Terms of Service

Imagine NYC team welcomes you! We hope you find our service invaluable to the continued success of your business. Artflou and StrongDisk were created by, and is a Service of, Imagine NYC, LLC.

By accessing or using this Site in any way, including using any Services, downloading Materials, uploading images or merely browsing the Site (capitalized terms defined below), you agree to and are bound by the terms and conditions set forth in this document and in any changes thereto that Imagine NYC, LLC may publish from time to time (collectively, the "Terms of Use"). The Terms of Use govern your use of the Software whether you access it via the internet or a computer or server on which the Software has been installed. If you do not agree to all of the terms and conditions contained in the Terms of Use, do not access or use this Site.

Imagine NYC, LLC may change the Terms of Use and other guidelines and rules posted on the Site from time to time at its sole discretion. Your continued access or use of the Site, or any Materials or Services, constitutes your acceptance of the changes. Your access and use of the Site, Materials and Services will be subject to the most current version of the Terms of Use, rules and guidelines posted on the Site at the time of such use. Please regularly check the "Terms of Use" link on the home page of www.artflou.com to view the then-current terms. If you breach any of the Terms of Use, your authorization to access or use this Site, Services and Materials automatically terminates on an individual basis (unless the violating individual is authorized to conduct such improper use by the entity Licensee, in which case the entity Licensee will be terminated) , notwithstanding the payment of any fees for such right, and any Materials downloaded or printed from the Site in violation of the Terms of Use must be immediately destroyed.

THE SITEImagine NYC, LLC, its affiliates and agents ("Imagine") make this web site, artflou.com (the "Site"), and the Materials and Services, available for your access and use subject to the Terms of Use. "Materials" means all information, data, documents, communications, downloads, files, text, images, photographs, graphics, videos, webcasts, publications, content, tools, resources, software, code, programs and products made available or enabled via the Site by Imagine or users of this Site. "Services" means all services and resources offered or enabled via the Site by Imagine and users of this Site, including download areas, developer tools services, product and other information services and communications services such as bulletin boards, calendars, chat areas, communities, e-mail, newsgroups, personal webpages, photo albums and other message or communication facilities designed to enable you to communicate with others (collectively, "Communications Venues"). All Materials provided by Imagine are referred to collectively as "Imagine Materials". All user-supplied Materials are referred to collectively as "User Materials". Certain Services may involve collaboration and file-sharing services among a specified group. Materials posted by users in such group in conjunction with such collaboration and file-sharing Services are referred to collectively as "Shared Content". The group of persons among which such collaboration and file sharing involving Shared Content takes place is referred to herein as the "Work Group". All User Materials that are not Shared Content shall be referred to herein as "User Content". Imagine Materials and User Materials may have different restrictions and conditions associated with them under the Terms of Use and other guidelines and rules posted via the Site.

THE SOFTWAREThe software offered by Imagine consists of the following a web-based module artflou.com and all updates, enhancements, bug fixes, modifications by Imagine and upgrades thereof. As used herein, the Software includes one or more of the foregoing modules.

INTELLECTUAL PROPERTY; LIMITED LICENSE TO USERS; TRADEMARK INFORMATIONThe Materials and Services, as well as their selection and arrangement, are protected by copyrights, trademarks, patents, trade secrets and other intellectual property and proprietary rights (collectively, "Intellectual Property Rights"), and any unauthorized use of the Materials or Services may violate such laws and the Terms of Use. Except as expressly provided herein, or in any Agreement to which this Schedule is attached, Imagine and its suppliers do not grant any express or implied rights to use the Materials and Services. You agree not to copy, republish, frame, download, transmit, modify, adapt, create derivative works based on, rent, lease, loan, sell, assign, distribute, display, perform, license, sublicense or reverse engineer the Site, Materials or Services, any portions of the Site, Materials or Services or the selection and arrangement of the Site, Materials or Services, except as expressly authorized herein. In addition, you agree not to use any data mining, robots or similar data gathering and extraction methods in connection with the Site, Services or Materials.

