terms of use

THIS IS A LEGALLY BINDING AGREEMENT. PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE ACCESSING THE WEBSITE OR USING OUR SERVICES.

THESE TERMS CONTAIN DISCLAIMERS OF WARRANTIES, EXCLUSIVE REMEDY AND LIMITATION OF LIABILITY, A DISPUTE RESOLUTION AND BINDING ARBITRATION CLAUSE, CLASS ACTION WAIVER, AND JURY TRIAL WAIVER, THAT EACH APPLY TO THE EXTENT PERMITTED BY LAW AND AFFECT YOUR RIGHTS. IN ARBITRATION, THERE IS NO JUDGE OR JURY, AND THE DISCOVERY PROCESS IS LIMITED COMPARED TO COURT PROCEEDINGS. ADDITIONALLY, THERE IS NO OPPORTUNITY FOR APPELLATE REVIEW. PLEASE READ THESE TERMS CAREFULLY.

1. Acknowledgement and Acceptance of the Terms of Use

These Website Terms of Use (the "Terms of Use", "Terms", or "Agreement") are entered into by and between you and Clip Collective, LLC, a U.S. company (collectively referred to as "Clip Collective," "we," "our," or "us"). The Terms of Use govern your access to and use of our website, clipcollective.com (the "Website"), and the Clip Collective platform and services offered on or through the website, including the progressive web app (PWA) and event-specific media upload portals, guest upload flows, hosting and cloud-based processing of user-submitted photos and videos, and delivery of professionally edited highlight reels (collectively the "Services"), whether you access the Services as a registered user, an invited/registered guest, or an unregistered uploader. Certain Services (for example, paid highlight reel production, extended storage, or enterprise features) may have additional disclosures, agreements, or terms and conditions that govern those Services and control in the event of any inconsistency with these Terms of Use. For customer support, questions about these Terms, or data/retention inquiries, please contact hello@clipcollective.com.

BY USING OR ACCESSING THE WEBSITE, OR BY CLICKING "I AGREE" (OR A SIMILAR BUTTON) TO ACCEPT OR AGREE TO THESE TERMS OF USE, WHEN THAT OPTION IS PRESENTED TO YOU (INCLUDING VIA ACCOUNT CREATION, EVENT CREATION, OR VIA THE UPLOAD/SUBMIT FLOW), YOU:

• ACKNOWLEDGE AND AGREE THAT YOU HAVE READ AND UNDERSTOOD THESE TERMS OF USE AS WELL AS OUR PRIVACY POLICY AND COOKIE POLICY WHICH IS INCORPORATED HEREIN BY REFERENCE AND WHICH DESCRIBE OUR DATA COLLECTION, PROCESSING, STORAGE (INCLUDING CLOUD STORAGE AND THIRD-PARTY PROCESSORS), AND RETENTION PRACTICES. OUR COOKIE POLICY DESCRIBES OUR USE OF COOKIES AND SIMILAR TRACKING TECHNOLOGIES TO ENHANCE YOUR EXPERIENCE, ANALYZE SITE TRAFFIC, AND PERSONALIZE CONTENT. YOU CAN MANAGE COOKIE PREFERENCES THROUGH YOUR BROWSER SETTINGS; ADDITIONAL CHOICES AND DISCLOSURES ARE AVAILABLE IN OUR PRIVACY POLICY.
• REPRESENT AND WARRANT THAT YOU HAVE FULL LEGAL AUTHORITY TO ENTER INTO THIS AGREEMENT AND, IF ENTERING INTO THIS AGREEMENT FOR A LEGAL ENTITY OR AS AN EVENT ORGANIZER (E.G., A COUPLE CREATING AN EVENT), THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THAT ENTITY; EVENT ORGANIZERS ARE RESPONSIBLE FOR OBTAINING ALL NECESSARY PERMISSIONS AND CONSENTS FROM GUESTS AND THIRD PARTIES FOR ANY CONTENT THEY OR THEIR GUESTS UPLOAD OR THAT MAY APPEAR IN ANY HIGHLIGHT REEL OR OTHER DELIVERABLE. REGISTERED USERS AND UNREGISTERED GUESTS WHO UPLOAD CONTENT THROUGH THE WEBSITE ACCEPT THESE TERMS AND OUR PRIVACY POLICY BY CREATING AN ACCOUNT, BY REGISTERING FOR AN EVENT, OR BY SUBMITTING CONTENT THROUGH THE UPLOAD FLOW, AS PRESENTED ON THE UPLOAD SCREEN.
• ACCEPT THIS AGREEMENT AND ACKNOWLEDGE THAT YOU ARE LEGALLY BOUND BY ITS TERMS.

