Terms and Conditions

The present Terms of Use set forth the terms and conditions of use of the Prodibi Services (hereafter called "Service"), published by Prodibi SA and apply to all Visitors and Users of the Service.

Under the present Terms of Use the following definitions shall be used:

• Account: account(s) opened by Users with Prodibi after completion of the Users’ registration process.
• Content: all and any content uploaded, included on or accessible through the Service, such as text, graphics, logos, names, designations, button icons, features, code, functionalities, images, information, data, photographs, graphs, videos, typefaces, graphics, music, sounds, and other material and software.
• Stripe: account created by Prodibi with the www.stripe.com website and allowing secure and fast payments. All and any Transactions on the Service can only be executed via the Stripe system.
• Prodibi: Prodibi SA incorporated in Chemin du Pré-Fleuri 3, CH-1228 Plan-les-Ouates, Geneva – Switzerland, including its existing or future affiliates or related companies.
• Service: all and any contents, functionalities and services offered by Prodibi such services can include for example services on the following non-exhaustive list: Apps, APIs, plugins, softwares, scripts, websites, the streaming of high resolution photographs and videos, image processing, resizing, cutting, reframing, renaming, encoding, embedding
• User: any user of the Service having completed the registration process and created its Account.
• Visitor(s): users of the Service not registered with Prodibi and having no Account, including users who have signed in to private gallery only.
• You(r): you as a User or Visitor of the Services.

By using/visiting the Service as a User or as a Visitor, either as an individual or a legal entity, You expressly agree to the present Terms of Use - including all updates, revisions and modifications - as well as to all other policies of Prodibi (including but not limited to Prodibi’s privacy policy). In case You do not agree with the present Terms of Use, You may not use the Service.

In case You are not an individual, You warrant that You dispose of all necessary corporate or equivalent authority and powers to agree to the present Terms of Use, which shall be binding upon the legal entity in whose name You have registered as a User.

The Service is available for individuals aged 13 years or older. If You are 13 or older but under the age of 18, You should review these Terms of Use with Your parent or guardian to ensure that You and Your parent or guardian understand and accept these terms and conditions.

IF YOU, FOR YOURSELF OR ON BEHALF OF THOSE YOU REPRESENT, DO NOT AGREE TO ANY PROVISION OF THESE TERMS, YOU MUST, FOR YOURSELF AND ON BEHALF ANY SUCH PERSON(S), DISCONTINUE THE REGISTRATION PROCESS, DISCONTINUE YOUR USE OF THE SERVICES, AND, IF YOU ARE ALREADY REGISTERED, CANCEL YOUR ACCOUNT.

The Service is an innovative solution that allow you to display, share, embed and transfer pictures in full resolution

The use of most features of the Service requires that You register with Prodibi and create an Account.

Any use of the Services requires a successful registration with Prodibi and the creation of an Account.

When creating Your Account, You must provide Prodibi with accurate and complete information. You are solely responsible for the activity that occurs on Your Account and for maintaining the confidentiality and security of Your Account. You must keep Your Account password secure and not reveal Your Account information to anyone else or use anyone else's Account. It is also Your responsibility to notify Prodibi immediately of any breach of security or unauthorized use of Your Account.

PRODIBI DISCLAIMS ALL LIABILITY FOR LOSSES CAUSED BY ANY UNAUTHORIZED USE OF YOUR ACCOUNT. HOWEVER, YOU MAY BE HELD LIABLE FOR THE LOSSES OF PRODIBI OR OTHERS DUE TO SUCH UNAUTHORIZED USE.

By providing Prodibi with personal information and data in relation with the creation of an Account, You expressly authorize Prodibi to collect and process such information for the purpose of management of the Service. The collecting of information and identification process may be delegated to third parties

YOU HEREBY EXPRESSLY ACCEPT THAT PRODIBI MAY PROCESS AND SAVE YOUR PERSONAL INFORMATION AND DATA OUTSIDE SWITZERLAND AND EUROPE AS WELL AS IN OTHER GEOGRAPHICAL AREAS THAN THE ONE YOU ARE LOCATED IN.

Prodibi has implemented reasonable and appropriate technical and organizational measures to help secure Your files against accidental or unlawful loss, access, or disclosure. You agree that these measures are Prodibi’s only responsibility with respect to the security and handling of Your Content and are sufficient in the light of any nondisclosure obligation of Prodibi. Prodibi will not be responsible for maintaining backup files. Upon termination of Your Account, Prodibi may, but is not obligated to, delete Your Content.

