) with such User Submitted Materials.</li>
<li>You agree that we may (but are not obligated to) filter any User
Submitted Materials (including, without limitation, deleting or replacing
expletives or other harmful or offensive language), refuse to use any User
Submitted Materials (including, without limitation, suspending processing and
shipping of any order relating to any User Submitted Materials) and/or disclose
any User Submitted Materials and the circumstances surrounding the use thereof,
to any third party in order to provide the applicable products or services, to
enforce these Terms or to comply with legal obligations or governmental
requests.</li>
<li>You agree to indemnify and hold us, our directors, officers, shareholders,
employees, contractors, agents, representatives, affiliates, and third party
users harmless from and against any and all claims, causes of action,
liabilities, damages, losses, expenses and costs (including, without
limitation, attorneys’ fees) that arise directly or indirectly out of or from:
(i) your violation of these Terms, any other agreement or terms of use with us,
any representation or warranty contained herein or therein or any applicable
law.
(ii) your User Submitted Materials.
(iii) your activities in connection
with obtaining any products or services from us, or (iv) any activity related
to access to or use of your account by you or any other person.</li>
<li>User Submitted Materials that violate these Terms may be removed
from our Sites and Apps.
provided, however, that we have no obligation to
remove User Submitted Materials in response to user reports or requests.
We are
not responsible for, and will have no liability for, the removal, non-removal
or loss of any User Submitted Materials from our Sites and Apps.
We recommend
you keep back-up copies of your User Submitted Materials on your hard drive or
other personal system.</li>
</ul>
<p>
<strong>9.
COPYRIGHT AND TRADEMARK ISSUES</strong>
</p>
<p>While we are not
obligated to review User Submitted Materials for copyright or trademark
infringement, we are committed to protecting copyrights and trademarks and
expect users of our Sites and Apps to do the same.
The Digital Millennium
Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who
believe that material appearing on the Internet infringes their rights under
U.S.
copyright law.
If you believe in good faith that any material used or
displayed on or through our Sites and Apps infringes your copyright, you (or
your agent) may send us a notice requesting that the material be removed, or
access to it blocked.
The notice must include the following information: (a) a
physical or electronic signature of a person authorized to act on behalf of the
owner of an exclusive right that is allegedly infringed.
(b) identification of
the copyrighted work claimed to have been infringed (or if multiple copyrighted
works are covered by a single notification, a representative list of such
works).
(c) identification of the material that is claimed to be infringing or
the subject of infringing activity, and information reasonably sufficient to
allow us to locate the material on our Sites and Apps.
(d) the name, address,
telephone number and email address (if available) of the complaining party.
(e)
a statement that the complaining party has a good faith belief that use of the
material in the manner complained of is not authorized by the copyright owner,
its agent or the law.
and (f) a statement that the information in the
notification is accurate and, under penalty of perjury, that the complaining
party is authorized to act on behalf of the owner of an exclusive right that is
allegedly infringed.
If you believe in good faith that a notice of copyright
infringement has been wrongly filed against you, the DMCA permits you to send
us a counter-notice.
Notices and counter-notices must meet the then-current
statutory requirements imposed by the DMCA.
see http://www.copyright.gov for
details.
DMCA notices and counter-notices regarding our Sites and Apps, or
notices concerning trademark use in personalized products we make or in our
Sites and Apps, should be sent to:</p>
<p>Shutterfly, LLC<br> Attn: Legal<br> 2800 Bridge Parkway<br> Redwood City, CA 94065<br> Email: copyright@shutterfly.com</p>
<p>
<strong>10.
DISCLAIMER OF WARRANTIES</strong>
</p>
<p>EXCEPT FOR THE EXPRESS WARRANTIES CONTAINED IN THESE TERMS, OUR
PRODUCTS AND SERVICES, INCLUDING ALL MATERIALS INCORPORATED THEREIN, ARE
PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.
TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, WE AND OUR DIRECTORS,
OFFICERS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, AGENTS, REPRESENTATIVES AND
AFFILIATES DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT
LIMITATION, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, ACCURACY,
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT
MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE.
NOTE: CERTAIN APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES,
SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
NO STATEMENT OF OURS OR
ANY OF OUR DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, AGENTS,
REPRESENTATIVES AND AFFILIATES SHALL CREATE ANY WARRANTY OTHER THAN THOSE
EXPRESSLY CONTAINED IN THESE TERMS.</p>
<p>
<strong>11.
