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Terms of Service

Effective October 25, 2026

These Terms of Service are a binding agreement between the business organization accepting them and RightsValet. RightsValet is offered only for business use by organizations, not for personal, family, household, or consumer use. The person accepting these Terms represents that they are legally able and authorized to bind the organization.

By creating an account, accepting an order or checkout disclosure, connecting a provider, or using the Service, the organization agrees to these Terms. If the person accepting does not have authority, or the organization does not agree, the organization must not use the Service.

1. The Service

1.1 Nightly image-record archive

RightsValet provides a private, organization-scoped nightly image-record archive for real-estate media businesses. The organization configures supported provider connections, eligibility rules, photographer mappings, and Copyright Profiles. At 1:00 a.m. Pacific time each night, the Service is scheduled to scan the organization's configured connections for newly delivered eligible images using documented, contractually permitted access methods.

The Service does not scrape provider websites, reuse browser sessions, ask for or store provider passwords, or rely on undocumented provider endpoints. A provider path is supported only when RightsValet has documented contractually permitted access or an officially approved automated handoff. References to HDPhotoHub, Aryeo, Spiro Media, or Tonomo identify intended provider sources and do not state or imply a partnership, endorsement, guarantee of access, or guarantee that any provider feature will remain available.

1.2 Record creation and source deletion

For each accepted image, the Service is designed to:

  1. download the source into private temporary staging;
  2. inspect and validate the source;
  3. create one compact JPEG record without upscaling, preserving its proportions: the height-based profile limits oriented height to 1080 pixels; earlier width-based profiles limit width to 1080 pixels, and existing Records are not resized;
  4. normalize orientation and convert the output to sRGB;
  5. remove GPS and sensitive location metadata;
  6. remove the designated pre-existing creator, copyright, credit, source, and rights-usage fields;
  7. write only the rights metadata resolved from the organization's approved, versioned rules;
  8. validate the JPEG, dimensions, checksum, byte limits, and metadata state;
  9. commit the verified retained record and durable deletion work;
  10. delete or confirm the absence of every linked staged source; and
  11. only then make the successful record available.

For a successful record, a staged source is deleted only after the retained record copy, checksum, database state, and deletion instructions are verified. A record is not made available while source deletion remains pending. A source that is invalid, unsupported, malicious, quarantined, or unable to produce a compliant record is not retained as an original and is deleted under the temporary-source controls.

1.3 Records, not originals

The Service retains the resulting compact JPEG and associated record metadata. It does not retain provider originals after temporary processing. A record is a screen-sized archival record, not a full-resolution master, production-media storage system, or substitute for the organization's own original-media workflow. The organization is responsible for maintaining every original or production asset it needs outside the Service.

1.4 Operational objectives

RightsValet operates toward a target of making 95 percent of valid, successfully retrievable images discovered for a normal nightly run available by 6:00 a.m. Pacific time. An otherwise valid accepted image that fails the output-size policy remains an unsuccessful outcome within that objective and is reported separately. The target is an operational objective, not a warranty, service-level agreement, deadline, guarantee, service credit, or promise that any particular image or run will finish by that time.

Provider outages, unavailable bytes, invalid or unsupported files, security restrictions, authorization failures, quarantine, output-policy failures, maintenance, capacity events, and circumstances outside RightsValet's reasonable control may delay or prevent processing. No service-level commitment applies unless a separate written agreement expressly identifies itself as a service-level agreement and is accepted by RightsValet.

2. Accounts and Organizations

2.1 The organization is the customer

The organization, not an individual user, is the customer. Business records, provider connections, rights rules, usage, billing history, and archives are organization-scoped. Each user must use an individual account and may act only under permissions granted by the organization. The organization must maintain an authorized owner and accurate account, ownership, billing, and contact information.

2.2 Organization responsibility

The organization is responsible for:

  • selecting, authorizing, and supervising its users;
  • granting, reviewing, and revoking permissions;
  • removing access when a person no longer requires it;
  • protecting passwords, passkeys, multifactor devices, recovery codes, sessions, and API tokens;
  • using reasonable security practices appropriate to its provider connections and archive; and
  • actions taken through its accounts, except to the extent directly caused by RightsValet's breach of these Terms.