Please note that Prodibi reserves at all time its right to decline Users’ registration. You agree and acknowledge that the present Terms of Use concede You no right to register with Prodibi. In particular, Prodibi may restrict the availability of all or part of its services to certain geographic areas.

The Service may include automatically recurring payments for periodic charges ("The Fee"). If you activate a Subscription Service, you authorize Prodibi to periodically charge, on a going-forward basis and until cancellation of either the recurring payments or your account, all accrued sums on or before the payment due date for the accrued sums.

The Fee be refunded within 30 days and will immediately give Prodibi the right to terminate or suspend Your Account.

After 30 days The Fee is not refundable and its nonpayment will immediately give Prodibi the right to terminate or suspend Your Account.

Prodibi reserves the right to update or amend the Fee from time to time for subsequent billing cycles.

Your Account will be automatically renewed on a yearly or monthly basis starting on the anniversary date of subscription, unless You notify to Prodibi before the anniversary date of subscription.

All transactions shall be performed shall be paid exclusively in US$ through Stripe.

Prodibi maintains a fair usage policy to ensure stable and fast service to all users. If your usage seems above the fair usage Prodibi may contact you to make an estimate and update your billing accordingly.

Prodibi Free, Prodibi Starter and Prodibi Ultimate plans have been designed for individuals, photographers and artistes in mind. If you have corporate needs or if you do an heavy usage of the Service Prodibi may contact you to make an estimate and update your billing accordingly.

You agree that Prodibi may charge You for any additional amounts (including any taxes and late fees, as applicable) as may be accrued by or in connection with Your Account.

1. General Conditions

• You may not, under any circumstance, alter or modify any part of the Service.
• You may not launch any automated system, including without limitation, "robots," "spiders," or "offline readers," “virus”, “worms”, “Trojan horse”, having the purpose or effect to detrimentally affect the Service.
• You may not collect any personal data, including Account names, from the Service, nor use the communication systems provided by Prodibi to its Users for any commercial solicitation purposes.
• Your use of the Service requires one or more compatible devices, Internet access and certain software and may require obtaining updates or upgrades from time to time. As the use of the Service involves hardware, software, and Internet access, Your ability to use the Service may be affected by the performance of such materials. You agree that such system requirements, as modified from time to time, are under Your responsibility.
• You shall be solely responsible for Your Content and the consequences of posting such Content. Prodibi does not guarantee any confidentiality in relation with Your Content.
• You are aware that by using the Service, you may encounter content that You may find offensive, indecent, or objectionable. Nevertheless, You agree to use the Service at Your sole risk. You agree that Prodibi shall assume no liability for content that You may find to be offensive, indecent, or objectionable.
• You agree that You will not attempt to, or encourage or assist any other person to, circumvent or modify any component of the Service.
• Prodibi reserves the right to discontinue any aspect of the Service at any time.

2. Your Content

You have the sole responsibility to ensure that Your Content complies with all applicable laws and regulations and these Terms of Use and therefore:

• You represent and warrant that You dispose of the necessary rights and authorizations to use and upload any Content that You may submit to the Service. You further agree that You will not submit material that is copyrighted, protected by trade secrets or otherwise subject to third party proprietary rights unless you are the owner of such rights or have permission from their owner to display and distribute such material.
• Prodibi shall determine in its sole discretion whether any Content is appropriate and complies with the present Terms of Use. You agree that Prodibi may at any time, without prior notice and in its sole discretion, remove Content and/or terminate any Account for materials uploaded in violation of the present Terms of Use.
• You warrant that Your Content contains no pornography, dangerous or illegal acts, unlawful, obscene, defamatory or libelous material, images of rape or abuse, images of bestiality; or any sexually explicit content (including but not limited to intercourse, masturbation, sadistic or masochistic abuse, explicit depiction of male or female genitalia or pubic areas, pedophilia or necrophilia).
• You also warrant that Your Content is not contrary to public policy, nor any applicable laws, regulations or bona mores.
• You acknowledge that Prodibi may be under a legal obligation to remove or to block the access to any clearly illegal Content which has been effectively brought to Prodibi's attention.
• You acknowledge and accept that Your failure to comply with the present Terms of Use may result in Your Content being removed and/or Your Account being deactivated without prior notice.
• Moreover, Prodibi reserves the right to report any violation of the present Terms of Use to competent law enforcement authorities and any uploading of Content in violation of the present Terms of Use may result in Your personal criminal and/or civil liability pursuant to applicable laws and regulations.
• All Users can report to Prodibi any Content that does not comply with the present Terms of Use, because it is unlawful, offensive or contra bonos mores or because it infringes the proprietary rights of a third party. Such notifications to Prodibi shall be made exclusively through the report@prodibi.com email address.

