Terms of Service
Thank you for visiting www.rawporter.com and using the Rawporter service and/or Rawporter mobile applications. These Terms of Service apply to you, a user of our Service, and constitute a binding agreement (“Agreement”) between Rawporter, LLC (“Rawporter”) and you, as an individual, and if you are using or signing up for the service as part of your job responsibilities, the legal entity that you represent.
The Rawporter service for connecting newsworthy video footage and other content with interested acquiring parties, available at the Site and through Rawporter’s mobile applications, is for Rawporter registered Members only.
This Agreement applies to registered Members of the Service as well as any visitors to web sites controlled by Rawporter that may display Content supplied by registered Members or otherwise relate to the Service. Only registered Members have access to full features of the Service.
“Contributed Content” means videos, audio, pictures, text, information, and all other content uploaded and otherwise made available by a Member in connection with the Service.
“Contributing Member” means a Member who has provided Contributed Content in connection with the Service.
“Member” means an individual or entity that has registered to be a user of the Service.
“Purchase Form” means a web-based or signed paper order form completed by a Purchasing Member when purchasing a license to Contributed Content.
“Purchasing Member” means a Member who has purchased a license to Contributed Content in connection with the Service.
“Registration Form” means a web-based or signed paper registration form completed by you when signing up for the Service.
“Service” means the provision by Rawporter to you of a service and mobile phone applications for connecting newsworthy videos and other content from Contributing Members to Purchasing Members. The Service includes all associated software, content, and functionality available at the Site and all associated mobile applications.
“Site” means the web site at www.rawporter.com and such other web site(s) that Rawporter communicates to you where you may access the Service.
“Software” means Rawporter’s mobile applications and other proprietary software used by Rawporter to deliver the Service, and all updates and associated documentation made available as a part of the Service.
Subject to the terms of this Agreement and applicable terms set forth on the Site and your Registration Form, Rawporter will provide the Service to you. Your rights to use the Service are non-exclusive and non-transferable. You may use the Service only for your own benefit.
You agree that certain features of the Service require use of location information on your mobile device. You agree that Rawporter may access this location information and send messages to you regarding potential requests for video and photos that might be occurring near that location.
DISCLAIMER REGARDING DANGEROUS AND ILLEGAL SITUATIONS: RAWPORTER DOES NOT ENCOURAGE OR CONDONE YOUR ATTEMPT TO MAKE VIDEOS OR OBTAIN OTHER CONTENT IN SITUATIONS THAT MAY BE DANGEROUS OR IN THE CONTEXT OF ILLEGAL CONDUCT. YOU HEREBY FULLY AND IRREVOCABLY RELEASE AND WAIVE ANY CLAIM AGAINST RAWPORTER REGARDING YOUR PARTICIPATION IN THE SERVICE, EXCEPT FOR CLAIMS FOR FAILURE TO PAY AMOUNTS DUE ARISING FROM THE LICENSING OF YOUR CONTRIBUTED CONTENT.
You warrant that all user and other account information provided to Rawporter by you, whether for purposes of obtaining a user name and password or otherwise, will be accurate and complete. You agree to promptly notify Rawporter of any changes to your account information. You further acknowledge that you are solely responsible for: (a) all use of the Service made using your user name and password, and (b) maintaining the confidentiality of your user name and password. Only one individual may access the Service at the same time using the same user name and password. You agree to notify Rawporter immediately of any unauthorized use of your email address, user name or password, or any other breach of security regarding the Service of which you become aware.
As part of the Service, Rawporter will use commercially reasonable efforts to provide reasonable technical support to you by means of an online support portal.
Rawporter may from time to time modify the Service and add, change, or delete features of the Service in its sole discretion, without notice to you. Your continued use of the Service after any such changes to the Service constitutes your acceptance of these changes. Rawporter may post information on the Site regarding material changes to the Service.
Rawporter does not provide use of the Service or Site to children, but only to persons 18 years or older. If you are under 18, you may use the Service only through a parent or guardian.
CONTENT AND LICENSE TO RAWPORTER
You agree to upload your Contributed Content to the Service in accordance with this Agreement and all instructions and requirements provided on the Site or Rawporter mobile applications.
Ownership of your Contributed Content is retained by you.
You have the option of contributing Content on either a nonexclusive or exclusive basis.