Accounts and credentials may not be shared between individuals. RightsValet may require recent reauthentication or additional verification for sensitive actions, including owner transfer, provider-secret management, token issuance, and deletion.

2.3 Authorized instructions

RightsValet may rely on instructions submitted through an authenticated account unless RightsValet knows or reasonably suspects that an instruction is unauthorized, unlawful, fraudulent, or inconsistent with these Terms. The organization represents that registration, provider, rights-rule, billing, and contact information it supplies is accurate and complete in all material respects.

2.4 Registration filing agent

Authority. By accepting these Terms, the organization authorizes RightsValet, for the organization's account and at the organization's direction, to prepare Group of Published Photographs applications to the U.S. Copyright Office, to certify those applications as the organization's duly authorized agent, and to pay the Copyright Office filing fee for them, in each case for routine eligible filings only (the "Filing Authority"). The person who accepts these Terms for the organization represents that the person is authorized to grant the Filing Authority on the organization's behalf.

How filings are prepared. Registration through the Service is AI assisted and human processed. Each application is prepared from the facts the organization supplies in its Copyright Profile and registration details, including author, claimant, ownership basis, work-made-for-hire status, citizenship or domicile, and claimant address. Those facts are the organization's statements, not RightsValet's conclusions, and Sections 2.3 and 9.1 apply to them.

What the Filing Authority does not do. RightsValet is not the copyright claimant and does not acquire any right in the organization's photographs. The Filing Authority does not approve exception workflows, and RightsValet does not file an application that contains only one photograph. Registration, and the availability of any remedy that depends on it, is not guaranteed. The claimant's identity and the claimant address supplied in an application become part of the Copyright Office's public record.

Duration and ending it. The Filing Authority continues until the organization ends it by written request to RightsValet support, or until the organization's account is deleted under Section 8.1. Ending it stops new applications. It does not withdraw, change or undo an application already submitted.

Disclosure text. The text quoted below is version grpph-filing-authority-v2 and is part of this Section 2.4. Read together, this Section 2.4 and that text describe the Filing Authority. Section 13.4 does not limit this Section 2.4.

Automatic GRPPH filing authority

Photographs are grouped only when they share the same legal author, copyright claimant, ownership basis, work-for-hire treatment, and publication calendar year. Claimant-based splits create a separate filing fee for each Filing Job.

Each GRPPH filing names one copyright claimant, the owner stated in your Registration details, and may include up to 750 published photographs from one calendar year.

Paying a photographer, possessing files, hosting a website, or receiving a marketing license does not automatically transfer copyright. If your organization is to be named as claimant for assigned photographs, all rights initially belonging to the photographer must have been transferred to it in a signed writing. RightsValet relies on your statement that this transfer exists and does not review the document.

The Copyright Office permits an author who has transferred rights to remain the copyright claimant. RightsValet's product policy is stricter: for assigned photographs, the claimant must be the ultimate holder of all of the photographer's rights, and RightsValet names the owner you state. That is a RightsValet product rule, not a universal legal rule.

RightsValet acts as your authorized filing agent, certifier, and payer for routine eligible GRPPH filings. RightsValet is not the copyright claimant. This standing authority does not approve exception workflows, and RightsValet never files an application containing only one photograph.

The claimant's identity and the application-supplied claimant address become part of the Copyright Office's public record. Registration and the availability of particular remedies are not guaranteed.

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3. Provider Connections

3.1 Authorized connections only

The organization may connect only provider accounts, APIs, storage handoffs, or other sources it is authorized to use. Technical access, possession of credentials, or a provider's delivery of an image does not by itself establish permission to copy, transform, annotate, retain, or distribute the image.

