Terms and Conditions
Togge Limited Terms and Conditions
Last updated: 22nd May 2017
Summary of Service
The Togge website is offered as a service to our customers; it is a platform whereby the Company sells printed photographs on behalf of certain users (“Photographers”) to other users (“Consumers”).
Through the Site, email, websites, and other media, the Service makes accessible various content, including, but not limited to, videos, photographs, images, artwork, graphics, audio clips, comments, data, text, projects, other material and information, and associated trademarks and copyrightable works (collectively, “Content”).
Togge Limited grants you (the user) a limited license to access and make personal use of this website. This license does not include the right to download any material (other than routine page caching), modify any material, or any portion thereof, without the express written consent of Togge Limited. This license excludes the download or collection of logos, product descriptions, pricing, text, graphics, audio and video clips, and/or copying account information.
This website or any portion of this website may not be reproduced, duplicated, copied, sold, visited, or otherwise exploited for any commercial purpose without express written permission of Togge Limited. You are prohibited from using meta tags or any other hidden text utilizing Togge’s name or trademarks without the express written consent of Togge.
Any unauthorized use of this websites voids the limited license granted by Togge Limited. Photographers, and other visitors to and users of (collectively, “Users”) may have the ability to contribute, add, create, submit, distribute, facilitate the distribution of, collect, post, or otherwise make accessible (“Submit”) Content. “User Submissions” means any Content Submitted by Users. Such User Submissions are further addressed in “User Submitted Intellectual Property,” below.
Acceptance of Terms
These Terms and Conditions apply to every user of the Service. In addition, some services offered through the Service may be subject to additional terms and conditions adopted by the Company. Your use of those services is subject to those additional terms and conditions, which are incorporated into these Terms and Conditions by this reference.
The Company reserves the right, at its sole discretion, to modify or replace these Terms and Conditions by posting the updated terms on the Site. It is your responsibility to check the Terms and Conditions periodically for changes. Your continued use of the Service following the posting of any changes to the Terms and Conditions constitutes acceptance of those changes.
The Company reserves the right to change, suspend, or discontinue the Service (including, but not limited to, the availability of any feature, database, or Content) at any time for any reason. The Company may also impose limits on certain features and services or restrict your access to parts or all of the Service without notice or liability.
All content on this website, except for user generated submissions such as profile and design submissions from Designers (see User Submitted Intellectual Property), is the exclusive property of Togge. Said content includes text, graphics, logos, icons, images, audio and video clips, digital downloads, and software. Our content is protected by the United Kingdom and international copyright laws and we reserve all rights contained therein. In case of dispute or infringement, we will rigorously defend our rights to this material. Users of the Site must not save, copy, distribute, sell or otherwise exploit the Copyright of any images, logos or Photographer Submissions on the Site.
Rules and Conduct
As a condition of use, you promise not to use the Service for any purpose that is prohibited by the Terms and Conditions or law. The Service is provided only for your own personal, non-commercial use. You are responsible for all of your activity in connection with the Service. You shall not, and shall not permit any third party using your account to, take any action, or Submit Content, that:
- Infringes any patent, trademark, trade secret, copyright, right of publicity, or other right of any other person or entity, or violates any law or contract;
- You know is false, misleading, or inaccurate;
- Is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, tortious, obscene, offensive, profane, or invasive of another’s privacy;
- Constitutes unsolicited or unauthorized advertising or promotional material or any junk mail, spam, or chain letters;
- Contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit, or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any system, data, password, or other information of the Company or any third party;
- Is made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence; or
- Impersonates any person or entity, including any employee or representative of the Company.
Additionally, you shall not:
- Take any action that imposes or may impose (as determined by the Company in its sole discretion) an unreasonable or disproportionately large load on the Company’s or its third-party providers’ infrastructure;
- Interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service;
- Bypass any measures the Company may use to prevent or restrict access to the Service (or other accounts, computer systems, or networks connected to the Service);
- Run Maillist, Listserv, or any form of auto-responder or “spam” on the Service; or (v) use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Site.
You shall not directly or indirectly:
- Decipher, decompile, disassemble, reverse engineer, or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Service, except to the extent applicable laws specifically prohibit such restriction;
- Modify, translate, or otherwise create derivative works of any part of the Service; or
- Copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national, and international laws and regulations.
Photographers agree to not abuse other users’ personal information. Abuse is defined as using personal information for any purpose other than those explicitly specified in the Photographer’s photo submission.
You may view Content on the Site without registering, but as a condition of using certain aspects of the Service, you may be required to register with the Company and select a screen name (“User ID”) and password. You shall provide accurate, complete, and updated registration information. Failure to do so shall constitute a breach of the Terms and Conditions, which may result in immediate termination of your account.