The trademarks, logos and service marks ("Marks") displayed on this Site are the property of Imagine or other third parties. You are not permitted to use the Marks without the prior written consent of Imagine or such third party that may own the Marks. Artflou and the Artflou logo are trademarks licensed by Imagine.

USERSOnly Users may use the Site or the Software. A User is a holder of a license to use the Software granted by Imagine, i.e., a Licensee, or a bona fide employee or bona fide independent contractor of a Licensee, whom the licensee has authorized to use the Site or the Software in connection with his or her employment or engagement with the Licensee in the ordinary course of its business.

USE OF THE SITE AND SERVICES You shall pay all costs and charges, including phone charges and telecommunications equipment costs, that you incur in order to access or use the Site, Services and Materials. You must adhere to all limitations on dissemination, usage and reproduction of any Materials that you download from the Site that are subject to such limitations. You agree to use the Services only to access, download, utilize, post, send or receive Materials in an appropriate manner as related to the particular Materials or Services being accessed or used by you. As some examples of improper activities when accessing or using the Site, Services or Materials, you agree that you shall not:

  • Link directly to images on the Site or any Licensee's server that hosts the Software from any external site.
  • Collect, harvest, mine or engage in any other activity to obtain e-mail addresses, phone numbers, personal information or any other information about others using the Site.
  • Use or attempt to gain access to or use another's account, password, Service, Materials or computer systems or networks connected to any Imagine server or to the Site without authorization from Imagine, whether through hacking, password mining or any other means.
  • Remove or falsely add to any uploaded Materials any copyright, trademark or other legal or proprietary rights notices, author attributions or other information such as origin or source of the Material.
  • Access or attempt to access any Material that you are not authorized to access or Materials through any means not intentionally made available through the Site or Services.
  • Make available any files containing Materials where you do not own or control, or have not received the necessary licenses to, all Intellectual Property Rights, rights of privacy and publicity and all other rights in and to such Materials.
  • Use any Materials in any manner that infringes any Intellectual Property Rights or other rights of any party.
  • Disrupt or interfere with the security of, or otherwise cause harm to, the Site, or any Services, Materials, systems resources, accounts, passwords, servers or networks connected to or accessible through the Site or any affiliated or linked sites.
  • Transmit unsolicited or bulk communications to any artflou.com account holder or to any artflou.com or affiliated e-mail address.
  • Post or otherwise submit any software, programs or files that are harmful or disruptive of another's equipment, software or other property, including any corrupted files, time bombs, Trojan horses, viruses and worms.
  • Create a false identity for the purpose of misleading others.
  • Download any Materials posted by another that you know, or reasonably should know, cannot be legally reproduced, distributed, performed or displayed in such manner.
  • Disrupt, interfere or inhibit any other user from using and enjoying the Site or other affiliated or linked sites, Materials or Services.
  • Breach any guidelines or other codes of conduct applicable to a particular Service or Materials.
  • Access or use the Site in any manner that could damage, disable, overburden or impair any Imagine server or the network(s) connected to any Imagine server.
  • Violate any applicable laws or regulations related to the access to or use of the Site, or engage in any activity prohibited by the Terms of Use.
  • Post or otherwise submit any topic, name, material or information that is child pornography, defamatory, excessively violent, harassing, inappropriate, indecent, lascivious, lewd, obscene, profane, racist, unlawful, or otherwise objectionable.
  • Prepare, compile, use, download or otherwise copy any Site user directory or other user or usage information or any portion thereof, or transmit, provide or otherwise distribute (whether or not for a fee) such directory or information to any third party.
  • Engage in any chain letters, contests, junk e-mail, pyramid schemes, spamming, surveys or any other duplicative or unsolicited messages (commercial or otherwise).
  • Violate the rights of Imagine or any third party (including rights of privacy and publicity) or abuse, defame, harass, stalk or threaten another.
  • Use any Imagine domain name as a pseudonymous return e-mail address.
  • Market any goods or services for any business purpose (including advertising and making offers to buy or sell goods or services), unless specifically allowed to do so by Imagine.

