You indicate acceptance of these terms and conditions of service by using the web app hosted at www.lightingdiagram.com or placing an order with Lighting Diagram. These terms and conditions will not be varied for individual customers.
1.1 In this Agreement the following words and expressions shall have the following meanings:
1.2 "downtime" means any service interruption in the availability to visitors of the Website;
1.3 "intellectual property rights" means patents, trade marks, design rights, applications for any of the foregoing, copyright, topography rights, database rights, rights in know-how, trade or business names and other similar rights or obligations, whether registrable or not in any country;
1.4 "Lighting Diagram" means Lighting Diagram trading as Digital Goods Store Ltd
1.5 "the Service" means image creation and hosting, and any other services or facilities provided by Lighting Diagram.
1.6 "visitor" means a third party who has accessed the Website;
1.7 Words denoting the singular shall include the plural and vice versa and words denoting any gender shall include all genders.
1.8 The headings of the paragraphs of this Agreement are inserted for convenience of reference only and are not intended to be part of or to affect the meaning or interpretation of this Agreement.
Lighting Diagram provides a web based software tool to allow customers to create photographic lighting diagrams and upload photographs to display alongside thier lighting diagram. Lighting Diagram agrees to provide the software and host the Customer's data upon the following terms and conditions.
3 CHARGES AND PAYMENT
3.1 Payment methods include credit cards (including MasterCard and Visa), debit cards (including Switch/Maestro) and direct debits exclusively via the PayPal online payment service.
3.2 Lighting Diagram do not accept cheques, bank transfers, postal orders, cash or any other form of payment other than those outlined in 3.1
3.3 The Charges are exclusive of VAT, which if payable shall be paid by the Customer.
3.4 Lighting Diagram do not provide credit facilities.
3.5 Lighting Diagram sell a 'pro' membership to allow a customer to export high resolution lighting diagrams. Once a 'pro' membership is purchased it is non-refundable and cannot be redeemed against any other product or service Lighting Diagram may offer.
4 SOFTWARE LICENCE AND RIGHTS
4.1 Lighting Diagram grants to the Customer and its employees, agents and third party consultants and contractors, a royalty-free, world-wide, non-transferable, non-exclusive licence to use Lighting Diagram Software in object code form only, in accordance with the terms of this Agreement. For the avoidance of doubt, this Agreement does not transfer or grant to the Customer any right, title, interest or intellectual property rights in Lighting Diagram Software.
4.2 In relation to Lighting Diagram's obligations under this Agreement in connection with the provision of the Services, the Customer grants to Lighting Diagram a royalty-free, world-wide, non-exclusive licence to use the created Lighting Diagrams and associated uploaded image for promotional purposes. For the avoidance of doubt, this Agreement does not transfer or grant to Lighting Diagram any right, title, interest or intellectual property rights in the Customers Content.
4.3 The Customer undertakes that he will not himself or through any third party, sell, lease, license or sublicense Lighting Diagram Software.
4.4 Lighting Diagram may make such copies of the Customer Content as may be necessary to perform its obligations under this Agreement, including back up copies of the Content. Upon termination or expiration of this Agreement, Lighting Diagram shall destroy all such copies of the Content and other materials provided by the Customer as and when requested by the Customer.
4.5 The Customer may use Lighting Diagram to create and export low resolution copyrighted Lighting Diagrams for Personal use only. The Copyright notice must remain in-place on all Personal Usage Lighting Diagrams created using the service.
4.6 The Customer may use in return for a paid 'pro' membership create and export an unlimited amount of High Resolution Lighting Diagram's and use in commercial media such as - but not limited to, books, magazines, dvd's, websites, apps.
5 SERVICE LEVELS AND DATA BACKUP
5.1 Lighting Diagram shall use its reasonable endeavours to make the server and the Services available to the Customer 100% of the time but because the Services are provided by means of computer and telecommunications systems, Lighting Diagram makes no warranties or representations that the Service will be uninterrupted or error-free and Lighting Diagram shall not, in any event, be liable for interruptions of Service or downtime of the server.
5.2 Lighting Diagram carries out data backups for use by Lighting Diagram in the event of systems failure. Lighting Diagram do not provide data restoration facilities for individual customers. Even though every effort is made to ensure data is backed up correctly Lighting Diagram accepts no responsibility for data loss or corruption.