You shall not use as a User ID, domain name, or project name any name or term that:
- is the name of another person, with the intent to impersonate that person;
- is subject to any rights of another person, without appropriate authorization; or
- is offensive, vulgar, or obscene.
The Company reserves the right in its sole discretion to refuse registration of or cancel a User ID, domain name, and project name. You are solely responsible for activity that occurs on your account and shall be responsible for maintaining the confidentiality of your password for the Site. You shall never use another User account without the other User’s express permission. You will immediately notify the Company in writing of any unauthorized use of your account, or other known account-related security breach.
Submission of Photos
By submitting a photo to Togge, the Photographer agrees to be bound to this entire agreement including the following terms:
- Photographers agree that they have taken, fully own and own all rights to print, sell and distribute the photo.
- The submitted images have not been printed, sold or otherwise distributed in print or digital form and will remain exclusively printed, sold and distributed by Togge for two years. This time period starts from when the image is live on the website or available to purchase, whichever comes first.
- Photographers agree that their submission may or may not be posted to the Togge website.
- Togge may print, sell, distribute and market the photo on the Togge website (www.togge.co.uk) and/or through its partners.
- Photographers can request to have a photo submission altered after it has been published on Togge. However, any requests must be approved by Togge.
- Togge reserves the right to reject, cancel, interrupt, remove, or suspend a campaign/product at any time and for any reason. Togge is not liable for any damages as a result of any of those actions. Togge’s policy is not to comment on the reasons for any of those actions.
- If a Photographer uploads a photo submission for a brief and or competition run by Togge and/or its partners, the Photographer is bound to the additional terms and conditions of that given competition.
- Photographers can request for a photo submission to be removed at any time. If the Photographer requests to have their photo removed after any orders are placed, Togge will continue to fulfill all outstanding orders.
By ordering a photo on Togge, you become a Consumer and agree to be bound by this entire Agreement, including the following terms:
- Consumers agree to provide their payment information at the time they order. The payment is collected at the point of sale.
- Consumers consent to Togge and its payments partners authorizing or reserving a charge on their payment card or other payment method for the full amount agreed upon.
- Consumers must not use any purchased or downloaded images, text, logos or other Content in a commercial manner.
- The Estimated Delivery Date listed on each product is not a promise to fulfill by that date, but is merely an estimate of when Togge hopes to fulfill by.
- Togge agrees to make a good faith attempt to fulfill each order by its Estimated Delivery Date.
- Togge reserves the right to cancel an order at any time and for any reason.
- Togge is under no obligation to become involved in disputes between any Users, or between Users and any third party arising in connection with the use of the Service. You release Togge, its officers, employees, agents, and successors in rights from claims, damages, and demands of every kind, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and the Service.
Unless otherwise stated, for sales that are processed on the Togge website (https://www.togge.co.uk), Togge will award Photographers with 60% of the profit from each sale, after the cost of VAT, printing, framing and shipping and after discounts/coupons are redeemed. We will aim to schedule your profit share earnings to be paid into your account within 4-6 weeks of an order.
If a Photographer uploads a photo submission for a brief and or competition run by Togge and/or its partners, the Photographer is bound to the additional payment terms and conditions, including profit shares, of that given competition.
The Service may permit you to link to other websites or resources on the internet, and other websites or resources may contain links to the Site. When you access third-party websites, you do so at your own risk. Those other websites are not under the Company’s control, and you acknowledge that the Company is not liable for the content, functions, accuracy, legality, appropriateness, or any other aspect of those other websites or resources. The inclusion on another website of any link to the Site does not imply endorsement by or affiliation with the Company. You further acknowledge and agree that the Company shall not be liable for any damage related to the use of any content, goods, or services available through any third-party website or resource.
Content and Licence
You agree that the Service contains Content provided by the Company and its partners and Users and that the Content may be protected by copyrights, trademarks, service marks, patents, trade secrets, or other rights and laws. You shall abide by and maintain all copyright and other legal notices, information, and restrictions contained in any Content accessed through the Service.
The Company grants to each User of the Service a worldwide, non-exclusive, non-sublicensable and non-transferable license to use and reproduce the Content, solely for personal, non-commercial use. Use, reproduction, modification, distribution, or storage of any Content for other than personal, non-commercial use is prohibited without prior written permission from the Company, or from the copyright holder. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third-party right.
All text, graphics, button icons, images, audio clips, and software (collectively, “Content”), belongs exclusively to Togge Limited, or its affiliates. The collection, arrangement, and assembly of all Content on this Site (the “Compilation”) belongs exclusively to Togge Limited or its affiliates. All software used on this Site (the “Software”) is the property of Togge, its affiliates or its Software suppliers. The Content, the Compilation and the Software are all protected by UK, EU and international copyright laws.