LIMITATION OF LIABILITY</strong>
</p>
<p>TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, NEITHER WE
NOR ANY OF OUR DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS,
AGENTS, REPRESENTATIVES, OR AFFILIATES (THE “SHUTTERFLY PARTIES”) SHALL BE
LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR
PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS,
PROFITS, USE OR DATA), WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING,
WITHOUT LIMITATION, NEGLIGENCE AND STRICT LIABILITY) OR ANY OTHER LEGAL THEORY,
EVEN IF THE SHUTTERFLY PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES, ARISING OUT OF OR RELATING IN ANY WAY TO OUR PROVISION OF (OR FAILURE
TO PROVIDE) PRODUCTS OR SERVICES, OR FROM UNAUTHORIZED ACCESS TO OR ALTERATION
OF YOUR SUBMISSIONS OR DATA, EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE
FAILED ITS ESSENTIAL PURPOSE.
YOU SPECIFICALLY ACKNOWLEDGE THAT THE SHUTTERFLY PARTIES
ARE NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS
OR THIRD PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY
WITH YOU.
FURTHERMORE, THE SHUTTERFLY PARTIES WILL HAVE NO LIABILITY TO YOU OR
TO ANY THIRD PARTY FOR ANY THIRD-PARTY CONTENT UPLOADED.
YOUR SOLE AND
EXCLUSIVE REMEDY FOR DISSATISFACTION WITH PRODUCTS IS TO OBTAIN A REFUND, AND
YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH SERVICES IS TO STOP
USING THE SERVICES.
TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, THE
MAXIMUM LIABILITY OF THE SHUTTERFLY PARTIES ARISING OUT OF OR RELATING IN ANY
WAY TO OUR PROVISION OF (OR FAILURE TO PROVIDE) PRODUCTS OR SERVICES SHALL BE
THE ACTUAL PRICE PAID THEREFORE BY YOU.
NOTE: CERTAIN JURISDICTIONS MAY NOT
ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL, CONSEQUENTIAL OR CERTAIN OTHER
TYPES OF DAMAGES, SO SOME OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY
TO YOU.</p>
<p>
<strong>12.
POLICY FOR IDEA SUBMISSION</strong>
</p>
<p>Many of our customers are interested in submitting ideas and
suggestions for products and services to be used at our Sites and Apps, either
independently of, or in conjunction with, our internally developed concepts.
We
appreciate our customers’ interest in improving our Sites and Apps.
however,
please note that any such ideas or suggestions that you submit will be owned by
us, and you hereby irrevocably assign any intellectual property rights in such
ideas and suggestions to us.
If you intend to retain any intellectual property
rights in your ideas and suggestions (patent, trade secrets, copyright,
trademark, etc.), please do not submit them to us without our prior written
approval.</p>
<p>You can inquire regarding such approval by sending a letter to
Shutterfly, LLC, Attn: Idea Submission, 2800 Bridge Parkway, Redwood City, CA
94065.
If we are interested in pursuing any idea or suggestion of yours, we
will contact you.
Please note that an additional legal agreement may be
required by us in order to evaluate your idea or suggestion.</p>
<p>
<strong>13.
NOTICE FOR CALIFORNIA USERS</strong>
</p>
<p>This notice is for our California users: The Complaint
Assistance Unit of the Division of Consumer Services of the California
Department of Consumer Affairs may be contacted by mail at 1625 North Market
Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800)
952-5210.</p>
<p>
<strong>14.
INTELLECTUAL PROPERTY NOTICES</strong>
</p>
<p>Portions of our Sites and Apps are covered by the U.S.
Patents listed here and by other issued U.S.
patents and pending U.S.
patent applications.
Our Sites and Apps are ©Shutterfly, LLC All rights reserved.</p>
<p>All trademarks and service marks on any of our Sites and Apps not owned by us are the property of their respective owners.
Shutterfly owns the registered trademarks and logos listed here.
The trade names, trademarks and service marks owned by us, whether registered or unregistered, may not be used in connection with any product or service that is not ours, in any manner that is likely to cause confusion.
Nothing contained on any of our Sites and Apps should be construed as granting, by implication, estoppel or otherwise, any license or right to use any of our trade names, trademarks or service marks without our express prior written consent.</p>
<p>
<strong>15.
JURISDICTIONAL ISSUES</strong>
</p>
<p>Our Sites and Apps are controlled and operated from the United
States.
Our Sites and Apps are not subject to the laws or jurisdiction of any
state, country or territory other than that of the United States.
We do not
represent or warrant that any of our Sites and Apps, products, and/or services
or any part thereof is appropriate or available for use in any particular
jurisdiction.
Those who choose to access Shutterfly do so on their own
initiative and at their own risk, and are responsible for complying with all
applicable laws, rules and regulations.
We may limit the availability of our
Sites and Apps, in whole or in part, to any person, geographic area or
jurisdiction we choose, at any time and in our sole discretion.</p>
<p>
<strong>16.