3.2 Provider terms remain separate

The organization's relationship with each provider remains governed by that provider's terms and the organization's separate agreements. RightsValet is not a party to those agreements and does not expand the rights they grant. If provider access, terms, authorization, or technical functionality changes, RightsValet may pause or discontinue the affected connection without changing the organization's ownership of existing records.

3.3 Provider credentials

Provider credentials are used only for authorized connection functions. The organization must promptly revoke or rotate a credential it believes is compromised. RightsValet may reject a connection that requires scraping, customer-password storage, session-cookie reuse, an undocumented endpoint, an unapproved workaround, or a source that cannot lawfully be copied and transformed.

5. Subscription and Billing

5.1 Organization subscription

While RightsValet operates without paid subscriptions, neither manual use nor provider collection requires a subscription; when paid subscriptions begin, manual use and submitting a Batch for copyright registration still require no subscription, and Sections 5.4 and 6.2 describe how subscriptions and access to Records apply. Manual use requires no payment method. Selecting or enabling a provider connection requires a supported saved payment method verified by Stripe, together with the applicable provider, rights, and safety requirements. This applies independently of beta status; the end of beta does not itself create a subscription, charge, or access restriction. Saving a payment method is not a charge or authorization for copyright registration fees. Any registration charge remains subject to its separate authorization and applicable financial requirements.

Operating without paid subscriptions, and later beginning paid subscriptions, does not cancel an existing paid subscription, forgive an amount already due, change an accepted order, or rewrite historical billing events. Any existing subscription and historical billing obligation remains governed by its applicable terms and the provisions below.

Paid subscriptions are billed per organization through Stripe. The checkout or accepted order states the fees, billing frequency, included usage, overage rates, renewal terms, and any plan-specific limits. The organization authorizes RightsValet and Stripe to charge the payment method associated with the organization for amounts due.

Fees are nonrefundable except where applicable law or an accepted order expressly requires otherwise. The organization is responsible for taxes other than taxes on RightsValet's net income. If a payment is disputed, the organization must contact RightsValet through the Contact page within 30 days after the charge appears, without limiting any nonwaivable right.

5.2 Availability usage event

A record-availability usage event occurs when a distinct organization-scoped Record first completes validation, source-deletion verification, and publication. While RightsValet operates without paid subscriptions, new availability is recorded with the operating-policy authority and does not create a subscription-meter charge, even if the organization has an existing subscription; when paid subscriptions begin, charges for new availability follow the checkout or accepted order described in Section 5.1. Historical subscription-attributed events retain their original Stripe subscription period, measured in UTC, containing the availability timestamp. Discovery, download, or processing start does not determine that historical billing period.

Retries, overlapping scans, and repeated provider revisions that resolve to the same byte-identical source within the same organization do not create another root availability event. Identical bytes in another organization remain a separate organization-scoped identity. A metadata-incomplete Record may be billable under the historical subscription policy applicable to its original availability event; while RightsValet operates without paid subscriptions, metadata incompleteness does not create a subscription charge, and when paid subscriptions begin, any charge follows the checkout or accepted order described in Section 5.1. An image that never becomes available does not create a record-availability usage event.

5.3 Corrections

Availability time and original attribution, whether to an operating policy or a historical subscription period, are not moved because of later processing, cancellation, reactivation, plan changes, invoice timing, or reconciliation. A correction is recorded through an auditable compensating entry rather than editing or deleting the original history. The local usage ledger is the authoritative service record, and Stripe remains the external billing projection and payment processor for applicable historical billing and separately authorized charges.

5.4 Renewal and cancellation

Unless the checkout or accepted order says otherwise, a subscription renews for successive periods until canceled. Cancellation stops renewal and becomes effective at the end of the current paid term or, during a free trial, at the end of the trial. The organization remains responsible for charges incurred before that effective time. Cancellation does not delete existing Records.

A free trial lasts 30 days from the day the organization starts it and requires a verified saved payment method. Unless the organization cancels before the trial ends, the trial converts to a paid subscription at the price stated at checkout, and the saved payment method is charged when the trial ends. An organization that was granted a trial without a payment method is not charged; its trial ends after 30 days unless it starts a subscription.

