CLIPCHAMP TERMS AND CONDITIONS 

EXCEPT WHERE PROHIBITED UNDER APPLICABLE LAW, THE BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER BELOW SHALL APPLY. PLEASE READ IT, AS IT AFFECTS HOW DISPUTES BETWEEN THE PARTIES WILL BE RESOLVED.

Clipchamp Pty Ltd (ACN 162516556), a subsidiary of Microsoft Corporation, (“Clipchamp,”“we,”“us,” or “our”) provides an online platform available at https://clipchamp.com (the “Platform”) and via the Clipchamp mobile application (the “App” and collectively, the “Services”). Our Services are offered to both individual creators (each, a “Consumer Customer”) and businesses (each, a “Commercial Customer” or “Commercial Clipchamp Customer”). Data may be shared and processed by third-parties in accordance with our Privacy Policy at Privacy Policy | Clipchamp when we are the data controller and our Addendum in Respect of Privacy and Data Processing set forth in Appendix 2 (“Data Processing Agreement” or “DPA”) when we are a data processor. References to “you” and “your” in these Terms and Conditions (“Terms”) refer to Consumer Customers, Commercial Customers, and users accessing or using the Services at the direction of or on behalf of a Commercial Customer (each a “Commercial Customer End User”), as the case may be. Clipchamp and you are individually a “party” and, collectively, the “parties.” These Terms and any codes of conduct or other terms set out in the Services (including, without limitation, any updates to these Terms) govern your access to use of the Services. To be clear, you are only a Commercial Clipchamp Customer if you previously entered into a separate signed order form or other signed agreement with Clipchamp.

By accessing or using the Services, you accept these Terms and any third party terms of use that govern content available through the Services, including but not limited to the Storyblocks End User Licence Agreement with Footage Firm Inc as set forth in Appendix 1. Additionally, if you are a Commercial Customer, you agree to our Data Processing Addendum. If you are a Consumer Customer, we explain how Clipchamp handles your personal data in our Privacy Policy.

You represent and warrant that you have the legal capacity to enter into a legally binding agreement with us. If you are under 18 years old or under the age of legal majority where you live (“Minor”), you have your parent’s or legal guardian’s permission to access and use the Services and they have agreed to the Terms on your behalf. If you are a Commercial End User, you represent and warrant that you have the legal authority to bind the Commercial Customer to these Terms.

WHO CAN USE CLIPCHAMP

Highlights: To use the Services, you must be at least 13 years old or the minimum age where parental consent is not required for use of the Services by the laws of your country.

Details: If you are a parent or legal guardian of a Minor, then you agree to be bound to these Terms with respect to that Minor’s use of the Services, and you agree to: (1) supervise the Minor’s use of the Services and their account; (2) ensure that the content on the Services is suitable for the Minor; (3) ensure all information submitted to us by the Minor is accurate; and (4) provide the consents, representations and warranties contained in the Terms on the Minor’s behalf.

SIGNING UP TO THE SERVICES

Highlights: To use the Services, you must register for an account with us (each, an “Account”) and may choose to sign up for a subscription plan through our Services (each, a Plan). Our Plans include subscriptions for personal use and subscriptions for commercial use.

Details:

  • Plans: We provide a variety of Plans with different inclusions, pricing and billing options for you to select from. We also offer free usage of the Services with limited functionality.

  • Account: To create an Account, we require that you provide us with information about yourself, such as your name and email, or that the Team Account Owner signs up for the account and you choose to accept. You must provide accurate, current and complete information during the registration process and you must update such information to keep it accurate, current and complete. At our sole discretion, we may refuse to allow any person to register an Account. 

  • Account Owner: Where you choose a Plan and register for an Account, you are the Account Owner and you are responsible for your Account, as set out in these Terms. 

Highlights: There is a Team function within certain Plans.  To create or join a Team, you must be an Account Owner.  Under some Plans, a Team Administrator can be assigned. Team Administrators are users authorized under select Plans to create a Team and are responsible for paying for those additional users at the given Plan level; Team functionality may be suspended or removed from user(s) accounts at Clipchamp’s sole discretion with or without notice to affected users. Clipchamp is not responsible for disputes between users that arise from your use of the Services, including but not limited to, the Team function.

Details:

  • Team Feature: Your Plan may allow Account Owners to create a closed environment (a

    “Team”) to which the Account Owner can invite other Account Owners to, and within which Account Owners can share videos with each other (each Account Owner within the closed group environment , a “Team Member.  At our sole discretion, we may refuse to allow any Account Owner to join or continue being a part of a Team. Team Members can leave a Team at any time. Clipchamp does not monitor or moderate Team Members’ interactions with each other or the observance of collegial expectations of Teams that use our Services.  Clipchamp is not responsible for Team Member or any user disputes arising from the use of our Services.

  • Team Administrator: A Plan may allow a Team Administrator to be assigned to a Team.  Where a Team Administrator has been assigned, the Team Administrator will be the only Team Member that can add and remove Team Member from the Team. The Team Administrator can also manage Plan access (including subscription type), manage billing (if any), cancel Plan subscriptions, and/or delete the Team.

Highlights: There are a number of different user types based on platform and form factor from which the user accesses Clipchamp.

Details: 

User types: Different Plans allow for different user types. The user types include:

  • Clipchamp WebUser. A Clipchamp WebUser has access to Clipchamp’s online video editor provided via the Platform. This includes all web based users (including, without limitation, those accessing the Platform via the web application). Clipchamp Web User may also be called Clipchamp Native User.