MISCELLANEOUS</strong>
</p>
<p>These Terms are governed
by and construed in accordance with the laws of the State of California, United
States of America, without regards to its conflict of law provisions, and
except to the extent preempted by or inconsistent with federal law.
You agree
to submit to the exclusive jurisdiction of any State or Federal court located
in the County of Santa Clara, California, United States of America, and waive
any jurisdictional, venue or inconvenient forum objections to such courts.
If
any provision of these Terms, or the application thereof to any person, place
or circumstance, will be held by a court of competent jurisdiction to be
invalid, void or otherwise unenforceable, such provision will be enforced to
the maximum extent possible, or, if incapable of such enforcement, will be
deemed to be deleted from these Terms, and the remainder of these Terms and
such provisions as applied to other persons, places and circumstances will
remain in full force and effect.
No waiver by either party of any breach or
default hereunder will be deemed to be a waiver of any preceding or subsequent
breach or default, nor will any delay or omission on the part of either party
to exercise or avail itself of any right or remedy that it has or may have
hereunder operate as a waiver of any right or remedy.
This is the entire
agreement between us relating to the subject matter herein and supersedes any
and all prior or contemporaneous written or oral agreements between us with
respect to such subject matter.
These Terms are not assignable, transferable or
sublicenseable by you except with our prior written consent.
These Terms may
not be modified or amended except as set forth in the introductory section of
these Terms.
Any heading, caption or section title contained in these Terms is
inserted only as a matter of convenience and in no way defines or explains any
section or provision hereof.
If you have any questions or comments regarding
these Terms, please contact: legal@shutterfly.com.</p>
<p>
<strong>17.
TERMINATION</strong>
</p>
<p>Either you or we may terminate your access to our Sites and Apps
and to your account at any time, with or without cause, and with or without
prior notice.
Without limiting the foregoing, we may terminate your access if
you violate these Terms.
Upon termination for any reason, your right to access
and/or use our Sites and Apps will immediately cease.
Upon termination, you
will have no further access to, and we may delete, any information, files or
materials in or related to your account, including, without limitation, any
User Submitted Materials.
Upon termination, Shutterfly may delete all
information, files and materials related to your account, including any User
Submitted Materials, and we will have no obligation whatsoever to save or make
any such information, files or materials available to you.
You agree that we
will have no liability whatsoever to you or any other party as a result of a
termination of your access our Sites and Apps and to your account and/or as a
result of the deletion or loss of any information, files or materials in or
related to your account.</p>
<p>
<strong>18. ARBITRATION AGREEMENT</strong>
</p>
<p>
<strong>Please read this carefully.
It
affects your rights.</strong> .
If you are a Shutterfly customer in the United States
(including its possessions and territories), you and Shutterfly agree that any
dispute, claim or controversy arising out of or relating in any way to the
Shutterfly service, these Terms of Use and this Arbitration Agreement, shall be
determined by binding arbitration or in small claims court.
Arbitration is more
informal than a lawsuit in court.
Arbitration uses a neutral arbitrator instead
of a judge or jury, allows for more limited discovery than in court, and is
subject to very limited review by courts.
Arbitrators can award the same
damages and relief that a court can award.
You agree that, by agreeing to these
Terms of Use, the U.S.
Federal Arbitration Act governs the interpretation and
enforcement of this provision, and that <strong>you and Shutterfly are each
waiving the right to a trial by jury or to participate in a class action</strong>.
This arbitration provision shall survive termination of this Agreement and the
termination of your Shutterfly account.</p>
<p>If you elect to seek arbitration or file a small claim court action, you must first send to Shutterfly, by certified mail, a written Notice of your claim (“Notice”).
The Notice to Shutterfly must be addressed to: General Counsel, Shutterfly, LLC, 2800 Bridge Parkway, Redwood City, CA 94065 (“Notice Address”).
If Shutterfly initiates arbitration, it will send a written Notice to the email address used for your account.
A Notice, whether sent by you or by Shutterfly, must (a) describe the nature and basis of the claim or dispute.
(b) set forth the specific relief sought and the basis for the calculations.
</p>
<p>(c) include your name, the email address associated with your Shutterfly account, your current phone number, mailing address, and email address, and your signature.
and (d) if you have retained an attorney, your signed statement authorizing Shutterfly to disclose your confidential account records to your attorney if necessary in resolving your claim.
If Shutterfly and you do not reach an agreement to resolve the claim within 60 days after the Notice is received, you or Shutterfly may commence an arbitration proceeding or file a claim in small claims court.</p>
<p>You may download or copy a form Notice and a form to initiate arbitration at www.adr.org.
