Freemix Terms of Service

Please read the following terms of service (the “Terms”) carefully. This is a binding agreement between Freemix Inc. (“Freemix” or “we”) and its users and visitors (“User,” “Users,” or “you”) By using the remixing tools on Freemix.com or associated sites (the “Service”), you agree to abide by these Terms. These Terms may be amended from time to time at Freemix’s sole discretion. Freemix will publish amendments to these terms within the Service, and continued use of the Service indicates assent to the modified terms. Should you disagree with these Terms, your sole recourse is to discontinue using the Service.

1. Description and General Precepts. The Freemix Service allows Users to create collages, mashups, and other art using images from the web, the public domain, and from the community of Users (we refer to such activity as “remixing” and the resulting images as “remixes”). The Service includes a variety of tools for remixing, as well as providing Users various means of sharing their remixes with the community, their social media followers and other personal contacts, and the general public. We operate the Service with the following precepts in mind:

1.1 The Internet is not a free-for-all. We are firm believers in mashup culture, but Users may not appropriate other people’s intellectual property, violate the copyright of others, or profit from the work of others. The Digital Millenium Copyright Act (DMCA) protects the rights of copyright holders on the Internet, and your use of the Service must not violate the DMCA. Freemix’s DMCA Policy is available here: [Freemix.com/DMCA]. In the event that you violate someone’s rights of ownership in content of any type, the remix in question will be deleted and your right to use the Service may be curtailed or removed.

1.2 You are responsible for actions originating from your account. A User’s account credentials (“User Identification”) and the account itself (a “User Account”) are the sole responsibility of the User. If your User Identification is stolen, or your User Account is compromised in any way, you are required to notify Freemix at your earliest opportunity. Regardless of whether or not you were the actor, actions associated with your User Account will be considered your actions in the event that Freemix is called upon to investigate a violation of these Terms, the DMCA, or other damage to the community.

1.3 We are not responsible for third party services. Freemix provides Users with links to third party websites, including without limitation advertisements, links to printing services, features that connect or associate your Freemix User Account with other social media services, and other means within the Service and Website. Freemix is not responsible for the actions or representations of third parties. Freemix does not warn you when you leave the Website to visit a third party site.

2. License Terms.

2.1 Fremixx’s License to Users. Freemix grants Users a non-exclusive, limited license to use the Service to remix images, archive and share their remixes, and interact with the Freemix community on the Freemix.com website or on other web properties that feature the Service (all such websites will be generically referred to as a “Website”).

2.2 User’s License to Freemix. For clarity, you retain ownership of all copyrights you may have in your submissions to Freemix or in remixes that you create on the Service. However, in the act of such submission or remixing, you grant Freemix a fully paid, royalty-free, non-exclusive, and fully sublicensable right and license to use, license, distribute, reproduce, modify, adapt, publicly display, derive revenue or other remuneration from, and communicate to the public, your images, text, or other content that you upload, post, remix, or otherwise create on the Service (“User Content”). Such license will remain in effect unless and until you submit a written request to Freemix to delete all User Content associated with your User Account. In addition, you may choose to license your User Content under a Creative Commons license (as described below in Section 2.3) so that other Users may use it in remixes.

2.3 Remix License. By default, Freemix assumes: (a) you wish to display your remixes publically; and (b) you are willing to have your remixes or User Content remixed by other Users on the Website. All remixes initially carry a Creative Commons Attribution-ShareAlike 4.0 International License (“CC-BY-SA”). The details of the CC-BY-SA license may be found on the Creative Commons Website at: https://creativecommons.org/licenses/. You may alter, or decline to use, a Creative Commons license for a particular work. In such event, the work will not be available to remix. You may also make a remix non-public by selecting the appropriate radio button during the save process.

2.4 Reservation of Rights. Freemix reserves all right, title, and interest in and to the Service including all related intellectual property rights. No rights are granted to Users other than as expressly set forth herein.

2.5 User Feedback. Freemix may solicit, or you may decide to provide, feedback, comments and suggestions about improvements to the Website and Service (“Feedback”). Such Feedback will be the sole and exclusive property of Freemix and you irrevocably assign all right, title, and interest in and to all Feedback to Freemix. Freemix will be free to use, disclose, reproduce, license or otherwise distribute, and exploit such Feedback as it sees fit, entirely without obligation or restriction of any kind.

3. Restrictions on Use. We are committed to providing a Service that enables and inspires a community of Users to create, share, and remix images. Safe and respectful use of the Services requires all Users to abide by specific limits and community standards. Freemix can, at any time and for any reason, restrict your use of the Service, delete your User Account, delete specific remixes associated with your User Account, or any combination of these or similar actions in order to ensure a healthy community. The foregoing list is not intended to be exhaustive, nor does it limit the type and severity of actions available to Freemix in the event that you violate these Terms or act to damage the Freemix community in any way.

3.1 Content Restrictions. Each User (a) warrants that User Content does not and will not violate third-party rights of any kind, including without limitation any intellectual property rights or rights of publicity and privacy; (b) agrees not to upload or create User Content in violation of the intellectual property rights of any party or entity; and (c) shall comply with and abide by Freemix’s DMCA Policy. You agree to act promptly to remove any infringing material from the Service if you or Freemix receives a notice qualifying under the DMCA (“Take-Down Notice”). You acknowledge and agree that all User Content is the sole responsibility of the User who first uploaded it.

