Terms and Conditions
Welcome to Eyeist, the online service that provides photography editing and review services (collectively, the “Service”) offered at www.eyeist.com (the “Site”). The Service and Site are owned and operated by Eyeist LLC. (“Eyeist”). The specific features and functionality of the Service and the Site are determined solely by Eyeist and are subject to change or termination without notice.
These Terms and Conditions (the “Terms and Conditions”) govern the use of the Site by visitors (each, a “User”) and the use of the Service by Users who register to use the Service (“Members”).
Modifications To Terms
EYEIST MAY MODIFY THESE TERMS AND CONDITIONS FROM TIME TO TIME. WHEN EYEIST POSTS MODIFICATIONS TO THESE TERMS AND CONDITIONS, EYEIST WILL REVISE THE “LAST UPDATED” DATE AT THE TOP OF THIS PAGE. THE MODIFIED TERMS AND CONDITIONS WILL BE EFFECTIVE IMMEDIATELY UPON POSTING. YOUR CONTINUED USE OF THE SITE OR THE SERVICE AFTER THE POSTING OF THE MODIFIED TERMS AND CONDITIONS CONSTITUTES YOUR AGREEMENT TO ABIDE AND BE BOUND BY THEM, AS MODIFIED. IF YOU OBJECT TO ANY MODIFICATION, YOUR SOLE RECOURSE IS TO TERMINATE YOUR USE OF THE SITE AND /OR THE SERVICE. EYEIST RECOMMENDS THAT YOU CHECK THE SITE FROM TIME TO TIME TO INFORM YOURSELF OF ANY CHANGES IN THESE TERMS OR ANY OF EYEIST’S OTHER POLICIES.
Eyeist provides a platform through the Site where Members can choose professional reviewers (each, a “Reviewer”) and schedule any of several types of review sessions with such Reviewers (each, a “Session”) and pay for such Sessions accordingly. In order to access the Service, Reviewers must also register as a Member and therefore, unless specifically excepted herein, Reviewer’s use of the Service shall be subject to these Terms and Conditions.
Eyeist does not evaluate, produce or control the Sessions or the information, advice or exchanges between Members and Reviewers (collectively, the “Information”), in any manner and is not responsible for any Information that you receive through the Service. Although the Service may help Members connect with Reviewers, Eyeist does not monitor the Sessions or any Information exchanged between Members and Reviewers and, as a result, does not control, nor is responsible for, the truth, accuracy, completeness, timeliness, quality, appropriateness, legality or applicability of anything said, depicted or written by Members or Reviewers, including without limitation, any information contained in Reviewer listings or made available through the Site.
Note that Reviewers are not employees of Eyeist. You are solely responsible to select a Reviewer and determine whether that Reviewer has the right qualifications and experience for your needs. Whether or not you rely on any Information is your decision. Eyeist does not verify the skills, degrees, qualifications, credentials or background of any Reviewers. Therefore, Member is encouraged to independently verify the skills, degrees, qualifications, credentials and background of those Reviewers from whom Member receives or contemplates receiving Information.
Specifically, Eyeist makes no representation or warranty whatsoever as to (a) whether any Reviewer you select is qualified or appropriate to provide the Information you seek, (b) whether the Member shall find the Information given by a Reviewer satisfactory, (c) whether the Information provided by Reviewer will improve the Member’s photographs, portfolio or work in general, or (d) whether the Information provided by Reviewer will otherwise be suitable to the Member’s needs. By using Service and the Site you agree that you do so at your own risk.
Member (except when acting in its capacity as a Reviewer) hereby releases and agrees to hold harmless Eyeist, its members, managers, officers, employees, agents, successors, advisors, consultants, and assigns from any and all causes of action and claims of any nature resulting from the acts of any Reviewers accessed through the Service.
Disclaimer of Warranty and Limitation of Liability
MEMBER ACKNOWLEDGES AND AGREES THAT THE SERVICE IS PROVIDED “AS IS” AND THEREFORE MEMBER WILL NOT HAVE ANY CLAIM OR DEMAND AGAINST EYEIST IN RESPECT TO THE SERVICE’S OR REVIEWERS’ LIMITATIONS OR COMPATIBILITY WITH THE MEMBER’S NEEDS. THE USE OF THE SERVICE IS AT THE MEMBER’S SOLE RISK. TO THE FULLEST EXTENT OF THE LAW, EYEIST EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, SECURITY OR ACCURACY.