1. Your Content

Prodibi does not claim any ownership rights in relation with any of Your Content.

You undertake to retain all ownership rights on Your Content and to continue to have the right to freely use such material after submitting Your Content to the Service.

Prodibi does not permit and will not tolerate any infringement of intellectual property rights on the Service. Prodibi may remove, without prior notice, any Content if notified that such Content infringes on another's intellectual property rights.

Prodibi expressly disclaims any and all liability in connection with Your’ Content.

While Prodibi makes its best efforts to protect Your Content against such risks, PRODIBI SHALL ASSUME NO LIABILITY IN CASE YOUR CONTENT IS SUBJECT TO MISAPPROPRIATION AND/OR PIRACY. YOU ARE RESPONSIBLE FOR TAKING ALL APPROPRIATE MEASURES TO PROTECT YOUR CONTENT.

You grant Prodibi the non-exclusive, royaltyfree, worldwide license to reproduce, display, broadcast, distribute, edit, encode, embed, process (including but not limited to resize, cut, encode, embed, reframe, compress, rename) and to use Your Content, in whole or in part, in any way necessary to provide the Services on the Service through any technology developed by Prodibi and through any media and telecommunications technology providing access to the Service. You hereby expressly agree that Your Content may be processed by third parties mandated by Prodibi and acting under Prodibi’s responsibility.

You grant such license to Prodibi for as long as Your Content remains hosted on the Service.

Unless You expressly disable this feature on Your Account upon registration or further notice to Prodibi in writing or through the report@prodibi.com email address, You hereby grant to Prodibi permission to make (some of) Your Content available on the Service’s homepage or on Prodibi’s advertising materials as illustrations for promotional purposes only, provided that Prodibi clearly indicates the ownership of such materials. Other than for such limited use, Prodibi will not use Your Content commercially.

You may view other Users’ Content made available by Prodibi solely for Your personal and non-commercial use and in the respect of the present Terms of Use. In particular, You must not attempt to distribute, commercialize, transmit, license, copy or lease any other Users’ Content without such Users’ prior authorization.

2. Prodibi’s Content

Prodibi's Content is the exclusive property of Prodibi and its licensors and is protected by copyrights, trademarks, trade secrets, or other proprietary rights.

Prodibi grants You a personal, nonexclusive, non-transferable and revocable right to access and use the Service, under the condition that You comply with the present Terms of Use.

Prodibi's Content may not be downloaded, copied, reproduced, distributed, transmitted, displayed, sold, licensed, or otherwise exploited without the prior written consent of Prodibi.

You agree not to use or exploit Prodibi's Content in any manner inconsistent with the present Terms of Use and in particular, You shall always respect all rights granted or restrictions set forth herein. You are not allowed to modify Prodibi's Content or to create derivative works based upon Prodibi's Content.

You may not reverse engineer, decompile or disassemble Prodibi’s Content where applicable law permits it despite this limitation. You may not rent, lease, lend, resell or host to or for third parties any of Prodibi’s Content.

All rights not expressly granted in the present Terms of Use are reserved to Prodibi and its licensors.

Prodibi may terminate Your Account immediately if You breach these terms of Use or if Prodibi is unable to authenticate any information you provide to Prodibi.

Prodibi remains free to suspend or terminate Your access to the Service at any time without notice, in particular by suspending or terminating Your Account, in case Prodibi determines, in its sole discretion, that such measure is necessary as a consequence of Your violation of the present Terms of Use or any other Prodibi policy or if Prodibi decides to interrupt the Services for any reason.

In no event shall any refunds be paid.

Following termination of Your Account, Prodibi may remove some or all of Your Content from its servers or elect to retain it, at its sole option.

Any payment obligations incurred prior to termination of this Agreement, shall survive such termination

Prodibi may, in its sole discretion and without notice, update, modify or revise the present Terms of Use at any time. Any update, modification or revision (“amendment”) of the present Terms of Use shall become automatically effective and binding as from the date of their publication on the Service and You agree to be bound by such amendment.

Prodibi will post the amended version on the Service and make the amendment available via a link from the home page. You agree that Your continued use of this Service after such amendment shall signify Your acceptance of any such amendment. It is Your responsibility to consult and revert to the last available version of the present Terms of Use as posted on the Service.

