By clicking the "I accept" button, completing the registration process, or using the website (collectively, including all content available through Klaud9.com domain name), you acknowledge that you have reviewed and accepted this agreement, The website'sTerms and Conditions of use, The Privacy Policy and the Contributor Agreement which are incorporated herein by reference.

If you are entering into this agreement on behalf of your employer or other entity, you warrant and represent that you have the full right and authority to do so. In the event that you do not have such authority, you agree that you will be personally liable to Klaud9 for any breaches of this agreement.

Klaud9 Pte Ltd, a company incorporated and registered in Singapore with company registration number 201606979C whose registered office is at 51 Lim Ah Woo Road, Singapore 438129, trading as 'Klaud9' ("Klaud9") owns http://www.klaud9.com (the "Website").

Contributors/participants may upload image, video, and/or other media files to our Website for the purpose of granting Klaud9 the right to expose your material by publishing it on the web and using it in the promotion of challenges on the website and all of Klaud9 communication channels (all files uploaded by you to Klaud9 are referred to herein as the "Visual Content"). All visual content shall be used in the context of promoting challenge submission and may also be distributed on Klaud9 market place, see Contributor's Terms & Conditions. The users shall at all times retain all copyrights of any visual content they may submit to the challenges and Klaud9 market place.

By registering a visual content challenges/contributor account ("Challenges/Contributor Account") on our Website, you agree to the following (the "Agreement"):

CREATING ACCOUNTS

• In order to register for a Klaud9 Contributor/Participant Account, you must be at least 18 years of age. Klaud9 may require that you provide sufficient proof of age and identity before activating your Contributor Account.
• The  Terms and Conditions of use, Contributor Terms & Conditions  and the  Privacy Policy  are deemed incorporated into and made a part of this Challenges Agreement by this reference.
• You warrant that you have provided Klaud9 with accurate, complete, and current information. You agree to correct and update that information to ensure its accuracy and completeness at all times. Entering false personal information, or failing to comply with this Agreement, may result in the termination of your Contributor/Participant Account, as well as any other account, services or privileges provided by Klaud9.
• You are entirely responsible for any and all activities conducted through your Contributor/Participant Account. You agree to notify Klaud9 immediately of any unauthorised use of your password or Contributor/Participant Account as well as of any other breach of security that may affect Klaud9.
• Upon creation of a Contributor/Participant Account, you may be asked to choose a Contributor name. You may not select or use a Contributor name of another person or a name that violates any third party's trademark or other proprietary right, that is or may be illegal to use, that may cause confusion with respect to the person's identity or association with other entities, or that Klaud9 deems in its discretion to be vulgar or otherwise offensive. Klaud9 reserves the right to delete any vulgar, inappropriate or offensive Contributor name, or to require the deletion thereof.
• You may not have more than one active Contributor/Participant Account at any time without the written consent of Klaud9 in each instance. If such consent is granted, you may not submit identical Visual Content to more than one account.

UPLOADING VISUAL CONTENT AND RIGHTS FOR CONTRIBUTORS/PARTICIPANTS

• You will always retain all of your ownership rights when you submit your visual content. However, by submitting the visual content to Klaud9, you hereby grant Klaud9 a worldwide, non-exclusive, irrevocable, royalty-free right, throughout the world, to use the Visual Content for any purpose including publication, display, modification, sublicensing, and creation of derivative works, or products. You also grant Klaud9 the right to use Visual Content for any and all promotional purposes related to Klaud9 and its affiliates.
• Klaud9 has the right to license any Visual Content unless and until that Visual Content is removed from the Website.
• You may not remove any Visual Content from the Website until such Visual Content has been posted for thirty (30) days. You retain all rights, including the copyright, in and to your uploaded Visual Content. Klaud9, in the exercise of its discretion, may refrain from any or all of the foregoing without any liability to you. You expressly waive any artists' authorship rights or any droit moral that Contributors would otherwise have under the laws of Singapore or similar copyright laws of any jurisdiction.
• Klaud9 has the right to refuse to accept any uploaded Visual Content for any reason. Klaud9 has the right to remove any uploaded Visual Content from the Website for any reason. Visual Content will be removed if Klaud9 believes that the Visual Content will subject Klaud9 or any of its officers, managers, directors or employees to legal action or if the Visual Content violate the terms of this Agreement.
• Any licenses issued by Klaud9 in respect of any uploaded Visual Content that are later removed from the Website will remain in full force and effect.
• You give Klaud9 the right and authority to take any steps which Klaud9 believes are commercially reasonable to protect your Visual Content. While Klaud9 takes commercially reasonable steps to protect the intellectual property rights of its Contributors, Klaud9 has no obligation to pursue legal action against any alleged infringer of your rights in or to your Visual Content.
• Klaud9 allows Contributors to participate in challenges and other activities. The decisions of Klaud9 are final and binding on all matters related to the selection of the winners. The winners will be selected according to the rules of each individual challenge. All Submissions and votes will be retained until eligible winners are chosen for all prizes. The submission will be discarded once a Submission or a User is deemed ineligible.