An organization has subscription standing while it has a current subscription, a free trial, or a payment grace period. If a subscription payment fails, the organization keeps its standing for a grace period (currently 72 hours). After that period, after the end of a canceled subscription's paid term, or after the end of a trial, the organization has no standing until it subscribes again.

Without standing, Records that belong to a Batch submitted for copyright registration through the Service are locked as described in Section 6.2. Locking does not delete a Record and does not change the retention described in Section 6.1. Submitting a Batch for registration never requires a subscription. The RightsValet registration fee shown to an organization depends on its standing when it authorizes the charge, and the fee charged is the fee shown when it authorizes. Copyright registration through the Service is AI assisted and human processed.

Subscription cancellation alone does not stop manual use or otherwise eligible provider collection, both while RightsValet operates without paid subscriptions and when paid subscriptions begin. The connector payment-readiness boundary in Section 6.3 is separate from subscription renewal and cancellation.

6. Retention, Cancellation, and Termination

6.1 Indefinite Record retention

Records and their associated metadata are retained indefinitely while the organization account exists, including after subscription cancellation, unless the organization completes verified deletion, a lawful restriction requires deletion or disabling, a legal hold prevents deletion, or the parties agree in writing to another disposition. Cancellation alone is not a deletion request and does not cause Records to expire.

6.2 Retained archive access

Records are retained as described in Section 6.1, whether or not the organization has a subscription. Retention and access are separate: access depends on subscription standing as described in Section 5.4 and below.

While the organization has standing, authorized users may view, search, preview, download, and export existing available Records, subject to the existing authorization and safety restrictions. The organization may download retained Records without a total byte quota or separate RightsValet egress charge, subject to the authorization and pacing controls in Section 7.

Without standing, Records that belong to a Batch submitted for copyright registration are locked. A locked Record stays private and stored and is not deleted. It cannot be browsed, previewed, or downloaded until the organization subscribes again, and access returns when it does. A Batch that has not been submitted (a Pending Batch) remains viewable, as does any Record that a Pending Batch also holds and any Record never submitted for registration. For a locked Batch the organization sees the count of Records and the Batch label.

The lock does not limit sign-in, billing, support requests, Copyright Profile edits, registration status, receipts, Copyright Office correspondence, privacy and data-subject requests, or deletion. On a verified request, RightsValet may release an export of locked Records to the organization without restoring browsing or downloading.

The lock applies to an organization only after its owner has accepted the version of these Terms that contains this Section 6.2. While RightsValet operates without paid subscriptions, subscription cancellation alone does not move an organization into read-only status; when paid subscriptions begin, the effect of cancellation on access to Records is the lock described in this Section 6.2. The read-only status that follows a historical cancellation does not by itself unlock a locked Record.

6.3 Collection boundary

For an already enabled provider connection, the first confirmed loss of a supported verified saved payment method starts one organization-level grace period of exactly 168 hours. Eligible existing connections may continue nightly collection before that deadline. At the deadline, no new provider collection is admitted and the affected coverage watermark is frozen. An unverified initial payment method does not create grace or permit a new connection to be enabled. Duplicate events, a failed replacement, toggling a connection, or a temporary payment-provider outage do not restart or extend a confirmed-loss deadline.

A payment-readiness pause does not block manual use or access to the retained archive. Work durably admitted before the boundary may finish through the existing verification and source-deletion process. A Record cannot become available until its retained copy and required facts are verified and every linked staged source is deleted or confirmed absent. Organization deletion, owner-disabled connections, provider restrictions, rights requirements, and other safety controls still apply; payment restoration does not override them. Connector grace does not authorize a registration charge.

Verified restoration before the deadline preserves the existing collection period. Restoration at or after the deadline resumes eligible collection at the next scheduled 1:00 a.m. Pacific nightly run in a new activation period, using a fresh rolling 48-hour window. Such reactivation does not automatically backfill the paused gap or reopen canceled tasks. A historical import, if offered, remains a separate authorized operation subject to provider and rights restrictions. Previously recorded cancellation boundaries and historical billing evidence are not rewritten by this policy.