If you are required to pay a filing fee, after Shutterfly receives notice at the Notice Address that you have commenced arbitration, if you previously had fully complied with the Notice requirement in the preceding paragraph, Shutterfly will promptly reimburse you for your payment of the filing fee, unless your claim is for greater than US$1,000, in which event you will be responsible for filing fees.</p>
<p>The arbitration will be
governed by the Consumer Arbitration Rules (collectively, “AAA Rules”) of the
American Arbitration Association (“AAA”), as modified by this Agreement, and
will be administered by the AAA.
The AAA Rules and Forms are available online
at www.adr.org, by calling the AAA at
1-800-778-7879, or by writing to the Notice Address.
The arbitrator is bound by
the terms of this Agreement.
All issues are for the arbitrator to decide,
including issues relating to the scope and enforceability of this arbitration
agreement.
Unless Shutterfly and you agree otherwise, any arbitration hearings
will take place in the county of your residence.</p>
<p>If your claim is for US$10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules.
If your claim exceeds US$10,000, the right to a hearing will be determined by the AAA Rules.
Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.
The arbitrator may consider rulings in other arbitrations involving different customers, but an arbitrator’s ruling will not be binding in proceedings involving different customers.
If you had fully complied with the Notice requirement above and the arbitrator issues you an award that is greater than the value of Shutterfly’s last written settlement offer made before an arbitrator was selected (or if Shutterfly did not make a settlement offer before an arbitrator was selected), then Shutterfly will pay you the amount of the award or US$1,000, whichever is greater.
Except as expressly set forth herein, the payment of all filing, administration and arbitrator fees will be governed by the AAA Rules.</p>
<p>YOU AND SHUTTERFLY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
Further, unless both you and Shutterfly agree otherwise, the arbitrator may not consolidate more than one person’s claims with your claims, and may not otherwise preside over any form of a representative or class proceeding.
The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. .
If any provision of this paragraph is determined to be unenforceable with respect to any claim or any particular remedy for a claim (such as a request for public injunctive relief), then the parties agree that the claim or particular remedy (and only that claim or remedy) must be decided by a court after all other claims and requests for relief are arbitrated.
</p>
<p>
<strong>19.
SHUTTERFLY PRIVACY POLICY</strong> View our Privacy Policy by visiting: https://www.shutterflyinc.com/privacy/</p>
<strong>Service-Specific Additional Terms</strong>
<strong>Lifetouch Professional Photography</strong>
<p>The following Additional Terms apply to customers of Lifetouch professional
photographs taken in portrait studios, schools, churches, businesses and other
organizations that Lifetouch serves<strong>.
<em>Note to Schools</em>: .
</strong>Separate terms of service, not these Terms, apply to products
and services (including websites, applications and online services) that are
designed for the use and benefit of the schools and school districts Lifetouch
provides service to for their administrative and educational purposes and which
are used by or at the direction of teachers or other school or district
employees (a “School Service”).
Please refer to the Terms of Service associated
with those School Services or contact us through your Lifetouch school account
representative for further information.<strong>
</strong>
</p>
<p>As a part of the
Shutterfly family of brands, Lifetouch delivers all digital images to customers
via the Shutterfly.com secure photo platform.
if you purchase a digital
image or are eligible to receive a digital image through a promotion or loyalty
program, you will need a Shutterfly account to claim such digital images.<strong>
</strong>
</p>
<p>Lifetouch retains the copyright in its professional photographs.
If you purchase a digital image, you will receive a copy authorization form that permits you and your authorized service providers to use and reproduce the image for any legal purpose. .
</p>
<strong>Mobile Apps – General</strong>
<p>Before using any of our mobile applications (“App” or “Apps”), we may ask you to install a valid copy of the App on your mobile device, register for an account, input your account information into the App as requested, and meet certain hardware and connection requirements which may change as the App evolves.
You are responsible for any internet connection fees and/or mobile carrier charges that you incur when accessing or using an App.
Should you uninstall an App from your mobile device, you may not be able to use all or some of the features of the App.
We use reasonable efforts to accurately display the attributes of any photographs in products that you order through an App, including the colors of those photographs.
however, the actual color you see is dependent upon your mobile device, and we cannot guarantee that your mobile device will accurately display such colors.</p>
<strong>Subscription Photobook Apps</strong>
<p>Our mobile app for Groovebook subscription service (each a
“Subscription Photobook App”) offers you an opportunity to have your smartphone
photos shipped to you in a 4″ x 6″ photo book every month.
By purchasing or
receiving a Subscription Photobook App, you agree to these Terms.
If you do not
agree with these Terms, please do not use the Subscription Photobook App.</p>
<p>The Subscription Photobook App, which may start with a free
trial, will continue month-to month unless and until you cancel your
subscription or we terminate it.
Your device must be able to support the
Subscription Photobook App and you must provide us with a current, valid,
accepted method of payment (as such may be updated from time to time, “Payment
Method”) to use the Subscription Photobook App.