EYEIST EXPRESSLY DISCLAIMS ALL WARRANTIES FOR INFORMATION POSTED OR TRANSMITTED BY REVIEWERS. THE MEMBER SHALL NOT HAVE ANY CLAIM OR DEMAND AGAINST EYEIST, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, MEMBERS, MANAGERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUB-CONTRACTORS AND AGENTS IN RESPECT TO THE INFORMATION MEMBER RECEIVES AND/OR RELIES ON. EYEIST WILL NOT BE DEEMED THE PROVIDER OF ANY SERVICES OR INFORMATION ACQUIRED THROUGH THE SERVICE. THE PURCHASE OF REVIEWER’S SERVICES IS EFFECTED AT THE MEMBER’S SOLE RISK.
UNDER NO CIRCUMSTANCES WILL EYEIST, ITS AFFILIATES, AND THEIR RESPECTIVE MEMBERS, MANAGERS, DIRECTORS, SHAREHOLDERS, OFFICERS, EMPLOYEES, SUB-CONTRACTORS AND AGENTS BE LIABLE TO ANY MEMBER FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF BUSINESS, REVENUE, PROFITS, USE, DATA OR OTHER ECONOMIC ADVANTAGE), HOWEVER IT ARISES, WHETHER IN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, OR ARISING FROM THE SERVICES OR ANY PROVISION OF THESE TERMS AND CONDITIONS. EYEIST’S, ITS AFFILIATES’, THEIR RESPECTIVE MEMBERS’, MANAGERS’, OFFICERS’, DIRECTORS’, SHAREHOLDERS’, EMPLOYEES’, SUB-CONTRACTORS’ AND AGENTS’ AGGREGATE LIABILITY FOR DIRECT DAMAGES ARISING WITH RESPECT TO THIS AGREEMENT WILL NOT EXCEED THE TOTAL AMOUNT OF MONEY PAID BY MEMBER TO REVIEWERS FOR SESSIONS THROUGH THE SERVICE IN THE SIX MONTH PERIOD PRIOR TO THE DATE THE CLAIM AROSE. MEMBER ACKNOWLEDGES AND AGREES THAT EYEIST DISCLAIMS ANY LIABILITY WITH RESPECT TO ANY CLAIM, SUIT OR ACTION BROUGHT BY A REVIEWER IN CONNECTION WITH PAYMENT FOR SERVICES BY THE MEMBER AND MEMBER AGREES TO INDEMNIFY AND HOLD EYEIST HARMLESS IN CONNECTION WITH ANY SUCH CLAIM.
Eyeist will not be responsible for enforcing any agreement that was made between a Reviewer and a Member. Member will be solely responsible for any agreement made with a Reviewer.
In the event of a dispute regarding any transaction conducted through the Service, the Member hereby relieves Eyeist, its affiliates, their respective officers, members, managers, directors, shareholders, employees, sub-contractors and agents from all manner of actions, claims or demands and from any and all losses (direct, indirect, incidental or consequential), damages, costs or expenses, including, without limitation, court costs and attorneys’ fees, which Member may have against one or more of the above.
By submitting the Member registration form, you represent, warrant and agree to the following:
Any information or content that a Member (not acting in the capacity of a Reviewer) posts or transmits on the Service (“Member Content”) will be the sole property of the Member and the Member shall be the owner of the intellectual property rights in and to such Member Content (“Member IP Rights”).
Member hereby grants to Eyeist a non-exclusive, irrevocable, royalty-free license to display, transmit, publicly perform, and communicate to the public through the Service the applicable Member Content on a world-wide basis. Nothing set forth herein shall convey any Member IP Rights to Eyeist or any Reviewer and neither Eyeist or any Reviewer or any of their respective subsidiaries, affiliates, officers, members, managers, agents, employees, and partners are entitled to use, disclose, or publish Member Content for any purpose, in any way, in any media worldwide without the prior written consent of the Member and/or Reviewer, as the case may be.
However, in the case where Member Content is identified by a Reviewer to be eligible to be displayed on the “Reviewer’s Choice” section of the Site, such Reviewer shall contact the applicable Member to request permission to publicly display such Reviewer’s Choice material. Upon written consent from the applicable Member, Eyeist shall be granted the non-exclusive, irrevocable, royalty-free license to use, reproduce, display, edit, copy, transmit, publicly perform, create derivative works, or communicate to the public such selected Member Content, including in connection with the marketing of the Site and the Service, on a world-wide basis.
