Express Logo Design Terms and Conditions of Use

By using Express Logo Design, and signing up as a Client, you agree to be legally bound by these Terms and Conditions, including those terms and conditions incorporated by reference. Please read these terms carefully. If you do not accept these Terms and Conditions stated here without modification, you may not use the Express Logo Design service. Express Logo Design may revise these Terms and Conditions at any time by updating this posting. You should visit this page periodically to review the Terms and Conditions, because they are binding on you. In these Terms and Conditions, Express Logo Design, the Express Logo Design service, all services related to it, and all text, images, photographs, user interface, "look" and "feel", data and other content included in it from time to time (including, without limitation, the selection, coordination and arrangement of such content) are referred to as the "Web Site" or “Service.” Express Logo Design is a registered trademark of Star Media Communications INC., a Canadian Corporation.

1. Web Site Generally.

(a) Description. The Express Logo Design Service is an online offering where individuals or entities that have signed up with Express Logo Design as clients (each, a "Client") can post specific assignments and project descriptions, including illustrative samples or other media, (each, a "Creative Brief"), revise those Creative Briefs (“Revision Brief”) and obtain responses (each, a "Response") to those Creative Briefs or Revision Briefs from designers retained by Express Logo Design (“Members”). Clients will be provided the Service according to the Packages chosen by Client as detailed in Section 1(g). Client’s Responses will be created iteratively through a drafting cycle of Creative Briefs, Revision Briefs and Responses, ultimately resulting in a final Response to Client’s various Creative and Revision Briefs.

(b) Creative Brief and Responses. Each Client is solely responsible for preparing and posting detailed descriptions of each of its Creative Briefs, including providing samples illustrating Client’s Creative Brief (“Samples”), the applicable deadline, and other relevant terms and conditions. For each Response that the Client wants to a Creative Brief, a term sheet (a "Term Sheet") will be generated that will contain, and be subject to, the terms and conditions established by the Client for the Creative or Revision Brief, including the deadlines and any terms or conditions required by Client. Express Logo Design is under no obligation to review a Creative or Revision Brief or Term Sheet for any purpose, including accuracy, completeness of information, quality or clarity. Express Logo Design may decide, in its sole discretion, to deny a Creative or Revision Brief, or a Term Sheet.

(c) When Express Logo Design provides a Response to a Client, the Client shall review the Response. If a Client fails to inform Express Logo Design that the Response is not reasonably responsive to the Term Sheet or Creative Brief within 30 days, the Client will be deemed to have accepted the Response. If a Client notifies Express Logo Design that the Client thinks a Response is not reasonably responsive to the Creative Brief, the Client shall submit information regarding amendments or modification to be made to the initial Response (“Revision Brief”). After providing a Revision Brief, Client will be provided a subsequent Response that conforms with the additional criteria requested by Client.

(d) Responses. Express Logo Design is not responsible for the content of Responses developed to the extent that such responses are based in conformity with Client’s Creative or Revision Briefs.

(e) Revisions. Revisions generally consist of 2-6 additional compositions that incorporate changes requested by the Client in the Revision Brief. The purpose of the revision process is to create Responses that move forward in a specific direction as determined by the Client. The Client may request significant changes in the 1st and 2nd revision, and the Responses might be quite different in nature from the original version chosen. By the 3rd revision request, Client’s requests shall be modifications of the then current version only. Revision requests that depart from the current composition will be honored and completed in the same timely manner, however; Express Logo Design reserves the right to charge $50 for each such Revision. No revision work, which requires payment, will be started without authorization from Client.