PRIZES & PAYMENTS

Verification of winners & delivery of prizes

• The potential winners will be informed by email or other methods selected by the Website (to the contact information provided in their profile on Klaud9's website) once the voting and judging process has been finalised. All winners will be required to confirm ownership and full legal right of their submissions. In case the prize notification should be returned as undeliverable, Klaud9 will not resend the notification again.
• Klaud9 is not to be held responsible for any bugs, virus, fraud, hardware or software malfunctions or any errors on the website, including but not exclusive of any issues related to governmental approval which may be required, partners and sponsors. Klaud9 reserves the right to modify, terminate or suspend the challenges. If voting irregularities or technical malfunctions are detected Klaud9, its partners and sponsors reserve the right, in its sole discretion, to award prizes based solely on the non-suspect votes. Should Klaud9 terminate the challenges, the participants will be notified on the website and all eligible Submissions that were received prior to the termination will be judged according to the official rules set up by Klaud9.

DISQUALIFICATION OF PARTICIPANTS

Klaud9 reserves the right to disqualify any participants who intend or are suspected to interfere with submissions or the voting procedures, including any person intending to encourage, solicit or obtain automated votes. Furthermore, all voters that are identified as fraudulent will also be disqualified.

PAYMENTS

Klaud9 reserves the rights to pay cash prizes via PayPal or equal value of the announced prize. The winners will receive their prizes within 30 days of the announcement of the winners. Klaud9 reserves the right to change at any time and without notice the prizes.If you receive your payment through an online payment processing service (e.g. Paypal) you may not share your online payment processing service account with another Klaud9 Contributor.

MODEL AND PROPERTY RELEASES

You agree to provide valid and accurate Model and Property releases (the form of which should be downloaded from our Website) for all Visual Content you upload to Klaud9 that, in Klaud9's judgment, contains an identifiable face or identifiable human figure or other identifiable attribute. If you do not have a model release for an item of Visual Content that depicts an identifiable person, Klaud9 may choose to accept the uploaded Visual Content for so-called "editorial use." You agree that you are solely responsible for retaining all original model and property releases and maintaining complete and accurate model release records. Model and property releases are to be electronically delivered to Klaud9 with the uploaded Visual Content. The submission of falsified, inaccurate or otherwise defective model or property releases is a material breach of this agreement and can result in the immediate termination of your account without prior notice. Model and property releases submitted by you shall not contain any terms inconsistent with this Agreement or any Klaud9 Terms & Conditions.

CONTRIBUTOR WARRANTIES AND RESPONSIBILITIES

You warrant and represent that:

• You are the unencumbered owner of all rights, including the copyrights, in and to your uploaded Visual Content.
• Each item of your uploaded Visual Content consists of original works and is capable of copyright protection in all countries where copyright or similar protection is available.
• Each item of your uploaded Visual Content is neither obscene nor defamatory and does not infringe the copyright or any other rights of any third party, including, without limitation, trademark rights and the rights of privacy and publicity;
• The information contained in all model releases that you have provided is accurate and complete and that the subjects signing the releases and depicted in a Visual Content file have voluntarily consented to publication and/or dissemination of their likenesses for all legal purposes;
• If any of your uploaded Visual Content consist in whole or in part of design elements, fonts, clipart, sprites, vectors, brush tools and the like that are included in design programs (e.g., Photoshop, Illustrator, 3D Max), by uploading such Visual Content, you warrant and represent that the end user license agreement, terms of service or the equivalent license held by you does allow you to incorporate such elements in Visual Content created by you, and to license such Visual Content to Klaud9 for the purposes set forth herein;

