By signing up as a client, or designer for OSYLD or using the OSYLD.com site, you agree to be legally bound by these conditions.  Please read these terms carefully. OSYLD may change these terms at anytime by updating this posting.  You should visit this page periodically to review these conditions, as they are binding to you.

1. Content:

You acknowledge and agree that OSYLD shall have the right (but not the obligation) in its sole discretion, to pre-screen, refuse or remove any project and/or user provided content that violates these Terms and Conditions or is otherwise objectionable, including, without limitation, projects or content that is illegal, obscene, indecent, defamatory, incites religious, racial or ethnic hatred, or violates the rights of others. Activity that is brought to our attention which appears in our sole judgment to violate the law will be brought to the attention of the proper authorities. You acknowledge, consent and agree that OSYLD may access, preserve, and disclose your account information and content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms and Conditions; (c) respond to claims that any content violates the rights of third-parties; (d) respond to your requests for customer service; or (e) protect the rights, property, or personal safety of OSYLD, its users and the public.

 

2.Service Participation:

Participation in the Service is subject to OSYLD's prior approval and your continued compliance with the Service Policies ("Service Policies") located at http://www.osyld.com/termsandconditions.php or such other URL as OSYLD may provide from time to time. OSYLD reserves the right to refuse participation to any applicant or participant at any time in its sole discretion. By enrolling in the Service, you represent that you are at least 16 years of age. Multiple accounts held by the same individual or entity are subject to immediate termination unless expressly authorized in writing by OSYLD (including by electronic mail).

3. Account access and password protection:

You are solely responsible for the privacy of the information used to login to your account and OSYLD is not responsible in any way for misuse of your account or for payment being sent to the wrong person due to illegal access to your account by individuals using your login information. OSYLD reserves the right to freeze or hold payment on any funds owed to your account due to to suspicious activity.

4.Communications Solely With OSYLD:

You agree to communicate directly with OSYLD, and not with any other company, with regard to any aspect of any orders listed on http://www.osyld.com

5.Termination; Cancellation:

You may terminate this Agreement with or without cause at any time by sending written notice of your desire to cancel your participation in the Service to customerservice@osyld.com. This Agreement will be deemed terminated within fifteen (15) business days of OSYLD's receipt of your notice. OSYLD may investigate any activity that may violate this Agreement. OSYLD may at any time, in its sole discretion, terminate all or part of the Service, terminate this Agreement, or suspend or terminate the participation of any participation in all or part of the Service for any reason. In addition, OSYLD reserves the right to terminate without notice any account that consistently produces logo concepts / graphic art that is considered "sub-par" or of poor quality by OSYLD staff. The definition of "poor quality" shall be determined soley by OSYLD.

6.Confidentiality:

You agree not to disclose OSYLD's Confidential Information without OSYLD's prior written consent. "OSYLD Confidential Information" includes without limitation: (a) all OSYLD's software, technology, programming, specifications, materials, guidelines and documentation relating to the Service; (b) statistics relating to usage or results of the Service provided to you by OSYLD; and (c) any other information designated in writing by OSYLD as "Confidential" or an equivalent designation. However, you may accurately disclose the amount of OSYLD’s gross payments to you pursuant to the Service. OSYLD's Confidential Information does not include information that has become publicly known through no breach by you or OSYLD, or information that has been (i) independently developed without access to OSYLD's Confidential Information, as evidenced in writing; (ii) rightfully received by you from a third party; or (iii) required to be disclosed by law or by a governmental authority.

7.No Guarantee:

OSYLD does not guarantee or promise that any concept or graphic that you submit will be accepted or purchased.

8.No Warranty:

OSYLD MAKES NO WARRANTY, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WITH RESPECT TO ADVERTISING, CODE, POSTS, EMAIL, OR OTHER SERVICES, AND EXPRESSLY DISCLAIMS THE WARRANTIES OR CONDITIONS OF NONINFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR ANY PARTICULAR PURPOSE.

8.Limitations of Liability; Force Majeure.