6.4 Suspension and restriction

RightsValet may restrict a user, provider connection, disputed Record, collection, processing, signed-URL issuance, export, or other affected function when reasonably necessary to prevent unauthorized access, fraud, abuse, or a security incident; protect another organization or the Service; comply with law, legal process, provider restrictions, or a rights complaint; address a material breach; or respond to material operational or legal risk.

Where lawful and practicable, RightsValet will limit a restriction to the affected person, source, Record, or function and provide notice and an opportunity to cure. Retention of existing Records continues during ordinary cancellation or nonpayment, and access to them follows Section 6.2. Access may also be restricted when reasonably required by security, law, sanctions, legal process, a rights dispute, or verified abuse.

6.5 Term

These Terms begin when accepted and continue while the organization has an account, Customer Content remains in the Service lifecycle, or RightsValet provides archive access. The organization may cancel a paid subscription under its applicable terms and may disable provider collection separately; subscription cancellation alone does not end use that the Service permits without a subscription, including manual use. It may end the retained-archive relationship by completing verified organization deletion.

RightsValet may terminate paid or new-work functionality for an uncured material breach after 30 days' notice, or immediately if the breach cannot be cured or continued access would be unlawful or materially unsafe. Ending paid or new-work functionality does not by itself delete Records. Ownership, payment, confidentiality, the limited retained-content license, deletion, legal hold, disclaimers, indemnity, liability limits, and dispute provisions survive for as long as needed to fulfill their purpose.

6.6 Service discontinuation

If RightsValet permanently discontinues the Service, it will provide commercially reasonable advance notice and an export opportunity when lawful and practicable. This subsection does not require continued operation when security, law, insolvency, provider failure, or events outside reasonable control make continued operation unsafe or impossible.

7. Acceptable Use and Download Pacing

7.1 Prohibited conduct

The organization and its users must not:

  • retrieve, transform, retain, label, display, or distribute an image without required authority;
  • violate law, a court order, provider terms, or another binding agreement;
  • submit a knowingly false, misleading, infringing, or unauthorized Rights Rule;
  • falsify authorship, ownership, attribution, or copyright-management information;
  • remove or alter copyright-management information without authority;
  • upload malware, destructive code, or content designed to exploit the Service;
  • probe, access, or attempt to identify another organization's data or resources;
  • bypass authentication, tenant isolation, authorization, security controls, rate limits, export limits, or deletion controls;
  • scrape, reverse engineer, overload, disrupt, or interfere with the Service except to the extent a restriction is prohibited by law;
  • share signed URLs, tokens, or credentials with unauthorized persons; or
  • assist another person in prohibited conduct.

7.2 Signed URLs

Records remain in private storage. An authorized download request may generate a short-lived signed URL whose issuance is attributed to one audience and which is limited to one exact object. A signed URL is a bearer capability until it expires. Anyone who obtains it may be able to reuse, forward, range-request, or concurrently request that exact object during its validity period. The organization must provide signed URLs only to authorized recipients.

RightsValet does not promise direct object-request concurrency enforcement, active-download counting, request-time bot rejection, or byte-stream throttling after a signed URL is issued.

7.3 Fair-use pacing

Authorized Record downloads have no lifetime or total-byte quota. RightsValet may apply reasonable per-user, per-organization, export, bot-abuse, and global limits before issuing a signed URL or admitting an export job. Those controls protect security, stability, and equitable access. They regulate authorization issuance and job admission, not ownership or legal license scope.

"Fair-use pacing" is an operational label and is not a determination that any image use is or is not fair use under copyright law. RightsValet may adjust pacing thresholds based on security, capacity, and observed abuse, but will not convert pacing into a lifetime download cap.

8. Deletion and Legal Hold

8.1 Verified organization deletion

Organization deletion is a deliberate, durable, audited, and verified workflow, not an immediate database action. Only the authorized owner may request it. RightsValet may require recent password confirmation, multifactor confirmation when enabled, and other reasonable identity checks.

