All the services of Smart-clipping.com (“Smart Clipping”) available on this Website for the Client, subject to the subsequent terms and conditions. By accessing or using the Website, or if you have taken any services, the Client acknowledges that he or she has read, understands and agrees.There have somerestriction or qualification, which bound to abide by these terms and conditions and laws stated bellows.
When the words (definition) and terms used anywhere that isexpress the following meaningswhere the context clearly indicates whole terms.
a) Customer: The natural or legal person who has registered at the Website and/ or has provided Smart Clipping with an order for Services.
b) Services: Generating clipping paths, clipping path masking, and other graphics clipping path related services provided by Smart Clipping as advertised on the Website and in other promotional tools.
c) Smart Clipping: Smart-clipping.com, the legal person who has established the registration or the order referred to order and who has made an offer or quotation preceding aachievable order.
d) Clipped Image(s): It is the outcome of one or more images after Smart Clipping has successfully done the Services.
e) Website: www.smart-clipping.com.
2.1 These terms and conditions are valid to all offers/price quotations by Smart Clipping, all agreements between Smart Clipping and the Client, as well as all obligations following from and based on such agreements.
2.2 These terms and conditions may not be amended, mixed or modified except insofar as Smart Clipping has expressly received them in writing.
2.3 If any condition of thesestated invalid, unenforceable or illegal by the courts or judges, the remaining provisions of these terms and conditions should be sustained in full force and effect.
2.4 When you visiting and surfing the Website, registration an account on the Website or placing an order, if the Client agrees with those terms and conditions.
2.5 Any other terms and conditions planned by the Client, whether verbally or in writing, shall be of no result and the Services provided by Smart Clipping shall not comprise acceptance of such terms and conditions or requirements, unless Smart Clipping has expressly established such terms, conditions or requirements in writing.
2.6 Smart Clipping has the right to modify the content, pricing, date of publishing,service charges, images and other kinds of information whenever the authority needs. All information on the Website is provided as it is and customers should independently authenticate any information provided on the Website before relying ahead it.
2.7 The Client is not at liberty to assign or transfer to any third party any of theobligations or rights under these terms and conditions.
2.8 Smart Clipping reserves the right to modify these terms and conditions at its own description. Any amendments and consequent obligations on the part of the Client are directly applicable after observe is provided on the Website.
3. The Services
3.1 Smart Clipping will provide the Services (the uses of which is entirely at the Client’s risk) for the prices as mention on the Website: (i) if the Client is able to distribute the image(s) as a graphics file or files, in JPEG, GIF, EPS, PNG,BMP, PSD or TIFF format up to a utmost of 200MB each, via the Website; (ii) if the image(s) can be delivered through the customer FTP (File Transfer Protocol) and Smart Clipping is able to transfer the image(s) (up to a utmost of 200MB each) from the customer FTP objective to the Website.
3.2 If the Client includes no necessities regarding the Services, then the Services will occur in a standard methodof meaning where the whole background will be removed from the object(s) and made it white.
3.3 Upon receiving of each order, Smart Clipping will check its contents for fulfillment with Smart Clipping published standards and Smart Clipping capacity to fulfill it. Furthermore, Smart Clipping will check the complication of the order and assign a complexity level to it. Every order submitted by the Client shall be subject to acceptance by Smart Clipping and such acceptance may be withheld at the judgment of Smart Clipping. After acceptance, Smart Clipping will notify the Client by email to verify acceptance of the order and deliver the Client a price offer /quotation. Approval of the offer and payment, insofar as the Client and Smart Clipping have not agreed upon payment after delivery as mentioned in clause 4.4, must occur within 10 calendar days.
3.5 We maintain the standard manner as defined in clause 3.4, the Customer has the right to refuse their images -in the submission of application on the Website- up to a maximum of three times, just minimum pay extra for modification round(s). Only for cases where the image excellence is proven to be insufficient for Smart Clipping to perform its Services, Smart Clipping may charge the Customer extra for corrections with negotiation. The submitted file and the content shall together constitute the order of the Customer.
3.6 As an alternative of the standard manner as presented in clause 3.4, the Customer could include additional necessities regarding the Services. In those cases the Customer has the right to refuse the images -in the application on the Website- up to a maximum of one time, withhaving to minimum pay for the correction. In those cases where the image quality is established to be insufficient for Smart Clipping to perform its services, Smart Clipping may charge the Client extra for the correction round.
