Weaave Members Agreement.
1 Agreement Definition & Site Features.
2 General Copyright.
3 Weaave Membership Rules.
4 Weaave Members License.
5 Weaave Membership Levels.
6 Credit Units & Financial Arrangements.
7 Purchase & Copyright / License Agreement.
8 General Copyright & Infringement Terms.
9 Copyright & Membership Rights.
10 Member Charging & Copyright Control.
11 Copyright & Externally Distributed Content.
12 Copyright & Free of Charge Content.
13 Disputed Copyright.
16 Confidential Information.
17 Data Use.
18 Sponsorship & Advertising.
19 Member Communications.
20 Beta Test Programmes.
22 Termination of Membership.
25 Limitation of Liability.
1 Agreement Definition & Site Features
1.1 This is a legally binding agreement between you ‘Weaave Member’ or ‘Member’ and Weaave LLP, ("Weaave"). What will be referred to from now on as the ‘Agreement’ includes this ‘Weaave Member's Agreement’ and also any other agreements, guidelines, policies and amendments or changes that may be incorporated into this ‘Agreement’ or which a ‘Weaave Member’ may encounter from time to time on Weaave's website hereafter referred to as 'the site' or 'the Weaave site'. This ‘Agreement’ describes the terms and conditions whereby you may access the functions & features available on ‘the Site’, including, but not exclusively comprising: Site areas & pages, commissioning, CV's access and upload; ‘pitching’ for posted commissions or searching and applying for posted jobs; mash & edit of royalty-free video and access to the Weaave network for participation in intercommunication & messaging between other interested professionals and members of the general public; using Weaave design tools to customise channels; accessing other members content; taking part in competitions and voting resources posted from time to time on the Weaave site. Access to information, still images, software, widgets, plug-ins, illustrations, audio files, video files, sample files, graphic files, animations, flash files, data files, code snippets and other material prepared in communication formats known or yet to be discovered, which items may or may not be protected by copyright, trademark or other proprietary rights.
1.2 This Agreement also sets out the terms and conditions subject to which you may gain access to, view, purchase, share with other members, sell or use the media content uploaded via Weaave or by you or by other members, ie: prepared ‘media content’ (hereafter referred to as 'Content') in whatever form whether it be edited or unedited clips, films, documentaries or other creative works or recordings. These are available to you strictly according to the conditions selected by members on posting of Content, whether free to view, requiring payment via credit payment or via the Weaave pay per view 'on demand' service.
1.3 In addition to the terms of this Agreement, you acknowledge that the provision of all Content is subject to the policies and procedures outlined on the Site, including our Acceptable Use Policy. Any breach of the rules relating to acceptable Content outlined in the Site will be deemed to be a breach of this Agreement.
2 General Copyright.
2.1 Weaave Members are at all times whilst engaged in use of the Site bound to respect any legal protection of Content by trademark, Copyright, or other proprietary right or material acknowledgement, whether pertaining to Weaave itself, to its affiliates or other third parties and whether or not acknowledged explicitly on the site. Weaave Members shall not attempt to remove any Weaave watermark from any Content posted on the Site or other material acknowledgement or trademark of Weaave, its members, its affiliates or other third parties (including other members), any associate, supplier, or affiliated site or advertiser on or linked to the Site.
2.2 The absence of a Weaave or other watermark or trademark should not be taken to mean that the material is without copyright. Content is only free for use by Weaave Members if it is marked 'free – creative commons' and when the copyright owner of the media clip in question has not posted any additional copyright requirements.
2.3 The absence of a Weaave or other watermark or trademark should not be taken to mean that the material is without copyright. Content is only free for use by Weaave Members if it is marked 'free – creative commons', located in the "Free content" part of the site and when the copyright owner of the media clip in question has not posted any additional copyright requirements. Clips marked as Free Content, are posted by members either as free streams or free downloads.
Members are at liberty to download clips marked “free – creative commons” (Weaaves) which are then licensed under a
Which permits you to:
Share - copy and redistribute the material in any medium or format
Adapt - remix, transform and build upon the material
for any purpose, even commercially.
Under the Following Terms:
Attribution — You must give appropriate credit, provide a link to the license, and indicate if changes were made. You may do so in any reasonable manner, but not in any way that suggests the licensor endorses you or your use.
No additional restrictions — You may not apply legal terms or technological measures that legally restrict others from doing anything the license permits.
All marketing and publicity videos other than trailers are also uploaded to the weaave site under the same Creative Commons Attribution 4.0 International License.
3 Weaave Membership Rules.
3.1 To Participate actively in the features of Weaave, Members must register online with Weaave at www.weaave.com and fill in their name and email details to obtain a unique, password-protected account ("Weaave Account"). Members agree that they are 18 years of age and fully capable of reading, comprehending and abiding by the terms of this agreement. If you are between 14 and 18 years of age you must confirm that your parent or guardian knows about and consents to you logging onto the Weaave site. If you are between 14 and 18 years of age you must not use the Weaave site without your parent or guardian's consent & supervision. If you are under 14 years of age you must not use the Weaave site, it is not suitable for you.
3.2 Members agree that they will supply accurate <email> <Name>, <User Name> & <Address> information when requested and that, if their details change at any time, they will update their membership account details immediately on the Site. Members also agree to comply with any terms & conditions published on the Site from time to time.
3.4 Weaave Members agree that information given is genuine and relates to them or to a company they are fully authorised to represent. Weaave Members also agree that they will accept full responsibility for any actions taken through the use of their membership password login and account, including actions taken by work colleagues or minors, whether sanctioned by them or not.