You will be solely and fully liable for all conduct, postings and transmissions that are made under your user name and password. You warrant and declare that while you are using the Service you will act according to the following rules and agree to the following:
Member and Eyeist Fees
Eyeist will use reasonable efforts to process the payments from the Member in respect of Sessions or service provided by Reviewer within thirty (30) days from the provision of each Session or service.
When additional time for a live review Session is agreed to by the Member and a Reviewer, charges for such additional time will be billed at a 20% discount from the fee for such Session. Charges to Members are rounded up so that any part of a minute is considered a full minute of time charges. Eyeist’s billing system is not fault-free or flexible; therefore Eyeist shall not be liable for any problems, miscalculations or malfunctions in processing the payments owed by the Member. If the Member thinks that a mistake has occurred he or she may send his or her complaint to email@example.com.
User Name and Password
When you register and create an account with Eyeist, you will be asked to provide a user name and password. You are entirely responsible for maintaining the confidentiality of your password and user name and any other security information related to your account. You will be fully responsible for all activities that occur under your account, user name or password. You may not use the account, username or password of someone else at any time. You will immediately notify Eyeist of any unauthorized use of Member’s password, user name, e-mail, or any other breach of security. Eyeist will not be liable for any loss that you incur as a result of someone else using your account or your password, either with or without your knowledge. You may be held liable for any losses incurred by Eyeist due to someone else’s use of your account or password.
Modifications and Termination of the Service
Eyeist reserves the right to modify or discontinue, temporarily or permanently, the Services, with or without notice to Member. Member agrees that Eyeist shall not be liable to Member or any third party for any modification or discontinuance of the Service, or for any losses or damages that may result to Member from such discontinuation or interruption of Service. Any suspension, termination or cancellation will not affect your obligation to pay any amounts due to Eyeist. You have the right to cancel your membership in Eyeist by sending a notice with “Cancel Account” in the subject line to the email or street address set forth in the last section of these Terms and Conditions.
Eyeist’s services depend on various factors such as software, hardware and communications networks of Eyeist, its contractors and suppliers. Hence, Eyeist cannot guarantee that the Service will be uninterrupted or that it will be timely, secure or error-free.
Eyeist, in its sole discretion and for any reason, may terminate Member’s participation in the Service and refuse any and all current or future use by Member of the Service.
Eyeist is the sole owner of all the intellectual property, and in particular the copyright, trademarks, database and patents, in and to the Site (except for Member Content and Member IP Rights) and in any software, application, graphics, text and other materials used therein, including the organization and selection of the materials contained therein.
Eyeist is also the sole owner of all the intellectual property in and to the Service, including without limitation, copyrighted material, trade secrets and proprietary information owned by Eyeist. These Terms and Conditions do not grant the Member any rights to patents, copyrights, trade secrets, trade names, trademarks (whether registered or unregistered), logos, ‘badges’, domain names or any other rights, functions or licenses in respect of the Service. The Member may not create derivative software based upon any trade secret, intellectual property right or proprietary information of Eyeist. Furthermore, the Member may not sub-license, assign, transfer, sell or make any other commercial use of his or her membership in the Service.
The Member may not adapt or use any trademark or trade name, domain name similar to or likely to be confused with that of Eyeist and Eyeist.com, or take any other action that infringes upon or impairs Eyeist’s trademark rights.
Eyeist shall retain all ownership in and to Eyeist.com and all content displayed on Eyeist.com, including copies of Information transferred or received by Member through the Site. Eyeist shall be the sole owner of all intellectual property rights in and to any and all ‘badges’ and logos created by Eyeist and posted on various websites, including without limitation, facebook.com.
Eyeist respects the intellectual property of others, and we ask our Members to do the same.
Eyeist may, in appropriate circumstances and at its discretion, terminate the account or access of users who infringe the intellectual property rights of others.
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Eyeist’s Copyright Agent the following information:
Eyeist’s Copyright Agent for notice of claims of copyright infringement can be reached as follows:
By mail: Copyright Agent
Eyeist grants Member a nonexclusive, revocable right to use the Service on the Site provided that Member does not copy, modify, create a derivative work of, reverse engineer or otherwise attempt to discover any source code thereof, or breach these Terms and Conditions.