If you contribute Content on an exclusive basis, then by uploading your Contributed Content, you agree that it will be made available exclusively for use with the Rawporter service and licensing to Purchasing Members under this Agreement. You agree not to publish your Contributed Content or provide or deliver your Contributed Content to any other person or entity except solely for personal, non-commercial usages that do not involve any public display, public performance or publication of your Contributed Content.
If you contribute Content on a non-exclusive basis, then you retain the right to sell or license your Contributed Content to third parties.
Regardless of whether you contribute Content on an exclusive or non-exclusive basis, you grant Rawporter a perpetual, irrevocable, royalty-free, worldwide, transferable, sublicenseable license to copy, use, adapt, modify, distribute, disclose, transfer, publicly display, and publicly perform your Contributed Content in connection with delivering and promoting the Service in any and all formats and platforms, including making Contributed Content publicly available for sale on web sites and mobile applications controlled by Rawporter, its affiliates, and other business partners. You agree that this license includes a right for Rawporter to make Contributed Content available to other companies, organizations or individuals with whom Rawporter has relationships for the provision of syndicated Service, and to use such Contributed Content in connection with the provision of such Service.
You agree that Rawporter will have the sole right to set license fees and license terms for all Contributed Content in its discretion. You grant Rawporter a limited legal agency to act on your behalf solely for this purpose.
Rawporter as part of the Service may allow Purchasing Members to request specific content from Members and to establish a license fee for Content that it requests. Purchasing Members who request specific Content will have the sole right to determine if supplied Content meets the requested criteria and to choose from multiple submissions of Content that meet the requested Criteria.
You acknowledge and agree that Rawporter and Purchasing Members have the full right to deliver ads and otherwise commercialize Contributed Content in conjunction with the Service.
YOUR REPRESENTATIONS AND WARRANTIES ABOUT YOUR CONTENT
You represent and warrant to Rawporter, and to any Purchasing Member who licenses your Contributed Content, that you solely own all right, title and interest in and to your Contributed Content, all associated music, video, audio, stills and content, and all associated intellectual property rights. You further represent and warrant that you: (a) do not know of any adverse claim against any portion of your Contributed Content; (b) have not pledged, mortgaged, assigned or otherwise granted any rights in your Contributed Content to any party; (c) have not incorporated the confidential or proprietary information or intellectual property of any third party into your Contributed Content; and (d) are authorized to grant the rights listed.
In addition, you represent and warrant to Rawporter, and to any Purchasing Member who licenses your Contributed Content, that your Contributed Content: (a) does not infringe or misappropriate any copyright, trademark, trade secret or other intellectual property right; (c) does not violate any person’s right of privacy or publicity; (d) does not contain any unlawful, obscene, pornographic, racist, defamatory or libelous material, (e) does not contain any viruses, trojan horses, spyware, adware, spam, or similar deceptive or destructive code; (f) does not violate any law, rule or regulation; and (g) to the best of your knowledge, is accurate, complete and is not deceptive. You also represent and warrant that your submission of Contributed Content is not in breach of any obligation of confidentiality that you have to any other person or organization. You are solely responsible for your Contributed Content, and acknowledge that Rawporter has no responsibility or intent to review or monitor any Contributed Content.
You agree to indemnify and hold harmless Rawporter, and its affiliates, officers, agents, members and employees from all costs, damages, claims, expenses (including reasonable attorney’s fees) and all other liability arising from any claim related to your Contributed Content.
ACQUISITION OF CONTRIBUTED CONTENT LICENSES; DISCLAIMERS
Rawporter provides a marketplace for the licensing of Contributed Content only, and is not a party to any licensing transaction facilitated through the Service. Rawporter does not take ownership of any Contributed Content.
Purchasing Members may acquire one of the following types of licenses from Contributing Members through the Service:
· Non-Exclusive. If Purchasing Member acquires a Non-Exclusive License, then the Purchasing Member obtains from the Contributing Member a non-exclusive, non-transferable, non-sublicenseable right and license to copy, publicly display and publicly perform the licensed Contributed Content in connection with a single work, display or performance, such as a single broadcast television channel, single cable television channel, or single web site controlled by you. Separate licenses are required for each use. The Non-Exclusive license lasts only for the period of time specified on the Site and/or Order Form.