  • Clipchamp Mobile User. A Clipchamp Mobile User has access to a limited selection of Services via the Clipchamp App, which may include Clipchamp iOS and Clipchamp Android. 

Your user type will determine the type of access to the Services. You can be classified as more than one user type.

INTELLECTUAL PROPERTY

Highlights: We own the Services.  You must use all audio and video stock assets made available by us to you as part of the Services (the “Content”) in accordance with Content licenses.  Some Services require you to register an Account with us.  

Details:

  • Our rights in the Services: Unless otherwise indicated, we or our licensors own all rights, title and interest (including intellectual property rights) in our Services and all audio and video stock assets made available by us to you as Content. Your use of our Service and your use of and access to any Content does not grant or transfer to you any rights, title or interest in relation to our Service or the Content.

  • Prohibited Content uses: You must not, except as expressly permitted by these Terms, without the prior written consent of ourselves or the owner of the Content (as applicable): (1) copy or use, in whole or in part, any Content; (2) reproduce, retransmit, distribute, disseminate, sell, publish, broadcast or circulate any Content to any third party.

  • Licence to use the Services: We grant the following licences to use the Services to the following user types (each, a “Licence”):

    • Clipchamp Web User Licence: Subject to compliance with these Terms, we grant Clipchamp WebUsers a non-exclusive, non-transferable, revocable, worldwide licence to use the Services via the Platform. For Consumer Customers of the Basic Plan, this license is for non-commercial purposes only.

    • Clipchamp Mobile User Licence: Subject to compliance with these Terms, we grant Clipchamp Mobile Users a non-exclusive, non-transferable, revocable, worldwide licence to use a limited selection of Services via the App. For Consumer Customers of the Basic Plan, this license is for non-commercial purposes only. Clipchamp Mobile may include Clipchamp iOS and Clipchamp Android.

  • To protect the distribution of the Service, we must outline certain limitations on the licensed rights we grant to you. You shall not: (a) license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Services, whether in whole or in part; (b) modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Services, except as permitted with respect to Content; (c) access the Services in order to build a similar or competitive website, app, product, or service; or (d) except as expressly stated herein, copy, reproduce, distribute, republish, download, display, post or transmit any part of the Services in any form or by any means. All copyright and other proprietary notices on the Services (or on any Content) must be retained.

  • All other uses are prohibited without our prior written consent. 

  • Licence to the Content: Content

    accessible via the Services or purchased via the Services are solely for use with the Services and are subject to the terms of their applicable license.

Highlights: You must only upload and use User Content that belongs to you or that you have permission to use.  User Content, other than comments to the Services will remain your property.  Any comments or feedback you provide to Clipchamp will become our property.

Details:

  • Comments: Any comment, feedback, idea or suggestion (“Comments”) which you provide to us through the Services or otherwise, becomes our property. You agree that we are entitled to use your Comments for any commercial or non-commercial purpose (such as improving the Services, promoting the Services, creating new services) without compensation or obligation to you or to any other person who has transmitted your Comments. If you provide us with Comments, you acknowledge that you are responsible for and have the authority to provide the content of such Comments to us including with respect to their legality, originality and copyright.

  • User Content: Excluding Comments, any information or content you provide to us, post, upload, or submit through our Services (“User Content”) remains your property. By providing User Content to us or making available any User Content on or through the Services, you grant to us a worldwide, irrevocable, perpetual, non-exclusive, transferable, sub-licensable, royalty-free licence to use, view, reproduce, create derivative works of, copy, retain, transmit, reformat, display, distribute and modify such User Content. You represent and warrant that: (1) you are either the sole and exclusive owner of all User Content or you have all rights, licences, consents and releases from the relevant third party that are necessary to grant to us the rights in such User Content as contemplated by these Terms; and (2) neither the User Content nor the use, transcoding (converting), posting, uploading, publication, submission, editing or transmission of the User Content by you

    us (as permitted by the license above) will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. We do not endorse or approve and we do not accept any responsibility for any User Content. We may, at any time at our sole discretion, remove any User Content in our sole discretion, without prior notice to you.

  • Illegal content: You must not use the Services to process any User Content with illegal content. Illegal content is any content that violates the laws applicable to us, to the Services or to you. If we become aware of any usage of the Services for illegal purposes, we may inform and collaborate with the relevant law enforcement agencies to ensure any necessary legal steps are taken.

PRIVACY

Highlights: If you are a Consumer Customer, we explain how Clipchamp handles your personal data in our Privacy Policy.  You should look at our Privacy Policy for information on how we will handle your personal data.

COMMERCIAL CUSTOMER END USER

Highlights: Commercial Customers are responsible for the use of the Services by their Commercial Customer End Users.

Details:

  • Commercial Customers (each an “Entity”) are responsible for ensuring their own compliance with applicable privacy laws, specifically:

    • The Entity may be required to issue an appropriate ‘collection statement’ (also called a ‘privacy notice’) in accordance with the privacy law that applies to the Entity, and

    • Having regard to the Entity’s ‘collection statement’, the Entity should only use or disclose personal data in a manner consistent with the data protection law that applies to the Entity, and

    • In accordance with the data protection law that applies to the Entity, the Entity may be required to collect an appropriate form of consent for the collection, use or disclosure of certain personal data, and

    • Where an Entity collects and processes a child’s personal data, the Entity is responsible for notifying and obtaining adequate parental consent.