Member shall indemnify, defend and hold harmless Eyeist, and its members, managers, employees, representatives, agents and affiliates against any and all losses, damages, suits, judgments, costs and expenses (including litigation costs and reasonable attorneys’ fees) arising out of or in connection with any claim, suit, action, or other proceeding brought against Eyeist or such party, to the extent that such claim, suit, action or other proceeding is based on or arises from: (a) any breach by Member of any provisions of these Terms and Conditions; (b) Member’s refusal to pay for services provided by any Reviewer; or (c) any Member Content Member had posted to the Site or transmitted through the Service, or otherwise provided.
Any notice or other communication to be given hereunder will be in writing and given by electronic mail. The date of receipt shall be deemed the date on which such notice is given.
THIS SECTION PROVIDES FOR RESOLUTION OF DISPUTES THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY. All disputes arising under or relating to these Terms and Conditions or to your use (or inability to use) of the Site shall be settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules and Supplementary Procedures for Consumer-Related Disputes (“Supplementary Procedures”), as amended by the terms of these Terms and Conditions. The Supplementary Procedures are available online at www.adr.org. To the extent that the arbitrator deems reasonable, the arbitrator may conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances. Any in-person appearances requested by the arbitrator shall be held in the County of New York in the State of New York. The arbitrator’s decision shall be based upon the substantive laws of the State of New York without regard to its principles of conflicts of law. Arbitration proceedings shall be conducted in English and shall be conducted in a manner that preserves confidentiality. The arbitrator’s decision shall follow the plain meaning of the relevant documents and shall be final and binding. The award rendered by the arbitrator(s) may be confirmed and enforced in any court having jurisdiction thereof. The foregoing shall not preclude Eyeist from seeking any injunctive relief in U.S. state or federal courts for protection of its intellectual property rights (including the rights of its licensors), and you agree to exclusive jurisdiction by the federal and state courts located in New York County in the State of New York, and waive any jurisdictional, venue or inconvenient forum objections to such courts.
Member shall not assign his or her rights or obligations in connection to these Terms and Conditions, in whole or in part, whether voluntarily or by operation of law, without the prior written consent of Eyeist. Any purported assignment by Member without the appropriate prior written approval will be null and void and of no force or effect.
Modifications to these Terms and Conditions
Eyeist may change these Terms and Conditions or any part hereof at any time according to its absolute discretion and without any prior notice. Therefore, Member is encouraged to check the terms of these Terms and Conditions frequently. By using the service or Site after the changes, Member agrees to be bound by such changes to these Terms and Conditions.
Nothing in these Terms and Conditions shall be construed as making either party the partner, joint venture, agent, legal representative, employer or employee of the other. Neither party shall have, or hold itself out to any third party as having any authority to make any statements, representations or commitments of any kind, or to take any action that shall be binding on the other, except as provided for herein or authorized in writing by the party to be bound. These Terms and Conditions shall be interpreted only in accordance with the laws of the State of New York (excluding any rules governing choice of laws. These Terms and Conditions will be binding and will inure to the benefit of the legal representatives, successors and assigns of the parties hereto. These Terms and Conditions constitutes the entire agreement between Eyeist and Member (except for agreements between Eyeist and a Member acting in its capacity or a Reviewer) with respect to the subject matter hereof, and Member has not relied upon any promises or representations by Eyeist with respect to the subject matter except as set forth herein. The Service is not open to Members who live in a country that is prohibited by law, regulation, treaty or administrative act from entering into trade relations with the United States.
No amendment to these Terms and Conditions will be effective unless made in writing. The paragraph headings herein are solely for the sake of convenience and will not be applied in the interpretation hereof. If any provision of these Terms and Conditions is held by a court of competent jurisdiction to be illegal, invalid, unenforceable, or otherwise contrary to law, the remaining provisions of these Terms and Conditions will remain in full force and effect.
The Member may report any violation of these Terms and Conditions to firstname.lastname@example.org.
Notice To California Residents
Under California Civil Code Section 1789.3, California residents are entitled to the following specific consumer rights information:
The provider of the website is EYEIST LLC,
To file a complaint regarding the Site or to receive further information regarding use of the Service, send a letter to the above address, contact Eyeist via e-mail or telephone Eyeist at 414.939.3478. You may also contact the Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs in writing at 400 R Street, Suite 1080, Sacramento, California 95814, or by telephone at 916.445.1254 or 800.952.5210.
This document last updated July 25, 2011.