EXCEPT FOR ANY INDEMNIFICATION AND CONFIDENTIALITY OBLIGATIONS HEREUNDER OR YOUR BREACH OF ANY INTELLECTUAL PROPERTY RIGHTS AND/OR PROPRIETARY INTERESTS RELATING TO THE SERVICE, (i) IN NO EVENT SHALL EITHER PARTY BE LIABLE UNDER THIS AGREEMENT FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, EXEMPLARY, OR PUNITIVE DAMAGES WHETHER IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND (ii) OSYLD'S AGGREGATE LIABILITY TO ANY DESIGNERS OR COMPANIES OUTSOURCING THEIR WORK TO OSYLD.

OSYLD IS NOT RESPONSIBLE FOR THE LOSS OR THEFT OF ANY PERSONAL INFORMATION OF PERSONS REGISTERED AT HTTP://WWW.OSYLD.COM DUE TO THE OSYLD WEBSITE, SCRIPT OR DATABASE BEING HACKED, DAMAGED, OR ILLEGALLY ACCESSED.

Each party acknowledges that the other party has entered into this Agreement relying on the limitations of liability stated herein and that those limitations are an essential basis of the bargain between the parties. Without limiting the foregoing and except for payment obligations, neither party shall have any liability for any failure or delay resulting from any condition beyond the reasonable control of such party, including but not limited to governmental action or acts of terrorism, earthquake or other acts of God, labor conditions, and power failures.

9.Payment.

Upon approval of a submitted concept and successful uploading of the required files you shall have the current amount being paid per logo concept (stated at the top of the main page once you are logged in to http://www.osyld.com) credited to your account with OSYLD. Unless otherwise agreed to by you and OSYLD in writing (including by electronic mail), the full amount in your OSYLD account shall be sent by OSYLD on the 1st and 14th of every calendar month via the PayPal service or your GetAFreelancer.com escrow account. You must have a valid and current PayPal account or GetAFreelancer account to receive payment. In the event the Agreement is terminated, OSYLD shall pay your earned balance to you within approximately ninety (90) days after the end of the calendar month in which the Agreement is terminated by you (following OSYLD's receipt of your written request, including by email, to terminate the Agreement) or by OSYLD. In no event, however, shall OSYLD make payments for any earned balance less than the minimum amount allowable by the OSYLD service. Notwithstanding the foregoing, OSYLD shall not be liable for any payment based on: (a) any amounts which result from stolen or copyright graphics, as reasonably determined by OSYLD or any payment record that OSYLD finds to be fradulent. OSYLD reserves the right to withhold payment or charge back your account due to any of the foregoing or any breach of this Agreement by you, pending OSYLD's reasonable investigation, or in the event that an advertiser whose Code is used in connection with your Posts defaults on payment for such Posts to OSYLD. In addition, if you are past due on any payment to OSYLD in connection with the OSYLD Service, OSYLD reserves the right to withhold payment until all outstanding payments have been made or to offset amounts owed to you in connection with the Service by amounts owed by you to OSYLD. To ensure proper payment, you are solely responsible for providing and maintaining accurate contact and payment information associated with your account. You agree to pay all applicable taxes or charges imposed by any government entity in connection with your participation in the Service. OSYLD may change its pricing and/or payment structure at any time. If you dispute any payment made under the Service, you must notify OSYLD in writing within thirty (30) days of any such payment; failure to so notify OSYLD shall result in the waiver by you of any claim relating to any such disputed payment. Payment shall be calculated solely based on records maintained by OSYLD. No other measurements or statistics of any kind shall be accepted by OSYLD or have any effect under this Agreement. The payments made under this Agreement are for use by you only and may not be transferred or in any manner passed on to any third party unless expressly authorized in writing by OSYLD (including by electronic mail).

OSYLD reserves the right to manually verify your payment information before making payment. OSYLD will make every reasonable effort to contact you via phone and email to verify your account using, among other methods, the verification of your birth date or the last 4 digits of your social security number. If you are unable to verify the records that OSYLD holds the funds may be frozen and payment may be held until further verification is received, including, but not limited to photocopies of your drivers license. You agree that these OSYLD is not responsible for any funds that are sent to an incorrect PayPal account or GAF ID once the above methods of verification have been used.