Togge will not have any ownership rights over photos, images and branding submitted to togge.co.uk. However, by submitting a photo, the Photographer grants us worldwide, perpetual, non-exclusive, royalty-free right to:
(i) use, edit, modify, prepare derivative works of, reproduce, host, display, stream, transmit, playback, transcode, copy, feature, market, sell, distribute, and otherwise fully exploit the Entrant’s photo and their trademarks, service marks, slogans, logos, and similar proprietary rights (collectively, the “Trademarks”) in connection with:
- Performing and marketing the Photographers photo; and
- Promoting, marketing, and redistributing part or all of the Togge website (and derivative works thereof) in any media formats and through any media channels (including, without limitation, third-party websites);
- Use and publish, and permit others to use and publish, the Designs, Trademarks, names, likenesses, and personal and biographical materials of you and the members of your group, in connection with the provision or marketing of the Togge website and its services.
The foregoing license grant to Togge does not affect your other ownership or license rights in the Photographers photos, including the right to grant additional licenses to your photos.
The Photographer reserves the right to discuss or revoke this licence upon request.
Togge will remove infringing materials in accordance with the CDPA if properly notified that Content infringes copyright. If you believe that your work has been copied in a way that constitutes copyright infringement, please submit a notification by emailing us at firstname.lastname@example.org. Your email must contain the following information (please confirm these requirements with your legal counsel, or see UK Copyright Service P-05 factsheet,for more information):
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- A description of the copyrighted work that you claim has been infringed;
- A description of where the material that you claim is infringing is located on the Site, sufficient for Togge to locate the material;
- Your address, telephone number, and email address;
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- A statement by you that the information in your notice is accurate and, that you are the copyright owner or authorized to act on the copyright owner’s behalf.
If you fail to comply with these notice requirements, your notification may not be valid.
Returns, Refunds and Customer Service
Togge accepts returns or exchanges if notified within 14 days of receiving the product. You must provide proof of purchase and allow up to 14 days for a refund.
If a product arrives faulty, you must notify us within 48 hours of delivery. For faulty items, please allow up to 14 working days for the money to be returned. Togge will arrange collection of the faulty item and a replacement delivered if necessary.
If a Photographer’s photo is returned or exchanged, the photographer will not receive their commission until the photo is resold.
From time to time, Togge offers its clients special offers and discount codes to be used in conjunction with this website. These offers are frequently disseminated via this website and through email to those who have registered for our email database. They are sometimes posted on our home page (www.togge.co.uk) or announced via other means of communication, including radio and TV broadcasts, internet forums and various online websites.
We encourage our clients to redeem these special offers, but we respectfully ask that you not exploit them. Togge, at our sole discretion, will determine if all purchasing criteria has been met to qualify for stated discount or free product. If you successfully circumvent the software safeguards of this website in order to receive several free products with your order, then we will (at our sole discretion) remove any extraneous free product from your order or cancel the order in its entirety. You will be informed of any order changes via the phone number or email address listed with your order.
In addition to any other legal or equitable remedies, we may, without prior notice to you, immediately terminate the Agreement or revoke any or all of your rights granted under this Agreement. Upon any termination of this Agreement, you shall immediately cease all access to and use of the Site and we shall, in addition to any other legal or equitable remedies, immediately revoke all password(s) and account identification issued to you and deny your access to and use of this Site in whole or in part. Any termination of this Agreement shall not affect the respective rights and obligations (including without limitation, payment obligations) of the parties arising before the date of termination.
The Company has no special relationship with or fiduciary duty to you. You acknowledge that the Company has no duty to take any action regarding any of the following: which Users gain access to the Site; what Content Users access through the Site; what effects the Content may have on Users; how Users may interpret or use the Content; or what actions Users may take as a result of having been exposed to the Content.
The Company cannot guarantee the authenticity of any data or information that Users provide about themselves or their campaigns and projects. You release the Company from all liability for your having acquired or not acquired Content through the Site. The Site may contain, or direct you to websites containing, information that some people may find offensive or inappropriate.
The Company makes no representations concerning any Content on the Site, and the Company is not liable for the accuracy, copyright compliance, legality, or decency of material contained on the Service.
The Company does not guarantee that any Content will be made available through the Service. The Company has no obligation to monitor the Service or Content. The Company reserves the right to, at any time, for any reason, and without notice: (i) cancel, reject, interrupt, remove, or suspend a project; (ii) remove, edit, or modify any Content, including, but not limited to, any User Submission;
and (iii) remove or block any User or User Submission. Togge reserves the right not to comment on the reasons for any of these actions.