(f) Client Accounts.

a. Payment. Clients registering for the Service must pay for the Service via credit card, or other payment method expressly authorized by Star Media Communications INC. through Express Logo Design, at the time of registration for the Service. Clients will be charged for the Package(s) selected. If Client pays its account by credit card, Client will be required to provide a valid credit card number and your credit card billing address when they register as a Client. Express Logo Design will email Client a receipt for the transactions for which Client is billed. Our fee policy for Clients may change and we may decide to impose additional fees on Clients at any time. Such fees will not, however, apply to services submitted before such change in fees by Express Logo Design.

b. Refunds. If Client is not satisfied with the initial Response provided by Express Logo Design, Client may request a refund by completing the Refund Request form which will be provided to Client upon request. Upon timely receipt of the completed form, Express Logo Design will refund the total payment made by Client, less a fifty dollar ($50.00) service and processing fee. Once Client has requested additional revisions for any of the initial concepts, and/or orders and receives a slogan design a Client shall forfeit the right to the refund as outlined above. Acceptance of such refund shall constitute Client’s sole and exclusive remedy with respect to such initial Response. Should Client receive such refund, Client expressly confirms that it will have absolutely no right (express or implied) to use any Response or other work product, content, or media, nor shall Client acquire any ownership interest in or to same.

c. Service duration. Client agrees to provide timely responses to Express Logo Design after receiving status notifications from Express Logo Design. Client shall have 30 days to respond to each set of Responses submitted to Client for review. If after 30 days the Client has failed to so respond, Express Logo Design will assume the Service complete and the Service shall be deemed to be complete. At such time, Express Logo Design shall have no further obligation to Client, and Client shall pay Express Logo Design all fees and expenses associated with work performed by Express Logo Design.

(g) Packages. Client may select from the following Service Packages:

I Basic Package
· 6 original Response compositions
· One color
· Unlimited revision cycles

II Professional Package
· 8 original Response compositions
· Full color
· Unlimited revision cycles

III Enterprise Package
· 8 original Response compositions
· Full color
· Unlimited revision cycles
· 3 Stationery designs (letterhead, envelop, business card)
· 2 design alterations on stationery

2. Eligibility, Access, Use and Service.

(a) (a) Eligibility Requirements. To register as a Client, you must be an entity in good standing or if an individual at least 18 years of age, agree to these Terms and Conditions and the Privacy Policy, and complete the registration procedure. By registering as a Client, you represent and warrant that you meet these eligibility requirements, that the information you include as part of the registration process is complete and accurate and, if you are registering on behalf of an entity, that you are authorized to bind that entity to these Terms and Conditions. Express Logo Design may accept or reject your registration in its sole discretion. The Service is not directed to children.

(b) Authorization to Use; Permitted Uses. You may access and use the Service solely in accordance with the Terms and Conditions and any posted policies and procedures that appear on the Web Site. You may provide Creative Briefs and obtain Responses only if you register as a Client. Any use of the Web Site is at your sole risk and responsibility. Subject to the Terms and Conditions, you may (i) display the Web Site on an internet access device, and (ii) on an occasional, infrequent and ad hoc basis, and only in circumstances that constitute "fair use" under Canadian and United States copyright law, print copies of insubstantial portions of the Web Site. Except as expressly authorized by the foregoing sentence and as otherwise permitted herein, you may not display or print the Web Site and in no event may you broadcast, circulate, distribute, download, perform, publish, rent, reproduce, sell, store, transmit or create decorative works from the Web Site.