The workflow includes:

  • a warning that RightsValet keeps only the compact JPEG Record of each image, never the original file, and that retained Records will become unrecoverable after verified execution;
  • an opportunity to export Records before destructive execution;
  • a seven-day cooling-off period;
  • request, pre-execution, and completion notices;
  • an opportunity to cancel before destructive execution begins;
  • legal-hold checks before destructive phases;
  • revocation of organization tokens, active authorizations, and provider secrets at execution;
  • deterministic deletion work for primary Records, exports, temporary objects, provider credentials, and organization data as applicable;
  • verification that intended active objects are absent; and
  • a durable tombstone that prevents deleted data from returning to active service after a restore.

Deletion is marked complete only after the required active deletions are verified. Data may remain in isolated, access-restricted residual backups, which expire as described in the Data Processing Addendum. Those backups are not available for ordinary restoration, and deletion tombstones must be applied before a restored system becomes accessible.

8.2 Legal hold

RightsValet may delay or block deletion when preservation is required by law, court order, regulatory request, litigation hold, or another binding legal obligation. A legal hold is limited to the data and duration reasonably required, access-controlled, and audited. It is released when the preservation basis ends.

Access during a hold may remain available, be restricted, or be disabled according to the legal requirement. RightsValet will provide notice when lawful and reasonably practicable.

8.3 Individual user deletion

Deleting an individual user's account does not delete an organization or its Records. A sole owner must transfer ownership or complete organization deletion first. Other memberships, sessions, passkeys, authentication factors, recovery codes, and user-bound tokens are removed or revoked through the user-deletion workflow, subject to lawful retention.

9. Warranties, Indemnity, and Liability

9.1 No legal or copyright determination

RightsValet provides technical record processing and archive functions. It is not a law firm, copyright registry, title service, rights-clearance service, licensing agent, or adjudicator. The Service does not determine authorship, ownership, work-made-for-hire status, assignment validity, license scope, infringement, fair use, legal compliance of metadata changes, or the evidentiary weight of a Record.

Metadata written into a Record is the organization's instruction and representation, not RightsValet's legal conclusion. A Record, metadata status, complaint response, or platform action is not legal advice.

9.2 Disclaimer

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EXCEPT FOR AN EXPRESS WARRANTY IN A WRITTEN ORDER ACCEPTED BY RIGHTSVALET, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." RIGHTSVALET DISCLAIMS IMPLIED AND STATUTORY WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

RIGHTSVALET DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, COMPLETELY SECURE, OR COMPATIBLE WITH EVERY PROVIDER, IMAGE, CAMERA, FORMAT, METADATA SCHEME, OR WORKFLOW. RIGHTSVALET DOES NOT WARRANT THAT A PROVIDER WILL MAKE CONTENT AVAILABLE, THAT A SOURCE IS AUTHORIZED, THAT A RIGHTS RULE IS ACCURATE, OR THAT A RECORD WILL SATISFY A COURT, REGULATOR, INSURER, CLIENT, OR OTHER THIRD PARTY.

The schedule, processing objective, retention design, recovery design, and other operational targets do not create a warranty or service credit. A jurisdiction that prohibits an exclusion receives only the minimum warranty required by law.

9.3 Organization indemnity

The organization will defend, indemnify, and hold harmless RightsValet and its personnel from third-party claims, investigations, damages, judgments, settlements, penalties, costs, and reasonable attorneys' fees arising from Customer Content; a connected source; an allegation that organization-authorized retrieval, copying, transformation, metadata removal or insertion, retention, display, backup, export, download, or other processing violates a third-party right; an unauthorized or misleading Rights Rule; the organization's downstream licensing or distribution; the organization's breach of Section 3, Section 4.5, Section 4.6, or Section 7; or the organization's violation of law or a third-party agreement.