IF YOU DO NOT AGREE WITH THESE TERMS OF USE, DO NOT ACCESS, DOWNLOAD, REGISTER, UPLOAD, OR USE THE WEBSITE OR ANY OF OUR SERVICES.

This Website and the Services are offered and available to users who meet the minimum age requirements based on their state of residence. Upon sign-up, users must provide their date of birth and state of residence, which will be validated against applicable state minimum age requirements (typically 13 years of age or older, though some states require users to be 14 or 16 years of age or older). Users who do not meet their state's minimum age requirement will be blocked from accessing the Services. By using the Website, you represent and warrant that you meet the age eligibility requirements for your state of residence. Date of birth and state information may be cached during your session and stored internally for age verification purposes. If you do not meet these requirements, you must not access or use the Website.

2. Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Website thereafter. Your continued use of the Website following the posting of revised Terms of Use, as indicated by the "Last Updated" date, means that you accept and agree to the changes. You are expected to check this page frequently, so you are aware of any changes, as they are binding on you.

3. Accessing the Website and Account Security

We reserve the right to withdraw or amend this Website, and any Service, product, solution, or material we provide on the Website, in our sole discretion without notice. This includes the right to perform maintenance, updates, or modifications to the Website without prior notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict user access, including registered user access, to some parts of the Website or the entire Website.

You are responsible for making all arrangements necessary for you to have access to the Website and ensuring that all persons who access the Website through your internet connection are aware of these Terms of Use and comply with them.

To access the Website or some of the resources it offers, you may be required to register and create or provide certain registration details or other information such as your full name, email address, phone number, and event information. We may also need to verify your identity, and you authorize us to collect information from you and make any inquiries we consider necessary to do so (collectively referred to with all information requested to enable your account as "Registration Information"). It is a condition of your use of the Website that all the information you provide on the Website is correct, current, and complete. You represent and warrant that all Registration Information you provide to create an account, to register for an event, to use the upload portal, or in order to access certain resources is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy. You further agree to update your account upon changes to such Registration Information. Failure to do so may limit your ability to use our Services and affect the accuracy and effectiveness of the same.

You also agree that you are responsible for securely managing your Registration Information. If you choose, or are provided with, a username, password, or any other piece of Registration Information as part of our security procedures, you must treat such Registration Information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security.

We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

4. Consent to Collect Technical Data

We may collect technical information and use certain technologies, including pixel technology and other analytics tools, to collect and analyze technical data relating to the provision, use, and performance of the Website, our Services, and related systems. This technical data may include your Internet protocol (IP) address, device and browser information, time zone setting, operating system and platform, and information about your visit to the Website, including date and time and actions taken. In addition, user-submitted media (photos, videos, captions, and comments) are processed and stored in cloud-based systems and third-party processors (for example, AWS for hosting and Cloudinary for media processing), and payment information is processed by third-party payment processors (such as Stripe) and is not stored by Clip Collective. Editors and internal workflows operate cloud-to-cloud and are not expected to store user content locally. By visiting and using the Website and our Services, you consent to our collection and processing of such data and that we may (i) use such data to provide, operate, analyze, improve, and enhance the Website and Services (including AI/ML-based compression, formatting, and optimization of uploaded media); (ii) disclose aggregated or de-identified data in connection with our business; and (iii) otherwise use and disclose such data as set forth in our Privacy Policy, including disclosures to third-party processors and service providers as necessary to deliver the Services and comply with applicable law.