To the maximum extent permitted by applicable law, we are not liable for unauthorised access, use, disclosure or loss of User Content or any personal data uploaded or published in error by the Entity, resulting from the Entity’s access and use of the Platform and the Services, and/or an Entity’s failure to use, or a decision to disable, any privacy enhancing features of the Services or tools is at the Entity’s own risk and liability.

Commercial Customers are responsible for use of the Services by their Commercial Customer End Users and are responsible for ensuring that their Commercial Customer End Users comply with these Terms and any codes of conduct or other terms set out on the Services.

FEES 

Highlights: If you choose a paid Plan, you must pay for that Plan. You can upgrade and downgrade your Plan. If our fees change, we will notify you 30 days prior. You have rights to stop using the Service if you do not agree to the fee change. If you do not pay for your Plan or if you violate these Terms, we may suspend your Account after providing a reasonable opportunity for you to pay the fees or remediate the violation, except where it is a violation of the Code of Conduct in Appendix 3. To the maximum extent permitted by law, and except as otherwise expressly set out in these Terms, the Plan Fees are non-refundable. 

Details: 

  • Plan Fees: In order to receive the Services outlined in your Plan, you must pay us the fees set out on the Platform in relation to your chosen Plan (Plan Fee), if any. Where you have selected an Annual Plan, you must pay the Plan Fee in advance of the next year from a credit card or bank account using the designated payment systems on the Platform (Annual Payment Date).  Where you have selected a Monthly Plan, you must pay the Plan Fee in advance of the next month from a credit card or bank account (Monthly Payment Date).

  • Refund Policy: If required by the jurisdiction in which you are located, you will be entitled to a cancellation period (a "Cooling-Off Period") of fourteen (14) days from the day of purchase, with or without cause. If the Services are partly delivered at the time of cancellation, you will get a pro-rated refund. You acknowledge that the Cooling-Off Period ends at the time the Services are fully delivered to you, after which your purchase cannot be refunded. When you purchase digital content from us, you will cease to have the right to cancel from the moment when you begin the download. Unless otherwise provided by applicable law or by a particular Service offer, all purchases are final and non-refundable. If you believe that we have charged you in error, you must contact us and we will investigate the charge. If we issue a refund or credit, we are under no obligation to issue the same or similar refund in the future. This refund policy does not affect any rights under applicable law. For more refund information, please visit our help topic (http://go.microsoft.com/fwlink/p/?linkid=618283).

  • Upgrades and downgrades: You may upgrade or downgrade your Plan via email or through the Platform.

  • Annual Plan upgrades and downgrades: For Annual Plans: (1) any additional fees for an upgrade will be billed to you on a pro-rata basis for the remaining period before your next Annual Payment Date and your upgrade will come into effect. You must then pay to us the new Plan Fees on each Annual Payment Date thereafter; and (2) any downgrade will come into effect on your next Annual Payment Date and you must then pay to us the new Plan Fees on each Annual Payment Date thereafter.

  • Monthly Plan upgrades and downgrades: For Monthly Plans: (1) any additional fees for an upgrade will be billed to you on a pro-rata basis for the remaining period before your next Monthly Payment Date and your upgrade will come into effect. You must then pay to us the new Plan Fees on each Monthly Payment Date thereafter; and (2) any downgrade will come into effect on your next Monthly Payment Date and you must then pay to us the new Plan Fees on each Monthly Payment Date thereafter.

  • Trials: Your Plan may begin with a trial. The trial period of your Plan will last for the period specified on the Services. We determine the terms of any trial, including trial eligibility in our sole discretion and we may limit eligibility to prevent trial abuse. We reserve the right to revoke the trial and suspend your Account at any time in the event that we determine that you are not eligible. If you do not cancel during the trial period, we will automatically charge you the Plan Fees for the Plan you have chosen to your chosen payment method on the date the trial ends (Payment Date). If you do not pay the Plan Fee on the Payment Date your access to Plan benefits will finish at the end of the trial period. 

  • Taxes: Unless stated otherwise, the Plan Fee for Account Owners includes GST. You are responsible for all other taxes, levies or duties imposed by taxing authorities in your own country, and you shall be responsible for payment of them. We have no responsibility to them on your behalf. 

  • Currency: All transactions are processed in USA dollars by local and international payment providers except, if you are located in Australia, transactions are processed in Australian dollars. You accept that international payment processing fees may apply from your financial institution. We have no liability to you for any international payment processing fees.

  • Fee changes: If there is a fixed term and price for your Service offer, that price will remain in force for the fixed term. You will need to agree to any new offer and price if you want to continue the Services. If your Services are on a periodic basis (for example, monthly), with no specific time length, and isn't a trial offer, we may change the Plan Fees from time to time, such as if we add new or improved Service features, to the extent the costs of providing the Services have increased accordingly, or in response to market changes (for example, due to labour costs, currency fluctuations, changes in taxes/regulations, inflation, licence fees, infrastructure and administrative costs). We will inform you at least 14 days before the price change becomes effective, unless a greater period of notice is required under applicable law. The new Plan Fees will apply to your next payment due after the notice period. If you do not agree to the price change, you must cancel and stop using the Services before the price change takes effect in accordance with our refund policy above. When we notify you of the price change, if required by applicable law, we'll also inform you of the reasons and scope of the increase in prices and that the new price will become effective if you don't cancel the Services, and we’ll also remind you of how you can cancel the Services.