1. General Warranty Disclaimer

You agree that Your use of Prodibi’s Service and Services shall be at Your sole risk and liability. You acknowledge that the content of this Service is provided to you as is and that to the fullest extent permitted by applicable law, Prodibi, as well as its officers, directors, employees and agents, disclaim all warranties, express or implied, in connection with the Service and Your use thereof, including but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement of any applicable law or regulations.

Furthermore, Prodibi makes no warranties or representations about and assumes no liability for the accuracy or completeness of the content of the Service or the content of any websites linked to the Service, including but not limited to any errors, mistakes, inaccuracies of content, as well as its timely and proper, delivery, or limitations, personal injury or property damage, of any nature whatsoever resulting from Your access to or use of the Service, any unauthorized access to or use of Prodibi’s secure servers and/or any and all personal information and/or financial information stored therein, any interruption or cessation of transmission to or from Prodibi’s platform, any bugs, viruses, Trojan horses, or the likes which may be transmitted to or through Prodibi’s platform by any third party, and/or any errors or omissions in any Content or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted, uploaded, or otherwise made available via the Website. Prodibi does not warrant, endorse, guarantee, or assume any responsibility whatsoever for any product or service advertised or offered by a third party through the Service or any hyperlinked Service or featured in any banner or other advertising. In no event shall Prodibi be a party to or in any way responsible for monitoring any transaction between You and third-party providers of products or services.

2. Limitation of Liability

You agree that Prodibi, its officers, directors, employees or agents shall not be liable for any loss, expense or damages of any kind arising out of or resulting from Your use of the Service, regardless of whether such damage is direct, indirect, incidental, special, punitive, consequential, resulting from or in connection with the content of the Service, including the Content, or the content of any websites linked to the Service, including but not limited to errors or inaccuracies in such content, delays, interruptions, failure, poor quality or limitations of any kind in its delivery or in the performance of services offered on the Service, personal injury or property damage of any nature whatsoever resulting from Your access to or use of the Service, any unauthorized access to or use of Prodibi’s secure servers and/or personal information and/or financial information stored therein, any interruption or cessation of transmission to or from Prodibi’s platform or any third party’s website or service Prodibi is working with to provide the services or process the information or content, any bugs, viruses, Trojan horses, or the like which may be transmitted to or through Prodibi’s platform by any third party, and/or any errors or omissions in any content or for any loss or damage of any kind incurred as a result of the use of any content submitted, uploaded, emailed, transmitted, distributed, or otherwise made available via the Service.

You specifically acknowledge that Prodibi shall not be liable for any user submissions and uploads, nor for any conduct of any third party that occurs in violation of the present Terms of Use and/or applicable laws and regulations.

You also acknowledge hereby that You bear the entire risk of any harm or damage resulting from or in connection with the foregoing.

The Service is managed and offered by Prodibi from its corporate headquarters in Switzerland. Prodibi makes no representations that the Service is appropriate or available for use in other jurisdictions. Those who access or use the Service from other jurisdictions do so under their own responsibility and are responsible for compliance with locally applicable laws.

You agree to defend, indemnify and hold Prodibi, its affiliates and their officers, directors, employees and agents harmless from and against any liability, loss, damages (including punitive damages), claim, settlement payment, costs or debt, interest, award, judgment, diminution in value, fine, fees, penalty or other charge (including but not limited to attorneys’ fees) arising from or relating to (i) Your Content, (ii) Your violation of the present Terms of Use or any other policy of Prodibi; (iii) more generally Your use of the Service; and (iv) Your violation of any third party rights, including without limitation any copyright, property, publicity or privacy rights or any claim that Your Content caused damage to a third party. This defense and indemnification will survive the present Terms of Use and Your use of the Service.

Users and Prodibi are independent contractors, and no agency, partnership, joint venture, employee-employer or franchisorfranchisee relationship is intended or created by the present Terms of Use.

If any provision of these Terms of Use is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Prodibi’s failure to act with respect to a breach by Users does not waive Prodibi’s right to act with respect to subsequent or similar breaches. Prodibi shall not be liable for any delay or failure to perform resulting directly or indirectly from any causes beyond Prodibi’s reasonable control.

Any rights and authorization granted hereunder may not be transferred or assigned by You, but may be assigned by Prodibi without restriction.

The present Terms of Use shall be governed, interpreted and construed by, under and pursuant to the substantive laws of Switzerland, without reference to its conflict of laws.

You agree that any dispute, controversy or claim arising out of or in relation to the present Terms of Use, including the validity, invalidity, breach or termination thereof shall be decided exclusively by the ordinary courts of Geneva, Switzerland. Notwithstanding the foregoing, Prodibi reserves the right to institute legal proceedings at Your registered office or place of residence.