• You will not use a keyword, image title, metadata or any other reference that:

  • violates any third party's trademark or other proprietary right;
  • is or may be illegal to use;
  • which may cause confusion with respect to another person or other entity; or
  • which Klaud9 deems in its discretion to be indecent, vulgar or otherwise offensive. Klaud9 reserves the right to delete any vulgar, inappropriate or otherwise offensive Visual Content, or to require the deletion thereof.
• You will use Klaud9 only for lawful purposes.
• You will not upload pornographic content or other content which is deemed by Klaud9, in its sole discretion, to be inappropriate; and
• There is no suit action or claim or other legal or administrative proceeding now pending or threatened which might directly or indirectly affect your uploaded Visual Content or which might in any way impair the rights granted by you hereunder.

INDEMNIFICATION

You shall indemnify, defend and hold harmless Klaud9, its officers, directors, employees, partners, associates, affiliates, joint ventures, agents and representatives, from any and all claims based on allegations which, if true, would constitute a breach of any of your warranties. The indemnity shall apply to any and all liabilities, losses, damages, expenses (including legal fees and costs) incurred by Klaud9 as a result of such breach or breaches. Klaud9 reserves the right, at its own expense, to assume the exclusive defence and control of any matter otherwise subject to the foregoing indemnification, without affecting your indemnity obligations.

CONTROL OF OPERATIONS

• Klaud9, in its sole discretion, may remove any Visual Content uploaded to the Website including those appearing to infringe the intellectual property rights of other entities.
• Klaud9 reserves the right, but does not assume the responsibility, to restrict conduct which Klaud9 deems in its discretion to be harmful to individual Contributors or Klaud9 Customers, damaging to the communities that use Klaud9, or in violation of Klaud9's or any third party's rights.

DISCLAIMERS

• Klaud9 expressly disclaims all warranties and conditions of any kind, either express or implied, including without limitation any implied warranties or conditions of merchantability, fitness for a particular purpose, non-infringement of third party rights, and those arising from a course of dealing or usage of trade.
• Klaud9 makes no warranty with respect to any guidance. Any guidance provided by Klaud9 is not legal advice.
• Klaud9, its licensors, and subcontractors do not warrant any connection to, compatibility with, transmission over, nor results or use of, any network connection or facilities provided (or failed to be provided) through Klaud9.
• Klaud9 makes no warranty that access to the Website will be uninterrupted, timely, secure, or error free.
• Klaud9 makes no warranty with respect to any related software or hardware used or provided by Klaud9. Any patent, copyright, trademark, trade secret or warranty issues, whether actual or alleged, are the direct responsibility of the manufacturer of said hardware or software product.

LIMITATION OF LIABILITY

Klaud9 shall not be liable to Contributor/Participant for any indirect, incidental, special or consequential damages, including, without limitation, damages or loss of business, lost profits, business interruption, loss of business information, or any other pecuniary loss arising from the submission or use of your uploaded Visual Content or the termination of your Contributor Account, even if Klaud9 has been advised of the possibility of such damages.

TERMINATION

You may terminate your Klaud9 Contributor/Participant Account at any time with or without cause by notifying Klaud9's support staff, subject to the limitation that any item of Visual Content uploaded to the Website must be available for a minimum of thirty (30) days. Klaud9 may terminate your account at any time, for any reason or no reason. Contributor Accounts that are not accessed (logged into) for more than two (2) years may be deemed terminated at the discretion of Klaud9.