RightsValet will promptly notify the organization, permit it to control the defense with qualified counsel, and provide reasonable cooperation at the organization's expense. A delayed notice reduces the obligation only to the extent of material prejudice. The organization may not settle in a way that admits fault by RightsValet, imposes a nonmonetary obligation on RightsValet, restricts the Service, or fails to provide a complete release without RightsValet's written consent.

9.4 Excluded damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR LOST PROFITS, REVENUE, BUSINESS, GOODWILL, OR ANTICIPATED SAVINGS, EVEN IF ADVISED THAT THE DAMAGE WAS POSSIBLE.

9.5 Liability cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, RIGHTSVALET'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF 100 UNITED STATES DOLLARS OR THE FEES THE ORGANIZATION PAID TO RIGHTSVALET DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

The cap does not limit liability that cannot lawfully be limited. The organization's payment obligations, indemnity obligations, unauthorized use of the Service or Customer Content, breach of confidentiality, fraud, willful misconduct, and infringement or misappropriation of RightsValet's intellectual-property rights are not limited by the cap. The disclaimers and limitations are an essential allocation of risk and apply even if a limited remedy fails of its essential purpose.

11. Dispute Resolution

11.1 Informal resolution

Before starting arbitration or litigation, a party must send a written dispute notice through the legal notice Contact page. The notice must identify the organization and account, explain the claim and requested relief, and provide information sufficient to verify the sender's authority. The parties will attempt in good faith to resolve the dispute for 30 days after receipt. A limitations period is tolled during that 30-day period to the extent permitted by law.

11.2 Binding individual arbitration

Except for the exceptions below or a timely opt-out, any dispute arising out of or relating to these Terms, the Service, Customer Content processing, billing, or the parties' relationship will be resolved by binding individual arbitration administered by JAMS under the Federal Arbitration Act and the JAMS rules applicable to the claim, excluding any rule that permits class or representative proceedings.

Arbitration will be seated in Alameda County, California, and may proceed remotely if the arbitrator permits or the parties agree. The arbitrator may award any individual remedy available in court and must issue a reasoned written decision. A court with jurisdiction may enter judgment on the award. Fees and costs are allocated under the applicable JAMS rules, subject to applicable law.

11.3 Arbitration opt-out

An organization may opt out of arbitration by submitting an arbitration opt-out notice within 30 days after first accepting these Terms. The notice must identify the organization, the accepting person's name, the account email, and an unequivocal decision to opt out. Opting out affects only arbitration and does not alter the remaining Terms.

11.4 Exceptions

Either party may bring an eligible individual claim in small-claims court. Either party may seek temporary or emergency injunctive relief in court to protect confidential information, security, or intellectual-property rights while the merits proceed in arbitration. A copyright owner may pursue a court order contemplated by the statutory notice and counter-notice process. A dispute not legally subject to arbitration may proceed only in the courts identified below.

11.5 California law and Alameda County courts

California law governs these Terms without regard to conflict-of-law rules, except that the Federal Arbitration Act governs arbitration. The parties consent to exclusive jurisdiction and venue in the state courts located in Alameda County, California, and the United States District Court for the Northern District of California for arbitration enforcement, permitted court exceptions, and disputes not subject to arbitration.

11.6 Class action and jury trial waivers

These Terms include a class action waiver and a jury trial waiver.

EACH PARTY MAY BRING A CLAIM ONLY IN ITS INDIVIDUAL CAPACITY, NOT AS A PLAINTIFF, CLASS MEMBER, OR REPRESENTATIVE IN A CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE-ATTORNEY-GENERAL, OR REPRESENTATIVE PROCEEDING. TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY WAIVES A JURY TRIAL.

If the class waiver is finally held unenforceable for a particular claim, that claim must proceed in court and not in class arbitration. The remaining arbitrable claims remain in individual arbitration.

12. Changes to These Terms

RightsValet may update these Terms to reflect changes in the Service, law, security practices, or business operations. The current version will state its effective date. RightsValet will provide organization owners at least 30 days' advance notice of a material change through the account, email, or another authenticated channel when reasonably practicable.