3.5 Members understand that Weaave will accept no direct or indirect liability in relation to non-availability of any website feature, external website or third-party resource, partner or affiliate and takes no responsibility for any loss or damage caused or alleged to be caused by or in connection with any part of the Weaave website including errors in the payment system or errors due to outdated or faulty account information. Weaave Members agree to keep their Account information current.
3.6 Weaave is committed to providing as excellent a service as possible and may, from time to time, expand and enhance the functionality of the site. We will update the information, facilities and services on the Site from time to time as deemed necessary. However, Weaave can accept no responsibility or liability for any information, service, link, resource or media content whatsoever or guarantee the functionality, accuracy, completeness or currency of the information, facilities resources and services available on or via the site. Members accept that Weaave may alter, revise, modify, suspend, discontinue or delete information, services and/or the resources available on the Site and we reserve the right to make such changes without prior notification. This may mean part, or all of the Site, being unavailable for use at any time.
3.7 You agree to review this Agreement and the Policies posted on the Weaave site at regular intervals to keep informed of any modifications. If at any time the terms and conditions of this Membership Agreement are no longer acceptable to you, you should immediately cease use of the Site & terminate your membership.
4 Weaave Members License.
4.1 Subject to your compliance with the terms and conditions of this agreement, and for the duration of this agreement, Weaave authorises you to use the trade names, trademarks, and logos associated with the Weaave Site & company identity solely for the purpose of identifying Weaave and solely in connection with your permitted activities under this agreement. You agree that the Weaave trade names, trademarks, logos and all associated goodwill are and will remain the sole property of Weaave, that any goodwill or benefit generated as a result of your licensed use of the Weaave trade names, trademarks, or logos belong exclusively to Weaave and that your use of Weaave trade names, trademarks, and logos is subject to Weaave's control of the quality of any products or services in relation to which you may be permitted to use Weaave trade names, trademarks, and logos and that you will in no way alter or modify them or their visual quality. This licence is also subject to you using the Weaave trade names, trademarks, and logos in accordance with instructions given from time to time by us, and is revocable by us at any time on giving notice to you in writing. In the event that you intend to use Weaave’s logo or trademark materials in any way that falls outside the bounds of this agreement, you agree to notify Weaave in advance of any such use via email@example.com and agree that you will, if requested, submit to Weaave or its authorised representative in a timely manner samples of all advertising or other promotional or publicity material bearing any representation of the Weaave trade names, trademarks, logos intended to be used by you. If in our sole discretion we, or our authorised representative(s) are of the opinion that any Weaave material referred to above may be in any way injurious to Weaave, we or our authorised representative(s) reserve the absolute right to forbid the use of such material whether or not subject to prior notification or submission for approval and you agree in this event that you will cease to use these materials forthwith.
4.2 You agree in any event that you will not use the Weaave trademarks logos or trade names in any manner which is liable to injure the reputation or market presence of Weaave itself.
4.3 Further, you hereby authorise Weaave to use your trademarks, proprietary logos, trade names, domain names, site usage statistics and any other business information submitted by you, but not marked by you as not for public dissemination, (ie ‘Unpublished’ in your clip list) (collectively, "your Information") in presentations on the Weaave Site, in marketing materials, customer lists and financial reports, in connection with Weaave's marketing, distribution and provision of the Weaave Products and Weaave affiliate & other transmission or advertising networks. You also grant Weaave a worldwide, royalty-free, non-exclusive, sub-licensable, perpetual and irrevocable right and license to use, index and cache your Information and any portion thereof, by manual or automated means (including with web spiders and crawlers and any other applicable technical means), for purposes of promoting, providing and improving Weaave Products and the Weaave Network and for soliciting other distributors, publishers, creators and advertisers to use Weaave Products services and Participation opportunities.
5 Weaave Membership Levels.
There are 3 levels of Weaave Membership reflecting the needs & requirements of different Members, the different features of which are shown from the membership log-in menu. In addition to any and all the provisions of this agreement, Members belonging to particular membership categories agree, in particular, to adhere to the following:
5.1 Free Registration Weaave Membership.
5.1.1 As a Free Registration Member, you are entitled to post CV's; create, populate and configure one free online media 'channel'. You are accorded full purchase and download rights and may upload 2GB of media without charge. You are entitled to retain 20% of any sales income generated from your content (less any applicable third party charges for advertising and distribution) and Weaave shall be entitled to retain the balance. You understand and agree that, from time to time, your content may be strategically distributed by Weaave, some Third Party Service Providers and/or Syndicators and that, in this event, revenues may not be generated. You hereby grant Weaave and its Third Party Service Providers and Syndicators an irrevocable, non-exclusive, worldwide, royalty free license to distribute your content for such purposes.
5.1.2 You understand and agree that Weaave reserves the right to re-use, re-edit and otherwise alter any clip uploaded via free registration membership for sales and promotional purposes via any distribution method or channel whatsoever and you hereby grant Weaave and its Third Party Service Providers and Syndicators an irrevocable, non-exclusive, worldwide, royalty free licence to distribute your content for such purposes.
5.1.3 The additional features of free membership are shown via the membership log-in menu and on Membership Information.
5.1.4 Please read the General Copyright 8 and Copyright & Membership Rights 9 sections below carefully to fully understand your rights as a Free Registration Member.