IMPERMISSIBLE CONDUCT

• Any conduct by you that, in Klaud9’s sole discretion, restricts or inhibits any other person or entity from using or enjoying Klaud9 or another service, is strictly prohibited and may result in the termination of a Contributor's/Participant's Account without further notice.
• Klaud9 has the right to refuse to establish an account or to close any existing account, for fraud, intellectual property infringement, violation of a third party's rights including those of privacy or publicity, artificially inflating downloads, submission of material that is obscene in nature, violent or that might be construed as defamatory, failure to comply with Klaud9's guidelines as may be amended from time to time, or for any breach of the terms of this or any other agreement that you have with Klaud9.
• In the event that a Contributor/Participant Account is terminated due to impermissible conduct or fraud, access to Klaud9 services, accounts, and commissions, as applicable, is immediately forfeited. You may not knowingly allow any terminated Contributor to use your active Contributor's Account(s).
• If your account is terminated for any reason you must obtain written authorisation from Klaud9 prior to establishing another account. If you attempt to establish another account without obtaining such authorisation, Klaud9 may permanently ban you from this Website and its affiliated websites and services.
• Klaud9 has the right and authority, but not the obligation, to take such steps as Klaud9 deems reasonable, in its sole discretion, to protect Klaud9's rights in the Visual Content. In the event that you believe Visual Content has been misused, you shall take no action without Klaud9's prior written consent, which shall not be unreasonably withheld.

KLAUD9 TRADEMARKS

• You may not adopt or use any registered or common law Klaud9 trademarks, which include but are not limited to all logos, service marks, trade names, Internet domain names, or other indications of origin now or in the future used by Klaud9 ("Trademarks") for any reason without Klaud9's prior written consent.
• You will not use Klaud9's trademarks or variations (including misspellings) as a domain name, part of a domain name, metatag, keyword, or any other type of programming code or data.
• You will not contest or otherwise challenge (e.g., in any legal action or otherwise), or assist or encourage any other person or entity to contest or challenge, the validity of any Klaud9 Trademarks or the Trademark rights claimed by Klaud9.
• The look and feel of our Website, including but not limited to all page headers, custom graphics, icons, and scripts, is the intellectual property of Klaud9 and may not be copied, imitated or used, in whole or in part, without the prior written consent of Klaud9.
• You will not use Klaud9's Trademarks for search engine advertising and/or marketing. You acknowledge that such advertising might infringe on the intellectual property rights of Klaud9 and/or third parties.
• You will not transmit unsolicited emails or engage in so-called "spamming" to publicise or promote your relationship with Klaud9 or the sale of your Visual Content.

SEVERABILITY

If any provision of this Agreement is determined to be invalid or unenforceable, the remainder shall be unaffected and shall be enforceable by either party. To the extent any provision of this Agreement is adjudicated to be invalid or unenforceable because it is overly broad or overly restrictive, that provision shall not be void but rather shall be limited only to the extent required by applicable law and enforced as so limited. The parties expressly acknowledge and agree that this paragraph is reasonable and necessary to assure that the intent of the parties is carried out.

GOVERNING LAW AND JURISDICTION

The validity, interpretation and enforcement of this agreement, matters arising out of or related to this agreement or its making, performance or breach, and related matters shall be governed by the laws of Singapore. Any legal action or proceeding concerning the validity, interpretation and enforcement of this agreement, matters arising out of or related to this agreement or its making, performance or breach, or related matters shall be brought exclusively in the courts of Singapore, and all parties consent to the exclusive jurisdiction of those courts, waiving any objection to the propriety or convenience of such venues.

ENTIRE AGREEMENT

By using the Website, you hereby acknowledge that you have read this Agreement, understand it, and agree to be bound by its terms and conditions. You further agree that this Agreement is the complete and exclusive statement of the understanding between you and Klaud9. Unless otherwise agreed to in writing in a separate signed agreement, this Agreement supersedes any proposal or prior agreement, oral or written, and any other communication between users and Klaud9 relating to the subject matter of this Agreement.

REVISION OF AGREEMENT

By using the Website, you hereby acknowledge that you have read this Agreement, understand it, and agree to be bound by its terms and conditions. You further agree that this Agreement is the complete and exclusive statement of the understanding between you and Klaud9. Unless otherwise agreed to in writing in a separate signed agreement, this Agreement supersedes any proposal or prior agreement, oral or written, and any other communication between users and Klaud9 relating to the subject matter of this Agreement.