We will bill the monthly
subscription fee to your Payment Method.
The monthly subscription price
includes shipping and handling, but does not include any applicable taxes.
We
may change the price for the subscription from time to time, and will
communicate any price changes to you.
Price changes will take effect at the
start of the next subscription period following the date of the price change.
By continuing to use the Subscription Photobook App after the price change
takes effect, you accept the new price.
If you reside in a country that is part
of the European Union and have purchased a subscription, you have the right to
change your mind and receive a full refund within fourteen (14) days of
purchase (the “Cooling-off Period”), but only if you have not logged in or otherwise
redeemed or started to consume it.
Any cancellation of your Subscription
Photobook App will take effect the day after the last day of the current
subscription period.
However, if you cancel your payment and/or terminate the
Terms after the Cooling-off Period is over (where applicable), and/or before
the end of the subscription period, we will not refund any fees already paid to
us, to the fullest extent permitted under applicable law.</p>
<p>In certain jurisdictions, gift subscriptions for the
Subscription Photobook App may be available for purchase, which are one time
use cards and are only redeemable for the Groovebook Service in countries where
the service is offered in the currency denominated on the gift subscription.
Gift subscriptions are assigned a fixed monetary value (e.g., $35).
The entire
value of the gift subscriptions will be applied to your Subscription Photobook
App account upon redemption.
Gift subscriptions are not refundable (whether
cash or otherwise), except to the extent required by applicable law.
Gift
subscriptions cannot be used to purchase other gift subscriptions, and cannot
be reloaded, resold or transferred for value.
Gift subscriptions will expire in
the time period specified on the gift subscription.
Title to the gift subscription
and the risk of loss, destruction or deterioration pass to the purchaser upon
purchase.
We are not responsible for any gift subscriptions that are lost,
stolen, destroyed or used without your permission.
In the event a gift
subscription is non-functional, your sole remedy, and our sole liability, will
be the replacement of such gift subscription.</p>
<p>From time to time, other types of promotional codes may be
available, including those provided as part of a third party promotion.
Promotional codes may be redeemed as described in the specifics of the
promotion.
Promotional codes can only be used once, cannot be redeemed for
cash, and may be subject to certain restrictions as determined by us in our
sole discretion.
If you received a promotional code through an offer by a third
party, additional conditions may apply.</p>
<p>We may offer trials of the Subscription Photobook App for a
specified period without payment (a “Trial”).
We reserve the right, in our
absolute discretion, to determine your eligibility for a Trial, and to withdraw
or to modify a Trial at any time without prior notice and with no liability.
For some Trials, we will require you to provide a Payment Method to start the
Trial.
At the end of such Trials, we may automatically start to charge you for
the Subscription Photobook App on the first day following the end of the Trial,
on a recurring monthly basis.
By providing a Payment Method in conjunction with
the Trial, you agree to this charge.
You will not receive a notice from us that
your Trial has ended or that the paying portion of your subscription has begun.
If you do not want this charge, you must cancel your Subscription Photobook App
by contacting customer service at info@groovebook.com (for the Groovebook
mobile app) before the end of the Trial.</p>
<p>The monthly subscription fee for the Subscription Photobook App
will be billed at the beginning of the paying portion of your subscription and
each month thereafter unless and until you cancel your subscription.
We
automatically bill your Payment Method each month on the calendar day
corresponding to the commencement of your paying subscription.
Subscription
fees are fully earned upon payment.
We reserve the right to change the timing
of our billing, in particular if your Payment Method has not successfully settled.
We may contact you via e-mail if there is a problem with your Payment Method or
you can view this information at any time in the mobile app.
You may also
contact customer service at info@groovebook.com (for the Groovebook mobile app)
at any time with any billing questions. In the event your paying
subscription began on a day not contained in a given month, we may bill your
Payment Method on a day in the applicable month or such other day as we deem
appropriate.
For example, if you started your Subscription Photobook App on
January 31st, your next payment date will likely be February 28th, and your
Payment Method would be billed on that date.</p>
<p>Payments are nonrefundable and there are no refunds or credits
for partially used subscriptions.
Following any cancellation, however, you will
continue to have access to the Subscription Photobook App through the end of
your current billing period.
At any time, and for any reason, we may provide a
refund, discount, or other consideration (“credits”).
The amount and form of
such credits, and the decision to provide them, are at our sole and absolute
discretion.
The provision of credits in one instance does not entitle you to
credits in the future for similar instances, nor does it obligate us to provide
credits in the future, under any circumstance.</p>
<p>We will make reasonable efforts to keep the Subscription
Photobook App operational.
However, certain technical difficulties or
maintenance may, from time to time result in temporary interruptions.