(c) Prohibited Uses Generally. You are required to comply with all applicable laws (including, without limitation, any applicable export controls) in connection with your use of the Service, and such further limitations as may be set forth in any written or on-screen notice from Express Logo Design. Without limiting the foregoing, you agree not to transmit, distribute, post, communicate or store information or other material on, to or through the Web Site that (i) is copyrighted, unless you are the copyright owner; (ii) reveals trade secrets, unless you own them; (iii) infringes on any other intellectual property rights of others or on the privacy or publicity rights of others; (iv) is obscene, defamatory, threatening, harassing, abusive, hateful, or embarrassing to any other person or entity; (v) is sexually-explicit; (vi) constitutes advertisements or solicitations of business, chain letters or pyramid schemes; or (vii) contains viruses, Trojan horses, worms, time bombs, or other computer programming routines or engines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information. You further agree not to (i) use any incomplete, false or inaccurate biographical information or other information for purposes of registering as a Client; (ii) delete or revise any material or other information of any other user or LogoTree; (iii) take any action that imposes an unreasonable or disproportionately large load on the Web Site's infrastructure; (iv) use any device, software or routine to interfere or attempt to interfere with the proper working of this Service or any activity being conducted on; (v) use or attempt to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, avatar's or intelligent agents) to navigate or search this Web Site other than the search engine and search agents available from Express Logo Design on this Web Site or those generally available to third party web browsers (e.g., Netscape Navigator and Microsoft Internet Explorer); or (vi) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or in any way making up a part of the Web Site. You are prohibited from violating or attempting to violate the security of the Web Site, including, without limitation, (i) accessing data not intended for you or logging into a server or account that you are not authorized to access; (ii) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (iii) attempting to interfere with service to any user, host or network, including, without limitation, by way of submitting a virus to, or overloading, "flooding", "spamming", "mailbombing" or "crashing", the Web Site; (iv) sending unsolicited e-mail, including promotions and/or advertising of products or services; or (v) forging any TCP/IP packet header or any part of the header information in any e-mail or posting. Violations of system or network security may result in civil or criminal liability. Express Logo Design will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. Express Logo Design reserves the right to review postings on the Web Site, to remove any postings, and to terminate your ability to communicate with, or post to, the Web Site at any time without notice, in its sole discretion. Express Logo Design will take commercially reasonable efforts not to disclose any information you communicate with, or post to, the Web Site but reserves the right to disclose such information to the extent necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part.

(d) Operation of Web Site. Express Logo Design shall not be responsible for any delays or interruptions of, or errors or omissions contained in, the Web Site. Express Logo Design reserves the right, but shall not be required, to correct any delays, interruptions, errors or omissions. Although Express Logo Design intends to use commercially reasonable efforts to make the Web Site and Service accessible, Express Logo Design makes no representation, warranty or covenant that the Web Site or Service will be available at all times or at any time. Various circumstances may prevent or delay availability. Express Logo Design may at any time discontinue the Web Site in whole or in part, may change or eliminate any transmission method, and may change transmission speeds or other signal characteristics. Express Logo Design shall not be responsible for any loss, cost, damage or liability that may result.

3. Responsibility for Content; Other Representations, Warranties and Covenants.

(a) Express Logo Design shall not be responsible for any use that is or is not made of the Web Site or the Service. Without limiting the foregoing, Express Logo Design makes no representations, warranties or covenants regarding, and does not guarantee, the truthfulness, accuracy, or reliability of any information or other material (including, without limitation, any Creative Brief, Revision brief, Term Sheet, Response or User Identity (as defined hereafter) that are communicated through, or posted to, the Service, whether by Members, Clients, Express Logo Design or otherwise, nor does Express Logo Design endorse any opinions expressed by any user of the Web Site, including any Member or Client. Without limiting the foregoing, Express Logo Design makes no representations, warranties or covenants regarding the validity of the rights to Responses granted pursuant to this Agreement. Client acknowledge that any reliance on information or other material, including, without limitation, any Service, Term Sheet, Response or User Identity, communicated through the Service, or posted to the Web Site will be at your own risk. Without limiting the foregoing, each Client agrees and acknowledges that it uses each Response at its own risk and that it is responsible for taking any actions it deems reasonable to determine whether its use of a Response will infringe any third party intellectual property, privacy or publicity rights.