5.2 Subscription Membership.
5.2.1 Subscription Membership has 2 categories – Business and Mediamaker, which have different features ie: different credit unit allowances and access to different features on the site. For detailed information about these categories, please view Membership Information.
5.2.2 Irrespective of your category of Subscription Membership, you are nonetheless bound to respect and support the aims of the Weaave concept - to create and build an affordable online trading and support community for media professionals and gifted non-professionals with an interest in media creation or any other feature of the Weaave site.
5.2.3 Please read the General Copyright 8 and Copyright & Membership Rights 9 sections below carefully to fully understand your rights as a subscribing Weaave Member.
6 Credit Voucher Units & Financial Arrangements.
6.1 Credit voucher units and additional storage can be purchased online via the Weaave Credit Purchase Page using VISA, MasterCard, and PayPal.
6.2 The price of credit voucher units you purchase will be the price detailed at the time of your purchase. The rate applicable from time to time is published on our Credits page.
6.3 Upon presentation of credit card information the purchaser warrants that he/she is the cardholder, or in the case of a company credit card, is a fully authorized representative of the company and that the billing information provided is accurate. By approving the purchase of the product or service, you authorize Weaave to charge your credit card, or PayPal account, for the total amount of the purchase.
6.4 You acknowledge that the cost of credits is subject to change without notice at the sole discretion of Weaave. If at any time you decide that the Rate Schedule is not acceptable to you, you may terminate this Agreement or cease uploading Content (see section 24 ‘Termination of Membership’).
6.5 Weaave will make best endeavours to make payment of appropriate percentages of fees in respect of purchased Content downloads on a monthly basis on or about the 1st day of the month following such purchase or purchases, provided such fees combine to a minimum sum of £20 (failing which fees owing will be retained until they exceed such minimum). In all cases, payment of fees to the Supplier will be net of: (a) applicable & proportionate charges relating to advertising or distribution costs (b) applicable taxes or other withholdings required by law; (c) bad debts or other uncollected sums; (d) legal and other reasonable fees incurred in enforcing this Agreement or the Weaave License Agreement; (e) where purchases or licenses are by other than the credit system, fees payable to financial institutions for the processing of any credit card, debit card, e-cheque, electronic transfer or other alternative payment method; and (f) any amounts owing by the Member to Weaave under this Agreement or otherwise. Without limiting the generality of the foregoing, Weaave is entitled to set-off against any amount owing to a Member, all amounts which Weaave is or may be entitled to under this Agreement or otherwise at law, including withholding amounts as security for any pending or threatened claim relating to any matter which is the subject of a representation, warranty or indemnity made, or given by a Member under this Agreement.
7 Purchase & Copyright / License Agreements.
Creative Commons Attribution 4.0 International License. and other conditions detailed in the Weaave License Agreement) the Content you upload may be purchased or licensed by other members on the basis of the license that you agree with them. Weaave provides you with access to a License Agreement, the Weaave License Agreement. This is a generic document and whilst this is an acceptable working legal agreement for the basic purchase of Media clips and media materials, members must make their own arrangements to ensure that they are adequately protected in the event that a more comprehensive agreement may be necessary. Weaave can take no liability for the use of the Weaave License Agreement or any difficulty arising from any alteration to it. Members agree that in the absence of any express agreement to the contrary taken out directly with a vendor, they will adhere to the terms of the Weaave License Agreement in relation to all media purchases. Weaave cannot take responsibility for compliance by purchasers and licensees of the terms of such license or amended license, and you acknowledge and agree that, in the event that a member breaches this Agreement or the Weaave License Agreement in any way, Weaave will have no liability whatsoever to you for such breach.
7.2 Weaave may, in its absolute discretion, either assign the benefit of any relevant Weaave License to you to enable you to pursue any claim for alleged breach of such license or pursue a claim on your behalf under the license, subject to you fully securing and indemnifying us, to our complete satisfaction, for any costs and disbursements we may incur in pursuing a claim on your behalf (such costs to include a reasonable amount for our management time, our legal costs and those of any potential defendant in any proceedings. In the event that Weaave elects to pursue a claim on your behalf, we shall have complete discretion as to the conduct of such claim and the terms on which, if any, such claim may be settled, subject always to us, where appropriate, taking legal advice as to the merits of any claim and the terms of settlement of the same.
8 General Copyright & Infringement Terms.
8.1 Weaave is the central hub of a wide variety of media related sites, services, technology providers, media-makers, media users, sponsors and advertisers. All of the content displayed on the Weaave site or stored on Weaave servers or externally sourced servers except for material specifically marked as uploaded for use 'free – creative commons' by Weaave members (and, therefore, licensed under a (Creative Commons Attribution 4.0 International License.) is either copyright material of a Weaave member or of Weaave directly.
8.2 Any infringement of copyright coming to Weaave’s notice may be pursued and prosecuted in the courts of England and Wales notwithstanding that the infringement may have taken place elsewhere and you hereby consent to their non-exclusive jurisdiction to determine any matters arising under this Agreement or any documents referred to in it.
8.3 The Weaave website, its database, channels and channel structure, configuration, code, including configuration and interfacing of any open-source software or any other software hired or made available from any other source is the property of Weaave LLP, which is beneficially entitled to the copyright and all other rights of a like nature conferred in the United Kingdom and throughout the world.
8.4 You will not attempt to modify, prepare derivative works from, translate, adapt, edit, or manipulate any specifications, technology, applications or software programs provided or made accessible to you or used by Weaave in connection with the Site in any way, unless expressly authorized to do so in writing by Weaave. By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our site will cease immediately.
