CLIPCHAMP TERMS AND CONDITIONS
Highlights: Welcome to Clipchamp! These Terms are an agreement between you and Clipchamp that set out how our Platform must be used. You must agree to these Terms before you can register an account with us.
Details: Welcome to the Clipchamp online platform, accessible via https://clipchamp.com and our mobile application (App) (and together, the Platform). These terms and conditions, including any policies, codes of conduct or other terms set out on the Platform (Terms, including our Addendum in Respect of Privacy and Data Processing, where applicable) govern your access to and use of the Platform and the related services offered by us (collectively, the Services). In these Terms we, us and our, refers to Clipchamp Pty Ltd (ACN 162516556).
By using or accessing the Platform, you confirm your acceptance of these Terms.
WHO CAN USE CLIPCHAMP
Age Requirements
Highlights: You must be at least 13 years old to use Clipchamp.
Details: You must be at least 13 years old, or older than the minimum age required by the laws of your country, to use Clipchamp and the Services.
Parent Permission
Highlights: If you are under 18 years old, you must read these Terms with your parent and get their permission to use Clipchamp. Parents must supervise their children’s use of Clipchamp and make sure that the content on Clipchamp is suitable for their child.
Details: If you are under 18 years old, you represent that you have your parent or guardian’s permission to use Clipchamp and the Services. You must read these Terms with your parent or legal guardian.
If you are a parent or legal guardian permitting a person who is under 18 years old (a Minor) to create an account and/or use the Services, you agree to: (1) supervise the Minor’s use of the Services and their account; (2) assume all risks associated with, and liabilities resulting from, the Minor’s use of the Services and their account; (3) ensure that the content on the Services is suitable for the Minor; (4) ensure all information submitted to us by the Minor is accurate; and (5) provide the consents, representations and warranties contained in the Terms on the Minor’s behalf.
Organisations
If you are agreeing to these Terms on behalf of a company, your employer, an organisation, government or other legal entity (Entity), then you means you as the Entity and you are binding the Entity to these Terms. If you are accepting these Terms and using the Services on behalf of an Entity, you represent and warrant that you are authorised to do so.
ACCEPTING THE TERMS
Highlights: We are excited to be providing video editing services to you! We do have some rules though to use our Platform.
You must be 13 years old to use the Platform. If you are between 13 and 18, you must read these Terms with your parent and get their permission to use the Platform.
We explain how Clipchamp handles your personal data in our Privacy Policy. You need to look at this so you know how we will handle your information before agreeing to these Terms.
The Platform allows you to access video templates that are provided by Storyblocks. Their end user licence agreement is at Appendix 1.
Corporate and Educator Users established in the EU must read and agree to the Addendum in Respect of Privacy and Data Processing set out at Appendix 2.
Details: By accessing or using the Services you:
must be 13 years old or older, or the minimum age required by the data protection laws of your country;
warrant to us you have read the Terms, with your parent or legal guardian (if you are under 18 years old), and you understand them;
warrant to us that you have the legal capacity to enter into a legally binding agreement with us or (if you are under 18 years old) 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;
warrant to us that you have read and understand the Clipchamp Privacy Policy, which explains how we collect and handle personal data;
you agree to and abide by the Terms, including any policies, codes of conduct or other terms set out on the Platform, every time you use the Services;
warrant to us that you have accepted the Footage Firm, Inc Storyblocks end user licence agreement (Storyblocks EULA) in Appendix 1 which is between you as the end user and the third-party Footage Firm Inc, and that where you have any end users who access or use our Services you are responsible for those end users and for ensuring all of your end users accept and comply with the Storyblocks EULA;
warrant to us, where you are a Corporate or Educator User established in the EU, that you have read and agreed to the Addendum in Respect of Privacy and Data Processing as per the instructions set out at Appendix 2.
SIGNING UP TO THE SERVICES
Highlights: To use Clipchamp service you have to register an Account with us. You must provide us with your accurate name and email. When you register an Account with us you can choose a Plan you need. If you selected a free Plan it must only be used for personal purposes. You are responsible for how you use your Account.
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Plans: We provide a variety of plan package options, as set out on the Platform (Plans). Our Plans include personal use Plans and business use Plans with different inclusions, pricing and billing options for you to select from. You must only use a free Plan for personal purposes (and not for business or commercial purposes). For example, we may make available on the Platform: (1) Plans that renew on an annual basis, with annual payments (Annual Plans); and (2) Plans that renew on a monthly basis, with monthly payments (Monthly Plans).