4. Ownership; Rights to Use.

(a) Web Site and Service Generally. Except as expressly contemplated under this Agreement, as between Express Logo Design and Client, Express Logo Design will own all right, title and interest in and to all copyright, trademark, service mark, patent, trade secret or other intellectual property and proprietary rights in and to the Web Site and Service, in all media now known or later devised, to the full extent provided under Canadian and United States and international law. You shall not remove, conceal or alter any copyright notice, byline information, disclaimer, restriction or other notice on the Web Site or any portion thereof. You shall not use or permit any third party to use the name, trademarks, trade names, of Express Logo Design, including " Express Logo Design ", without the prior written consent of Express Logo Design who may agree or refuse in its sole discretion for each such request.

(b) Creative Brief and Response Brief. Upon submission of a Creative Brief or Response Brief or any other information or media provided by Client in connection with Client’s use of the Service (collectively, the “Client Information”), Express Logo Design and its agents shall have all rights and licenses necessary to use such Client Information for purposes of obtaining Responses and for archival purposes. Each Member to whom a Client project is made available has the right to review and display the Term Sheet solely for purposes of preparing a Response.

(c) Rights of Express Logo Design. Upon Client’s submission of User identity to the Service, Client grants Express Logo Design and its agents (including Star Media Communications INC.) a royalty-free, perpetual, irrevocable, sublicenseable, nonexclusive, worldwide right (including any moral rights) and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, communicate to the public, perform and display (in whole or in part), and/or incorporate in other works, in any form, media, or technology now known or later developed, such user identity, for the full term of any intellectual property rights that may exist in such User Identity to the extent necessary to provide Client with the Service and Responses.

(d) Rights of Client. Subject to Client’s compliance with the Terms and Conditions of this Agreement, Client shall own final Response compositions provided to Client by Express Logo Design hereunder. Client shall not, however, own any materials, media or other content generated during any revisions leading up to the final Response composition, with such right, title and interest expressly reserved to Express Logo Design. Client acknowledges and hereby grants to Express Logo Design the right to use Creative Briefs and Revision Briefs, as well as individual Responses provided to Client, for internal and archival purposes, and in order to display and promote the Express Logo Design Service. Client acknowledges that its rights under this Agreement shall be limited solely to the final Response compositions, and that no trade or service marks in or to such final Response compositions are being conveyed under this Agreement. Client acknowledges that Express Logo Design shall have no obligation or duty to perform trade or service mark searches or inquiries, or the like, in order validate the propriety or legality of the Response compositions. Accordingly, Client is encouraged to perform its own independent searches with regard to the Response compositions. Furthermore, Client acknowledges that Express Logo Design shall have no responsibility or obligation of any kind to assist Client in seeking state or federal intellectual property protection (i.e., without limitation, trademark registration) for the Responses, nor shall Express Logo Design be responsible in otherwise assisting Client in any way in Client’s perfection of Client’s rights in or to the Responses.

5. Registration, Password, User Identity.

(a) Client User Identity. When you register as a Client, you will create a user identity ("User Identity"), which will be your identity for purposes of interacting with other users through the Web Site. Your User Identity will include certain personal information, such as, the industry in which you operate. However, your User Identity need not be your real name. During the registration process, the fields requesting information that will be made available to others as part of your User Identity are identified. You are responsible for ensuring that you are comfortable making such information available to other Web Site users.

(b) Access Numbers, Passwords, and Password Access. You shall keep confidential, shall not disseminate, and shall use solely in accordance with the Terms and Conditions, your User Identity, registration identification and password for the Web Site. You shall immediately notify Express Logo Design if you learn of or suspect: (i) any loss or theft of your User Identity, registration identification or password, or (ii) any unauthorized use of your registration identification or password or of the Web Site. In the event of such loss, theft, or unauthorized use, Express Logo Design may impose on you, at Express Logo Design 's sole discretion, additional security obligations.

(c) Security Breaches and Revision. If any unauthorized person obtains access to the Web Site as a result of any act or omission by Client, you shall use your best efforts to ascertain the source and manner of acquisition and shall fully and promptly advise and update Express Logo Design. Client shall furthermore cooperate and assist in any investigation relating to any such unauthorized access.