8.5 Where media content is for viewing purposes only, a Weaave watermark featuring the Weaave logo will be electronically integrated with the image.
8.6 You must not use any part of the materials or content on our site for commercial purposes without obtaining a license to do so from us or our licensors.
8.7 You unconditionally agree that you will not upload any Content or any other material, text or data that contravenes any copyright, patent, trademark, commercially sensitive information or proprietary right belonging to any third party or any right to privacy, right to publicity or any other applicable law.
8.8 You also unconditionally agree that any pitches or job vacancies posted on the Site may contain information which may be commercially sensitive and that you will not share or pass on this information other than to notify another Weaave Member about a Weaave posting or job vacancy. All information you receive subsequent to applying for a job or responding to a pitch is also potentially commercially sensitive and you unconditionally agree that you will not, under any circumstances, share copy or pass such information to any third party (whether or not a Weaave Member).
8.9 You will not, nor authorize any third party to, directly or indirectly, generate automated, fraudulent or otherwise invalid advertising actions. If, in Weaave's reasonable opinion, activity related to your account is suspected or considered to be so-called "click fraud" or "impression fraud", whether accomplished manually or by automated means, (for example, using computer programmes or online robots) to click on an advertisement, or by any other fraudulent means to increase impressions, manipulate results or imitate or emulate a legitimate user of a web browser, for example, by deliberately clicking on an advertisement for the purpose of generating an inflated click value and thus generating fraudulent revenue. Where Weaave or its representative(s) at their absolute discretion consider any of the illegitimate actions outlined above may have taken place, Weaave may suspend or otherwise disable your Membership until such time as the matter is resolved to Weaave's satisfaction.
9 Copyright & Membership Rights.
9.1 As a Subscribing Member or a Free Member of Weaave, you retain copyright on the Content uploaded by you onto the Weaave site. Do not upload any content unless you are sure you own copyright to it. By uploading Content, you are warranting that you own the intellectual property rights to it. Weaave does not, (unless you choose to upload your content free of charge to the Site), exercise rights of ownership over your Content. By uploading your Content, you authorize Weaave (and its successors and/or third party affiliates) to make any and all Content, including every item of Content uploaded by you to Weaave, available on the Site and via any other media, known or yet to be discovered, which may include other internet sites, mobile, satellite, podcast, television and/or radio howsoever technically delivered and that any/all Content may be made available together with advertising and/or sponsorship & via third party affiliate and syndication networks. You furthermore grant Weaave (and third parties, syndicators and service providers authorised by Weaave) a non-exclusive, worldwide, royalty free, irrevocable license (for the duration of any rights in the Content) to use, host, cache, store, maintain, reproduce, display, distribute, exhibit, perform, publish, broadcast, transmit, modify, supplement, enhance, excerpt, extract, prepare derivative works of, adapt, reformat, translate, publish, copy, edit, alter, store, re-format, sell and or sub-license the Content in the interests of Weaave and Weaave's members where applicable as indicated by the copyright and charging choices selected by Members. You furthermore grant Weaave full permission to distribute & display Content to potential purchasers or licensees through the Site or other means of transmission which Weaave may determine from time to time, and the right to grant perpetual, worldwide, non-exclusive and non-transferable licenses or sub-licenses to end-users in accordance with the types of license & copyright jurisdiction choices you have made when uploading your content, or subsequent alterations and adjustments made by you.
9.2 You also grant Weaave (and any or all third parties authorised by Weaave), the right to prepare and issue sales and publicity material in relation to your Member Content and any content, service or channel in which it may be included, and for such purpose to tag or meta-tag content for the purpose of tracking and collecting revenue and any other information in connection with your use of the Site. You, further, authorise us to use and reproduce your name (where these have been provided to Weaave) your Content and any personal details you have chosen to publish on the site. Details you have selected to be confidential will not be made available. You also agree to grant each Weaave Website user and/or Member a non-exclusive, worldwide, royalty free, irrevocable license (for the duration of any rights in the Content) to access your User Submissions through the Site, and to use, purchase, download, reproduce, distribute, display and perform such User Content as determined by the functionality of the Site and or according to the sharing & copyright choices you have made under these Terms of Membership. The above licenses granted by you in relation to Content use will end six months after you remove or delete your Content clips from the Weaave site.
9.3 Where archive or historical material, or material in the public domain is displayed, copyright remains in the public domain except where owned explicitly by a Weaave Member. Where content is in the public domain and, hence, has no sale potential, Weaave reserves the right to levy members reasonable administration &/or streaming charges for viewing or downloading any content posted on the site, regardless of provenance. Members must not upload any historical or archive material where copyright is owned or assigned elsewhere.
9.4 Where the Site provides links to third party Web sites, users understand and agree that they follow these links at their own risk and that Weaave does not endorse, monitor or accept liability for any loss or damage caused or alleged to be caused by or in connection with the use of any third party web sites, nor any linked resources or any information, content, goods or services reached or displayed on any third party entity whatsoever. We have no control over the contents of those sites or resources.
10 Member Charging & Copyright Control.
10.1 Members of Weaave may choose to make their media content available with options to make individually selected charges for any or all of the copyright categories shown on the weave upload page. These options are available for selection each time you upload a clip. It is your responsibility to select the correct charging structure and copyright selections for each item of Content you upload.