3.7 Upon the Customer’s request, as well as in case it becomes essential to perform the Services, the image(s) will be transformed into a different graphic folder. Transforming an image into aaltered graphic folder may affect, by way of example and not as a limitation, the excellence and color correction of the original image. Smart Clipping cannot make any assurance to the Customer in regard to the result or output that originates from transforming an image into analtered graphic folder.
3.8 The Customer may cancel the demand on the Website after receiving the charge quotation for the Services. However, the Customer may not cancel ademand after notification of approval by Smart Clipping as the provision of Services for that demand will have originated.
3.9 Smart Clipping shall notify the Customer by email when the Customer’sdemand has been completed and the outcomes are available for download from the Website. However, Smart Clipping recommends that the Customer visits his personal account regularly, as it is possible that emails do not spread their purpose due to virus scanners, anti-spam and other methods of mail safety. Smart Clipping will save Clipped Images for at least 12days after the images have been completed.
4 Prices & Payments
4.1 Smart Clipping will show the number of images for the Services on the invoice to the customer. The number of images for Services could be different from the number of images which the Customer has uploaded on the Website due to possible rejections or service needs of images by Smart Clipping because of, but not limited to, the size and quality with value. The Customer shall bear the risk of misunderstandings with regard to the number of images and is therefore responsible for inspection the number of images on the invoice.
4.2 If Smart Clipping, considering the volume of an instruction by the Customer, approves in writing upon payment after distribution, then the Payment must be made within offered bill cycle date ranges from (1 week or 10days) without being able to pray any discount, suspension or compensation. In this procedure all the quotation will be auto permitted by the application as per the granted price.
4.3 Smart Clipping aims to protect genuine credit card owners and/or users of others online payment methods from fake and therefore may report to the significant authorities any person using or trying to use a credit card or other online payment methods without specious authority.
4.4 Smart Clipping will charge the Client the prices for the Services as mentioned on the Website, unless a special or a fixed price arrangement has explicitly been provided in writing by Smart Clipping. All standard prices listed on the Website are subject to change without previous notice.
4.5 If the Customer does not pay within the time structure specified, the Client shall be considered in default. Smart Clipping shall be eligible, without any notice of default, to charge of interest as from the due date. This interest shall be calculated according to the current constitutional commercial interest or if pertinent, the statutory interest rate as well as any legal and extrajudicial charges related with collection, which add up to 10% of the outstanding amount, with a minimum of $99.
4.6 Each and every supply of Clipped Images to the Customer shall take place while preserving the ownership of these Clipped Images until such time as the Customer has paid all that he is appreciative to pay pursuant to any order, counting interest and costs.
4.7 Prices and the rates existing and agreed upon by Smart Clipping will at all times be exclusive of tax and any other levies obligatory by the government. Here all payments for the Services must be made in by online payment or payment method offered by Smart Clipping once the job is delivered also payments can be made in a Billing cycle basis based on mutual understating between customers and Smart Clipping.
5 .Delivery Time
5.1 All the orders on Smart Clipping will be processed within 24 Hours or any given time that willfix when the contract willstart. However the delivery times are estimates only, unless it has been clearly stated in writing by Smart Clipping that it guarantees a certain delivery time. Smart Clipping shall, even when a definite delivery time has been decided, only be in default after the Customer has served notice of default on Smart Clipping.
5.2 During the implementation of the Services the customer shall be obliged to do all that is reasonably necessary or attractive in order to make a timely delivery by Smart Clipping possible, in particular by immediately answering any questions Smart Clipping may have.
5.3 Smart Clipping shall not be bound by an agreed delivery time if the customer requires changes to be made in the Services.
5.4. Smart Clipping will do everything within its means to notify the customer when the particular delivery time, as shown on the Website or specific in the acceptance of the order, is improbable to be met. The customer is still responsible for paying the amount owed for Services irrespective of the fact that Smart Clipping is not able to meet the release time as shown on the Website or specific in the acceptance of the order.