When using Services or Materials, you will be subject to any posted guidelines, rules or licenses applicable to such Services or Materials, in addition to the Terms of Use. Materials and Services provided by third parties (collectively, the "Third-Party Services") are governed by separate agreements accompanying such Materials and Services. Imagine offers no guarantees and assumes no responsibility or liability of any type with respect to the Third-Party Services, including any liability resulting from incompatibility between a Third-Party Service, Imagine Materials, Imagine provided Services or another Third-Party Service. You agree that you will not hold Imagine responsible or liable with respect to the Third-Party Services.

Certain Services and Materials will only be made available to users who have paid Imagine a fee for such Services and Materials. Such users may additionally be required to enter into a subscription agreement or other use agreement for that particular Service or Material. In addition to these Terms of Use, users of any Services that include Communications Venues may be required, in Imagine's sole discretion, to agree to a separate legal agreement on the Site or otherwise. Your access to such Communications Venues will be denied for violation of either the Terms of Use or the applicable agreement.

Imagine, in its sole discretion, may (but has no obligation to) monitor or review the Materials and Services at any time. Imagine may at any time without notice and in its sole discretion: (a) terminate a Service, access to or use of any Materials or an area of the Site where Materials are posted or submitted; and (b) disclose any information related to your use of a Service or Material, or the substance of any of your posted or submitted Materials, as Imagine deems necessary to comply with applicable law, regulation, legal process or governmental request. You agree to use extra care when disclosing any personally identifiable information about yourself or your children in any Services or when you post or otherwise submit any Materials.

If you are required to establish an account in connection with a particular Service or Material, you must complete the designated registration process for such Service or Material. All required registration information that you provide must be current, complete and accurate and kept up to date on a prompt, timely basis. If required, you must also choose a user name and password for such account. It is your sole responsibility to keep your user name, password and other sensitive information confidential. If you become aware of any unauthorized use of your account or any other breach of security, you shall notify Imagine immediately. If any Services or Materials provide password-restricted access to your sensitive information (including customer lists and contractual terms), then by accessing or using this Site and setting up a password-restricted account for such Services or Materials, you consent to Imagine's display of such information via such Services or Materials and accept all risks of unauthorized access to such information.

USE OF THE SOFTWAREMaterials encompassing any of the Software code, including programs, tools, utilities, files and otherwise, and accompanying documentation that are made accessible via the Site are the copyrighted and patented work of Imagine or its suppliers. Use of such Software is governed by these Terms of Use.

As a User, you agree not to:

  • Attempt to enhance, correct errors or otherwise modify or adapt the Site or the Software or create derivative works based on the Site or the Software or permit third parties to do the same; or
  • Decompile, decrypt, reverse engineer, disassemble or otherwise attempt to discover the source code of the Software.

Any copying or redistribution of the Software is prohibited, including any copying or reproduction of the Software to any other unauthorized server or location for further reproduction, redistribution or use on a service bureau basis. Any unauthorized use, copying or distribution of the Software is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.

Any Software that is downloaded from or made available via the Site for or on behalf of the United States of America, its agencies and/or instrumentalities ("U.S. Government"), is provided with Restricted Rights. Use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted Rights at 48 CFR 52.227-19, as applicable.

USE OF SHARED CONTENTMembers of a Work Group may use the Shared Content available to such Work Group in any manner that has been agreed upon by the user providing such Shared Content. It is your sole responsibility to discuss with others in your Work Group and determine what limitations, if any, are placed on your use of the Shared Content distributed within your Work Group. If you obtain access to materials created or used by others outside of your Work Group, you have no right to use such materials in any way. You also acknowledge and agree that Imagine has no liability of any kind should members of your Work Group modify, destroy, corrupt, copy or distribute your Shared Content, or violate the Terms of Use or other limitations that you may impose on the use of your Shared Content.

SUBMITTED MATERIALSImagine is committed to protecting the Intellectual Property Rights of the owners of all User Materials used on the Site or with the Software. By posting or submitting your User Materials, you represent and warrant that you own or otherwise control all of the Intellectual Property Rights and other rights to your User Materials as described in these Terms of Use, including all the rights necessary for you to post or submit your User Materials.