We
reserve the right, periodically and at any time, to modify or discontinue,
temporarily or permanently, functions and features of the Subscription
Photobook App, with or without notice, all without liability to you for any
interruption, modification, or discontinuation of the Subscription Photobook
App or any function or feature thereof.
You understand and agree that we have
no obligation to maintain, support, upgrade, or update the Subscription
Photobook App.</p>
<p>The Subscription Photobook App is developed by, or for, us and
is designed to enable your Subscription Photobook App ready device to upload
and create photo books.
This software and your ability to upload photos may
vary by device and medium, and functionalities may also differ between devices.
By using the Subscription Photobook App, you acknowledge and agree to receive,
without further notice or prompting, updated versions of the Subscription
Photobook App and related third-party software.
If you do not accept the
foregoing terms, do not use the Subscription Photobook App.
We do not take
responsibility or otherwise warrant the performance of these devices, including
the continuing compatibility of the device with our Subscription Photobook App.
If your Subscription Photobook App ready device is sold, lost or stolen, please
cancel the Subscription Photobook App immediately.
If you fail to cancel your
Subscription Photobook App, you will be responsible for recurring monthly
charges until cancellation.
Your sole and exclusive remedy for dissatisfaction
with the Subscription Photobook App photo book is to obtain a reprint or credit
(to be determined at our discretion), and your sole and exclusive remedy for
dissatisfaction with the Subscription Photobook App is to stop using the
Subscription Photobook App.</p>
<p>The Subscription Photobook App is licensed, and not sold, to you
for your personal and non-commercial use only, and we retain ownership of all
copies of the Subscription Photobook App software applications even after
installation on your device.
We may assign these or any part of them without
restrictions.
You may not assign them or any part of them, nor transfer or
sub-license your rights under this license, to any third party.
We may
terminate or restrict your use of the Subscription Photobook App, without
compensation or notice if you are, or if we suspect that you are in violation
of any of these Terms or engaged in illegal or improper use of the Subscription
Photobook App.</p>
<p>YOUR SUBSCRIPTION
PHOTOBOOK APP SUBSCRIPTIONS AND PAYMENTS TO US WILL AUTOMATICALLY RENEW AT THE
END OF THE SUBSCRIPTION PERIOD, UNLESS YOU CANCEL YOUR SUBSCRIPTION BY
CONTACTING CUSTOMER SERVICE AT INFO@GROOVEBOOK.COM (FOR
THE GROOVEBOOK MOBILE APP) OR WE TERMINATE IT BEFORE THE END OF THE CURRENT
SUBSCRIPTION PERIOD..</p>
<p>YOUR SHUTTERFLY VIDEO PLAN SUBSCRIPTION AND PAYMENT TO US WILL AUTOMATICALLY RENEW AT THE END OF THE SUBSCRIPTION PERIOD, UNLESS YOU CANCEL YOUR SUBSCRIPTION BY CONTACTING CUSTOMER SERVICE AT SUPPORT.SHUTTERFLY.COM/S/ OR WE TERMINATE IT BEFORE THE END OF THE CURRENT SUBSCRIPTION PERIOD.</p>
<strong>Shutterfly Video Plan </strong>
<p>Shutterfly Video Plan (“Video Plan”) is a subscription program
designed to offer customers certain benefits from Shutterfly.
With a membership
to the Video Plan, members are entitled to the benefits outlined below, subject
to the requirements and limitations of these Terms.
If you register for
membership in the Video Plan or use the Video Plan, you accept these Terms.</p>
<p>Video Plans allow for the storage and playback of video files (“Video Content”).
The fees for Video Plans will vary depending on storage capacity and other features.
A fuller description of the Video Plan service features and pricing associated with each plan type is available at .
https://support.shutterfly.com/s/article/video-plans.
</p>
<p>If you exceed the limits
of your plan, you may be prevented from adding more video content, and you will
be prompted to upgrade your plan.
You may upgrade your plan at any time by
accessing the “Settings” section of the “Shutterfly Photos” area of the Site
(photos.shutterfly.com).
You may also downgrade your plan at any time by
contacting customer support at our Help
Center. If you downgrade your plan, you may be unable to upload
video content in excess of the limits of your downgraded plan and may no longer
have access to certain features.
In the event that you continue to have video
content in excess of the limits for your plan level, you will be prompted to
either upgrade your plan or delete video content to free up storage.
If you do
not delete sufficient video content, we reserve the right to suspend or
terminate your plan.</p>
<p>By enrolling in the Video
Plan, you expressly allow us to charge a fee to the payment method (“Payment
Method”) you selected during purchase (or to a different Payment Method if you
change your billing information) at the then-current rate, and any other
charges or taxes that may apply in connection with your use of the service.
As
used in these Terms, “billing” will indicate either a charge or debit, as
applicable, against your Payment Method.