5. Ownership and Intellectual Property Rights

The Website and its original contents, features, and functionality (including but not limited to information, software, text, displays, images, video, audio, and the design, selection, and arrangement thereof) are owned by and the exclusive property of Clip Collective, its licensors, or other providers of such material and are protected by United States and international intellectual property laws. You acknowledge and agree that we have and retain exclusive ownership of anonymized and aggregated statistical information regarding use of the Website and Services. Users retain ownership of any media, photos, videos, captions, and other content they submit ("User Content"), subject to the license you grant to Clip Collective as set forth in these Terms.

You may not use, reproduce, download, store, post, broadcast, transmit, modify, sell, or make available to the public copyrighted or other proprietary content from the Website except as expressly permitted by Clip Collective or the owner of such content; provided, however, that you may freely download, store, post, broadcast, transmit, and make available to the public any highlight reels or final deliverables created specifically for you through the Services, and you retain the unrestricted right to use, share, and distribute such highlight reels and deliverables as you see fit. For clarity, use of User Content by Clip Collective is governed by the license provisions in these Terms and our Privacy Policy.

You may suggest improvements and/or communicate ideas, feedback, inventions, discoveries, or concepts ("Feedback") during the term of this Agreement. By submitting Feedback, you grant Clip Collective a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sublicensable license to use, reproduce, modify, distribute, and otherwise exploit such Feedback for any purpose, including to operate and improve the Services. Nothing in these Terms requires you to assign ownership of unrelated pre-existing intellectual property or inventions to Clip Collective; this clause governs only Feedback and suggestions provided to Clip Collective in connection with your use of the Services.

6. Usage Data, Your Data, Communications

In order for Clip Collective to provide our services and your use of the Website and Services, you grant to Clip Collective a non-exclusive, transferable, sublicensable, irrevocable, worldwide, royalty-free right and license to host, use, copy, encode, store, archive, translate, render into an audible and/or visual format, reproduce, distribute, display, perform, transmit, modify, and create derivative works from any information, content, material, or other data entered into the services we provide or uploaded to the Website or Services ("Data") to the extent reasonably necessary for the Clip Collective to: (1) provide the Website and Services, including collecting guest uploads, organizing event-specific galleries, creating and delivering highlight reels and other deliverables; (2) perform our obligations under this Agreement; (3) attribute content to you when requested; (4) compile analyses and statistical information from Data regarding usage, engagement, or performance of the Website or Services; (5) provide, monitor, correct, enhance, and improve the Website and Services; (6) develop new products and services; (7) use Data for marketing, promotional, and portfolio purposes consistent with the license set forth herein (subject to any privacy settings you select and our Privacy Policy); (8) retain, backup, or archive Data as described in our Privacy Policy and for business continuity (including default retention of media for six (6) months after the event unless extended pursuant to our storage upsell options); and (9) comply with applicable laws, regulations, and legal processes. By uploading or submitting Data you represent and warrant that you have all rights, licenses, releases, and consents necessary to grant the rights in this paragraph. Event organizers (including couples) are responsible for obtaining any required consents from guests and third parties for the capture, upload, and use of their content in connection with the Services; uploaders (whether registered users or not) accept these Terms of Use by uploading content via the upload flow or other submission mechanisms.

You also grant to Clip Collective a non-exclusive, transferable, sublicensable, irrevocable worldwide, royalty-free right and license to de-identify or aggregate Data in accordance with applicable privacy laws and industry standards, such that there is no reasonable basis to believe that the information can be used, alone or in combination with other reasonably available information, to identify any individual or to identify you as the source of such data ("Deidentified Data").