6 .Warranties, Limitation of Liability and Indemnification
6.1 It is assured that all the clipped images will be of a towering quality and the subject of quality of the image(s) which have been delivered to Smart Clipping. Smart Clipping makes no representations or warranties of any kind whatsoever, state or implied, in connection with these terms and conditions or the website, counting but not limited to warranties of merchantability, non-infringement or strength for a particular reason, other than set forth herein. The customer agrees that Smart Clipping will not be accountable or liable, under any situation, for any: (1) disruption of business; (2) access delays or right of entry interruptions to the website; (3) data non delivery, destruction, corruption or other modification; (4) loss or damage of any sort incurred as a outcome of dealings with or the attendance of off-website links on the website; (5) computer viruses, system crash or malfunction that may occur in link with the customer’s use of the website, as well as during hyperlink to or from third-party web sites; or (6) events beyond Smart Clipping reasonable control. To the utmost extent allowable by law, Smart Clipping will not be liable for any indirect, particular, incidental, or significant compensation of any kind related to the website despite of the form of action whether in contract, tort or even if it has been advised of the opportunity of such damages. There have no event shall its maximum aggregate liability exceed the acquire price of the order.
6.2 Any claim based on any defect in the Clipped Images pursuant to these terms and conditions must be notified to Smart Clipping in writing within seven (5) calendar days of their delivery after which the Client will be deemed to have accepted the Clipped Images as having been delivered in accordance with the order.
6.3 Smart Clipping uses all reasonable endeavors to ensure that the Website remains accessible at all times. However, Smart Clipping cannot guarantee that the Website will operate constantly or will be error free. Smart Clipping therefore accepts no liability for any breakdown or non-availability of the Website and/or any failure or non-availability for downloading the Clipped pictures as mentioned under clause 3.9. Furthermore Smart Clipping accepts no liability for delay in the Services which is caused by pictures which do not meet the necessities as mentioned in clause 3.1.
6.4 Any failure on the part of Smart Clipping in the presentation of the Services which is the result of viruses, worms, Trojan horses, time bombs, corrupted files cancelbots or any other similar problem shall not be imputed to Smart Clipping and shall therefore not give the Client the right to set aside the agreement or the right to damages.
6.5 By giving any order of the Client acknowledges that he, she or it has not relied on any statement, warranty or representation other than those which is made in these terms and conditions.
7. Intellectual Properties
7.1 Smart Clipping authority, the affiliates and the licensors preserve the rights of all the content of the Website, including but not limited to text, graphics, design, logos, images, software, data compilations and interfaces which is protected by U.S. & international copyright laws.
7.2 After the customer has paid and downloaded the Clipped Images, the copyright of the Clipped Images is routinely transferred to the customer. If payment has not occurred, Smart Clipping remains the copyright owner of the Clipped Images.
7.3 The trademark Smart-clipping.com and the logo of Smart Clipping are trademarks of Smart Clipping or its affiliates, and may not be used without the previous written consent of Smart Clipping. All other trademarks not owned by Smart Clipping or its affiliates that are used on the Website are the possessions of their respective proprietors.
7.4 Smart Clipping grants Client a limited, nonexclusive license and revocable to access and make personal use of the Website. The limited license set forth in this segment does not include the right to: (1) use, adjust or download the Website or its contents other than as set forth herein; (2) make any derivative work based on either the Website and its content; (3) collect all account information for the benefit of other party; (4) make use of any meta tags or any other “hidden text” utilizing Smart Clipping name or the trademarks without Smart Clipping express written consent; or (5) use software robots, spiders, crawlers, or similar data gathering and removal tools, and take any other action that may impose an difficult burden or load on Smart Clipping infrastructure. Any illegal use by the Client of the Website terminates the limited license set forth in this Section without injustice to any other remedy provided by applicable law.
7.5 Except as set forth in the partial license below, or as requisite under applicable law the trademarks, or any other segment of the Website may be used, duplicated, reproduced, copied, sold, resold, accessed, modified, or otherwise exploited in full or in part for any purpose without Smart Clipping prior written consent.
7.6 If the Client provides Smart Clipping with images, it represents and warrants that it owns or otherwise controls the rights to its images and that the images do not infringe any intellectual property rights of third-parties. The customer further represents and warrants that such images do not comprise or contain software viruses, commercial solicitation, mass mailings, chain letters, or any form of “spam”. The customer may not use a false e-mail address, impersonate any person or entity, or otherwise mislead Smart Clipping as to the origin of any images. The customer agrees to indemnify Smart Clipping for all claims arising from the customer claims to any rights in any images. The customer agrees to defend, indemnify and hold Smart Clipping harmless, damages, for any loss, or costs, including reasonable attorneys’ fees, resulting from any third-party claim, demand or action resulting from the Client’s use of the Website, including any claim for infringement of intellectual property rights of third-parties. The customer also agrees to indemnify Smart Clipping for any loss, damages, or costs, including logical attorneys’ fees, resulting from the customer’s use of software robots, , crawlers, spiders or similar data gathering and removal tools, or any other action the Client takes that imposes a difficult burden or load on Smart Clipping infrastructure.