You will be billed at the start of your
Video Plan and each year thereafter, unless and until you cancel your
subscription.
In the event we are unable to charge an applicable renewal fee to
your Payment Method for more than thirty (30) days after the beginning of a
renewal term of your subscription to the Video Plan, Shutterfly reserves the
right to terminate, suspend or restrict your membership in the Video Plan.
In
such event, you may no longer be allowed to upload additional Video Content.
You agree that it is your responsibility to keep your Payment Method
up-to-date.
We expressly reserve the right to suspend or terminate your
membership and subscription in the event we are unable to charge to your
Payment Method.
Go to “My Plan” in the “Settings” section of the Shutterfly
Photos area on the Site (photos.shutterfly.com) and click on the
“Billing” tab to see the date for your next renewal period.</p>
<p>If you are currently enrolled in an annual Video Plan, we will
inform you by email before automatically renewing your Video Plan.
Each Video
Plan will renew for an additional term at the end of the current term.
Unless
otherwise specified, the automatically renewed plan will be for the same term
and will be at the same price and at the same service level as your prior plan.
We will notify you in advance of any change in the amount to be charged for the
renewed plan in the pre-renewal notification.
Each automatic renewal and
corresponding payment will be processed on the first day of the new term.</p>
<p>YOU MAY ONLY CANCEL YOUR
VIDEO PLAN WITHIN THE FIRST 30 DAYS AFTER THE START OF YOUR VIDEO PLAN.
IF YOU
CANCEL YOUR VIDEO PLAN WITHIN THE FIRST THIRTY (30) DAYS OF THE START OF THE
VIDEO PLAN, YOU WILL RECEIVE A FULL REFUND.
THEREAFTER, NO REFUNDS OR CREDITS
WILL BE PROVIDED FOR CANCELLED VIDEO PLANS.
To cancel, please contact Customer
Support at our Help Center.</p>
<p>You must have a current account with us in order to use the
Video Plan.
Shutterfly reserves the right to accept or reject your membership
in the Video Plan in our sole discretion.
You may not transfer or assign your
membership in the Video Plan, allow third parties to use your Video Plan
membership, or use your Video Plan membership to ship videos on behalf of third
parties.
You may access and use the Video Plan solely for your personal,
noncommercial use.
Except as expressly authorized hereunder, the Video Plan may
not be reproduced, duplicated, copied, sold, resold, visited,
reverse-engineered or otherwise exploited for any commercial purpose without
our prior written authorization.</p>
<p>From time to time, we may offer you promotions that provide a
discount on Video Plans or make Video Plans free for a period of time.
Depending on the terms of your promotional offer, you may be enrolled into a
Video Plan following the expiration of your promotional period unless you
cancel prior to the end of the promotional period.</p>
<p>Shutterfly may, in its sole discretion, and without notice
modify the terms and conditions of the Video Plan.
We also reserve the right at
any time to change the pricing and/or subscription fee as well as plan benefits
offered such as storage capacity or features.
Changes in the subscription fee
for the Video Plans will be applied for renewal periods.
however, you will not
be charged any new or different fees unless we obtain your prior agreement to
pay such additional fees.
You agree that it is your sole responsibility to
review updated terms and conditions of the Video Plan posted by us at
www.shutterfly.com.
If any such change is found to be unenforceable, void,
invalid, it is severable and does not affect the validity and enforceability of
any remaining changes or conditions.
YOUR CONTINUED PARTICIPATION IN THE
PROGRAM CONSTITUTES YOUR ACCEPTANCE OF ANY SUCH CHANGES.
IF YOU DO NOT AGREE TO
ANY SUCH CHANGES, YOU MUST CANCEL YOUR PROGRAM MEMBERSHIP.</p>
<p>Shutterfly reserves the right to terminate, suspend or restrict
your membership and Video Plan, with or without notice, for any or no reason
whatsoever.
Without limiting the foregoing, Shutterfly may terminate your
membership in the Video Plan if you violate the Terms or any applicable law,
terms and conditions of any services offered by us, or if your use of our
services or the Video Plan is determined, in our discretion, to involve fraud
or misuse.
Failure to enforce any termination rights for any conduct shall not
be deemed a waiver of any of our termination rights.</p>
<p>In the event of cancellation, expiration, downgrade or
termination of your membership and Video Plan, you may be unable to access your
Video Content and you may no longer be allowed to upload additional Video
Content.
You may also lose access to certain features or functionality only
available to current subscribers.</p>
<p>IN THE EVENT OF CANCELLATION, EXPIRATION, DOWNGRADE, OR TERMINATION OF YOUR VIDEO PLAN OR MEMBERSHIP, WE MAY ALSO DELETE SOME OR ALL OF YOUR VIDEO CONTENT.