10.2 Clips set with a charge against them will be afforded whatever Digital Rights Management tracking functionality available via the flash player, or any other player weaave may deem suitable for the purpose of displaying chargeable clips. Members accept that determined piracy is hard to prevent and whilst weaave will make reasonable efforts to prevent the theft of video clips from the weaave site, weaave cannot be held liable for such theft in the event it takes place.
11 Copyright & Externally Distributed Content.
11.1 From time to time Weaave may host media from other websites, organisations or individuals, or provide links to other websites organisations or individuals. In such cases, copyright, where it exists, will be deemed to reside with the media content supplier, except where there is no existing copyright or copyright cannot be ascertained, in which case clause 5.1 and/or 9.3 above will apply.
11.2 Weaave’s Members also retain copyright where chargeable media content originally uploaded to Weaave is syndicated or otherwise distributed by any arrangement whatsoever via Weaave's distribution partners or affiliates or any other network, including any means of communication or communication medium yet to be developed including but not exclusively via online search engines, web-links, promotional access, related websites, blogs, vlogs, software applications, plug-ins, games, CV or employment networks and peer-to-peer networks, file sharing, instant messaging and email; also by terrestrial Broadcast, via cable, satellite and digital television, video, laser disc, DVD, BlueRay HD, CD-Rom and motion picture distribution, in whatever format(digital or otherwise) and howsoever carried, conveyed or delivered to members of the public.
11.3 You confirm that you will not reproduce or re-distribute all or part of any Content, asset or information or any part of the Weaave site itself except to copy Weaave watermarked content to individual third parties for their personal use or to stream or download to a local hard disk extracts for your personal and non-commercial use only, unless prohibited by specific copyright provision. You may not, except with our written permission, use for commercial gain or distribute Weaave content that is not owned by you, nor may you transmit it, or store it on another website or other form of electronic retrieval system.
11.4 In order to allow the efficient and effective operation of Weaave.com's distribution system, you agree that Weaave can disseminate, link, distribute, or arrange to have disseminated, linked, distributed or syndicated, and or, where applicable, make use of for promotional purposes, host, index, cache, tag, track, associate for ad insertion or otherwise collate, organise or reorder, at Weaave's absolute discretion, as determined by your selected options on upload for each individual clip content or media asset, in any format whatsoever.
12 Copyright & Free of Charge Content.
12.1 Where you choose to upload your Content free of charge to the Weaave website, you warrant that you are the proprietor of and beneficially entitled to the copyright and all other rights of a like nature conferred in the United Kingdom and throughout the world in the Content and agree that Weaave has the right to assume unconditional copyright in respect of such Content. In consideration of Weaave permitting the uploading of your Content free of charge, you hereby assign with full title guarantee as beneficial owner to Weaave the copyright in the Content being: the exclusive right to do and to authorise others to do any and all acts restricted by Part I of the Copyright Designs and Patents Act 1988 (‘the Act’) as amended from time to time or by any statute replacing it or any part of it, in relation to the Content in the United Kingdom; all rights of a similar nature to those described above conferred in respect of the Content by the laws in force in all other parts of the world; all for the full period thereof, including any renewals and extensions.
12.2 In addition to any other rights we may have under this agreement, you agree your Content will be made available to other Members to use, mash, edit, alter integrate, incorporate or intercut with Member's own or other content, for any purpose whatsoever, whether commercially distributed or not, and that Members may download and re-use such content at their absolute discretion, unless it is withdrawn by Weaave for whatever reason. Furthermore, once Content has been uploaded free of charge, you understand and agree that it cannot be recalled or its use by other Members or Weaave or any externally syndicated or disseminated content restricted, cancelled or revoked, excepting only that you specify clearly in the text adjoining the clip the precise additional restrictions you choose to apply.
12.3 Weaave does not guarantee to use or otherwise make available any user-uploaded Content. Any Content may be rejected by Weaave and may be edited, moderated or deleted at Weaave's absolute discretion. It may also be deleted from the Site if it does not achieve a sufficient number of views and or sales, to be determined by user vote or by Weaave's management at its absolute discretion. Weaave reserves the right to delete Content that is of poor quality or which contravenes the conditions of this agreement or which, in Weaave’s absolute discretion, has no perceivable network or sales potential. You agree that Weaave cannot enter into any discussion or correspondence about rejected or deleted content.
13 Disputed Copyright.
13.1 Where there is any question or dispute about the provenance of any media content whatsoever posted on the site, Weaave reserves the right to unconditionally remove the media content either in perpetuity or at Weaave’s absolute discretion pending the resolution of any dispute or complaint.
13.2 If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated and publicly available on a service provided or organised via Weaave, you should notify us immediately by email. Such notification should contain, as a minimum, the following information:
Your address, email address and telephone number; a clear description of the intellectual property that you claim has been appropriated; a description of where that content is located on the Weaave Web Site, including an electronic link to the content sufficient that the Content can be easily located; a statement signed by you that you attest that use of the Content in question has not been sanctioned by the owner of the copyright, that the information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf and enclose signed authorization to that effect. Please address your claim to:
13.3 You understand that Weaave will retain and potentially disclose any information whatsoever stored by you or the Member on whose behalf you are acting as well as any or all of the information and documentation contained in your complaint. If it should transpire that your claim to copyright is inaccurate and/or without merit, you hereby agree that you will indemnify and or reimburse Weaave and any Member of the Site who has suffered loss as a consequence of your claim.
14.1 Always keep a copy of anything you upload because Weaave cannot take responsibility for misdirected, damaged, lost, unusable or unreadable content. Proof that you submitted Content does not constitute proof that Weaave received it.