You acknowledge and agree that Clip Collective has and retains exclusive and valid ownership of all Deidentified Data. We shall also have the right to collect and analyze data and other information relating to the provision, use, and performance of our Services and Website, and related systems and technologies ("Usage Data"), and you acknowledge and agree that Clip Collective has and retains exclusive and valid ownership of all Usage Data. Processing and storage of Data and Usage Data may involve third-party cloud processors and hosting services (for example, AWS and Cloudinary) and, as a result, certain processing and storage may occur on third-party systems located in the United States. Editors and Clip Collective personnel generally will not store user media locally; media is processed cloud-to-cloud. We will be free (during and after the term) to use such Deidentified Data and Usage Data for any purpose, including to: (1) improve and enhance the Website and Services; (2) disclose such data in connection with our business; and (3) otherwise use and disclose such data as set forth in our Privacy Policy.

7. Your Conduct and Prohibited Uses

You may use the Website and Services only for lawful purposes and in accordance with these Terms of Use and our Privacy Policy. Transmitting, distributing, or storing any material that violates any applicable law or our Privacy Policy and these Terms of Use is prohibited. You agree not to use the Website or Service: uploading, submitting, or sharing Data through the Website or Services constitutes acceptance of these Terms by the uploader (whether registered or unregistered) and is a representation and warranty that you have all necessary rights, licenses, releases, and consents to upload and authorize the use of such Data in the ways described herein.

• In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries), or promote any illegal activity, or advocate, promote or assist any unlawful act.
• To transmit, or procure the sending of, any advertising or promotional material, or post any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, invasive of privacy or publicity rights, or otherwise objectionable.
• To impersonate or attempt to impersonate Clip Collective, a Clip Collective employee, another user, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).
• To make any representations that are likely to deceive any person or give any impression that materials or content emanate from or are endorsed by us or any other person or entity, if this is not the case.
• To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Website or Service, or which, as determined by us, may harm Clip Collective or users of the Website or Service, or expose them to liability.
• To infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person, or to upload, submit, or make available any content for which you do not have all necessary rights, licenses, releases, and consents (including any required model or publicity releases for identifiable individuals). Infringement may result from the unauthorized copying, distribution and/or posting of pictures, logos, software, articles, musical works, and videos. Event organizers are responsible for informing and obtaining necessary permissions from guests prior to inviting uploads; Clip Collective disclaims responsibility for disputes over ownership or consent between organizers and guests, and you agree to indemnify Clip Collective for third-party claims arising from your uploads (see Indemnification provisions elsewhere in these Terms).

Additionally, you agree not to:

• Directly, indirectly, alone, or with another party, copy, download, disassemble, reverse engineer, or decompile the Website or our Services or otherwise attempt to discover the source code or underlying ideas or algorithms of the Website or our Services;
• Use the Website or our Services in any manner that could disable, overburden, damage, or impair the site or Services or interfere with any other party's use of the Website or Services including their ability to engage in real time activities through the Website and our Services.
• Use any robot, spider, or other automatic device, process, or means to access the Website or our Services for any purpose, including monitoring or copying any of the material on the Website.
• Use any manual process to monitor or copy any of the material on the Website or our Services, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.
• Use any device, software, or routine that interferes with the proper working of the Website or our Services.
• Introduce any viruses, Trojan horses, worms, logic bombs, keystroke logger, or other material that is malicious or technologically harmful.
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website or our Services, the server on which the Website our Services is stored, or any server, computer, or database connected to the Website or our Services.
• Attack the Website or our Services via a denial-of-service attack or a distributed denial-of-service attack.
• Screen scrape, monitor, mine, copy, mirror, or otherwise conduct any systematic or automatic data collection activities in relation to the Website and our Services.
• Otherwise attempt to interfere with the proper working of the Website or our Services.

8. Limited Right to Use

Subject to the terms and conditions of the Agreement, Clip Collective grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Website and our Services solely to participate in and manage wedding- or event-related activities (including creating an event profile, inviting guests, uploading and reviewing content, interacting with event galleries, and receiving final highlight reels and deliverables) and not for republication, distribution, assignment, sublicense, sale, preparation of derivative works, or other commercial use not authorized by Clip Collective. All rights with respect to the Website and our Services explicitly granted herein are reserved by Clip Collective. You agree not to reproduce, copy, sell, resell, or exploit for any commercial purpose any portion of the Website or our Services, use of the Website or our Services, or access to the Website and our Services, except as expressly permitted in these Terms. You also agree not to forward, disseminate, or resell the contents of the Website or our Services without the express prior written permission from the Company.