  • Failure to pay on time: If any payment is not made in accordance with these Terms, we may (at our absolute discretion) by providing reasonable notice to you suspend providing you with access to the Services. 

  • Recurring Payments. When you purchase the Services on a subscription basis (e.g., monthly), you agree that you are authorizing recurring payments, and payments will be made by the method and at the recurring intervals you have agreed to, until the subscription for that Service is terminated by you or by us. You must cancel your Services before the next billing date to stop being charged to continue your Services. We will provide you with instructions on how you may cancel the Services. By authorizing recurring payments, you are authorizing Clipchamp to store your payment instrument and process such payments.

THIRD PARTY SERVICES

Highlights: The Services use contracted external service providers to provide certain services on behalf of Clipchamp. There are also options for you to use third party services via the Services which may be governed by those third parties’ terms of use and subject to those third parties’ privacy practices.  Our website may also contain links to other websites over whose practices we have no control.

Details: 

  • Video quality: The Services support a limited number of video codecs as inputs and outputs for transcoding (conversion). While we’re working hard on implementing additional video codecs, the Services are provided as is and are limited to the current offering. The quality of the result may vary and can be dependent on the source video.

  • Third Party Inputs: You agree that: (1) the Services may include third parties that interface, or interoperate with, the Services (“Third Party Inputs”); and (2) the provision of the Services may be contingent upon, or impacted by, such Third Party Inputs (for example, our Platform may use or rely on third party technology).

  • Integrated Third Parties: The Services may also offer optional integration opportunities with third parties (“Integrated Third Parties”). To the extent that you choose to interface or interoperate the Services with Integrated Third Parties you are responsible for: (1) the purchase of; (2) the requirements; and (2) the licensing obligations, related to the Integrated Third Party. You acknowledge and agree that the benefit of the Integrated Third Party Service’s interface, or interoperation with, the Services, is subject to your compliance with this clause. 

  • Hyperlinks: The Services may contain links to websites operated by third parties, such as Facebook, Instagram and Twitter. Unless expressly stated otherwise, we do not control, endorse or approve and are not responsible for the content on those websites or the privacy practices of those websites. You should make your own investigations with respect to the suitability of those websites.  

  • General information only: The Content is not comprehensive and is for general information purposes only. While we use reasonable attempts to ensure the accuracy and completeness of the Content, we make no representation or warranty regarding it, to the extent permitted by law. The Content is subject to change without notice. However, we do not undertake to keep our Platform up-to-date and we are not liable if any Content is inaccurate or out-of-date.

CONSUMER GUARANTEES

Highlights: These Terms do not change any consumer rights you may have under applicable law.

Details: Certain legislation, such as the Australian Consumer Law (ACL) in the Competition and Consumer Act 2010 (Cth), and other similar consumer protection laws and regulations may, if applicable, confer you with rights, warranties, guarantees and remedies relating to our provision of our Services which cannot be excluded, restricted or modified (“Statutory Rights”).

Nothing in these Terms excludes your Statutory Rights as a consumer. 

EXCLUSIONS TO LIABILITY 

Highlights: Clipchamp is not liable for how you or another person uses our Services; the services provided by services that may be integrated with our Services but provide their services directly to you; or for the Services being unavailable.

Details: Despite anything to the contrary, to the maximum extent permitted by your Statutory Rights or applicable law, we will not be liable for, and you waive and release us from and against, any Liability caused or contributed to by, arising from or connected with: (1) your acts or omissions; (2) any use or application of the Services which is not in accordance with these Terms; (3) any works, services, goods, materials or items which do not form part of the Services, or which have not been provided by us, including any Content provided by a third party, Third Party Inputs, Integrated Third Parties, Comments and User Content; (4) any defect, error, omission or lack of functionality or suitability (or the absence of, or reduction in, any anticipated result, outcome or benefit) with respect to the Services; (5) the Services being unavailable, or any delay in us providing the Services to you, for whatever reason; (6) any event outside of our reasonable control, including in connection with any storm, flood, fire, earthquake, epidemic, pandemic, COVID-19 and Government sanctioned restrictions and orders, whether known or unknown at the time of entering into these Terms (Force Majeure Event); or (7) your interactions with other users.

Service Availability: The Services or material or products offered through the Services may be unavailable from time to time, or may vary depending on your region or device. We strive to keep the Services up and running; however, all online services suffer occasional disruptions and outages. To the maximum extent permitted by your Statutory Rights or applicable law, Clipchamp is not liable for any disruption or loss you may suffer as a result. In the event of an outage, you may not be able to retrieve some of the information that you’ve stored. We recommend that you regularly backup the information you store on the Services.

EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, CLIPCHAMP AND OUR AFFILIATES, (COLLECTIVELY, THE “CLIPCHAMP PARTIES”), MAKE NO WARRANTIES, EXPRESS OR IMPLIED, GUARANTEES OR CONDITIONS WITH RESPECT TO YOUR USE OF THE SERVICES. YOU UNDERSTAND THAT USE OF THE SERVICES IS AT YOUR OWN RISK AND THAT, SUBJECT TO YOUR STATUTORY RIGHTS, WE PROVIDE THE SERVICES ON AN "AS IS" BASIS "WITH ALL FAULTS" AND "AS AVAILABLE." YOU BEAR THE ENTIRE RISK OF USING THE SERVICES. THE CLIPCHAMP PARTIES DO NOT GUARANTEE THE ACCURACY OR TIMELINESS OF THE SERVICES. TO THE EXTENT PERMITTED UNDER YOUR LOCAL LAW AND SUBJECT TO YOUR STATUTORY RIGHTS, WE EXCLUDE ANY IMPLIED WARRANTIES, INCLUDING FOR MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, AND NON-INFRINGEMENT. YOU ACKNOWLEDGE THAT COMPUTER AND TELECOMMUNICATIONS SYSTEMS ARE NOT FAULT-FREE AND OCCASIONAL PERIODS OF DOWNTIME OCCUR. WE DO NOT GUARANTEE THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE OR THAT CONTENT LOSS WON'T OCCUR, NOR DO WE GUARANTEE ANY CONNECTION TO OR TRANSMISSION FROM THE COMPUTER NETWORKS.