8.1 Any information of the Client provides to Smart Clipping will be kept confidential and will be used only to support the Client’s customer relationship with Smart Clipping. Smart Clipping shall not disclose or sell information about the customer to any third party except in connection with an auction of the whole or part of the business of Smart Clipping.
8.2 Smart Clipping may use such personal data for mailings, general correspondence and support regarding the Services. If the customer prefers not to receive such communications from Smart Clipping, the customer should notify Smart Clipping by email to [email protected]
8.3 Before the customer places his first order the customer will be asked to provide his name, email address and other personal details information necessary for Smart Clipping to fulfill the Services for the Client and/or enhance the Customer visit to the Website.
9.1 Smart-clipping.com will uses “cookies” to recognize users of the Website and personalize their visit by customizing web pages for them and for collecting user information to enable Smart Clipping to provide the Services and fulfill the obligations towards the Client.
9.2 Smart Clipping takes reasonable steps to ensure that unauthorized third parties do not access data transmitted electronically to Smart Clipping or by Smart Clipping via the Website. However Smart Clipping cannot guarantee that such access will not happen. Consequently, the customer accepts the risk that data transmitted electronically by Smart Clipping or to Smart Clipping via the Website may be intercepted or accessed by third parties who are unauthorized by Smart Clipping to access such data.
9.3 The customer acknowledges that the customer is responsible for the protection of his, her or its computer system, software, hardware & data and those of third parties who may access or otherwise be connected to the computer system of the customer. Consequently, the customer accepts responsibility for ensuring that all emails, programs and other data downloaded or otherwise received from the Website or from Smart Clipping are free from viruses, Trojans, worms and all other forms of malicious code before using the equal.
9.4 Smart Clipping tracks the geographical locations of customers to avoid fraudulent actions.
All the information should be reserved confidential and both parties have the same opinion that (including trade secrets and proprietary information) the information disclosed to them by the other party pursuant to those terms and conditions. Both parties also have the same opinion that they shall not, without the previous written consent of the disclosing party, use any confidential information for their own purposes or release it to any third party other than for the performance of the Services which provided the receiving party shall have no obligations under this article to the extent that such information is public knowledge or is already known to the receiving party at the time of disclosure or subsequently becomes public knowledge other than by breach of these terms and conditions or subsequently comes lawfully into the possession of the receiving party from a third party.
11. Force Majeure
Force majeure is understood to be any situation beyond the control of the parties, as a result of which fulfillment with the agreement can no longer be required in all rationality. In the above context or an example, the following events are also considered to be cases of force majeure: any malfunctions, which may or may not be provisional, at the premises of one of the parties, or situation preventing standard completion of the agreement, including but not limited to strikes, lock-outs, revolution, involvement by a higher authority, acts of terror, state of war and siege, fire, epidemics, natural disasters, extreme weather conditions and similar conditions.
The customer must have to be acknowledged and agreed that these terms and conditions constitute the complete and exclusive agreement between the parties relating to the Client’s use of the Website, and succeed and govern all prior proposals, agreements or other communications.
Any kind of changes posted on the website will be effective right away. The customer continued use of the Website constitutes the Client’s agreement to all such terms and conditions. Smart Clipping may with or without prior notice, terminate any of the rights granted by these terms and conditions. The customer shall comply immediately with any termination or other notice, as applicable, including by ceasing all use of the Website.
Nothing contained in these terms and conditions shall be construed as creating any agency, partnership and other form of joint enterprise between Smart Clipping and the Customer. Smart Clipping failure to require the Client’s performance of any condition here of shall not affect the full right to require such presentation at any time thereafter nor shall Smart Clipping waiver of a breach of any provision hereof be taken or held to be a waiver of the condition itself. In the event that any provision of these terms and conditions shall be unenforceable or invalid under any applicable law or be so held by any arbitral award or applicable court judgment, such unenforceability or invalidity shall not render these Terms and Conditions unenforceable or invalid as a whole.
Smart Clipping reserves the right, in its sole carefulness, to change these terms and conditions at any time by giving the changes on the Website.