9. Reliance on Information Posted

The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.

The information presented on or through the Website and/or Service is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website or Platform, or by anyone who may be informed of any of its contents. This Website may include content provided by third parties, including materials provided by other users, guests, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by us, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Clip Collective. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

10. Third-Party Sites, Applications, and Technologies

These Terms of Use are only applicable to our Website and do not apply to third-party websites, applications, or technologies. The Website and our services may contain links to, and media and other content from, third-party websites. These links are to external websites and third parties with which we have no relationship or control. Because of the dynamic media capabilities of the Website and our services, it may not be clear to you which links are to our services or Website and which are to external, third-party websites. If you click on an embedded third-party link, you will be redirected away from the Website or our services to the external third-party website. You can check the URL to confirm that you have left the Website or our services. We have no control over the content on such third-party websites.

If you choose to link to a third-party website, we cannot and do not (i) guarantee the adequacy of the privacy and security practices employed by or the content and media provided by any third parties or their websites; (ii) control third parties' independent collection nor use of your personal information; (iii) endorse any third party information, products, services, or websites that may be reached through embedded links on the Website or our Services; and (iv) make no warranties, either express or implied, concerning the content of such site, including the accuracy, completeness, reliability or suitability thereof for any particular purpose, nor do we guarantee that such site or content is free from any claims of copyright, trademark or other infringement of the rights of third parties or that such site or content is devoid of viruses or other contamination.

Any personal information provided by you or automatically collected from you by a third party will be governed by that party's privacy policy and terms and conditions. If you are unsure whether a website is controlled, affiliated, or managed by us, you should review the privacy policy and practices applicable to each linked website.

11. Disclaimer of Warranties

THE WEBSITE AND ALL MATERIALS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND YOU ASSUME THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE WEBSITE, THE CONTENT, AND ALL MATERIALS, YOUR USE OF THE WEBSITE, THE CONTENT, OR MATERIALS OBTAINED THROUGH THEM IS AT YOUR OWN RISK. CLIP COLLECTIVE, ITS AGENTS, AND ITS LICENSORS DO NOT WARRANT THE ACCURACY, COMPLETENESS, CURRENCY, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF ANY CONTENT OR INFORMATION AVAILABLE THROUGH THE WEBSITE OR THE SERVICES. YOU ACCESS SUCH CONTENT OR INFORMATION ON THE WEBSITE AT YOUR OWN RISK, INCLUDING CONTENT CONTRIBUTED BY GUESTS OR OTHER THIRD PARTIES AND CONTENT THAT IS PROCESSED OR STORED BY THIRD-PARTY CLOUD SERVICE PROVIDERS USED BY CLIP COLLECTIVE TO DELIVER THE SERVICES.

WE DISCLAIM ALL WARRANTIES, CONDITIONS, AND REPRESENTATIONS OF ANY KIND (EXPRESS OR IMPLIED, ORAL OR WRITTEN, STATUTORY OR OTHERWISE) WITH RESPECT TO THE WEBSITE, THE SERVICES, THE CONTENT, OR ANY PART THEREOF, INCLUDING, WITHOUT LIMITATION, ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT WE KNOW, HAVE REASON TO KNOW, HAVE BEEN ADVISED, OR OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE), WHETHER ALLEGED TO ARISE BY LAW, BY REASON OF CUSTOM, OR USAGE IN THE TRADE, BY COURSE OF DEALING, OR OTHERWISE. NEITHER CLIP COLLECTIVE NOR ANY PERSON ASSOCIATED WITH CLIP COLLECTIVE MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE OR ITS CONTENT.