Account: To sign up for the Services you must select a Plan and register for an account (Account). Account creation is subject to our approval. To create an Account, we require that you provide us with information about yourself, such as your name and email. 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 Clipchamp. To create or join a Team, you have to have registered an Account with us. Under some Plans a Team Administrator can be assigned. Clipchamp does not get involved in team disputes that arise from a Team’s use of Clipchamp.
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Team Members: As an Account Owner, your Plan may allow you to access the team function, a function that allows Account Owners to share videos within a team (Team). An Account Owner can create a Team and invite people to join that Team. Account Owners that create and Account Owners that accept a Team invitation are Team Members. A Team Member must choose a Plan and register for an Account. As an Account Owner, Team Members are responsible for their Account, as set out in these Terms. At our sole discretion, we may refuse to allow any person to be a Team Member. Team Members can leave a Team at any time. Clipchamp does not monitor or moderate Team Member observance of collegial expectations of Teams that use our Services. Clipchamp will not become involved in Team Member disputes arising from the use of our Services.
Team Administrator: A Plan may allow a Team Administrator to be assigned to a Team under the Teams function. 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.
Highlights: There are a number of different Plans and Account types. You can choose a type of Account or Plan that suits your needs.
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User types: Different Plans also allow for different user types. The user types include:
Clipchamp Create User. A Clipchamp Create User has access to Clipchamp Create an online video editor provided via the Platform.
Utilities User. A Utilities User has access to Clipchamp Utilities which allows videos to be recorded, edited and transcoded from one format into another via the Platform.
API User. An API User has access to selected Services via the Clipchamp application programming interface (Clipchamp API).
Clipchamp GO User. A Clipchamp GO User has access to a limited selection of Services via the Clipchamp App.
Your user type will determine the type of access we grant for you to use the Services. You can be classified as more than one user type.
INTELLECTUAL PROPERTY
Highlights: We own the Clipchamp Platform. You must not copy or sell any content that belongs to Clipchamp. You can use our services when you register an Account with us.
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Our rights in the Services: Unless otherwise indicated, we own or licence all rights, title and interest (including intellectual property rights) in our Platform and all audio and video stock assets (Stock Assets) made available by us to you as part of the Services (together, the Content). Your use of our Platform 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 Platform 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 Create User and Utilities User Licence: Subject to compliance with these Terms, we grant Clipchamp Create Users and Utilities Users a non-exclusive, non-transferable, revocable, worldwide licence to use the Services via the Platform.
API User Licence: Subject to compliance with these Terms, we grant API Users a non-exclusive, non-transferable, revocable, worldwide licence to use the Services, including the Clipchamp API, solely by deploying the Clipchamp API on the user’s own website or web application.
Clipchamp GO User Licence: Subject to compliance with these Terms, we grant Clipchamp GO Users a non-exclusive, non-transferable, revocable, worldwide licence to use a limited selection of Services via the App.
All other uses are prohibited without our prior written consent.
Stock Assets: Stock Assets accessible via the Services or purchased via the Services are solely for use with the Services and are subject to the terms of the Stock Asset licensor, Footage Firm, Inc Storyblocks. The Storyblocks EULA is included in these Terms as Appendix 1.
Highlights: You must only upload and use videos and other content that belongs to you or have permission to use content that belongs to someone else. When you upload content, other than comments, to Clipchamp it will remain your property. Any comments or feedback you provide to Clipchamp will become our property.
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Comments: Any comment, feedback, idea or suggestion (Comments) which you provide to us through the Services 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 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 the content of such material including its legality, originality and copyright.
User Content: Excluding Comments, any information or content you provide to us, post, upload, publish, submit or transmit 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 the User Content, with the right to use, view, copy, and modify such User Content on, through, or by means of the Services solely for the following purposes: (1) to provide the Services to you; (2) to improve the Services; (3) to create the Analytics (defined below); and (4) to keep records and undertaking reporting for our internal business purposes. 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 and your own users the rights in such User Content as contemplated by these Terms; and (2) neither the User Content nor the transcoding (converting), posting, uploading, publication, submission, editing or transmission of the User Content by you, our hosting or other required use of the User Content on, through or by means of the Services 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 subject to a takedown notice or other legal claim, or where we otherwise reasonably believe it is in our interests to do so, without prior notice to you.