14.2 By uploading Content, you agree that you own all proprietary rights, including copyright, in and to that Content. In addition, insofar as the Content contains or displays the artistic work of media professionals or contains images of people or persons, actors or performers, you represent and warrant that you have obtained a valid and binding release-form from them recording their willingness to appear & confirming their agreement that they are prepared to permit you to sell or publish content containing their image or artistic work.
A template agreement to this effect can be viewed or downloaded at http://www.weaave.com/docs/releaseform.pdf that will, subject to signature by the appropriate person, permit the use of Content for the purposes contemplated in the Content License Agreement.
14.3 You represent and warrant that, where required by applicable law, you have also obtained a valid and binding release relating to any identifiable property contained in the Content that might sensibly lead to the identity of or be required by the owner of such property to permit the uses contemplated under the Content License Agreement.
14.4 Weaave will not and cannot review all communications or Content uploaded to the Site and is not responsible for any Content uploaded by Members or Member inter-communications. Nevertheless, Weaave reserves the right to delete, move or edit any such communication or Content that it may decide, at its sole discretion, violates or may violate this Membership Agreement, Weaave’s Acceptable Use Policy or otherwise contravenes or may contravene UK or International Law or codes of acceptable behaviour as may be determined by Weaave at its sole discretion. Weaave also reserves the right without liability and without limitation to modify or remove any information and/or metadata you submit with your content.
15.1 Weaave does not control or have any obligation to monitor the Content, descriptions, Advertisements, promotional material or Member Comments made available on the Site. Some people may find Video Content, Advertisements and Member Comments objectionable, inappropriate or offensive. Weaave does not control or guarantee, nor is Weaave responsible for, the truth, accuracy, ownership, completeness, integrity, safety, timeliness, quality, appropriateness, legality or applicability of any Video Content, Ads and Member Comments.
15.2 Where we provide an interactive service (such as a chat-room or inmail), we will do our best to assess any possible risks for Members (and in particular, for those under 18) from third parties when they use any interactive service provided on our Site, and we will decide in each case whether it is appropriate to use moderation of the relevant service (including what kind of moderation to use) in the light of those risks. However, we are under no obligation to oversee, monitor or moderate any interactive service we provide on our Site, and we expressly exclude our liability for any loss or damage arising from the use of any interactive service by a user in contravention of our content standards, whether the service is moderated or not.
15.3 All pitches and or job vacancies are posted by Weaave Members and displayed by Weaave in good faith. However Weaave cannot, and does not, control or have any obligation to investigate any pitches, job vacancies or CV’s posted on the Site. As such, we cannot accept any responsibility or liability for inaccuracies or misrepresentations contained in any such postings on the Site nor do we accept liability for any loss whatsoever or howsoever arising as a consequence of any reliance placed upon such postings including, but not limited to, any loss consequent upon employing other Members or contracting Member services via the pitching page or the job pages. Weaave is not a job agency and receives no remuneration in relation to jobs and or services agreed or carried out between Members. Members, whether private individuals or business entities, are solely responsible for any work arrangement, financial or otherwise and Weaave can have no involvement whatsoever in any such arrangement. Weaave reserves the right to terminate the membership of any Member deemed by Weaave to be abusing the free job service or pitching centre.
15.4 Weaave makes no guarantees (a) regarding the availability, operation, maintenance of the Site, or any distribution or advertising or affiliate network (or any part thereof) (b) that Participation will secure any success or generate any revenue or that the amount of payment (if any) will meet members expectations or that Members charge selections will yield revenue as expected (c) that Video Content or Ads will be distributed via the Weaave Network or (d) as to the relevancy of any Ads to members Video Content.
16 Confidential Information.
16.1 “Confidential Information” means any and all materials, information, data, software, applications, code or support structures relating to the business and management of Weaave, its Members, licensors or licensees, partners or affiliates that is deemed confidential or could reasonably be considered confidential, including but not limited to: business & or management models, spreadsheets or plans, Research & Development materials, processes, products, designs, databases, site code or any information or materials whatsoever relating to pricing, publicity, PR, sales, training, personnel, clients or methodologies.
16.2 You acknowledge that the Confidential Information (defined above in 16.1) which you obtain through entering into this Membership Agreement and the use of the Site, or by any other means, constitutes valuable, confidential, proprietary information belonging to Weaave and its Members and associates howsoever linked, and you agree that during the term of this Membership Agreement and thereafter you shall not disclose to any other person or company any such Confidential Information.
17 Data Use.
18 Sponsorship & Advertising.
18.1 Members agree that their content may be used in conjunction with sponsorship and/or advertising messages in any form technically delivered via the Weaave site. You agree that you will not in any way interfere with the delivered relationship between Content and its related advertisement or attempt to modify or interrupt in any way any advertisement presentation or links from the Weaave site.
18.2 Members are also entitled to upload & publish advertisements via Weaave (according only to Weaave’s advertising terms), relating to genuine services, businesses or products directly provided by Members themselves only. Members may, where permitted under the license selections for any clip, forward promotional and other clips to other Members but may not upload material that does not relate to their own business or service unless acting under the direct authority of a business Member.
18.3 Where Members upload their own promotional material they are solely responsible for the content and accuracy of the same. Weaave disclaims all liability relating to your advertisements and/or promotional material. You confirm that you will never submit advertisements or promotional material that contain any pornographic, infringing, hate-related, violent or illegal content or which infringes our Acceptable Use Policy. In addition, you confirm that your promotional material will be accurate, will not excessively exaggerate or make any fraudulent claims in relation to any service or product you may promote and will not be misleading. You acknowledge that all Weaave content promotional or otherwise is subject to the uploading terms in this agreement.