10. Agreement to purchase,Ttransfer of Rights:

OSYLD does not in any way agree to purchase the logo concepts or images that you submit to the OSYLD site. Once a submitted concept has been "approved" your account will not be credited until you have uploaded all required files, which will be decided by OSTLD staff.

By submitting a design to OSYLD you are agreeing to the following:

a. All concepts remain your exclusive property until the design has been approved by OSYLD staff and you have uploaded the source file.

b. Once you upload the source file for the logo concept your OSYLD account will be credited the amount displayed at the top of the main page per concept or template (depending on what ADMIN has selected it for).

c. You agree that any logo concepts that you create are 100% your own unique creation and contain (to the best of your knowledge)  no copyright or tradmarked images or symbols in them.

d. OSYLD has no obligation to purchase any of the concepts that you submit and may decline them for any reason.

c. You will not try to contact any customer from any project taking place on the OSYLD.com website. All questions regarding the order should be directed at OSYLD staff.

By uploading the source files for your concept ("selling the concept to OSYLD") you are agreeing to the following:

a.  You may use the logo concept in your personal portfolio only to display the kind of work that you do. You may not reuse or resell the concept in any other way.

b. Once your account has been credited the amount currently being paid per concept/template you agree that you transfer all rights in the logo design and any associated graphics or fonts to OSYLD, to do whatever they wish with it. OSYLD may transfer these same rights, or parts of these rights to any individual they wish.

c. OSYLD, it's associates, and any company that purchases a logo that you have designed for OSYLD may represent your design as being their own, and may display the work in their design portfolio and marketing material as being  a creation of their company for as long as they choose.

11.Representations and Warranties.

You represent and warrant that (a) all of the information provided by you to OSYLD to enroll in the Service is correct and current; (b) that each and every logo concept or graphic that you submit to OSYLD is your property and contains no copyright material unless it is expressly stated by OSYLD that such images should be contained in the concept that you have designed (c) you have all necessary right, power, and authority to enter into this Agreement and to perform the acts required of you hereunder; and (d) you have complied, and will continue to comply with all applicable laws, statutes, ordinances, and regulations (including without limitation the CAN-SPAM Act of 2003 and any relevant data protection or privacy laws) in your performance of any acts hereunder.

12.Information Rights.

OSYLD may retain and use, all information you provide, including but not limited to demographics and contact and billing information. You agree that OSYLD may transfer and disclose to third parties personally identifiable information about you for the purpose of approving and enabling your participation in the Service, including to third parties that reside in jurisdictions with less restrictive data laws than your own. OSYLD may also provide information in response to valid legal process, such as subpoenas, search warrants and court orders, or to establish or exercise its legal rights or defend against legal claims. OSYLD disclaims all responsibility, and will not be liable to you, however, for any disclosure of that information by any such third party.

13.Miscellaneous.

This Agreement shall be governed by the laws of Connecticut , except for its conflicts of laws principles. Any dispute or claim arising out of or in connection with this Agreement shall be adjudicated in New London County, Connecticut. The parties specifically exclude from application to the Agreement the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof. Any modifications to this Agreement must be made in a writing executed by both parties, by your online acceptance of updated terms, or after your continued participation in the Service after such terms have been updated by OSYLD. The failure to require performance of any provision shall not affect a party's right to require performance at any time thereafter, nor shall a waiver of any breach or default of this Agreement constitute a waiver of any subsequent breach or default or a waiver of the provision itself. If any provision herein is held unenforceable, then such provision will be modified to reflect the parties' intention, and the remaining provisions of this Agreement will remain in full force and effect. You may not resell, assign, or transfer any of your rights hereunder. Any such attempt may result in termination of this Agreement, without liability to OSYLD. Notwithstanding the foregoing, OSYLD may assign this Agreement to any affiliate at any time without notice. The relationship between OSYLD and you is not one of a legal partnership relationship, but is one of independent contractors.