YOU AGREE THAT CLIP COLLECTIVE IS NOT RESPONSIBLE FOR ANY ERRORS OR DELAYS CAUSED BY INCORRECT INFORMATION PROVIDED BY YOU OR TECHNICAL PROBLEMS BEYOND OUR REASONABLE CONTROL. WE EXPRESSLY DISCLAIM ANY LIABILITY FOR ANY ERRORS OR OMISSIONS IN OUR WEBSITE OR ITS CONTENT. ADDITIONALLY, THE REFERENCE, INCLUSION, OR OFFERING OF ANY USER-GENERATED CONTENT, HIGHLIGHT REELS, OR THIRD-PARTY PRODUCTS OR SERVICES ON THE WEBSITE DOES NOT CONSTITUTE ANY ENDORSEMENT OR RECOMMENDATION BY CLIP COLLECTIVE.

YOU UNDERSTAND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER OR DEVICE SYSTEM OR LOSS OF DATA THAT RESULTS FROM ANY MATERIAL DOWNLOADED FROM OR OTHERWISE PROVIDED THROUGH THE WEBSITE. YOU UNDERSTAND THAT CLIP COLLECTIVE CANNOT AND DOES NOT GUARANTEE OR WARRANT THAT FILES AVAILABLE FOR DOWNLOAD OR DELIVERABLES WILL BE FREE OF VIRUSES OR OTHER DESTRUCTIVE CODE. YOU ARE RESPONSIBLE FOR IMPLEMENTING SUFFICIENT PROCEDURES FOR ANTI-VIRUS PROTECTION AND FOR MAINTAINING A MEANS EXTERNAL TO THE WEBSITE FOR RECONSTRUCTION OF LOST DATA. FURTHERMORE, CLIP COLLECTIVE DOES NOT REPRESENT OR WARRANT THAT THE WEBSITE OR ITS CONTENT OR INFORMATION WILL BE SECURE AND/OR COMPATIBLE WITH YOUR BROWSER OR OTHER ACCESS METHODS. WE DO NOT GUARANTEE THAT THE WEBSITE WILL BE ERROR-FREE OR CONTINUOUSLY AVAILABLE. PAYMENT INFORMATION IS PROCESSED BY OUR PAYMENT PROVIDER (E.G., STRIPE) AND IS NOT STORED DIRECTLY BY CLIP COLLECTIVE.

TO THE FULLEST EXTENT PROVIDED BY LAW, CLIP COLLECTIVE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, RANSOMWARE, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR DUE TO YOUR DOWNLOADING OF ANY CONTENT POSTED ON IT, OR ON ANY THIRD-PARTY WEBSITE OR THIRD-PARTY SERVICE PROVIDER LINKED TO IT. THIS INCLUDES INCIDENTS ARISING AT OR THROUGH THIRD-PARTY CLOUD PROCESSORS OR HOSTING PROVIDERS USED BY CLIP COLLECTIVE TO STORE OR PROCESS MEDIA.

THE FOREGOING DOES NOT AFFECT ANY WARRANTY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. IN SUCH INSTANCES, THE LIABILITY OF CLIP COLLECTIVE AND ITS AFFILIATES, AGENTS AND LICENSORS IS LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH LAW.

12. Limitation on Liability

UNDER NO CIRCUMSTANCES WILL CLIP COLLECTIVE, ITS AFFILIATES, LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OR INABILITY TO USE THE WEBSITE, ANY WEBSITES OR SERVICES LINKED TO IT, OR ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES. THIS INCLUDES ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, INCREASED COSTS, DIMINUTION IN VALUE, LOSS, INTERRUPTION, DELAY, OR RECOVERY OF ANY DATA, BREACH OF DATA OR SYSTEM SECURITY, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS OR INCOME, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, CLAIMS BY THIRD PARTIES, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, MISREPRESENTATIONS, BREACH OF CONTRACT, OR UNDER ANY OTHER LEGAL THEORY, EVEN IF FORESEEABLE OR IF CLIP COLLECTIVE IS ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES.