Details: Despite anything to the contrary, subject to your Statutory Rights and to the maximum extent permitted by law if you have any basis for recovering damages, whether under statute, contract, equity, tort (including negligence), indemnity or otherwise your exclusive remedy is to recover from the Clipchamp Parties: a maximum aggregate Liability, defined below, for direct damages arising from or in connection with these Terms will be limited to (A) us resupplying our Services to you or, in our sole discretion, to us repaying you the amount of the Plan Fees paid by you to us in respect of the supply of the relevant Services to which the Liability relates, or (B) if no Plan Fees have been paid by you to $100. We will not be liable to you for indirect, consequential or special loss, any loss of profit (including anticipated profit), loss of benefit (including anticipated benefit), loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings (including anticipated savings), loss of reputation, loss of use and/or loss or corruption of data. 

“Liability” means any expense, cost, liability, loss, damage, claim, notice, entitlement, investigation, demand, proceeding or judgment (whether under statute, contract, equity, tort (including negligence), indemnity or otherwise), howsoever arising, whether direct or indirect and/or whether present, unascertained, future or contingent and whether involving a third party, a party or otherwise.

INDEMNITIES

Highlights: You indemnify us for Liability arising from your breach of IP and privacy rights, applicable laws, and any claim against us in connection with your User Content and your use and access to the Services.

Details: Indemnity: To the maximum extent permitted by law, you indemnify us, and hold us harmless, against any Liability suffered by us arising from: (1) any breach of any third party rights (including intellectual property rights and privacy rights) by you; (2) any breach of any applicable laws by you; or (3) any third party claim against us in connection with your User Content or your use and access to the Services. This indemnity is a continuing obligation, independent from the other obligations under these Terms, and continues after these Terms end. It is not necessary for us to suffer or incur any Liability before enforcing a right of indemnity under these Terms. 

This clause will survive the termination or expiration of these Terms.

TERMINATION

Highlights: If you are a member of a Team, you can leave the Team at any time via the link in your online Account.  You can deactivate or delete your Account at any time by following the process set out in our Privacy Policy or by contacting us.  If you choose to delete your Account make sure that you have saved your User Content and videos to your device, as we will not be required to keep a copy of your User Content.  We can suspend or delete your Account if you do not use the Services in accordance with these Terms.

Details: 

  • Team Member termination: As a Team Member, you may leave a Team at any time via the “Leave” feature (or similar) on the Platform or by contacting us here

  • Account Owner termination for convenience: We provide the process for deactivating and deleting your Account in our Privacy Policy. You may terminate your Account and terminate these Terms at any time via the “Cancel Account” feature (or similar) on our Platform or by contacting us here. After canceling your Account, these Terms and your Account will terminate on your next Annual Payment Date or Monthly Payment Date (as applicable), unless you are in a trial period in which case, these Terms and your Account will terminate at the end of the trial period. To the maximum extent permitted by law, no refunds will be made upon termination in accordance with this clause. 

  • Account Owner termination for breach: You may terminate your Account and these Terms immediately if we are in material breach of these Terms and you provide notice to us of this material breach and within 10 days of receiving such notice from you, we have not remedied the material breach. Where you terminate in accordance with this clause, your Account will also terminate and we will provide you a pro-rata refund of any Plan Fees paid in advance by you in connection with the unused portion of the Services.

  • Our termination for convenience: We may also terminate your login, Account, and these Terms without cause by giving you 14 days’ notice. If we do so, we will provide you a pro-rata refund of any Plan Fees paid in advance by you in connection with the unused portion of the Services. 

  • Our termination for breach: We may suspend your login or Account, or terminate your login, Account and these Terms immediately with notice if: (1) you are in material breach of these Terms (including for non-payment of the Plan Fees), any applicable laws, regulations or third party rights (including intellectual property rights and privacy rights); (2) you are in breach of these Terms and you fail to remedy such breach within 10 days of receiving notice from us of such breach; or (3) as an Account Owner, you are unable to pay your debts as they fall due. To the maximum extent permitted by law, no refunds will be made upon termination by us in accordance with this clause.

  • After termination: On expiry or termination of these Terms: (1) we will stop providing the Services to you and you must immediately cease using the Services, including the Platform and the Content; and (2) you will not be entitled to receive a copy of any User Content and we will have no obligation to retain your User Content.

Even after your rights under these Terms are terminated, all provisions of these Terms which by their nature should survive, will survive, including, without limitation, ownership provisions, warranty disclaimers, limitations of liability, indemnification, release and binding arbitration and class action waiver.

NOTICES

Highlights: Clipchamp respects the intellectual property of others and asks that Users do the same.

Details: Notices of Infringement.  If you wish to send a notice of intellectual property infringement, including claims of copyright infringement, please use our procedures for submitting Notices of Infringement. ONLY INQUIRIES RELEVANT TO THIS PROCEDURE WILL RECEIVE A RESPONSE.

