Terms & Conditions

INTRODUCTION / ACCEPTANCE OF TERMS OF USE

Welcome to the Source3 website www.source3.io (“Website”) or (“site”).  These are the Terms and Conditions of Use (“Terms of Use”) governing your access to and use of this Website, including various Source3 services, content or features that can be accessed via the Website as well as any Source3 applications available now or in the future (collectively, the “Services”). 

PLEASE READ THESE TERMS OF USE CAREFULLY AND IN THEIR ENTIRETY BEFORE CONTINUING TO USE THE SERVICES.  By using the Services or registering with us, you are acknowledging and accepting these Terms of Use and are entering into a binding and enforceable legal contract between you and Source3, Inc. (“Source3”) on your behalf and on behalf of the organization you represent (“Agreement”).  IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS OF USE, YOU MUST CEASE USING THE SERVICES IMMEDIATELY.

Please check these Terms of Use periodically for changes.  Source3 reserves the right to update and change these Terms of Use from time to time in its discretion and will post changes.  Your continued use of the Services following changes to the Terms of Use means that you accept those changes. 

If you are under eighteen (18) years of age, you must have parental consent before using the Services.

1. OWNERSHIP OF THE SOURCE3 SERVICES

These Services are owned and operated by Source3.  All of the content featured or displayed on the Services, including, but not limited to, text, graphics, photographs, images, moving images, sound, illustrations and software, and all related rights, are the exclusive property of Source3.  All elements of the Services are protected by U.S and international copyright, trademark, trade dress, moral rights and other laws relating to intellectual property.   Upon accepting these Terms of Use and entering into the Agreement with Source3, and subject to your full compliance with the Terms of Use, you are granted a revocable license to access the Services.  You acknowledge that Source3 may terminate or limit your access to the Services at any time, including, without limitation, for any breach of these Terms of Use, with or without notice.  We reserve all rights not expressly granted by this Agreement

2. REGISTRATION INFORMATION / USERNAME AND PASSWORD

To use some aspects of the Services, you must register for an account.  When registering, you agree to provide complete and accurate information and to update your information as necessary so it remains complete and accurate.  Upon registration, you will choose a private username and password.  You agree to use your username and password only to conduct business on behalf of yourself or the organization you represent.  You will not permit others to use your username or password for any reason.  Source3 will not be liable in the event of loss of your username or password or for any misuse by anyone of your username or password.  You have the sole responsibility to secure and maintain your username and password and agree to immediately notify Source3 of any unauthorized use of your username and password.

3. PRIVACY POLICY

Source3 values your privacy.  By using the Services, you agree that Source3 may collect and use information personal to you in accordance with our Privacy Policy: www.source3.io/privacy, which is incorporated into this Agreement.

4. NO UNLAWFUL OR UNAUTHORIZED USES

You agree and warrant that you will not use Services for any purpose that is unlawful or prohibited by these Terms of Use.  You further agree that you will not use the Services in any manner that could damage, disable, overburden or impair the Services, or interfere with any other party’s use of the Services.

5. VIOLATIONS OF TERMS OF USE

Should you violate these Terms of Use or any other rights of Source3 or any third parties, including, without limitation, infringing third party intellectual property rights, Source3 reserves the right to pursue any and all legal and equitable remedies against you, including without limitation, terminating any and all user accounts; in such event, you also agree to indemnify Source3 against any claim by an aggrieved third party in accordance with Section 8 below.

If you are aware of any violation of these Terms of Use, please report them to:

Attn: Terms of Use

335 Madison Ave., 16th Floor

New York, NY 10017

Or by email to violations@source3.io

6. INTELLECTUAL PROPERTY

Source3’s mission is to connect licensees and licensors at scale, facilitating the authorized production of premium content.  Accordingly, Source3 values intellectual property protection.  For any questions or concerns related to intellectual property associated with the Services, please contact us at ip@source3.io.

Source3 has adopted a policy to comply with provisions of the Digital Millennium Copyright Act (“DMCA”) applicable to internet service providers (17 U.S.C. § 512, as amended) (“DMCA Policy”). 

Rights holders:  If a rights holder believes in good faith that its copyrights have been infringed by material that has been distributed via Source3’s Services, the rightsholder may send us notice requesting that the item be removed from the Services.  The notice must include the following information: (1) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (2) identification of the copyrighted work claimed to have been infringed (a single notification may cover multiple copyrighted works); (3) identification of the material that is claimed to be infringing or the subject of the infringing activity, and information reasonably sufficient to allow Source3 to identify the infringing material; (4) the name, address, telephone number and email address (if available) of the complaining party; (5) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (6) a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.   Rightsholders may want to consult their legal advisors before issuing a take-down notice under the DMCA as there can be penalties for false DMCA claims.  Source3 has adopted a policy of terminating, in appropriate circumstances and at Source3’s sole discretion, account holders who infringe the intellectual property rights of Source3 or third parties.

All notices under the DMCA should be directed to:

Attn: Intellectual Property

335 Madison Ave., 16th Floor

New York, NY 10017

Or by email to dmca@source3.io

Electronic notification is preferred.