NOTWITHSTANDING THE FOREGOING, IN THE EVENT YOU ARE ENTITLED TO DAMAGES FOR ANY CLAIMS ARISING FROM THE USE OF THE WEBSITE, YOU AGREE THAT THE AGGREGATE LIABILITY OF CLIP COLLECTIVE, ITS AFFILIATES, LICENSORS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS, WILL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY YOU TO CLIP COLLECTIVE FOR THE SERVICES IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED DOLLARS ($100.00).

BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, THE LIABILITY OF THE COMPANY, ITS AFFILIATES, LICENSORS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS IS LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH STATE LAW.

13. Indemnification

You agree to defend, indemnify, and hold harmless Clip Collective, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to: (a) your violation of these Terms of Use or your use of the Website or Services; (b) your breach of the Privacy Policy; (c) your violation of any third party's right including, without limitation, any copyright, trademark, property right, or privacy right; (d) any violation of applicable law by you; (e) information or content that you submit, post, transmit, or make available through the Website; (f) any claim that content provided by you caused damage or loss to a third party; or (g) any of your acts or omissions; (h) If you are an event organizer (including a couple) or otherwise control an event on the Website or Services, your failure to obtain all necessary consents, releases, or permissions from guests for their submissions, including but not limited to consent for use in highlight reels and public marketing, and any dispute, claim, or demand by guests or third parties related to such submissions; (i) any claims arising from uploads by unregistered guests where such uploaders assert they did not accept the applicable Terms of Use or Privacy Policy; to the extent you encouraged or facilitated such uploads in connection with your event, you will indemnify Clip Collective for claims arising from that conduct. This defense and indemnification obligation will survive your use of the Website and any termination of the Privacy Policy and Agreement.

If you use the Website to access data of which you are not the owner or authorized user, as reflected in our systems, you shall indemnify, defend, and hold harmless Clip Collective and all of its executives, directors, employees, agents, successors, and assigns from any and all losses, liabilities, damages, and all related costs and expenses, arising from, relating to, or resulting (directly or indirectly) from such access. Further, without limiting our rights or your obligations under any other provision of these Terms of Use, and notwithstanding the same, in the event of any actual or reasonably suspected unauthorized access to the personal information of a customer and/or individual associated with a customer under your control or resulting from your past exercise of control, direct damages in connection with any such breach will include, without limitation, the cost and expenses of investigation and analysis (including by law firms and forensic firms), correction or restoration of any destroyed, lost or altered data, notification to affected customers, offering and providing of credit monitoring, customer service, or other remediation services, and any related cost. Our rights to indemnity under this section are in addition to all other rights and remedies available at law or in equity. Any exercise by us of our rights to indemnification shall be without prejudice to such other rights and remedies. You manifest your assent to this indemnity by accessing data through our Website.

14. Copyright Notices

Clip Collective respects the intellectual property of others, and we expect our users to do the same. If you believe any materials accessible on or from the Service or Website infringe your copyright, you may request removal of those materials (or access to them) from the Service or Website by submitting written notification to our designated copyright agent below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) ("DMCA"), the written notice (the "DMCA Notice") must include substantially the following: (a) your physical or electronic signature; (b) identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works, a representative list of such works; (c) identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material; (d) adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address); (e) a statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law; (f) a statement that the information in the written notice is accurate; and (g) a statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner. Our designated copyright agent to receive DMCA Notices is: Clip Collective, LLC, Attn: Lazarus Amacker, 211 N Maple St, Covington, TN 38019; email: lazarus.amacker@clipcollective.com. If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective. Clip Collective has a policy of terminating, in appropriate circumstances, the accounts of users who are repeat infringers.