Illegal content: You must not use the Services to process any videos 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 video content you acknowledge that we will inform and collaborate with the relevant law enforcement agencies to ensure any necessary legal steps are taken.
Analytics: Despite anything to the contrary, we may monitor, analyse and compile statistical and performance information based on and/or related to your use of the Services, including integrated Third Party Inputs (as defined below), in an aggregated and anonymised format (Analytics). We, and our licensors, own all right, title and interest in and to the Analytics and all related software, technology, documentation and content used or provided in connection with the Analytics, including all intellectual property rights in the foregoing.
PRIVACY
Highlights: We explain how Clipchamp handles your personal data in our Privacy Policy. You need to look at this so you know how we will handle your information before agreeing to these Terms.
We will send you service emails as part of our Service. You can choose however, whether you wish to receive other types of emails (such as marketing emails).
We will only access your videos if you request us to provide support.
Details:
Privacy: We will collect and handle your personal data in accordance with our Privacy Policy, available here. Our Privacy Policy includes an explanation of the lawful bases on which we rely when processing your personal data. You must read and understand our Privacy Policy before accessing or using the Platform and the Services.
Service emails: We may send you, as a user of the Service, important emails as part of our Service. Service emails may relate to, for example, changes to our Privacy Policy, coupon redemption, Plan cancellation, technical support, deletion of cloud storage, magic links, resetting passwords, payment issues or an invitation by a user to join their Team.
Marketing emails: Clipchamp also sends other types of emails not covered by these Terms, such as our newsletter, Platform hints and helpful info, and promotions. We process the personal data when sending these emails on the legal basis of our legitimate interests. You have a right to object to our processing of your personal data for our legitimate interests. You can contact us at privacy@clipchamp.com or use the unsubscribe facility in the communication to object.
Video access: You are in control of who has access to your User Content. We access User Content solely to provide the Services, including to provide technical support. You choose who to send a link to a video hosted on Clipchamp to and which Team Members you add to a Team. We will upload videos to our, or a third party website or cloud service for processing:
where you opt-in to using our cloud storage facility for storage; and/or
if you opt to allow us to store a temporary copy of your videos on the Service for the sole purpose of examining your videos if there is a support request, such as an export failure.
Where you send a link to a video hosted on Clipchamp, anyone you send the link to can view your video and anyone on the internet can view that video if they access the link address.
Highlights: Corporate and educator users are responsible for the personal data collected and processed by Clipchamp on their behalf. These users have the responsibility of ensuring they comply with relevant privacy laws.
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Corporate and Educator Users: Where an Entity (including a corporate or educator user) uses the Platform and the Services to collect and process an individual’s personal data (including videos that identify a person):
The responsibility of ensuring compliance with the privacy law that applies to the Entity lies with the Entity, 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.
We are not liable for unauthorised access, use, disclosure or loss of personal data made in error by the Entity resulting from the Entity’s access and use of the Platform and the Services, and
An Entity’s failure to use, or a decision to disable, any privacy enhancing features of the Platform, Services or tools is at the Entity’s own risk and liability.
Where an Entity asks us to interrogate or audit the Platform in order to fulfil an obligation set out in the privacy law that applies to the Entity (e.g. where investigating a data breach event), we will assist in a manner consistent with the Terms and our obligations under Australian privacy law or other data protection laws as applicable.
An Entity may seek clarification of the Terms and our approach to privacy as set out in the Privacy Policy (e.g. where the Entity is conducting a Privacy Impact Assessment to fulfil an obligation set out in the privacy law that applies to them). This cannot and does not alter or limit the Terms.
Where Clipchamp processes Content as a data processor on behalf of an Entity established in the EU (EU Entity), the EU Entity and Clipchamp shall be subject to and comply with the Clipchamp Addendum in Respect of Privacy and Data Processing, which forms part of these Terms. The Addendum in Respect of Privacy and Data Processing sets out the obligations of Clipchamp and the EU Entity with regard to data protection when Clipchamp processes personal data on the EU Entity’s behalf as part of our Services.