· Exclusive. If Purchasing Member acquires an Exclusive License, then the Purchasing Member obtains from the Contributing Member a non-transferable, non-sublicenseable, exclusive right and license to copy, publicly display and publicly perform the licensed Contributed Content in media outlets and/or other public displays or uses of the work that are targeted to one or more Metropolitan Statistical Areas, as defined by the United States Census, selected by you in the Order Form. The Exclusive license lasts only for the period of time specified on the Site and/or Order Form.
In all cases, Purchasing Member shall ensure that the Contributed Content is not available for downloading or copying (except for caching and other copying incidental to configuring the acquired Contributed Content for broadcasting or streaming to third party viewers of the Contributed Content on the designated work, web site, or media outlet).
The Purchasing Member does not acquire any rights to the Contributed Content except as specifically set forth in this Agreement.
Rawporter reserves the right to designate any Contributed Content as a premium item with terms and pricing to be individually negotiated.
Purchasing Members agree that Rawporter is not responsible or liable for the accuracy, completeness, quality or authenticity of any Contributed Content or any other information provided by Contributing Members. Rawporter may in its discretion remove any Contributed Content, or cancel the enrollment of any Contributing Member. However, Purchasing Members understand that Rawporter does not screen Contributing Members or Contributed Content in any way nor does Rawporter inquire into the background of any Contributing Member or attempt to verify the information supplied by any Contributing Member. Furthermore, Rawporter makes no representations, warranties or guaranties, express or implied, as to the quality of any Contributed Content, or a Contributing Member’s rights in such any Contributed Content, including rights of persons who may appear in the Contributed Content. Therefore, Purchasing Members agree to make their own assessment of a particular Contributing Member and Contributed Content prior to acquiring rights to any Contributed Content, and have the sole responsibility to obtain any necessary releases (including releases from persons shown in such Contributed Content) and rights that may be associated with such Contributed Content.
Unless a Contributing Member has designated Contributed Content to be “anonymous”, Purchasing Member agrees to credit both Rawporter and the Contributing Member when publicizing, displaying, or otherwise using the Contributed Content that it has acquired. If the Contributed Content is designated as anonymous, Purchasing Member will credit Rawporter but will not credit or identify the Contributing Member when publicizing, displaying, or otherwise using the Contributed Content that it has acquired. All credits will be made as specified by Rawporter on the Site.
Contributing Members who designate Contributed Content as anonymous acknowledge that Rawporter will use good faith efforts to identify the Contributed Content as anonymous for publicity purposes, and to conceal the identity of the Contributing Member from the Purchasing Member, but that Rawporter will have no liability for its or a Purchasing Member’s failure to abide by this anonymity restriction as set forth in the prior paragraph.
Purchasing Members agree that any claims relating to the Contributed Content must be made against the Contributing Member, and not Rawporter. Purchasing Member expressly releases Rawporter from any claims or causes of action arising out of or in any way related to the Contributed Content, including but not limited to the quality of the Contributed Content; infringement of any intellectual property rights of any party; infringement of any right of publicity or privacy of any party; and defamation, slander or libel of any party. Purchasing Members agree that the sole obligation of Rawporter is to transfer funds to the Contributing Member according to this Agreement and to deliver the Contributed Content to Purchasing Member in accordance with this Agreement. You agree that Rawporter has no other obligation under common law, statutory law, contract, tort, equity or any other basis.
Fees for licensing of Contributed Content by Purchasing Members are described on the Site and/or the applicable Order Form. Purchasing Member Fees may include monthly membership fees as well as license fees. There is no fee for Contributing Members, except for Transaction Fees as described below.
Rawporter retains a Transaction Fee if your Contributed Content is licensed through the Service to a Purchasing Member. For each item of Contributed Content licensed, you agree that a portion of the fees received will be retained by Rawporter as a Transaction Fee. Rawporter will transfer the remaining amount of the fees received to the Contributing Member who contributed such Contributed Content.
The Transaction Fees and related terms are set forth on the Site and/or applicable Order Form, and are subject to change without notice.
Unless otherwise stated, all fees are quoted in U.S. Dollars. You are responsible for paying all administrative fees (such as PayPal fees), governmental fees and applicable taxes associated with the Service and any transactions entered in connection with the Service. If your payment method fails or your account is past due, Rawporter may collect fees owed using other collection mechanisms. This includes charging other payment methods on file with us, retaining collection agencies and legal counsel, and for accounts over 120 days past due, deducting the amount owed from your PayPal account balance. Purchasing Members agree that Rawporter has no obligation as an agent, fiduciary or otherwise with regard to any funds received for a Sale, and that by keeping the Transaction Fee and distributing the remainder to the Contributing Member, the Company has performed all of its obligations with regard to such funds.
