Broken Perception
Terms and Conditions
Introduction
These Website Terms and Conditions (these “Terms” or these “Website Terms And Conditions”) contained herein on this webpage, shall govern your use of this website, including all pages within this website (collectively referred to herein below as this “Website”). These Terms apply in full force and effect to your use of this Website and by using this Website, you expressly accept all terms and conditions contained herein in full. You must not use this Website, if you have any objection to any of these Website Standard Terms and Conditions.
Intellectual Property Rights
Other than content you own, which you may have opted to include on this Website, under these Terms, Broken Perception and/or its licensors own all rights to the intellectual property and material contained in this Website, and all such rights are reserved.
You are granted a limited license only, subject to the restrictions provided in these Terms, for purposes of viewing the material contained on this Website,
Restrictions
You are expressly and emphatically restricted from all of the following:
- publishing any Website material in any media;
- selling, sublicensing and/or otherwise commercializing any Website material;
- publicly performing and/or showing any Website material;
- using this Website in any way that is, or may be, damaging to this Website;
- using this Website in any way that impacts user access to this Website;
- using this Website contrary to applicable laws and regulations, or in a way that causes, or may cause, harm to the Website, or to any person or business entity;
- engaging in any data mining, data harvesting, data extracting or any other similar activity in relation to this Website, or while using this Website;
- using this Website to engage in any advertising or marketing;
Certain areas of this Website are restricted from access by you and Broken Perception may further restrict access by you to any areas of this Website, at any time, in its sole and absolute discretion. Any user ID and password you may have for this Website are confidential and you must maintain confidentiality of such information.
Project Authorization & Services
The “Services” provided under these Terms and Conditions will be those set forth in any mutually agreed services, Broken Perception quotation (“Quote”), order form, statement of work or other document executed by the Broken Perception, its associations, and Client referencing these Terms and Conditions (each, a “Services Render”). The Services may include (a) creation, implementation, training or other consultation related to a Broken Perception product or service that Client has received rights to use under a separate agreement, and/or (b) advisory, design and/or other consulting services related to digital, creativity, marketing, and arts. Each Services Render shall be governed by these Terms and Conditions. Client warrants that the individual executing the Services Render is a duly authorized representative of Client.
Photo Edit Challenge
The
OWNER, Broken Perception, Gerardo Santiago Photography Creative Services, and the
PARTICIPANT (individual who submits an entry).
COPYRIGHTS AND OWNERSHIP: The photographs and prints produced by the OWNER, Gerardo Santiago Photography Creative Services/Broken Perception, are protected by copyright law (all rights reserved). All photographs, images, and prints are subject to the © copyright. Download of a photo does not imply copyright transference of the photograph to the PARTICIPANT. The PARTICIPANT is granting the OWNER a non-exclusive, worldwide, non-transferable, royalty-free license to access and use the Digital Marketing Services, for the purpose of accessing, viewing, and fostering an interactive community.
Photos listed on the Photo Edit Challenge website may be downloaded by the PARTICIPANT and edited in his/her own style and creativity.
The shared “RAW” photos may not be reproduced in any form, scanned, shared on social media platforms without crediting the owner (Gerardo Santiago) or tagging the OWNER'S username/s, sold in any means, entered into contests as the participant owns the photo, participated in open calls, or shared in any other public forum or viewing without asking for written permission.
By downloading the “raw” file, PARTICIPANT agrees to the use of his/her edited submission to be published on the Owner's website, Social Media Platforms - Facebook business page, or Instagram account as a post, reel, and/or story, etc. The submissions have no expiration date, and can be used in the present or future in any way by the OWNER for marketing or advertising. The OWNER agrees never to sell the PARTICIPANT’S submission or use it commercially.
PROCESSES: Photos listed in the Photo Edit Challenge section of the OWNER’S website may be downloaded by the PARTICIPANT and edited in his/her own style, and be creative.
You can use any editing software at your disposal. PARTICIPANT can use AI technology or a part or element from other photo/s.
ENTERING THE CHALLENGE: PARTICIPANT can use the photos and edit them in any way possible. You cannot use any part or any element of the photo, or use it other photo that is not related to the challenge. PARTICIPANT is encouraged to share, comment, and participate in any means within the range of the challenge, as long as you are not harming, discriminating, or offending anybody. We try to create a friendly community. The OWNER has the right to remove or disqualify any content uploaded by any PARTICIPANT if it is deemed offensive, discriminatory, or may contain unauthorized element/s that are not meant for the general public at any time, without prior announcement or explanation to the PARTICIPANT. The PARTICIPANT
PRIZES: Participation in the challenge is at own will. No prizes or money will be awarded. If a prize is involved, it is clearly stated.
AFFILIATIONS: Photo Edit Challenge is not sponsored by or affiliated with Instagram, Facebook, any social media platforms, or any editing software like Adobe, etc. Affiliation or sponsorship can be introduced and clearly stated, if available.