3.2 Improper or Intrusive Uses. Each User agrees not to engage in any of the following prohibited actions: (a) attempting to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Service; (b) taking any action that imposes, or in Freemix’s sole discretion may impose an unreasonable or disproportionately large load on Freemix’s infrastructure; (c) uploading invalid data, viruses, worms, or other software agents through the Service; (d) impersonating another person or otherwise misrepresenting the User's affiliation with a person or entity, conducting fraud, hiding, or attempting to hide the User’s identity; (e) interfering with the proper working of the Service; or (e) bypassing the measures that Freemix may use to prevent or restrict access to the Service.

You further agree not to use or launch any automated system, including without limitation, “robots,” “spiders,” “offline readers,” etc., that overburdens Freemix’s servers or ability to deliver the Service. You agree neither to collect or harvest any personally identifiable information, including account names, from the Service, nor to use the communication systems provided by Freemix for any commercial solicitation purposes. User agrees not to use any portion of the Service as a destination linked from any unsolicited bulk messages or unsolicited commercial messages.

Posting content that is unlawful, harmful, or that contains racially or ethnically offensive or defamatory remarks, or is damaging to or endangers minors, or any other content deemed unacceptable by Freemix in its sole discretion is grounds for immediate suspension of the responsible User Account and deletion of the offending User Content and/or remixes.

3.3 General Restrictions and Limitations. Section 2.1 sets forth in entirety your right to access and use the Service. The license does not include the right to (a) enable any person or entity other than a specific User to access and use the Service; (b) modify or create any derivative work based upon the Service and its underlying code; (c) engage in or permit any unauthorized copying, reselling, or distribution of the Service; (d) reverse engineer, disassemble, or decompile all or any portion of, or attempt to discover or recreate the source code for the Service; or (e) remove, obscure, or alter any intellectual property rights notice related to the Website or the Service. You are solely responsible for ensuring that the Service is used for proper and legal purposes, and that any activities on the Service will be conducted in a manner that does not violate any law or regulation, or the rights of any third party.

[3.4 Community Code of Conduct. Freemix maintains a Community Code of Conduct (the “Code of Conduct”) that further describes the standards of decorum and respect that are expected among and between Users on the site. The Code of Conduct is incorporated into these Terms by reference, and Users are expected to conform to the Code of Conduct in all interactions on Freemix Websites. Violations of the Code of Conduct may be reported to Freemix by emailing [email protected]]

3.5 No Obligation to Investigate. Freemix may, but is under no obligation to, investigate reports of misconduct or violation of these Terms. Freemix will respond to Take-down Notices in the manner described in its DMCA Policy, and is under no obligation or burden to verify, assess the merits of, or otherwise assess the contentions of any party who has submitted a Take-Down Notice. Your rights in response to a Take-Down Notice are more fully described in the DMCA Policy.

4. Social Media. Freemix provides you with the opportunity to connect with, share content to, and retrieve and remix User Content from a variety of social media services (“Social Media”). By using such connections to Social Media, you warrant and represent that you are authorized to associate Social Media accounts with your Freemix User Account, and that you are the rightful owner of any and all User Content derived from or connected with your Social Media accounts that you subsequently remix.

5. Disclaimer of Warranty. Access to and use of the Service is at your sole risk. The Service is provided “AS IS” and on an “AS AVAILABLE” basis. Freemix does not warrant that the Service will be provided without interruption or be completely error free. Freemix DISCLAIMS ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

6. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Freemix WILL NOT BE RESPONSIBLE OR LIABLE, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUE OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS OF THE WEBSITE, USE OF THE SERVICE, OR PROVISION OF OTHER SERVICES, CONTENT, OR LINKS TO THIRD PARTIES TO USERS, EVEN IF Freemix HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, Freemix’S LIABILITY FOR ANY CAUSE WHATEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO ONE HUNDRED DOLLARS ($100.00). ANY CLAIM ARISING UNDER THE USE OF THE SERVICE OR WEBSITES WILL BE BARRED AFTER TWELVE (12) MONTHS FROM THE DATE ON WHICH THE ACTIONS OR CIRCUMSTANCES ON WHICH THE CLAIM IS BASED OCCURRED.

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.

7. Indemnification

7.1 Indemnity Against Infringement Claims. You agree to indemnify, defend and hold harmless Freemix and its directors, employees and agents (collectively, the “Indemnitees”) from and against any and all damages, liabilities, penalties, fines, losses, costs and expenses including reasonable attorneys’ fees (collectively, “Losses”) arising from or relating to any claim or allegation that your use of the Service infringes any patent, copyright, trademark or other proprietary right, or misappropriate any trade secret, of any third party.

7.2 General Indemnification. You agree to indemnify, defend and hold harmless the Indemnitees from and against any and all Losses arising from or relating to any third party claims or actions based on your gross negligence or willful misconduct in your Use of the Service.

8. Miscellaneous Provisions.

8.1 Ability to Accept the Terms. You affirm that you are either more than 18 years of age, or an emancipated minor, or possess the consent of your legal parent or guardian, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms, and to abide by and comply with these Terms. In any case, you affirm that you are over the age of 13, as the Websites are not intended for children under 13. If you are under 13 years of age, then please do not use the Websites.

8.3 Notices. Communications regarding any matter arising out of your use of the Service may be directed to Freemix via the Website, or via email to [[email protected]] Notices to Users will be sent electronically, to the e-mail address provided in User Account information.

8.3 Severability. If a court of competent jurisdiction finds any term or condition in these Terms to be unenforceable, all other terms and conditions will remain unaffected and in full force and effect.

8.4 Choice of Law. This Agreement shall be governed by the laws of the State of Oregon, without regard to its conflict or choice of law provisions. Any dispute with Freemix, or its officers, directors, employees, agents or affiliates, arising under or in relation to these Terms shall be resolved exclusively through the state and federal courts within the county of Multnomah, Oregon.

8.5 Assignment. These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Freemix without restriction.