19 Member Communications.
19.1 As a Weaave Member, You may communicate according to the provided networking tools with Weaave and other account holders, post or publish comments or ratings. 'Comments'. You are solely responsible for all Comments you transmit or submit to Weaave via your membership login. Weaave accepts no liability relating to your Member Comments. Your comments, content and communications must without exception conform to our Acceptable Use Policy.
19.2 As a Weaave Member, by submitting, uploading, posting, publishing, emailing or otherwise transmitting Member Comments, opinions, votes or other communications via Weaave, You hereby grant (or warrant that the owner of such rights has expressly granted) Weaave a worldwide, royalty-free, non-exclusive, sub-licensable, perpetual and irrevocable right and license to use, reproduce, modify, adapt, create derivative works of, perform, display, distribute, publish and transmit such Member Comments, opinions, votes or other communications in any form, medium or technology now known or later developed. You warrant that any such communications you submit do not infringe our Acceptable Use Policy.
20 Beta Test Programmes.
Some features of the Weaave Site which are under development may be made available to you from time-to-time. You agree that information relating to the trial features, including their purpose and functionality, is Confidential Information. You agree that you are aware these features are under development and Weaave cannot guarantee the trouble free operation of such features or the safety of any clip or information lost in the development of such feature or features. Use of any beta-test feature, should you choose to utilise it, is entirely at your risk.
22 Termination of Membership.
22.1 You may request at any time that Weaave remove any or all of your Content from the Weaave Site. Upon receipt of such request by email to firstname.lastname@example.org, Weaave will remove any advertisements & or supporting marketing or promotional support associated with this Content and your right to receive compensation, if any, for the removed Content will immediately terminate. Weaave will pay you all undisputed amounts for the removed Content, if any, due to you within ninety (90) days from the last day of the month in which such request to remove is received. Upon receipt of a request to remove Content, Weaave will make reasonable efforts to remove your content, as uploaded by you, from the Site within 7 days. You acknowledge and agree that Weaave shall have no obligation to remove from distribution any of your Content that is otherwise publicly available in any communication format or medium, or to remove or delete any of your Content that is distributed to other Members who have purchased the Content from you or by Weaave's third party distribution parties under time-limited promotional agreements or otherwise distributed free of charge' via the Weaave network.
22.2 If you choose to revoke any revocable licenses, Weaave will use commercially reasonable efforts to remove your Content from the Site reasonably promptly upon receipt of your notice of revocation and will make reasonable efforts to notify authorized Syndicators (i.e. those distributing your Content with Advertisements) for whom it has current and up-to-date information. You acknowledge that Weaave has limited practical ability to control or monitor possible infringement of your intellectual property rights by other parties and that Weaave assumes no responsibility for controlling or monitoring such intellectual property rights. In addition, Weaave is not responsible for enforcing your intellectual property or for taking other legal or other action against infringers or against Syndicators who fail to cease using your Content upon revocation. You or a third party licensor, as appropriate, are responsible for protecting your intellectual property rights. Should Weaave agree, in its absolute discretion, to assist you with any claim for an alleged infringement of your intellectual property rights, such assistance shall be provided in accordance with the principles set out in the Weaave License Agreement in section 7 of this agreement.
22.3 Weaave may immediately terminate this Agreement and cancel your membership, for any reason at any time. Upon such termination your right to participate (including, but not limited to your right to receive compensation, if any, as a Member) will automatically terminate. In the event of termination by Weaave, your account will be disabled and you may not be granted access to your account or any files or other content contained in it, although residual copies of information may remain in the Weaave system. All licenses granted to you hereunder will immediately terminate and you must promptly destroy all copies of Weaave content in your possession or control. Depending on the circumstances leading to termination Weaave will settle your membership account within 90 days of the date of the Termination of the Agreement subject to the provisions detailed in Section 6.
22.4 In the event that you withdraw membership because you are unhappy with the Weaave service, Weaave may at its absolute discretion make a refund or part-refund providing you contact email@example.com giving full details. Your statutory rights under UK law may allow additional entitlements.
23.1 Weaave may provide notices to you by email to the email address specified in your Account, and any such email is deemed to have been received when sent.
23.2 Any notices to Weaave must be sent either via first class or air mail or courier to Weaave Media LLP, Unit 2.05 - 2.07 Cargo Works, 1-2 Hatfields, London, SE1 9PG
or alternatively scanned and sent via email to firstname.lastname@example.org, with a copy sent via first class or air mail or courier, and are deemed given upon receipt.