In addition, by posting or otherwise submitting your User Materials that contain images, photographs, pictures, videos, webcasts or that are otherwise graphical in whole or in part ("Images"), you represent and warrant that: (a) you own the copyright in such Images, or that you have obtained all necessary license(s) from the copyright owner(s) of such Images to use such Images, or portions thereof, in keeping with your use in connection with the Site, the Services and as otherwise permitted by these Terms of Use; (b) you have the rights necessary to grant the licenses and sublicenses described in these Terms of Use; and (c) you have received consent from any and all persons depicted in such Images to use the Images as set forth in these Terms of Use, including the distribution, public display, public performance and reproduction of such Images.

PROHIBITED IMAGESUsers may not upload onto the Site any Image that:

  • May infringe a copyright, trademark or other intellectual property without the permission of the owner of such rights;
  • Is obscene, pornographic (including child pornography) or profane;
  • Is defamatory;
  • Involves theft of artwork or plagiarism;
  • May infringe rights of privacy or publicity without the permission of the owner of these rights and the persons (or their parents or legal guardians, where applicable) who are shown in the Image;
  • May otherwise give rise to civil or criminal liability under applicable law; or
  • Was sent from an anonymous address or false address (collectively, Prohibited Images).

IMAGINE'S RIGHTSImagine is not responsible for the content of images viewed, uploaded or used in connection with the Site or the Software. However, Imagine may delete images from the Site or the Software that, in its sole discretion, it deems to be Prohibited Images. If you upload a Prohibited Image, Imagine may block, restrict, disable, suspend or terminate your access to all or part of the Site, Services and Materials at any time in Imagine's sole discretion, without prior notice or liability to you.

Imagine may request from a User confirmation of ownership of the copyright or trademark or permission to use such image from the owner. If Imagine does not receive such confirmation within five business days after making its request or if Imagine receives notice of a claim of copyright or trademark infringement, Imagine may share information regarding a User with government agencies or third parties. If you dispute any copyright or trademark infringement claim, Imagine will share with you the contact information of any party claiming such infringement. In the event of an infringement claim, Imagine may suspend the display, viewing or sharing of any image until the issue has been resolved. If you believe that someone is infringing your Intellectual Property Rights via the Site or the Software, see the section entitled Notification of Copyright Infringement below.

Imagine may block, restrict, disable, suspend or terminate User accounts, which Imagine determines, in its sole discretion, were established for an illegal or fraudulent purpose.

IMAGINE'S ACCESS TO USER ACCOUNTSImagine must have access to Users' accounts for the following purposes:

  • To perform maintenance services on the Site and the Software, including fixing bugs and creating enhancements, update and upgrades;
  • To provide technical support to Licensees, including assisting Users who have forgotten their passwords or for any other requested site maintenance;
  • To comply with a court order, subpoena or lawful request for information from governmental authorities; and
  • To ensure that neither the Site nor the Software are used for illegal purposes, such as infringement of Intellectual Property Rights or propagation of pornography.

PERSONAL INFORMATION AND PRIVACYImagine is dedicated to protecting the privacy of its licensees' and Users' personal information and images. Your use of the Site or the Software constitutes your agreement with Imagine's Privacy Policy.

Each User must use a password to access the Site or the Software. Users are discouraged from using obvious passwords, such as the names of spouses, children or pets.

Personal information such as passwords is protected by Secure Socket layers (SSLs), which encrypt pages when collecting sensitive information. This measure is designed to guard against interception of this information while it is on the internet.

DISCLAIMER OF WARRANTIESTo the fullest extent permitted by applicable law, Imagine expressly disclaims all warranties of any kind, either express, implied, statutory or otherwise, including, but not limited to, the implied warranties of title, non-infringement, and merchantability or fitness for a particular purpose. Without limiting the foregoing, Imagine makes no warranty that the Site, or the sites or servers of any of Imagines upload centers, the Services or Materials will be uninterrupted, timely, secure, free of viruses or harmful components or error-free.