Clipchamp uses the processes set out in Title 17, United States Code, Section 512 to respond to notices of copyright infringement. In appropriate circumstances, we may also disable or terminate accounts of users of the Services who may be repeat infringers.

Copyright Notice. The Services are copyright © 2021 Microsoft Corporation and/or its affiliates or suppliers. All rights reserved.

DISPUTES - BINDING ARBITRATION AND CLASS ACTION WAIVER

Highlights: If there is a dispute between us and you, we would like to meet with you and attempt to resolve the dispute. If we cannot resolve the dispute informally, unless restricted by applicable law, you and we agree to binding individual arbitration and not to sue in court before a judge or jury.

  • FOR AUSTRALIAN USERS:

Details: In the event of any dispute arising from, or in connection with, these Terms (Dispute), the party claiming there is a Dispute may give written notice to the other party setting out the details of the Dispute and proposing a resolution. Within 7 days after receiving the notice, the parties must meet at least once to attempt to resolve the Dispute or agree on the method of resolving the Dispute by other means, in good faith.  All aspects of every such conference, except the fact of the occurrence of the conference, will be privileged. If the parties do not resolve the Dispute or (if the Dispute is not resolved) agree on an alternate method to resolve the Dispute, within 21 days after receipt of the notice, the Dispute may be referred by either party (by notice in writing to the other party) to arbitration administered by the Australian Centre for International Commercial Arbitration (ACICA), with such arbitration to be conducted in Brisbane, Queensland, in English and in accordance with the ACICA Arbitration Rules. The costs of the arbitration will be shared equally between the parties and the determination of the arbitrator will be final and binding.

  • FOR UNITED STATES USERS:

  • Binding Arbitration and Class Action Waiver If You Live In (or, If a Business, Your Principal Place of Business Is In) the United States. We hope we never have a dispute, but if we do, you and we agree to try for 60 days to resolve it informally. If we can’t, you and we agree to binding individual arbitration before the American Arbitration Association ("AAA") under the Federal Arbitration Act ("FAA"), and not to sue in court in front of a judge or jury. Instead, a neutral arbitrator will decide and the arbitrator’s decision will be final except for a limited right of review under the FAA.  Class action lawsuits, class-wide arbitrations, private attorney-general actions, and any other proceeding where someone acts in a representative capacity aren’t allowed. Nor is combining individual proceedings without the consent of all parties.

    • In this section, “we”, “us” and “our” includes Clipchamp and its affiliates, including Microsoft.

    • Disputes Covered—Everything Except IP. The term "dispute" is as broad as it can be. It includes any claim or controversy between you and us concerning the Services, the software related to the Services, the Services’ or software’s price, your account, advertising, marketing, communications, your purchase transaction, billing, or these Terms, under any legal theory including contract, warranty, tort, statute, or regulation, except disputes relating to the enforcement or validity of your, your licensors’, our, or our licensors’ intellectual property rights.

    • Mail a Notice of Dispute First. If you have a dispute and our customer service representatives can’t resolve it, send a Notice of Dispute by U.S. Mail to Microsoft Corporation, ATTN: CELA Arbitration, One Microsoft Way, Redmond, WA 98052-6399, U.S.A. Tell us your name, address, how to contact you, what the problem is, and what you want. A form is available at https://go.microsoft.com/fwlink/?LinkId=245499. We’ll do the same if we have a dispute with you. After 60 days, you or we may start an arbitration if the dispute is unresolved.

    • Small Claims Court Option. Instead of mailing a Notice of Dispute, you may sue us in small claims court in your county of residence (or, if a business, your principal place of business) or King County, Washington, U.S.A. if you meet the court’s requirements.

    • Arbitration Procedure. The AAA will conduct any arbitration under its Commercial Arbitration Rules (or if you are an individual and use the Services for personal or household use, or if the value of the dispute is $75,000 or less whether or not you are an individual or how you use the Services, its Consumer Arbitration Rules). For more information, see www.adr.org or call 1-800-778-7879. In a dispute involving $25,000 or less, any hearing will be telephonic unless the arbitrator finds good cause to hold an in-person hearing instead. Any in-person hearing will take place in your county of residence (or, if a business, your principal place of business) or in King County, Washington. You choose. The arbitrator may award the same damages to you individually as a court could. The arbitrator may award declaratory or injunctive relief only to you individually to satisfy your individual claim. Under AAA Rules, the arbitrator rules on his or her own jurisdiction, including the arbitrability of any claim. But a court has exclusive authority to enforce the prohibition on arbitration on a class-wide basis or in a representative capacity.

    • Arbitration Fees and Payments.

    • Disputes Involving $75,000 or Less. We will promptly reimburse your filing fees and pay the AAA’s and arbitrator’s fees and expenses. If you reject our last written settlement offer made before the arbitrator was appointed, your dispute goes all the way to an arbitrator’s decision (called an "award"), and the arbitrator awards you more than this last written offer, we will: (i) pay the greater of the award or $1,000; (ii) pay your reasonable attorney’s fees, if any; and (iii) reimburse any expenses (including expert witness fees and costs) that your attorney reasonably accrues for investigating, preparing, and pursuing your claim in arbitration.

    • Disputes Involving More than $75,000. The AAA rules will govern payment of filing fees and the AAA’s and arbitrator’s fees and expenses.