Users of the Services:  If you believe in good faith that a notice of copyright infringement has been wrongly issued, the DMCA permits you to send a counter-notice.  Like notices, counter-notices must meet certain requirements.  Please refer to http://www.loc.gov/copyright for up-to-date requirements.  Please be advised that copyright infringement is a violation of these Terms of Use and Source3 will terminate the accounts of users that repeatedly violate the Terms of Use or the DMCA Policy.

7. INDEMNIFICATION

You will indemnify Source3, its officers, directors, employees, subsidiaries, and affiliates against any and all losses, expenses, costs or damages (including without limitation reasonable attorneys’ fees and litigation expenses) incurred by any or all of them as a result of your breach of these Terms of Use or your unauthorized use of the Services.

8. DISCLAIMERS, LIMITATION ON LIABILITY

THE SERVICES ARE PROVIDED “AS IS” AND SOURCE3 EXCLUDES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW ANY WARRANTY, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE.

THE FUNCTIONS EMBODIED IN THE SERVICES ARE NOT WARRANTED TO BE UNINTERRUPTED OR WITHOUT ERROR. YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION DUE TO YOUR USE OF THE SERVICES.  SOURCE3 MAKES NO WARRANTY AS TO THE ACCURACY, COMPLETENESS OR RELIABILITY OF ANY CONTENT, INFORMATION, PRODUCTS, FEATURES OR MATERIALS MADE AVAILABLE ON OR THROUGH THE SERVICES.

YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RESPONSIBILITY AND RISK. SOURCE3 NEITHER ENDORSES NOR IS RESPONSIBLE FOR THE ACCURACY, COMPLETENESS OR RELIABILITY OF ANY OPINION, ADVICE, STATEMENT, INFORMATION OR OTHER CONTENT MADE AVAILABLE ON OR THROUGH THE SERVICES, NOR WILL IT BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY LOSS OR DAMAGE CAUSED BY YOUR USE OF OR RELIANCE UPON ANY CONTENT, INFORMATION, PRODUCTS, FEATURES OR MATERIALS OBTAINED ON OR THROUGH THE SERVICE. 

EXCEPT AS SPECIFICALLY STATED IN THESE TERMS OF USE, NEITHER SOURCE3, NOR ITS DIRECTORS, OFFICERS, EMPLOYEES, SUBSIDIARIES, AFFILIATES OR OTHER REPRESENTATIVES WILL BE LIABLE FOR DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, DIRECT, INDIRECT, COMPENSATORY, CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES), WHETHER KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, ARISING OUT OF YOUR USE OF, YOUR INABILITY TO USE, OR THE PERFORMANCE OF THE SERVICES WHETHER OR NOT SOURCE3 HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF SOURCE3, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF THE WEBSITE EXCEED ANY COMPENSATION YOU PAY, IF ANY, EXCLUSIVE OF PUBLISHING ROYALTIES, TO SOURCE3 FOR LICENSING SERVICES OR ACCESS TO, OR USE OF, THE WEBSITE.

TO THE EXTENT IT MAY APPLY, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE § 1542, WHICH STATES:

(GENERAL RELEASE – CLAIMS EXTINGUISHED) A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OS SUPSECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.

9. NO PROFESSIONAL ADVICE

No information provided in these Terms of Use or the Services should be construed as legal, accounting or other professional advice.   Source3 does not provide such services and the availability of background information here does not create any professional service relationship.  None of the information provided here is an adequate substitute for obtaining advice and guidance from a lawyer, accountant or other licensed professional.

10. ELECTRONIC COMMUNICATION AND CONTRACT

You consent to receive communications and other agreements necessary to use the Services from Source3 electronically.  You agree that all agreements, licenses, notices and other communications provided to you in electronic format satisfy any legal requirements that such documents or communications be in writing, and that such documents and communications have the same force and effect as though they had been provided in non-electronic form.

11. GOVERNING LAW AND VENUE

These Terms of Use shall be interpreted and governed under the laws of the State of New York, without reference to conflict of laws or the provisions of the United Nations Convention on Contracts.  Venue for any and all disputes arising under these Terms of Use shall lie exclusively in the state and federal courts of New York, in New York County.  You agree not to contest personal jurisdiction or venue of these courts.  Notwithstanding the foregoing, Source3 will have the right to commence and prosecute any legal or equitable action or proceeding before any non-U.S. court of competent jurisdiction to obtain injunctive or other relief as Source3 may deem necessary.

12. WAIVER AND AMENDMENT

The failure by Source3 to act with respect to a breach by you or others of the Terms of Use does not waive any right to act with respect to subsequent or similar breaches.

13. SEVERABILITY

If any provision of these Terms of Use is held to be invalid or unenforceable, such provision shall be modified so that it is valid and/or enforceable to the greatest extent possible under applicable law.  All remaining provisions shall be unaffected and enforceable.

14. ENTIRE AGREEMENT

These Terms of Use, the Privacy Policy, and, if applicable, product-specific agreements between you and Source3, collectively set forth the entire understanding between you and Source3 with respect to your use of the Services.