IT IS YOUR RESPONSIBILITY TO BACK-UP YOUR VIDEO CONTENT PRIOR TO THE CANCELLATION, EXPIRATION, DOWNGRADE OR TERMINATION.</p>
<strong>Custom Design Services</strong>
<p>One or more of our brands may offer you the opportunity to engage with our designers (“Custom Design Services”) to create a Custom Design for a specific product (“Custom Designed Product”).
By using the Custom Design Services, you agree you are solely responsible (pursuant to Section 1 of these Terms) for the materials you submit to us for the Custom Designed Product.
You grant us a fully paid, worldwide, non-exclusive right and license to use your owned or licensed copyrights, logos, insignia, trademarks, and other artistic designs contained in the specific materials submitted to us for the purpose of providing the Custom Design Services and the Custom Designed Product.
You continue to own and retain all rights, title and interest in and to your trademarks, copyrights and other intellectual property contained in the Custom Designed Product.
We will own and retain all rights, title and interest in and to the final Custom Design and the Custom Designed Product.
We will grant you a fully-paid, worldwide, non-exclusive right and license to use the Custom Designed Product, provided you have paid for the Custom Design Services in full.
You are not obtaining any intellectual property rights from us in the final Custom Design or the Custom Designed Product.
You may request the Custom Design be applied to any of our current product offerings.
For other products, we may provide you with an electronic version of the Custom Design for your personal use, subject to our sole discretion and an additional fee will apply.
If you would like to make changes to your Custom Design or Custom Designed Product, our customer service representatives are available to assist you.</p> Share Sites <p>We may permit you to share your User Submitted Materials with other users, including, without limitation, to our user comment functionality, online image share feature and our public gallery, user forums and blogs (collectively, “Forums”).
Some Forum participants may use anonymous screen names and may have no other connection with us or any of our family of brands.
A large volume of material is available in our Forums and Forum participants may occasionally post messages or make statements, whether intentionally or unintentionally, that are inaccurate, misleading or deceptive, or provide content that may be objectionable to you.
We neither endorse nor are responsible for such messages, statements, or content, or any opinion, advice, information or other utterance made or displayed by third parties, whether such third parties are users of our Sites and Apps or others.
The opinions expressed in the Forums reflect solely the opinions of the participants and may not reflect the opinions of us or any of our family of brands.
We are not responsible for any errors or omissions in articles or postings, for hyperlinks embedded in messages or for any results obtained from the use of such information.
Under no circumstances will we, our directors, officers, shareholders, employees, contractors, agents, representatives, affiliates, or third party users be liable for any loss or damage caused by your reliance on such information obtained through our Forums.
We may, but have no obligation to, monitor the Forums and any materials displayed, transmitted or otherwise made available on or through the Forums or otherwise through our Sites and Apps.</p>
<p>Shutterfly Share Sites allows you to add content from YouTube to your own Share Site, and we use YouTube API Services to provide that content.
See YouTube’s Terms of Service here .</p> #YesShutterfly <p>Shutterfly may ask that you authorize us to use certain content or posts (including photos or videos) uploaded to your social media profile(s) (“Post(s)”), as detailed herein.
By agreeing to these terms by responding to Shutterfly’s request with the hashtag “#YesShutterfly,” you hereby grant to us and our licensees, designees, successors, agents, and assigns (collectively, “Permitted Parties”) the non-exclusive, transferable, perpetual, irrevocable, royalty-free, fully-paid up right and license to use, publish, transmit, reproduce, copy, and adapt the Post(s), as well as your username, name, picture, likeness, social media handle, caption, comments and statements in connection with any use of your Post(s) (which all, collectively, shall be defined with the Post(s) as “Social Media Submission(s)”), edited or altered as the Permitted Parties see fit, throughout the world, on Permitted Parties’ social media platforms and in-app content, for any lawful purposes, including, without limitation, for purposes of advertising or trade. You understand that Permitted Parties shall be under no obligation to exercise the rights granted herein.</p>
<p>You
agree and represent to us (i) that you are the sole author of the Social Media
Submission(s).
(ii) if the Social Media Submission(s) include any photos, you
are the photographer of the photos or you have secured the rights from the
photographer necessary to allow you to grant the rights granted herein.
(iii)
if the Social Media Submission(s) include any photos of people, you have
permission from each person who appears in the Social Media Submission(s) to
grant the rights granted herein.
(iv) the use of the Social Media Submission(s)
as permitted hereunder will not violate or infringe upon the rights of any
party or violate any law.
(v) you have the full and exclusive right and
authority to agree to the terms hereto.
and (vi) you are eighteen years old or
older.
You also certify that any statements made by you in the Social Media
Submission(s) reflect your honest opinions, findings, beliefs or experiences.</p>
<p>
</p>