Imagine does not control or endorse the Materials found in any Services and specifically disclaims any liability with regard to the Site, Services and any actions resulting from your use of the Site and Materials and participation in any Services. Managers, hosts, participants and other third parties are not authorized Imagine spokespersons, and their views do not necessarily reflect those of Imagine. To the maximum extent permitted by law, Imagine will have no liability related to User Materials arising under Intellectual Property Rights, libel, privacy, publicity, obscenity or other laws. Imagine also disclaims all liability with respect to the misuse, loss, modification or unavailability of any User Materials.

The use of the Site, Services or the downloading or other use of any Materials is done at your own discretion and risk and with your agreement that you will be solely responsible for any damage to your computer system, loss of data or other harm that results from such activities. Imagine assumes no liability for any computer virus or other similar software code that is downloaded to your computer from the Site or in connection with any Services or Materials. No advice or information, whether oral or written, obtained by you from Imagine or via the Site, Services or Materials shall create any warranty not expressly stated in the terms of use. Imagine will not be liable for any loss that you may incur as a result of someone else using your password or account with respect to the Site or any Services or Materials, either with or without your knowledge.

Some states or jurisdictions do not allow the exclusion of implied warranties or limitations on how long an implied warranty may last, so the above limitations may not apply to you. To the extent permissible, any implied warranties are limited to ninety (90) days.

LIMITATION OF LIABILITYIn no event shall Imagine, its officers, directors, employees, agents or suppliers be liable to you or any third party for any special, punitive, incidental, indirect or consequential damages or losses of any kind, or any damages or losses whatsoever, including those resulting from loss of use, data or profits, whether or not foreseeable or if Imagine has been advised of the possibility of such damages or losses, and on any theory of liability, including breach of contract or warranty, negligence or other tortious action, or any other claim arising out of or in connection with: (1) the access or use of or the inability to access or use the Site, the site or server of any Imagine upload center, Services, or Materials; (2) the statements or actions of any third party on or via the Site, the site or server of any Imagine upload center, Services or Materials; (3) any dealings with vendors or other third parties; (4) any unauthorized access to or alteration of your transmissions, User Materials or other data; (5) any information that is sent or received or not sent or received; (6) any failure to store or loss of data, files, materials or other content; (7) any Services available that are delayed or interrupted; (8) any web site referenced or linked to from this Site; or (9) your access to or use of or inability to access or use any linked site. Some jurisdictions prohibit the exclusion or limitation of liability for consequential or incidental damages. Accordingly, the limitations and exclusions set forth above may not apply to you.

NOTIFICATION OF COPYRIGHT INFRINGEMENT Imagine will, in appropriate circumstances, terminate the accounts of Users who infringe the Intellectual Property Rights of others. Imagine will investigate notices of copyright infringement and take appropriate actions under the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2) ("DMCA"). If you believe that your work has been used or copied in a way that constitutes copyright infringement and such infringement is occurring on this Site or on sites linked to from this Site or in connection with the Services or Materials, please provide, pursuant to the DMCA, written notification of claimed copyright infringement, which must contain the following elements:

  • A physical or electronic signature of the person authorized to act on behalf of the owner of the copyright interest that is alleged to have been infringed;
  • A description of the copyrighted work or works that you claim have been infringed and identification of what content in such work(s) is claimed to be infringing and that you request to be removed or access to which is to be disabled;
  • A description of where the content that you claim is infringing is located on the Site;
  • Information sufficient to permit Imagine to contact you, such as your physical address, telephone number, and e-mail address;
  • A statement by you that you have a good faith belief that the use of the content identified in your Notice in the manner complained of is not authorized by the copyright owner, its agent, or the law;
  • A statement by you that the information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner's behalf.

All claims should be sent electronically via our contact form, or mailed to the address: Imagine NYC LLC, 566 Gates Avenue #5G, Brooklyn, NY 11221, USA.

Imagine should be contacted only if you believe that your work has been used or copied in a way that constitutes copyright infringement and such infringement is occurring on the Site or on sites linked to from the Site or in connection with the Services or Materials.