Payment for Services
Services fees are invoiced in full upon receipt of an order, with payment terms of Net 30, except as otherwise specified on the applicable Services Render. The fees specified in the Services are the total fees and charges for the Services and will not be increased during the term of the Services Render except as the parties may agree in writing. Client is responsible for all applicable federal, state and local sales, use or other taxes due on the Services rendered hereunder, except for taxes based on Broken Perception’s income. If any change affects the time or cost of performance under the applicable Services Render, an adjustment in the time and/or compensation to be paid thereunder shall be agreed to in writing by the parties before such modification shall be effective. Broken Perception shall be reimbursed for the travel expenses specified in the Services Render, if any. If dates Broken Perception is scheduled to be onsite are changed or cancelled by Client within fourteen (14) days of the scheduled date, Client shall be assessed a cancellation fee of $3,000 in addition to any travel related fees and penalties.
Term and Termination
These Terms and Conditions shall remain in effect from the effective date specified in the Services Render through the completion of the Services contemplated in the Services Render. Each Services shall become effective on the effective date specified in the applicable Services Effective Date and shall expire on the date that Services are completed thereunder (“Services Completion Date”). Either party may terminate the Services Effective Date upon written notice given to the other party, if the other party materially breaches the Services Schedule and fails to cure such breach within thirty (30) days following receipt of notice describing the breach. Upon termination by Client for Broken Perception’s material breach, Client shall be liable only for payment for the Services rendered through the termination date, and shall receive from Broken Perception a pro-rata refund of any unused, prepaid fees for Services.
Access
Client shall provide Broken Perception with access to data, materials, software and hardware as reasonably required for Broken Perception to perform the Services (“Client Materials”). Client hereby grants Broken Perception a limited right to use such Client Materials solely for the purpose of performing Services hereunder. Client represents and warrants that it has all rights necessary in the Client Materials to provide them to Broken Perception for such purpose. Client shall provide Broken Perception with safe access to Client’s premises as reasonably required for Broken Perception to perform the Services, if onsite performance of Services is needed and agreed to by Client. Broken Perception personnel shall comply with the reasonable written rules and regulations of Client related to use of its premises, provided that such written rules and regulations are provided to Broken Perception prior to commencement of the Services. Broken Perception shall not be responsible for failures or delays in performing Services due to Client’s failure or delay to provide access to Client Materials or Client premises or due to Client-imposed or government-imposed security requirements.
Service Intellectual Property Rights
Client has and will retain sole and exclusive right, title, and interest in and to all Client Confidential Information, Client Materials, Third Party Data, and Third Party Account Information (collectively, “Client Property”), including any and all intellectual property rights therein. Broken Perception has and will retain sole and exclusive right, title and interest in and to all Broken Perception Confidential Information, Broken Perception products, Broken Perception service, and all Broken Perception technology, platforms, methodologies, processes, techniques, ideas, concepts, designs, tools, trade secrets and know-how, and any modifications, improvements or derivative works of the foregoing, including any and all intellectual property rights therein, (collectively, “Broken Perception Property”). However, Broken Perception’s ownership rights do not extend to Client Property embedded or incorporated in the foregoing items.
Unless expressly stated otherwise in Services Render, Broken Perception will retain all right, title and interest in and to all deliverables, work product, designs, methodologies, processes, techniques, ideas, concepts, designs, tools, trade secrets and know-how, and any modifications, improvements or derivative works of the foregoing resulting from or used in providing the Services of the type described in Section 1(a) above, excluding any and all Client Property, including any and all intellectual property rights therein (“Configuration Services Results”). Upon full and final payment of all fees and expenses owing to Broken Perception under the applicable Services Render, Broken Perception hereby grants to Client the same rights to use the Configuration Services Results as the rights granted to Client under the Broken Perception agreement with respect to the Broken Perception software or “software as a service”, ideas or design, creation product to which such Configuration Services Results pertains. Unless expressly stated otherwise in the applicable Services, Broken Perception hereby assigns to Client, upon full and final payment of Fees due hereunder, all right, title, and interest in and to the data delivered or made available to Client as a result of Services of the type described in Section 1(b) above (“Client Data”). Unless expressly stated otherwise in the applicable Services Schedule, Broken Perception will retain all right, title and interest in and to all deliverables, work product, designs, methodologies, processes, techniques, ideas, concepts, designs, tools, trade secrets and know-how, and any modifications, improvements or derivative works of the foregoing resulting from or used in providing the Services of the type described in Section 1(b) above, including all intellectual property rights therein (“Digital Marketing Services”), but excluding all Client Property and all Client Data. If applicable, based on the description included in the applicable Services Schedule, upon full and final payment of all fees and expenses owing to Broken Perception under the applicable Services Schedule, Broken Perception hereby grants to Client a non-exclusive, worldwide, non-transferable, royalty-free license to access and use the Digital Marketing Services provided to Client, during the term specified in the applicable Services, for the purpose of accessing and viewing Client Data.