    • Conflict with AAA Rules. These Terms govern to the extent they conflict with the AAA’s Commercial Arbitration Rules or Consumer Arbitration Rules.

    • Must File Within One Year. You and we must file in small claims court or arbitration any claim or dispute (except intellectual property disputes—see the subsection on Disputes Covered - Everything Except IP, above) within one year from when it first could be filed. Otherwise, it’s permanently barred.

    • Rejecting Future Arbitration Changes. You may reject any change we make to this section by sending us notice within 30 days of the change by U.S. Mail to the address listed above. If you do, the most recent version of this section before the change you rejected will apply.

    • Severability. If the class action waiver is found to be illegal or unenforceable as to all or some parts of a dispute, then those parts won’t be arbitrated but will proceed in court, with the rest proceeding in arbitration. If any other provision of this section is found to be illegal or unenforceable, that provision will be severed but the rest of this section still applies.

GENERAL

Highlights: If you need help with video editing, we may be able to provide you with support.  You can get in contact with us on our website.

No competitors are allowed to use Clipchamp.

If we change these Terms, we will let you know for example by updating the “Last updated” date of these Terms. 

Details: 

  • Support:

    If your Plan entitles you to technical support, we will provide that technical support to you, provided that where required, you assist us in investigating and ascertaining the cause of the fault and provide us with access to all necessary information relevant to the fault (including what you have done in relation to the fault).

  • No competitors:

    You are prohibited from using the Services, including the Platform and the Content, in any way that competes with our business.  If you breach this term, we will hold you responsible for Liability we suffer, and hold you accountable to the fullest extent permitted by applicable law for any profits that you may make from non-permitted use. 

  • Variation:

    We may modify these Terms from time to time and will provide you with notice, such as

    by updating the “Last updated date” on these Terms or via an in-Platform notification. By continuing to use the Services, you agree to the modified terms. If you do not agree to the modifications, you must cease using the Services. In the event that you have paid for an Annual Plan and we modify these Terms and this modification has an adverse impact on you, you may terminate your Account and these Terms and we will provide a pro-rata refund to you for any Plan Fees paid in advance by you in connection with the unused portion of the Services. 

  • Assignment:

    You may not assign, transfer or delegate your rights and obligations under the Terms without our prior written consent. We may without restriction assign, transfer or delegate our rights and obligations under these Terms with notice to you.

  • Force Majeure:

    We will not be liable for any delay or failure to perform our obligations under these Terms if such delay or failure is due to any Force Majeure Event.

  • Severance:

    The provisions of these Terms are severable and if any provision of these Terms is held to be void, invalid, illegal or unenforceable, that provision is severed from these Terms without affecting the validity or enforceability of the remainder of that provision or the other provisions in these Terms. The subsection on Severability at the end of the Disputes section says what happens if parts of the Disputes section (binding arbitration and class action waiver) are found to be illegal or unenforceable. The Disputes section prevails over this section if inconsistent with it.

  • Choice of Law and Place to Resolve Disputes:

    • Everywhere Except the United States.

      Your use of the Services and these Terms are governed by the laws of Queensland, Australia. You and we irrevocably consent to the exclusive jurisdiction and venue of the courts of the state of Queensland and the Federal Court of Australia sitting in Queensland, for all disputes arising out of or relating to these Terms or the Services that are heard in court.

    • United States. If you live in (or, if a business, your principal place of business is in) the United States, the laws of the state where you live (or, if a business, where your principal place of business is located) govern your use of the Services, these Terms, and all claims, regardless of conflict of laws principles, except that the Federal Arbitration Act governs all provisions relating to arbitration. You and we irrevocably consent to the exclusive jurisdiction and venue of the state or federal courts in King County, Washington, for all disputes arising out of or relating to these Terms or the Services that are heard in court (excluding arbitration and small claims court). 

For any questions and notices, please contact us at

Data Protection Officer

Microsoft Corporation

c/o Clipchamp Pty Ltd (ACN 162516556)

Level 1

TC Beirne Centre

315 Brunswick Street

Fortitude Valley QLD 4006

Australia

Or contact us at privacy@clipchamp.com or here.

Last updated or Version 3: 29 October 2021

Version 2: 7 September 2021

Version 1: 30 Jul 2020 

APPENDIX 1

STORYBLOCKS EULA

End User License Agreement

A. Your Rights. We (Footage Firm, Inc., the operator of storyblocks.com, graphicstock.com, and audioblocks.com) grant you a perpetual, worldwide, limited, non-exclusive, non-transferable right to incorporate the Stock Files you obtain from us into a work you create. You may incorporate our Stock Files or templates incorporating our Stock Files into any project, including feature films, broadcast, commercial, educational, print, multimedia, games, merchandise, and the internet. Once you incorporate a Stock File into your project, you can share your finished project freely, but you may not share the underlying individual Stock File as a standalone file with a third party. (However, you can share the Stock Files with your client or other third party for the limited purpose of getting their help with your specific project, assuming you are adding substantial value to the project apart from the Stock Files. Otherwise, they need their own license.) You also agree to use your best efforts to secure the Stock File from being accessed by a third party as a standalone file, but since that’s not always possible, your inability to prevent copying will not be considered a breach of this License. For clarity, to the extent any of your projects incorporating Stock Files qualify as derivative works under applicable law, you are hereby granted a perpetual, worldwide right to create derivative works of those Stock Files.