An EU Entity (i.e. a Corporate or Educator User established in the EU), must execute the Addendum in Respect of Privacy and Data Processing, set out at Appendix 2 of the Terms, and send to privacy@clipchamp.com. These Terms are not agreed or valid, and an EU Entity is not permitted to use the Clipchamp Platform and Services, until Clipchamp has been provided with an executed Addendum in Respect of Privacy and Data Processing.
Where an Entity seeks to enter into an agreement with Clipchamp in respect of privacy to fulfil an obligation set out in the privacy law that applies to their Entity (e.g. a Data Processing Agreement, or some other agreement), any such agreement cannot and does not alter or limit these Terms.
YOUR RESPONSIBILITIES
Highlights: Don’t give your password details to anyone else or do anything unlawful. Always ask before uploading another person’s videos to your Account. Don’t use our service to harass or threaten any person, tamper or damage the Platform or use the Platform to send spam.
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Account security: You are responsible for keeping your Account details and your password confidential and you will be liable for all activity on your Account, and purchases made using your Account details, whether or not you authorised such activities or actions. You must immediately notify us of any unauthorised use of your Account or login.
Prohibited conduct: You must not do, or attempt to do, anything that is unlawful; anything prohibited by any laws which apply to the Services or which apply to you or your use of the Services; or anything which might bring us or the Services into disrepute, including (1) anything that would constitute a breach of an individual’s privacy (including uploading private or personal data without an individual's consent) or any other legal rights; (2) using the Services to defame, discriminate against, harass, abuse, threaten, menace or offend any person; (3) interfering with any user using the Services; (4) tampering with or modifying the Services; (5) knowingly transmitting viruses or other disabling features, or damaging or interfering with the Services, including using trojan horses, viruses or piracy or programming routines that may damage or interfere with the Services; (6) anything that might violate any local, state, national or other law or regulation or any order of a court, including privacy regulations; (7) using the Services to send spam; (8) use any data mining robots or other extraction tools; or (9) facilitating or assisting a third party to do any of the above acts.
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 14 days prior. If you do not pay for your Plan, we may suspend your Account.
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Plan Fees: If applicable for your Plan, 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). 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). To the maximum extent permitted by law, the Plan Fees are non-refundable.
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 Platform. 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 in Australia includes GST. You are responsible for all 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: We may modify the Plan Fees from time to time by giving you 14 days’ notice. The new Plan Fees will apply to your next payment due after the 14 day notice period.
Failure to pay on time: If any payment is not made in accordance with these Terms, we may (at our absolute discretion) immediately suspend providing you with access to the Services.
DISCLAIMERS
Highlights: The Platform uses contracted external service providers to provide certain services on behalf of Clipchamp. There are also options for you to use other service providers via the Platform that are external to our Service (and whose privacy practices we do not control). Our website may also contain links to other websites that we have no control over.
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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
Your own risk: You acknowledge and agree that you use the Services at your own risk.
Information security: We take reasonable steps to implement technical and organisational security processes. However, we do not warrant and cannot ensure the security of any information which you may provide to us via the Internet. Information you transmit to us via the Internet is entirely at your own risk. We use reasonable endeavours to keep the Services free of any virus, worm, Trojan horse and/or malware, however we are not responsible for any damage to your computer system which arises in connection with your use of the Services or any linked website.
CONSUMER GUARANTEES
Highlights: These Terms do not change your consumer rights.
Details: Certain legislation including the Australian Consumer Law (ACL) in the Competition and Consumer Act 2010 (Cth), and similar consumer protection laws and regulations may 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 under the ACL.
You agree that, subject to your Statutory Rights, to the maximum extent permitted by law, these Terms exclude all terms, conditions and warranties implied by statute, in fact or on any other basis, except to the extent such terms, conditions and warranties are fully expressed in these Terms.
EXCLUSIONS TO LIABILITY
Highlights: Clipchamp is not liable for how you or another person uses our Platform and Services; the services provided by service providers that do not provide services on behalf of Clipchamp; or the Platform being unavailable.
Details: Despite anything to the contrary, to the maximum extent permitted by 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 by a person other than you, or other than as reasonably contemplated by 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 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; and/or (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).
This clause will survive the termination or expiry of these Terms.
LIMITATIONS ON LIABILITY
Highlights: Under these Terms, our liability is limited to us resupplying our Services to you, or in some circumstances, the repayment of Plan Fees paid by you.
