Terms
- Terms and conditions of website
(applies to everybody) - Terms for Members
(everybody who becomes a member) - Terms for Buyers
(everybody who becomes a buyer) - Terms for Sellers
(everybody who becomes a seller)
Terms for Sellers
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This Agreement
This Agreement governs the terms by which members of Zengle supply material to other Zengle members through the website of Zengle.com (“the Site”). It is a legal agreement between any member intending to upload material onto the Site (“the Seller") and Zengle Ltd ("Zengle") the owner of the Site. It incorporates the Terms of Use of the Site and the Membership Agreement. In the event of any inconsistency between the Terms of Use, the Membership Agreement and this Agreement, the terms of this Agreement shall prevail.
This Agreement is personal to the Seller and is not assignable by the Seller without Zengle’s prior written consent. Zengle may assign this Agreement without the Seller’s consent to any other party as long as that party agrees to its terms. The Seller appoints Zengle as its agent to distribute the material uploaded by the Seller on the terms of the Seller’s membership, this agreement and by Zengle’s standard form of Buyer’s Agreement or equivalent to a user (“the User”).
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Sellers acceptance of terms
Having accepted the terms of this Agreement, the Seller may follow the procedure for uploading material onto the Site in the form of photographic images, information, audio files, video files, documents, spreadsheets, template designs or illustrations or other material ("Content"). Every time the Seller uploads material he/she confirms the terms of this Agreement as it may be modified from time to time.
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Presentation of the Content
Zengle may determine what of such Content is suitable for posting on the Site and may remove it if it considers such content unsuitable. Zengle shall also have the absolute right but not the obligation to correct any errors or omissions in any of the Content. The Seller also gives Zengle the right to make it’s own presentation of the Content and display Content to prospective users not only through the Site but by means of other media owned or operated by Zengle or its associates in accordance with the terms of the Buyer’s Agreement or equivalent used by Zengle from time to time.
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Sellers rights
The Parties agree that all rights, including title and copyright, in and to the uploaded Content are retained by the Seller, and not transferred or granted in any way to Zengle or any third party except as provided in this Agreement and the Buyers Agreement or equivalent.
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Sellers warranty * very important
The Seller warrants that any uploaded content or any other material does not infringe any proprietary rights of others and that where photographs or images of people or places is involved the consent and release of all parties who may themselves have a proprietary right have been obtained. (You might like to download a sample model release form).
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No liability
The Seller agrees that neither Zengle nor any of its agents, employees or associates shall be liable for any direct, indirect, consequential or incidental loss whether arising out of the use of, or the inability to use any Content.
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Sellers fee and payment
Zengle agrees to pay a share of the fees collected in respect of Content downloaded by the User in accordance with the Buyers Agreement. Zengle sets the tariff and it can change from time to time, usually to give members an extra share of the fees. (For the currently tariff please click here). The share paid to the Seller will be according to the tariff shown on the website at the time of the downloading by the User. The Seller is bound by the appropriate tariff and should the Seller object to the rate at any time he/she may terminate the agreement to supply Content. In the case of termination please see Condition 11 relating to termination.
Zengle will settle payment of the share due to The Seller as soon as feasible at the end of a month after the total of such payments due to the Seller exceed GBP 50. Zengle will deduct any payment due to Zengle from the amount the Seller is owed. Such deductions may be as a result of rights arising from this agreement, application of the Buyers Agreement or equivalent or any obligation of the Seller.
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Indemnity
The Seller agrees to indemnify Zengle and its agents, representatives and employees and Users of the Content from any claim, liability, loss, expense or demand, including legal fees, related to the Seller’s breach of the Terms.
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Term and Termination
This agreement is effective until brought to an end by either party under its terms. To terminate the arrangement relating to Content uploaded by the Seller onto the Site requires the Seller to give 30 days notice and the agreement is effective until the date of termination. The Seller may provide notice to terminate by emailing Support@Zengle.com. The Seller has the right to remove any of the material they provide.
Zengle may terminate this Agreement for any reason by giving the Seller 30 days notice either by e-mail or by post at the known address. If Zengle terminates the membership of the Seller pursuant to the terms of the Membership Agreement that termination will also serve as notice of termination of this Agreement with the requisite 30 days notice if appropriate.
Either party may terminate this Agreement by email or by post with immediate effect if the other party is in substantial breach of this Agreement or becomes insolvent or bankrupt.
Effect of Termination. Upon receiving notice of the termination of this Agreement Zengle agrees to remove the Content provided by the Seller from the Site within thirty days of the date of termination of the Agreement and shall in the interim have the right to continue to display the Content so provided by the Seller provided that Zengle will pay the share due to the Seller for any use of the Content subject to any retention that may be justified under this agreement.
The termination or expiry of this Agreement shall not affect any rights of users pursuant to the Buyers Agreement. or equivalent
Termination of this Agreement shall not affect the rights of the parties under this or other agreements between Zengle and the Seller.
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Law & Jurisdiction
The law of England and Wales applies to these terms. The Buyer agrees that the courts of England & Wales shall have exclusive jurisdiction to resolve any dispute arising out of or relating to this Agreement. The Buyer also agrees that Zengle has the right to take legal action in any jurisdiction where it believes that the Terms have been infringed.
Zengle’s failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right.
How to contact Zengle. If you have any questions regarding the Terms of Membership or any other matter, you may contact Zengle at
© Copyright 2006 Zengle.com.