The Service is provided “as is” and “as available” and is without warranty of any kind, express or implied, including, but not limited to, the implied warranties of title, non-infringement, merchantability, and fitness for a particular purpose, and any warranties implied by any course of performance or usage of trade, all of which are expressly disclaimed. The Company, and its directors, employees, agents, suppliers, partners, and content providers do not warrant that: (a) the Service will be secure or available at any particular time or location; (b) any defects or errors will be corrected; (c) any content or software available at or through the Service is free of viruses or other harmful components; or (d) the results of using the Service will meet your requirements. Your use of the Service is solely at your own risk. Some states or countries do not allow limitations on how long an implied warranty lasts, so the above limitations may not apply to you.
The Company makes no guaranty of confidentiality or privacy of any communication or information transmitted on the Site or any website linked to the Site. The Company will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other Content stored on the Company’s equipment, transmitted over networks accessed by the Site, or otherwise connected with your use of the Service.
You shall defend, indemnify, and hold harmless the Company, its affiliates, and each of its and its affiliates’ employees, contractors, directors, suppliers, and representatives from all liabilities, claims, and expenses, including reasonable attorneys’ fees and other legal costs, that arise from or relate to your use or misuse of, or access to, the Service and Content, or otherwise from your User Submissions, violation of the Terms and Conditions, or infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity. The Company reserves the right to assume the exclusive defence and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with the Company in asserting any available defences.
Limitation of Liability
This site is provided by Togge on an “as is” and “as available” basis. Togge makes no warranties, either expressed or implied, as to the operation of the site or the content contained therein. You expressly agree that your use of www.togge.co.uk is at your own risk.
Togge cannot warrant that this site, our servers, or email communications affiliated with the use of this website, are free from viruses. Togge will not be responsible for any damages of any kind resulting from use of this website, including but not limited to direct, indirect, incidental, punitive, and consequential damages.
Accessing the Service is prohibited from territories where the Content is illegal. If you access the Service from other locations, you do so at your own initiative and are responsible for compliance with local laws.
Electronic Delivery, Notice Policy and Your Consent
By using the Services, you consent to receive from Togge all communications including notices, agreements, legally required disclosures, or other information in connection with the Services (collectively, “Contract Notices”) electronically. Togge may provide the electronic Contract Notices by posting them on the Site. If you desire to withdraw your consent to receive Contract Notices electronically, you must discontinue your use of the Services.
By creating a Togge account, ordering a product, signing up for a newsletter, purchasing a product(s) on togge.co.uk (or any affiliated websites) and/or volunteering your email address anywhere on togge.co.uk (or any affiliated websites), you are consenting to receive email notifications and communications from Togge and employees of Togge.
You are also consenting to have your email shared with Togge’s trusted services.
These Terms and Conditions (and any further rules, policies, or guidelines incorporated by reference) shall be governed by and construed in accordance with the laws of England and Wales.
Integration and Severability
The Company shall not be liable for any failure to perform its obligations hereunder where the failure results from any cause beyond the Company’s reasonable control, including, without limitation, mechanical, electronic, production, shipping, or communications failure or degradation. The Terms and Conditions are personal to you, and are not assignable, transferable, or sublicensable by you except with the Company’s prior written consent. The Company may assign, transfer, or delegate any of its rights and obligations hereunder without consent. No agency, partnership, joint venture, or employment relationship is created as a result of the Terms and Conditions and neither party has any authority of any kind to bind the other in any respect. In any action or proceeding to enforce rights under the Terms and Conditions, the prevailing party will be entitled to recover costs and legal fees. All notices under the Terms and Conditions will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognised overnight delivery service.
In the event a product is listed at an incorrect price or with incorrect information due to typographical error or error in pricing or product information received from our suppliers, we shall have the right to refuse or cancel any orders placed for product listed at the incorrect price. We shall have the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is canceled, we shall immediately issue a credit to your credit card account in the amount of the charge.
You agree that our remedy at law for any actual or threatened breach of this Agreement would be inadequate and that we shall be entitled to specific performance or injunctive relief, or both, in addition to any damages that we may be legally entitled to recover, together with reasonable expenses of any form of dispute resolution, including, without limitation, attorneys’ fees.
No right or remedy of ours shall be exclusive of any other, whether at law or in equity, including without limitation damages injunctive relief, attorneys’ fees and expenses.
No instance of waiver by us of our rights or remedies under these terms and conditions shall imply any obligation to grant any similar, future or other waiver.
Any dispute relating in any way to your visit to the Site or to the products you purchase through the Site shall be submitted to confidential arbitration in England and Wales, except that to the extent you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any court in England and Wales. You hereby consent to, and waive all defences of lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction in the courts of England and Wales. Arbitration under these Terms and Conditions shall be conducted pursuant to the Commercial Arbitration Rules then prevailing at the London Court of International Arbitration. The arbitrator’s award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class action proceedings or otherwise. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to or connected with the use of the Site or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever banned.
Togge, 4 Brewers Lane, Twyford, Winchester, Hampshire, SO21 1RQ, United Kingdom