Material changes apply prospectively unless law requires otherwise. If renewed affirmative acceptance is required, RightsValet will request it. Continued use of paid functionality or the read-only archive after the effective date constitutes acceptance to the extent permitted by law. An organization that does not accept a change may cancel paid service and may request verified deletion. Changes do not transfer ownership of Customer Content or authorize use outside Section 4.3.

13. General Terms

13.1 Confidentiality and privacy

Each party must protect the other party's nonpublic business, technical, security, and account information using at least reasonable care and use it only to perform or exercise rights under these Terms. Customer Content, provider credentials, nonpublic usage, and security information are confidential. Information is not confidential if it was lawfully known without restriction, becomes public without breach, is lawfully received from another source without a duty, or is independently developed without use of the confidential information.

Records are private and organization-scoped. RightsValet will disclose Customer Content only to authorized users and recipients, restricted service providers, or as required by law or these Terms. Contact submissions store the submitted name, email, topic, message, timestamps, and a one-way hash of the source IP address for intake, security, and abuse prevention. The organization is responsible for privacy notices, lawful bases, and consents required for personal data it directs RightsValet to process.

13.2 Notices

Account and operational notices may be delivered through the Service, to the organization owner's account email, or through another authenticated channel. The organization must keep that contact current. Formal legal notices and arbitration opt-outs must be submitted through the applicable topic on the Contact page until RightsValet publishes a replacement notice method. Copyright complaints and counter-notices must instead be sent to the designated agent as described in Section 10; the Contact page is not the designated channel for them. A submission is received when the Service records it.

13.3 Assignment

The organization may not assign these Terms without RightsValet's written consent, except with its entire business in a merger, reorganization, or sale of substantially all relevant assets if the successor agrees in writing to these Terms and is not a competitor of RightsValet. RightsValet may assign these Terms with its business or relevant assets, but any successor remains bound by the ownership and Customer Content use limitations. An assignment that violates this subsection is void to the extent permitted by law.

13.4 Independent parties and third parties

The parties are independent contractors. These Terms do not create a partnership, joint venture, fiduciary, franchise, employment, or exclusive relationship, or any agency other than the limited Filing Authority in Section 2.4. Except for indemnified persons under Section 9.3, there are no third-party beneficiaries. Providers, photographers, brokers, clients, Stripe, storage providers, and other third parties do not become parties merely because the Service interacts with them.

13.5 Force majeure

Neither party is liable for delay or failure caused by events beyond reasonable control, including natural disaster, utility or internet failure, labor disruption, war, terrorism, civil disorder, government action, provider outage, or widespread cloud-service failure, if the affected party uses reasonable efforts to mitigate and resume performance. This does not excuse accrued payment obligations or permit use of Customer Content outside Section 4.3.

13.6 Export and sanctions

Each party must comply with applicable export-control and sanctions laws. The organization may not permit access by a person or from a location when prohibited by law. RightsValet may restrict access to comply with a binding legal prohibition.

13.7 Waiver, severability, and entire agreement

A waiver must be in writing and signed by the waiving party. Delay or failure to enforce a right is not a waiver. If a provision is unenforceable, it will be modified only to the minimum extent required or severed if modification is not permitted, and the remainder continues in effect.

These Terms, including the Data Processing Addendum, and an accepted checkout or order are the entire agreement about the Service and supersede prior or contemporaneous statements on that subject. An organization purchase order does not modify these Terms unless RightsValet expressly accepts it as an amendment. If an accepted order directly conflicts with these Terms, the order controls only for that specific conflict, but an accepted order does not override the Data Processing Addendum for Processing of Customer Personal Data. Headings are for convenience, "including" means "including without limitation," and electronic acceptance has the same effect as a signature to the extent permitted by law.

13.8 Contact

Questions about these Terms, legal notices, and arbitration opt-outs may be submitted through the Contact page. Copyright complaints and counter-notices go to the designated agent under Section 10, not through that page. Do not include passwords, provider credentials, signed URLs, GPS coordinates, or unnecessary customer-sensitive information.