B. Our Guarantee. We promise that if you use our Stock Files as described in this License, your use will not infringe on the rights (such as copyrights) of a third party (the “Limited Warranty”). We’ll also put our money where our mouth is. In fact, we will provide you up to $20,000 in indemnification if you incur any direct damages from our breaking this promise. Because that’s a big number, we need to make a few things clear, so here come some capital letters. IN NO EVENT, INCLUDING NEGLIGENCE, SHALL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES OF ANY KIND. OUR MAXIMUM AGGREGATE LIABILITY FOR ALL BREACHES OF THE LIMITED WARRANTY WILL BE LIMITED TO THE LESSER OF THE ACTUAL, DIRECT DAMAGES SUFFERED BY YOU DIRECTLY ARISING FROM SUCH BREACH AND TWENTY THOUSAND DOLLARS.

Note that trademarks, logos, or copyrights depicted within our Stock Files are not covered by this guarantee. For example, if one of our videos depicts someone holding a brand-name beverage, that label may be protected by copyright and trademark law and should be used at your own risk. (We wouldn’t want you to think that this License lets you reprint Coca-Cola cans.)

C. Limitations. There are a few other limitations we have put in place to protect our artists and other customers:

  1. You cannot sell, license, or redistribute our Stock Files, nor can you build your own stock media site with our files. You cannot create a trademark or logo based on our Stock Files. You cannot use automation, such as computer scripts, to download or “scrape” high volumes of our Stock Files. Finally, you cannot use the Stock Files to harm minors, to encourage violence, or for an unlawful purpose, such as defamation.

  2. For Stock Files that depict identifiable people (“Models”), you must not depict the Models in a way that a reasonable person would find offensive. Just to be clear, the issue is whether the depiction of the Models themselves is offensive, not whether your project as a whole may be offensive. For example, you could use Stock Files with Models in a documentary about a rare and embarrassing medical condition, but you should not depict the Models in a way that suggests they personally carry the condition, unless our video clip already depicts them that way.

  3. For our audio Stock Files, your license does not restrict your right of public performance, but a cue sheet may be required to satisfy the requirements of Performance Rights Organizations (“PROs”). Also, this License allowed you to use our audio clips in YouTube videos, but since we are not associated with YouTube, we cannot prevent other people from incorrectly claiming that your video violates a copyright. If you get such a claim, let us know, and we will make our best efforts to help you resolve the problem. Still, platforms like YouTube could block your content for reasons beyond our control.

  4. Some Stock Files may have additional restrictions, such as “editorial use only,” which will be noted in the clip’s details.

D. Other Legal Provisions. This part may not be fun to read, but it’s important nevertheless.

  1. This Agreement will be governed by the laws of the State of Delaware, excluding its body of law relating to conflicts of law and copyright law. If any provision of this Agreement is found invalid, the other provisions will not be affected.

  2. Except for claims brought in small claims court, all disputes about this Agreement will be settled by arbitration pursuant to the rules of the American Arbitration Association (“AAA”), subject to the Federal Arbitration Act. The dispute may be arbitrated either by JAMS or AAA. You are thus GIVING UP YOUR RIGHT TO GO TO COURT to assert or defend your rights EXCEPT for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. You are entitled to a FAIR HEARING, BUT the arbitration procedures are SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. Arbitrator decisions are as enforceable as any court order and are subject to VERY LIMITED REVIEW BY A COURT.

APPENDIX 2

DATA PROCESSING ADDENDUM

See: https://go.microsoft.com/fwlink/?linkid=2201725&clcid=0x409

APPENDIX 3

CODE OF CONDUCT

a. By agreeing to these Terms, you’re agreeing that, when using the Services, you will follow these rules:

i. Don’t do anything illegal.

ii. Don’t engage in any activity that exploits, harms, or threatens to harm children.

iii. Don’t send spam or engage in phishing. Spam is unwanted or unsolicited bulk email, postings, contact requests, SMS (text messages), instant messages, or similar electronic communications. Phishing is sending emails or other electronic communications to fraudulently or unlawfully induce recipients to reveal personal or sensitive information, such as passwords, dates of birth, Social Security numbers, passport numbers, credit card information, financial information, or other sensitive information, or to gain access to accounts or records, exfiltration of documents or other sensitive information, payment and/or financial benefit.

iv. Don’t publicly display or use the Services to share inappropriate content or material (involving, for example, nudity, bestiality, pornography, offensive language, graphic violence, or criminal activity).

v. Don’t engage in activity that is fraudulent, false or misleading (e.g., asking for money under false pretenses, impersonating someone else, manipulating the Services to increase play count, or affect rankings, ratings, or comments).

vi. Don’t circumvent any restrictions on access to or availability of the Services.

vii. Don’t engage in activity that is harmful to you, the Services or others (e.g., transmitting viruses, stalking, posting terrorist or violent extremist content, communicating hate speech, or advocating violence against others).

viii. Don’t infringe upon the rights of others (e.g., unauthorized sharing of copyrighted music or other copyrighted material, resale or other distribution of Bing maps, or photographs).

ix. Don’t engage in activity that violates the privacy of others.

x. Don’t help others break these rules.

b. Enforcement. If you violate these Terms, we may stop providing Services to you or we may close your Microsoft account. We may also block delivery of a communication (like email, file sharing or instant message) to or from the Services in an effort to enforce these Terms or we may remove or refuse to publish Your Content for any reason. When investigating alleged violations of these Terms, Microsoft reserves the right to review Your Content in order to resolve the issue. However, we cannot monitor the entire Services and make no attempt to do so.