Details: Despite anything to the contrary, to the maximum extent permitted by law and whether under statute, contract, equity, tort (including negligence), indemnity or otherwise: (1) our maximum aggregate Liability arising from or in connection with these Terms will be limited to 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 if no Plan Fees have been paid by you to $100; and (2) we will not be liable to you for indirect, consequential or special loss, including 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.
This clause will survive the termination or expiry of these Terms.
INDEMNITIES
Highlights: Clipchamp is exempt from your breach of IP and privacy rights, applicable laws, and any claim against us in connection with your use and access to the Platform.
Details: Indemnity: To the maximum extent permitted by law, you must 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 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 expiry of these Terms.
TERMINATION
Highlights: If you are a member of a Team, using Clipchamp’s Team function, 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 content and videos to your device, as we will not keep a copy of your content. We can suspend or delete your Account if you do not use the Platform in accordance with these Terms.
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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. 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 7 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.
DISPUTES
Highlights: If there is a dispute between us and you, we would like to meet with you and attempt to resolve the dispute.
Details: In the event of any dispute arising from, or in connection with, these Terms (Dispute), the party claiming there is a Dispute must 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.
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. You can choose whether you would like to agree to the new Terms.
In the event of a disaster or pandemic, we may not be able to provide our Platform and Services to you.
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 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 and a general description of the change(s) by email or via an in-Platform notification. Where the modification is significant or may materially affect your rights, we will provide detailed notice. When you next log in to the Platform or on expiration of any stated notice period for such modification, you will be deemed to agree to the modified terms if you commence use of the Platform. If you do not agree to the modifications, you must terminate your Account and these Terms. In the event that you have paid for an Annual Plan and we modify these Terms and this modification has a material 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.
Jurisdiction: Your use of the Services and these Terms are governed by the laws of Queensland, Australia.
Definition: “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.
For any questions and notices, please contact us at
Clipchamp Pty Ltd (ACN 162516556)
Or contact us here.
Last update: 29 Jan 2021
Previous version: 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 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.
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:
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.
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.
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.
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.
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.
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
ADDENDUM IN RESPECT OF PRIVACY AND DATA PROCESSING
The Addendum in Respect of Privacy and Data Processing (Agreement) forms part of the Clipchamp Terms and Conditions (Terms) between Clipchamp Pty Ltd (Clipchamp) and the customer entity that is party to the Terms (Company), for the purpose of providing video management services from Clipchamp. This document reflects the agreement of Clipchamp and the Company with regard to the processing of personal data.
If you are agreeing to the Terms and the Agreement on behalf of the Company, then you are binding the Company to the Agreement. If you are accepting the terms in this Agreement and using the Services on behalf of a Company, you represent and warrant that you are authorised to do so.
In the course of providing the Services under the Terms, Clipchamp may process certain personal data on behalf of the Company. Where Clipchamp processes personal data on behalf of the Company, Clipchamp and the Company agree to comply with the terms in the Agreement regarding personal data.
Instructions to Execute the Addendum
A Company that is established in the EU must agree to the Terms and this Addendum in Respect of Privacy and Data Processing prior to using the Clipchamp Platform and Services. The Terms and this Agreement will not be agreed, and the Clipchamp Platform and Services must not be used, until all Parties to the Terms and this Agreement, have executed the documents.
To execute this Addendum in Respect of Privacy and Data Processing, a Company established in the EU must undertake the following:
Read and understand the Agreement including all exhibits contained therein (including Exhibit 1: Standard Contractual Clauses; Exhibit 2: Details of Data Processing; Exhibit 3: Technical and Organisational Security Measures; and Exhibit 4: Sub-processors).
Complete and sign the Agreement where indicated. Clipchamp has pre-signed relevant sections of the Agreement.
Send the completed and executed Agreement to privacy@clipchamp.com. This Agreement will not be valid, and our services must not be used, until Clipchamp has received a fully completed and executed Agreement.
Addendum Application
If the Company signing this Agreement is party to the Terms, this Agreement is an addendum to and forms part of the Terms. Accordingly, Clipchamp is party to the Terms and this Agreement.
If the Company signing this Agreement is not a party to the Terms, this Agreement is not valid and accordingly, not legally binding.