RAWPORTER INTELLECTUAL PROPERTY
You agree that Rawporter and its licensors own all intellectual property rights in and to the Service, the Software, and the Site, including but not limited to the look and feel, structure, organization, design, algorithms, templates, data models, logic flow, text, graphics, logos, icons, and screen displays associated therewith. You will not reverse engineer, decompile or disassemble the Software, or otherwise attempt to reconstruct or discover the source code for the Software. You further agree not to copy, resell, lease, assign, distribute, time share or otherwise commercially exploit or make the Service or Software available to any third party for such third party’s benefit. Rawporter reserves all rights in the Service and Software not expressly granted to you hereunder.
The trademarks, logos, and service marks ("Marks") displayed on the Site are the property of Rawporter or other third parties. You are not permitted to use the Marks without the prior written consent of Rawporter or such third party that may own the Marks. Rawporter, Rawporter.com and all Rawporter logos are the trademarks of Rawporter.
You agree not to: (a) use any data mining, robots, or similar data gathering and extraction methods in connection with the Site or the Service, (b) use the Site or Service for any purpose other than as specifically authorized by Rawporter, and (c) download or copy any information on the Site for the benefit of any third party.
You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Rawporter without the express written consent of Rawporter. You may not use any metatags or any other "hidden text" utilizing Rawporter trademarks without the express written consent of Rawporter.
Rawporter shall have a perpetual, royalty-free, worldwide, and transferable license to use or incorporate into the Service any suggestions, ideas, enhancement requests, feedback, or other information provided by you relating to the Service.
PROCEDURE IN CLAIMS OF COPYRIGHT INFRINGEMENT
Rawporter respects the intellectual property of others, and asks you to do the same. It is our policy not to permit Content known by us to be infringing to remain on the Service or any related Site. If you believe in good faith that any Content made available through the Service constitutes copyright infringement of your copyrighted material, please notify us of the infringing Content and provide the following information:
An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
A description of the copyrighted work that you claim has been infringed;
A description of where the material that you claim is infringing is located on the Site or Service;
Your address, telephone number, and email address;
A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.
Your notice of claim of copyright infringement should be sent by directing an email or letter to the following designated copyright agent:
PO Box 30851
Charlotte, NC 28230-0851
THIRD PARTY REVIEWS
You agree that Rawporter may allow posting of third party reviews of Contributing Members ("Third Party Reviews"). Rawporter reserves the right to remove any Third Party Review for any reason whatsoever. Notwithstanding the foregoing statement, you agree that Rawporter is not responsible or liable for the accuracy or reliability of any Third Party Review.
The Site and the Service may provide, or third parties may provide, links to other web sites or resources. Because Rawporter has no control over such sites and resources, you acknowledge and agree that Rawporter is not responsible for the availability of such external sites or resources, and do not endorse and are not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that Rawporter shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of, or reliance upon, any such content, goods or services available on or through any such site or resource.
This Agreement will continue to apply until terminated by either you or Rawporter as set out here. To terminate this Agreement with Rawporter, you may send an e-mail to Rawporter requesting such termination at firstname.lastname@example.org
Rawporter may at any time, terminate this Agreement and the Service with you if:
(a) You breach any provision of this Agreement (or have acted in manner which clearly shows that you do not intend to, or are unable to comply with, the provisions of this Agreement); or
(b) Rawporter is required to do so by law (for example, where the provision of the Service to you is, or becomes, unlawful); or
(c) Rawporter is transitioning to no longer providing the Service to users in the country in which you are resident or from which you use the Service; or
(d) the provision of the Service to you by Rawporter is, in Rawporter’s opinion, no longer commercially viable.
Nothing in this Section shall affect Rawporter’s rights and remedies regarding the Service and your breach of this Agreement.
All provisions of this Agreement which by their nature survive termination will survive termination of this Agreement, including but not limited to your representations and warranties, disclaimers, and limitations of liability, shall survive termination of this Agreement for any reason. For clarity, Rawporter’s license to Contributed Content contributed prior to the date of termination, and its limited agency with respect thereto, shall survive termination of this Agreement.
DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY
THE SERVICE, THE SITE, AND ALL ASSOCIATED MOBILE APPLICATIONS ARE PROVIDED BY RAWPORTER ON AN "AS IS" AND "AS AVAILABLE" BASIS. RAWPORTER DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SERVICE OR THE INFORMATION, CONTENT (INCLUDING CONTRIBUTED CONTENT), MATERIALS, OR PRODUCTS INCLUDED AS A PART OF THE SERVICE. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK AND THAT RAWPORTER SHALL NOT BE LIABLE FOR ANY COST OR DAMAGE ARISING EITHER DIRECTLY OR INDIRECTLY FROM ANY TRANSACTION ENTERED INTO AS A PART OF THE SERVICE. IT IS SOLELY YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS AND USEFULNESS OF ALL CONTRIBUTED CONTENT AND OTHER INFORMATION, PRODUCTS AND MATERIALS PROVIDED OR PUBLISHED THROUGH THE SERVICE.
TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, RAWPORTER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. RAWPORTER DOES NOT WARRANT THAT THE SERVICE, ITS SERVERS, OR E-MAIL OR OTHER ELECTRONIC COMMUNICATIONS SENT FROM RAWPORTER AND ALL ASSOCIATED MOBILE APPLICATIONS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
N NO EVENT WILL RAWPORTER BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, OR LOST PROFITS ARISING FROM YOUR USE OF THE SERVICE, INCLUDING WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES EVEN IF THE RAWPORTER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, RAWPORTER’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO RAWPORTER DURING THE APPLICABLE TERM OF MEMBERSHIP.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
You agree to indemnify and hold the Rawporter, its subsidiaries, affiliates, officers, agents, and other partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorney's fees, made by any third party due to or arising out of your use of the Service, except for claims arising out of Rawporter’s breach of its obligations under this Agreement.
NO THIRD PARTY BENEFICIARIES
You agree that, except as otherwise expressly provided in this Agreement, there shall be no third party beneficiaries to this Agreement.
APPLICABLE LAW AND DISPUTES
You agree that the laws of the state of North Carolina, without regard to principles of conflict of laws, will govern this Agreement and any dispute of any sort that might arise between you and Rawporter.
Any dispute relating in any way to the Site or Service shall be submitted to confidential binding arbitration in Charlotte, NC, except that, to the extent you have in any manner violated or threatened to violate Rawporter’s intellectual property rights, Rawporter may seek injunctive or other appropriate relief in any state or federal court in Charlotte, NC, and you consent to exclusive jurisdiction and venue in such courts. Arbitration under this agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.
Different countries have different regulations. Rawporter makes no representations that any Content is appropriate or legally available for use in locations outside the United States. If you are accessing the Service from jurisdictions where the Content may be illegal, you are solely responsible for complying with all local laws regarding acceptable Content. By submitting any Content in connection with the Service, you understand and agree that by submitting such Content from your country and submitting it to Rawporter’s servers in the United States.
This Agreement is provided in English. If a translation is provided, then you agree that the translation is provided for your convenience only and that the English language versions of this Agreement will govern your relationship with Rawporter.
You agree to access the Service only through the interface that is provided by Rawporter. You specifically agree not to access (or attempt to access) any of the Service or associated information through any automated means (including use of scripts or web crawlers). You also agree not to engage in any activity that interferes with or disrupts the Service or systems and networks supporting the Service.
This Agreement constitutes the entire legal agreement between you and Rawporter regarding the Service, and supersedes and replaces any prior agreements and understandings between you and Rawporter in relation to the Service, including but not limited to any prior version of this Agreement. Any FAQ’s or similar documents found on the Site are for informational purposes only and are not deemed to be part of this Agreement.
You agree that Rawporter may provide you with notices, including those regarding changes to this Agreement, by email or postings on the Site.
The failure of Rawporter to exercise or enforce any right or provision of this Agreement does not constitute a waiver of such right or provision.
If any provision of this Agreement is held invalid, the remainder of this Agreement will continue in full force and effect.
Both you and Rawporter acknowledge and agree that, except as expressly set forth in this Agreement, no partnership, agency, joint venture, or employment relationship is formed between you and Rawporter by your use of the Service, and neither you nor Rawporter have the power or the authority to obligate or bind the other. You acknowledge and agree that no person or company shall be third party beneficiaries to this Agreement.
The section titles in this Agreement are for convenience only and have no legal or contractual effect.
MODIFICATIONS TO AGREEMENT
V1.6 Last Modified: February 22, 2012.