6 ACCEPTABLE USE POLICY
6.1 The website and use of the Services may be used for lawful purposes only and the Customer may not submit, publish or display any content that breaches any law, statute or regulation. In particular the Customer agrees not to:
6.1.1 upload any images that are defamatory, obscene, indecent or unlawful, or any image which infringes any intellectual property rights, via the Services or on the Website.
6.1.2 make available or upload files to the website or to the Services that the Customer knows contain a virus, worm, trojan or corrupt data.
6.2 If the Customer fails to comply with the Acceptable Use Policy outlined in Clause 6.1 Lighting Diagram shall be entitled to withdraw the Services and terminate the Customer's account without notice.
7.1 The Customer warrants and represents to Lighting Diagram that Lighting Diagram's use of the Content in accordance with this Agreement will not infringe the intellectual property rights of any third party and that the Customer has the authority to license the Content to Lighting Diagram as set out in Clause 4.2.
7.2 All conditions, terms, representations and warranties that are not expressly stated in this Agreement, whether oral or in writing or whether imposed by statute or operation of law or otherwise, including, without limitation, the implied warranty of satisfactory quality and fitness for a particular purpose are hereby excluded. In particular and without prejudice to that generality, Lighting Diagram shall not be liable to the Customer as a result of any viruses introduced or passed on to the Customer.
The Customer agrees to indemnify and hold Lighting Diagram and its employees and agents harmless from and against all liabilities, legal fees, damages, losses, costs and other expenses in relation to any claims or actions brought against Lighting Diagram arising out of any breach by the Customer of the terms of this Agreement or other liabilities arising out of or relating to the Website.
9 LIMITATION OF LIABILITY
9.1 The entire liability of Lighting Diagram to the Customer in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.
9.2 In no event shall Lighting Diagram be liable to the Customer for any loss of business, loss of opportunity or loss of profits or for any other indirect or consequential loss or damage whatsoever. This shall apply even where such a loss was reasonably foreseeable or Lighting Diagram had been made aware of the possibility of the Customer incurring such a loss.
10 TERM AND TERMINATION
10.1 This Agreement becomes effective upon a customer using the Service, and shall continue until terminated by either party in writing of its intention to terminate the Agreement.
10.2 Lighting Diagram shall have the right to terminate this Agreement with immediate effect by notice in writing to the Customer if the Customer fails to make any payment when it becomes due.
10.3 Either party may terminate this Agreement forthwith by notice in writing to the other if:
10.3.1 the other party commits a material breach of this Agreement and, in the case of a breach capable of being remedied, fails to remedy it within a reasonable time of being given written notice from the other party to do so; or
10.3.2 the other party commits a material breach of this Agreement which cannot be remedied under any circumstances
10.4 On termination all data held in the customers account will be deleted.
11.1 Lighting Diagram may assign or otherwise transfer this Agreement at any time.
11.2 The Customer may not assign or otherwise transfer this Agreement or any part of it without Lighting Diagram's prior written consent.
12 FORCE MAJEURE
Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, the act or omission of government, highway authorities or any telecommunications carrier, operator or administration or other competent authority, the act or omission of any Internet Service Provider, or the delay or failure in manufacture, production, or supply by third parties of equipment or services, and the party shall be entitled to a reasonable extension of its obligations after notifying the other party of the nature and extent of such events.
If any provision of this Agreement is held invalid, illegal or unenforceable for any reason by any Court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if this Agreement had been agreed with the invalid illegal or unenforceable provision eliminated.
14 ENTIRE AGREEMENT
This Agreement contains the entire Agreement between the parties relating to the subject matter and supersedes any previous agreements, arrangements, undertakings or proposals, oral or written. This Agreement may be updated without notice.
15 GOVERNING LAW AND JURISDICTION
This Agreement shall be governed by and construed in accordance with the law of England and the parties hereby submit to the exclusive jurisdiction of the English courts.
To protect your privacy we will not distribute your details to third parties, unless required to do so by law.
17 EMAIL NEWSLETTER
Lighting Diagram communicates with it's customers via email and as such you agree to receive by email our newsletter which contains amongst other things changes to our terms and conditions, notification of major outages, updates to our products & features and special offers.
18 ACCOUNT USAGE
Unlimited space is available for genuine content. Customers are expected to employ good house keeping when maintaining their account.