15. Governing Law, Venue, and Mediation

a. Governing Law

The laws of the State of Tennessee (without giving effect to its conflict of laws principles) govern all matters arising out of or relating to the Website or the Services, these Terms of Use, and all transactions they contemplate, including, without limitation, their interpretation, construction, performance, and enforcement.

b. Venue

The parties agree that any legal action, suit, or proceeding arising out of or relating to this Agreement that is not required to be resolved under binding arbitration shall be brought and determined exclusively in the appropriate federal or state court located in Shelby County, Tennessee, and in no other forum. The parties hereby irrevocably and unconditionally submit to the personal jurisdiction of such courts and agree to take any and all future action necessary to submit to the jurisdiction of such courts in any such suit, action, or proceeding arising out of or relating to this Agreement.

c. Mediation

You and Clip Collective agree that any dispute, claim, or controversy of every kind and nature between the parties to this Agreement arising out of or in connection with the existence, construction, validity, interpretation or meaning, performance, nonperformance, enforcement, operation, breach, continuance, or termination of these Terms of Use (collectively, "Disputes") shall first be submitted to non-binding mediation pursuant to the procedure set forth in this paragraph. You or Clip Collective may demand such mediation in writing by submitting a Notice of Dispute (the "Notice of Dispute") within thirty (30) days after the Dispute arises.

Any Notice of Dispute must be personally signed by you (if you are initiating the Notice of Dispute) or a Clip Collective representative (if we are initiating the Notice of Dispute). The Notice of Dispute must contain the following information: (1) name, contact information (address, telephone number, and email address); (2) a detailed description of the nature and basis of the Dispute; and (3) a detailed description of the nature and basis of the relief sought, including a calculation for it. You must send any such Notice of Dispute to Clip Collective by email to: hello@clipcollective.com. We must send any Notice of Dispute to the email address we have on file for you. You and Clip Collective agree that any mediation shall be mediated by a mediator selected locally from Memphis, Tennessee. The mediation shall be held in Memphis, Tennessee and concluded within thirty (30) days of the selection of the mediator and within sixty (60) days from the date the Notice of Dispute is received by the other party. The parties shall equally bear the cost of the mediator but otherwise bear their own costs in connection with the mediation. Compliance with this mediation process is a condition precedent to initiating any court action or arbitration.

16. Jury Trial and Class Action Waiver

EXCEPT AS OTHERWISE PROVIDED IN THESE TERMS, AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU AND CLIP COLLECTIVE ACKNOWLEDGE AND AGREE THAT YOU ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY. THE PARTIES FURTHER EXPRESSLY WAIVE THEIR RIGHT TO FILE A CLASS ACTION OR SEEK RELIEF ON A CLASS BASIS. YOU AND CLIP COLLECTIVE MAY NOT BE PLAINTIFFS OR CLASS MEMBERS IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING, AND EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A REPRESENTATIVE OR CLASS MEMBER.

17. Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED, TO THE EXTENT PERMITTED BY APPLICABLE LAW.

18. Waiver and Severability

No waiver by Clip Collective of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Clip Collective to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

19. Term and Termination

This Agreement is effective upon your acceptance of it as stated herein and it shall continue in effect in accordance with this section. You may terminate this Agreement at any time by discontinuing your use of the Website and Services and providing Clip Collective with a notice of termination. Termination by you will not affect any rights or licenses you granted to Clip Collective for content you uploaded or that was incorporated into deliverables prior to termination, nor will it affect Clip Collective's ability to retain copies of content as required for backups, billing, legal compliance, or marketing consistent with these Terms and the Privacy Policy.

20. Force Majeure

Clip Collective shall not be liable for any failure or delay in performing its obligations under this Agreement if such failure or delay arises, directly or indirectly, out of causes beyond the reasonable control of Clip Collective, regardless of whether such causes were foreseeable, including acts of God, acts of terrorists or criminals, acts of domestic or foreign governments, changes in any law or regulation, fires, floods, explosions, epidemics, pandemics, disruptions in communications, power, or other utilities, strikes or other labor problems, riots, or unavailability of supplies.

21. Entire Agreement

The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and Clip Collective regarding the Website and Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Website and Services.

22. Contact Us

All other feedback, comments, requests for technical support, and other communications relating to the Website or Services should be directed to:

In Writing: Clip Collective, LLC
211 N Maple St
Covington, TN 38019

By Email: hello@clipcollective.com