You will indemnify, defend and hold Weaave and its officers, partners, employees, successors, agents, affiliates, subsidiaries and applicable third parties (e.g., relevant advertisers, advertisers representatives, content creators, referral partners, syndication partners, service providers, suppliers, affiliate partners, licensors, licensees, consultants and contractors) hereafter referred to as ‘The Weaave Network’ harmless from and against any claims, liabilities, losses, costs, damages or expenses (including reasonable legal fees and costs) directly or indirectly arising out of or in any way relating to any or all of the following: your gross negligence or wilful misconduct, your Media or other Content, your advertising material, Your syndication sites, your member comments or any other information or material you submit during your membership of Weaave; your conduct, including your use of Weaave products services or functions; any violation or breach of this Agreement, or allegation of such violation or breach by a third party, including breach of any representation made by you hereunder; the alleged or actual violation or infringement of any intellectual property, privacy, publicity, confidentiality or proprietary rights of any third-party as a result of any action or Participation by you (collectively, the "Claims"). You are solely responsible for defending any such Claims, and for payment of losses, costs, damages or expenses resulting from the foregoing to both a third party and to ‘The Weaave Network’. Weaave shall have the right to withhold any payments due to you, if any, to offset liabilities and expenses covered hereunder. Weaave shall have the right, at its sole discretion, to select its own legal representatives to defend Weaave from any Claims (but by doing so shall not excuse Your indemnity obligations) and you shall be solely responsible for the payment of all Weaave's reasonable legal fees incurred in connection therewith. You shall notify Weaave immediately if you become aware of any actual or potential claims, suits, actions, allegations or charges that could affect your or Weaave's ability to fully perform their respective duties or to exercise its rights under this Agreement. You shall not, without the prior written approval of Weaave, settle, dispose or enter into any proposed settlement or resolution of any Claim (whether having been finally adjudicated or otherwise) brought against you, if such settlement or resolution results in any obligation or liability for Weaave.
25 Limitation of Liability.
You acknowledge that Weaave permits your participation relying on the limitations of liability stated herein and that those limitations are an essential basis of the bargain and of the allocation of risks between the parties. Weaave shall accept no liability for any failure or delay in the performance of its obligations hereunder on account of events beyond its reasonable control, which may include, without limitation, denial-of-service attacks, strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, terrorism, governmental action, labour conditions, earthquakes, material shortages, extraordinary Internet congestion or extraordinary connectivity issues experienced by major telecommunications providers and unrelated to Weaave's infrastructure or connectivity to the Internet, or failure of any syndication site or third party distribution partner, (each a "Force Majeure Event"). Upon the occurrence of a Force Majeure Event, Weaave will be excused from any further performance of its obligations effected by the Force Majeure Event for so long as the event and or its effects continues.
Weaave does not represent or warrant that the site or any content available for downloading through the site will be free of viruses or similar contamination or destructive features.
26.1 Assignment. You may not transfer or assign this Agreement, in whole or in part, by operation of law or otherwise, without the prior written consent of Weaave. Any such attempted assignment will be null and void and have no force or effect. Weaave may assign this Agreement freely at any time without notice. Subject to the foregoing, this Agreement will bind and inure to the benefit of each party's permitted successors and assigns.
26.2 Waiver; Severability. The failure to require performance of any provision shall not affect Weaave's right to require performance at any time thereafter, nor shall a waiver of any breach or default of this Agreement constitute a waiver of any subsequent breach or default or a waiver of the provision itself. If any portion of this Agreement is found to be unenforceable, such portion will be modified to reflect the parties' intention and only to the extent necessary to make it enforceable, and the remaining provisions of this Agreement will remain in full force and effect.
26.3 Entire Agreement. This Agreement, together with the documents referred to in it, constitute the entire and exclusive understanding and agreement between you and Weaave regarding this subject matter, and supersedes any and all prior or contemporaneous agreements or understandings, written and oral, between you and Weaave relating to this subject matter. You may be subject to additional terms and conditions that may apply when you use or access certain features of the Weaave Website.
26.4 Relationship. You and Weaave are independent contractors, and this Agreement, including but not limited to submission or distribution of any Video Content, trailers or Ads, will not, in whole or in part, establish any relationship of partnership, joint venture, employment, franchise or agency between you and Weaave. Neither you nor Weaave will have the power to bind the other or incur obligations on the other's behalf without the other's prior written consent. Neither you nor Weaave is authorized to act as an agent or representative of the other or for or on behalf of the other party in any capacity other than as expressly set forth in this Agreement. Neither party shall in any manner advertise, represent or hold itself (or any of its agents) out as so acting or being authorized so to act, or incur any liabilities or obligations on behalf of, or in the name of, the other party, unless specifically provided for in this Agreement or otherwise expressly discussed & agreed in writing. Moreover, each party shall be solely responsible for the payment of all of its own taxes, assessments and all other similar withholdings from or assessments on any monies paid hereunder or in connection with the transactions contemplated hereby.
26.5 Reserved Rights. Weaave reserves the right to change, in whole or in part, the names, logos, presentation and display of the Weaave Member Agreement, the Weaave Network arrangements and the Weaave Site features at any time in its sole discretion. This Agreement can be amended by the written agreement of the parties or by Weaave posting amendments on the Site. Continued provision of Content or failure to terminate this Agreement within thirty (30) days of posting of such amendment will be deemed to be acceptance of the amendment by you and it will be incorporated by reference into this Agreement.
By registering, clicking "I Agree" or otherwise participating as a Weaave Member, You represent to Weaave that You are at least eighteen (18) years of age or otherwise capable of entering into and performing legal agreements, and that You agree to be bound by the preceding terms and conditions. If you are between the ages of 14 & 18 you may not use the site without the approval and supervision of your parent or legal guardian. If a Weaave member registers or takes out membership on behalf of a business, that Weaave member confirms by doing so that they have the authority to act on behalf of that business and their acceptance of this Agreement will be treated as acceptance by that business. In that event, "Weaave Member" and "Weaave Member’s" will refer in this Agreement to that business. If as a ‘Weaave Member’ you do not accept this Agreement in full, please do not register for or participate in the Weaave Website or any of its features.
Copyright Weaave Media LLP - 28.10.2014