SPAM E-MAIL AND POSTINGSIn the event of your or others' access to or use of the Site, Services or Materials in connection with the transmission of spam newsgroup postings or unsolicited e-mail in violation of these Terms of Use, you acknowledge and agree that Imagine would be irreparably harmed thereunder and that monetary damages would be an insufficient and ineffective remedy; therefore you agree that Imagine is entitled to obtain immediate injunctive relief against any such transmission (in addition to all other remedies available at law or in equity). Imagine may without restriction block, filter or delete unsolicited e-mail.

INDEMNITY AND LIABILITYYou agree to indemnify and hold Imagine and its officers, directors, employees and agents harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of: (a) your User Materials and any other content (e.g. computer viruses) that you may submit, post to or transmit through the Site (including a third party's use of such User Materials or content (e.g., reliance on the accuracy, completeness or usefulness of your User Materials)); (b) your access to or use of the Site, Services or Materials (including any use by your employees, contractors or agents and all uses of your account numbers, user names and passwords, whether or not actually or expressly authorized by you, in connection with the Site or any Services or Materials); (c) your connection to the Site, Services or Materials; (d) your violation of the Terms of Use; (e) the actions of any member of your Work Group; (f) your infringement of any third party's Intellectual Property Rights when using any of the Software made available on the Site, Services or in any Materials; (g) your violation of any rights of any third party; or (h) any dealings between you and any third parties advertising or promoting via the Site, Services or Materials.

GOVERNING LAW AND JURISDICTIONBy accessing this Site, you agree that all matters relating to your access to, or use of, this Site shall be governed by the laws of the State of New York, without regard to the conflicts of laws principles thereof. The parties specifically disclaim the U.N. Convention on Contracts for the International Sale of Goods. You also agree and hereby submit to the exclusive personal jurisdiction and venue of the Supreme Court of New York County with respect to such matters.

GENERALThe Terms of Use and other rules, guidelines, licenses and disclaimers posted via the Site or in connection with the Materials and Services constitute the entire agreement between Imagine and you with respect to your access to or use of the Site, Materials and Services superseding any prior agreements between you and Imagine on such subject matter (including any prior versions of the Terms of Use). Notwithstanding the foregoing, to the extent that any terms set forth in the Terms of Use expressly contradict any terms of a written agreement between you and Imagine regarding the use of specific Services or Materials (including Service-specific terms of use and Software-specific licenses) ("Executed Agreement"), such contradictory terms set forth in the Executed Agreement shall govern. You may also be subject to additional terms and conditions that may apply when you use other Imagine services, third party content or third party software. You may not assign or otherwise transfer the Terms of Use nor any right granted hereunder without Imagine's prior written consent. If for any reason a court of competent jurisdiction finds any provision of the Terms of Use, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties as reflected by that provision, and the remainder of the Terms of Use shall continue in full force and effect. Any failure by Imagine to enforce or exercise any provision of the Terms of Use or related right shall not constitute a waiver of that right or provision. The section titles used in the Terms of Use are purely for convenience and carry with them no legal or contractual effect.

Imagine BILLING AND PRICING POLICY.Clients are automatically billed monthly. Monthly billing is calculated on usage, which includes the minimum monthly fee and fees for additional storage beyond that indicated in account quota, billed at rates offered in plan. In an effort to charge fairly and appropriately, monthly fees are calculated on the average of monthly internet image storage and on a pro rata basis for the number of days in a month that a client had an account.

We are committed to maintaining the artflou software in optimum operational condition. The system will be continually upgraded with new features and efficiencies. It will also be monitored for system bugs which, should any occur, will be fixed as soon as possible. We encourage users to communicate any problems, questions, and/or suggestions via the tech support email. Every email received will be read as soon as possible and, if appropriate, written responses will follow shortly thereafter. In addition, the artflou.com system runs on a proven secure high quality server and high speed communications system whose functioning is consistently monitored. It is our stated commitment to keep the software and server system operating 24/7, twenty-four hours a day seven days a week. Users will be issued refunds for any month in which the system does not function for a total of five (5) days. There are no other guarantees or refunds.

Imagine's billing policy is subject to change without notice.

Pricing is available on artflou.com site. Pricing is subject to change without notice.