Service Warranty
Provided that Client performs its obligations to Broken Perception under these Terms and Conditions and the applicable Services Render, Broken Perception warrants to Client that the Services performed by Broken Perception will be performed consistent with generally accepted industry practice. Broken Perception’s warranty shall expire 30 days after the applicable Services Completion Date or earlier termination. Broken Perception’s warranty shall only be effective if Client notifies Broken Perception of the breach of warranty within 30 days after the applicable Services Completion Date. Broken Perception’s sole and exclusive obligation for breach of warranty shall be, at Broken Perception’s option, to (a) use commercially reasonable efforts to perform the Services in a manner that conforms to the warranty, or (b) refund to Client the fees paid by Client to Broken Perception for the nonconforming Services. The remedies set forth in this paragraph are Client’s exclusive remedies for any breach of warranty.
Your Content
In these Website Standard Terms And Conditions, “Your Content” shall mean any audio, video, text, images or other material you choose to display on this Website. With respect to Your Content, by displaying it, you grant Broken Perception, and its associations, a non-exclusive, worldwide, irrevocable, royalty-free, sublicensable license to use, reproduce, adapt, publish, translate and distribute it in any and all media.
Your Content must be your own and must not be infringing on any third party’s rights. Broken Perception, and its associations, reserve the right to remove any of Your Content from this Website at any time, and for any reason, without notice.
Passwords and Security
If you are required to complete a registration process to enter a portion of the Site, you will provide us with current, complete and accurate information as prompted by the applicable registration form. You are entirely responsible for maintaining the confidentiality of your password to any account that you create and are responsible for any and all activities that occur under your account. You agree to notify Broken Perception immediately of any unauthorized use of your account or any other breach of security. Broken Perception will not be liable for any loss that may incur as a result of someone else using your password or account, either with or without your knowledge. You may be held liable for losses incurred by Broken Perception or another party due to someone else using your account or password. You may not use anyone else’s account at any time.
No warranties
This Website is provided “as is,” with all faults, and Broken Perception makes no express or implied representations or warranties, of any kind related to this Website or the materials contained on this Website. Additionally, nothing contained on this Website shall be construed as providing consult or advice to you.
Limitation of Liability
In no event shall Broken Perception, nor any of its officers, associations, directors and employees, be liable to you for anything arising out of or in any way connected with your use of this Website, whether such liability is under contract, tort or otherwise, and Broken Perception, including its officers, directors, associations, and employees shall not be liable for any indirect, consequential or special liability arising out of or in any way related to your use of this Website.
Indemnification
You hereby indemnify to the fullest extent Broken Perception from and against any and all liabilities, costs, demands, causes of action, damages and expenses (including reasonable attorney’s fees) arising out of or in any way related to your breach of any of the provisions of these Terms.
Severability
If any provision of these Terms is found to be unenforceable or invalid under any applicable law, such unenforceability or invalidity shall not render these Terms unenforceable or invalid as a whole, and such provisions shall be deleted without affecting the remaining provisions herein.
Variation of Terms
Broken Perception is permitted to revise these Terms at any time as it sees fit, and by using this Website you are expected to review such Terms on a regular basis to ensure you understand all terms and conditions governing use of this Website.
Assignment
Broken Perception shall be permitted to assign, transfer, and subcontract its rights and/or obligations under these Terms without any notification or consent required. However, you shall not be permitted to assign, transfer, or subcontract any of your rights and/or obligations under these Terms.
Entire Agreement
These Terms, including any legal notices and disclaimers contained on this Website, constitute the entire agreement between Broken Perception, its associations, and you in relation to your use of this Website, and supersede all prior agreements and understandings with respect to the same.
Governing Law & Jurisdiction
These Terms will be governed by and construed in accordance with the laws of the State of California, and you submit to the non-exclusive jurisdiction of the state and federal courts located in California for the resolution of any disputes.
Corporate Transaction
We may share information in the event of a corporate transaction (e.g. sale of a substantial part of our business, merger, consolidation or asset sale). In the event of the above, the transferee or acquiring company will assume the rights and obligations as described in this Privacy Policy.
Export Restrictions/Legal Compliance; International Use
Materials derived or obtained from the website may be subject to the U.S. export laws and the export or import laws of other countries. You agree to comply strictly with all such laws and, in particular, shall (a) obtain any export, re-export, or import authorizations required by U.S. or your local laws, (b) not use Materials from the Website to design, develop or produce missile, chemical/biological, or nuclear weaponry, and (c) not provide services, content, or direct product from the website to prohibited countries and entities identified in the U.S. export regulations. By choosing to access the Website from any location other than the United States, you accept full responsibility for compliance with all applicable local laws.
Minors
We understand the importance of protecting children’s privacy, especially in an online environment. The Site is not designed for or directed at children. Under no circumstances shall we allow use of our services by minors without prior consent or authorization by a parent or legal guardian. We do not knowingly collect Personal Information from minors. If a parent or guardian becomes aware that his or her child has provided us with Personal Information without their consent, he or she should contact us at brokenperception@gmx.com.
How to Contact Us
If you have any general questions about the Site or the information we collect about you and how we use it, you can contact us at info@brokenperception.net or the general email at brokenperception@gmx.com .
Broken Perception, Gerardo Santiago Photography Creative Services, & The Lookbook Magazine
Platenstrasse 12 Köln, Nordrhein-Westfalen 50825, Germany
Last Modified: 06-Feb-2025