6. Nondisclosure and Privacy.

(a) Privacy. Express Logo Design intends to use commercially reasonable efforts to follow its privacy policy; as such privacy policy may be changed from time to time at Express Logo Design's sole discretion. Notwithstanding the foregoing, Express Logo Design cannot and does not assume any responsibility or liability for any information submitted to the Web Site or for the use or misuse of any information submitted by you or any other person, including, without limitation, any information accessed by a hacker or by any other malicious act.

7. Disclaimers; Limitations of Liability.

(a) Generally; Release from Claims. The Service serves solely as a venue for the creation of work and Express Logo Design does not screen or censor any information or material posted to the Web Site. Although Express Logo Design makes commercially reasonable efforts to determine the identity of Clients, Express Logo Design cannot and does not confirm that any Client or other user is who they claim to be or that any Client or other user has the qualifications he or she claims to have. Because Express Logo Design does not and cannot be involved in user-to-user dealings or control the behavior of participants on the Web Site, if you have a dispute with one or more users, you release Express Logo Design (and our affiliates, agents and employees) from all claims, demands and damages (actual, consequential, direct, indirect, incidential, special and exemplory) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect 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."

(b) (b) Disclaimer of Warranties. THE SERVICE AND THE RESPONSES ARE PROVIDED "AS IS." LOGOTREE MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER TO YOU OR ANY OTHER PERSON RELATING IN ANY WAY TO THE WEB SITE, INCLUDING ANY PART THEREOF, OR ANY WEB SITE OR OTHER CONTENT OR SERVICE THAT MAY BE ACCESSIBLE DIRECTLY OR INDIRECTLY THROUGH THE WEB SITE, INCLUDING ANY RESPONSE, SERVICE, TERM SHEET, USER IDENTITY OR LINKED CONTENT (ASHEREINAFTER DEFINED). LOGOTREE DISCLAIMS TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY AND ALL SUCH REPRESENTATIONS AND WARRANTIES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, LOGOTREE DISCLAIMS TO THE MAXIMUM EXTENT PERMITTED BY LAW ANY AND ALL (i) WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, (ii) WARRANTIES AGAINST INFRINGEMENT OF ANY THIRD PARTY INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS, (iii)WARRANTIES RELATING TO DELAYS, INTERRUPTIONS, ERRORS, OR OMISSIONS IN THE WEB SITE, OR ANY PART THEREOF, (iv) WARRANTIES RELATING TO THE TRANSMISSION OR DELIVERY OF THE WEB SITE, AND (v) WARRANTIES OTHERWISE RELATING TO PERFORMANCE, NONPERFORMANCE, OR OTHER ACTS OR OMISSIONS BY LOGOTREE OR ANY THIRD PARTY. FURTHER, AND WITHOUT LIMITING THE GENERALITY OF ANY OF THE FOREGOING, THERE IS NO WARRANTY THAT THE WEBSITE WILL MEET YOUR NEEDS OR REQUIREMENTS OR THE NEEDS OR REQUIREMENTS OF ANY OTHER PERSON.
(c) Limitation of Remedy. NEITHER LOGOTREE NOR ANY THIRDPARTY SHALL BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY REMEDY, LIABILITY, DAMAGES, COSTS, OR LOSSES WHATSOEVER RELATING IN ANY WAY TO THE WEB SITE, INCLUDING ANY PART THEREOF, OR ANY OTHER CONTENT, WHETHER ARISING UNDER THESE TERMS AND CONDITIONS OR APPLICABLE LAW,INCLUDING CONTRACT, TORT, STATUTORY, OR ANY OTHER LAW.
(d) Exclusion of Consequential Damages. IN NO EVENT SHALL LOGOTREE OR ANY THIRD PARTY BE LIABLE TO YOU OR ANY OTHER PERSON FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR INDIRECT DAMAGES ARISING UNDER OR IN ANY WAY RELATED TO THE RESPONCES OR WEB SITE,INCLUDING ANY PART THEREOF, OR ANY OTHER CONTENT,(INCLUDING LOST PROFITS, LOSS OF BUSINESS OR DATA, BUSINESS INTERRUPTION, TRADING LOSSES, AND DAMAGES THAT RESULT FROM INACCURACY OF THE INFORMATION OR INCONVENIENCE, DELAY, OR LOSS OF THE USE OF THE SERVICE) EVEN IF LOGOTREE OR ANY THIRD PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.

8. Indemnification. Upon request by Express Logo Design, you agree to defend, indemnify and hold harmless Express Logo Design and its subsidiaries, affiliates, officers, agents, co-branders or other partners and employees from all liabilities for claims of any third party due to or arising out of your violation of any of these Terms and Conditions or your use of the Web Site, and any expenses, including, without limitation, reasonable attorneys fees, incurred in connection therewith.

9. Links to Third Party Services. The Web Site may contain links to third party web sites or other services (the "Linked Content"). The Linked Content is not under the control of Express Logo Design and Express Logo Design is not responsible for the Linked Content, including, without limitation, links contained in the Linked Content, or any changes or updates to Linked Content. Express Logo Design is providing Linked Content to you only as a convenience, and the inclusion of such Linked Content is not an endorsement by Express Logo Design of such Linked Content. If you decide to access any Linked Content, you do so at your own risk.

10. Termination. Express Logo Design reserves the right, in its sole discretion, to terminate Client’s access to all or a portion of the Service, at any time, with or without notice. In the event of such termination, Express Logo Design will work with Client to determine the amount of any refund (if any) to be paid to Client as a result of such termination. Should termination of client’s access to the Service result from Client’s material breach of the Terms and Conditions of this Agreement, or any other agreement to which Express Logo Design and Client are a party, Client shall not be entitled to any refund.

11. General. These Terms and Conditions set forth the entire agreement and understanding of the parties with respect to the subject matter hereof and supersede any and all prior oral or written agreements and understandings, and any and all contemporaneous oral agreements and understandings (excluding any associated agreements required by Express Logo Design (e.g., privacy policy) as a condition precedent to Client’s use of the Service), between you and Express Logo Design regarding the subject matter of these Terms and Conditions. No modification, amendment, or waiver of these Terms and Conditions or Use or any part of them shall be binding unless evidenced in writing and signed by Express Logo Design. If any provision of these Terms and Conditions is held by a court of competent jurisdiction to be invalid, void, or unenforceable, then such provision shall be deemed null and void, but the remaining provisions shall continue in full force without being impaired or invalidated in any way. The language of these Terms and Conditions shall be deemed to be the language mutually chosen by the parties and no rule of strict construction shall be applied against or in favor of either party hereto. The section headings and other headings contained in these Terms and Conditions shall not affect the meaning or interpretation of these Terms and Conditions. These Terms and Conditions shall be governed by the substantive law of the State of New York, without reference to any choice of law rules that would result in the application of the substantive law of any other jurisdiction. The parties agree that any disputes arising out of or relating to these Terms and Conditions shall be submitted to the federal courts having jurisdiction in Albany, New York, or state courts having jurisdiction in the area in which such federal courts have jurisdiction, and the parties consent to the personal jurisdiction of such courts in respect of such disputes. Client may not assign or otherwise transfer (by operation of law or otherwise) any of its rights or duties hereunder unless Express Logo Design agrees in writing after receiving prior written notice. Any attempted assignment or other transfer without the requisite consent of Express Logo Design shall be null and void ab initio. Express Logo Design may assign or otherwise transfer any of its rights or the performance of any of its duties hereunder. The waiver by Express Logo Design of a breach or a violation of any provision of these Terms and Conditions shall not operate as or be construed to be a waiver of any subsequent breach or violation of any provision of these Terms and Conditions.