Terms and Conditions for Design Submissions
SassyPapers and Precious Invitations Inc (“Sassy”, “we”, “our”, “us”) is hosting the design contest (“Contest”) to gather original content from you (“Designer”, “your”). You warrant and guarantee that your submitted design (hereinafter the “Design”) is your original content and that Design is not currently published, distributed, sold or reproduced anywhere by any means in any medium, does not contain any trademarks, logos, or copyrighted material other than that which has been provided to you by Sassy or that you solely own, does not contain any intellectual property belonging to any third party. You acknowledge that you will not use any content provided to you by Sassy for any purpose other than to submit Designs in connection with this Contest.
Sassy reserves the right to decline or withdraw acceptance of your Design submission for the Contest or as the winner of an award as part of the Contest (“Prize”) for any reason in its sole discretion.
If your Design is selected to be displayed on our website, you grant us the right to use, modify, reproduce, create derivative works of, and display the Design for the purposes of promoting Sassy and this Contest via any means, in our sole discretion, both during the Contest and during the Trial Period defined below.
During the Trial Period, we may display the Design to assess consumer interest, even if we have not yet selected your Design for a Prize.
You hereby license us the use of your name and identifying information and image for purpose of promoting the Design or our website and brand.
If your Design is selected for a Prize by Sassy, effective upon such selection, you hereby immediately and irrevocably assign to Sassy the entire right, title, and interest in and to the copyright and all intellectual property rights in your Design and all the additional matching items provided by you in connection with your Design (“Matching Items”) (collectively, the “Work”), including in each case the right to sue for past infringement and the right to license the Work, or any part thereof, to third parties.
Without limiting the foregoing, if the Design is selected for a Prize, Sassy may, among other things, use the Work and your Artist Name in any manner, including but not limited to: reproducing the Work, or portions thereof, and your Artist Name on products, selling products (including but not limited to art prints, greeting cards, invitations, and stationery) bearing the Design or any derivative thereof or incorporating any aspect of the Work or any derivative thereof and which may include or be associated with your Artist Name (subject to Sassy’s obligation to pay you the Sales Commission as defined and described below) and which may be, in Sassy’s sole discretion, sold via the Site or other channels, if applicable, changing or reworking the Work by making color or size changes, making derivative works of the Work, using the Work and your Artist Name on our Site and otherwise to promote Sassy, and registering the Work with any copyright office in Sassy’s or Sassy’s designee’s name. You agree to provide Sassy with any information as may be required in order to register the copyright in the Work if Sassy so requests, at no additional cost to Sassy. If your Design is selected for a Prize, you may not reproduce or otherwise use or distribute the Work or any part of the Work or derivatives thereof, in any manner whatsoever or allow others to do so.
Sassy is not obligated to promote or sell the Work or any part thereof even if the Design is selected for a Prize.
If the Design is selected for a Prize, we shell pay you a lump sum cash Prize amount and a Sales Commission, as published in the Contest details. All prize amounts are in Canadian dollars. Sassy may in its sole discretion also recognize additional Contest categories and award additional Prize winners, each of which will be deemed selected for a Prize.
If the Design is selected for a Prize by Sassy at any time after the Trial Period, Sassy may notify you of its selection and you may accept or reject the Prize. To the extent that you accept the Prize for any Design selected after the Trial Period, these Terms and Conditions will be applicable to your Design, including the Prizes and Sales Commissions set forth in the applicable Contest details. With respect to a Design submitted in this Contest that was not selected for a Prize, the Prizes and Sales Commissions set forth in these Terms and Conditions will not be applicable to any future use of such Design by Sassy or any future sales of such Design.
SALES COMMISSION: You will be paid a commission on Net Sales of any products sold by Sassy that wholly incorporate the Design or the Matching Items (“Commissionable Items”) (such commission, the “Sales Commission”). Commissionable Items expressly exclude items that do not wholly incorporate the Design or the Matching Items, higher quality paper, shipping, personalization or addressing services, and additional personalization or custom design services provided by Sassy. Applicable Sales Commissions and Matching Items are set forth on the applicable Contest details. "Net Sales" is defined as the retail price received by Sassy from its customer (i.e., the price charged after any promotional discounts, shipping, and taxes) for the sale of Commissionable Items, excluding chargebacks and returned and/or defective products. Sassy may offer any products incorporating the Design or the Matching Items at any price, for any amount of time in any market, in Sassy’s sole discretion. Sales Commissions shall be paid to you within 90 days from the end of each calendar quarter in which they were earned. Calculation of Sales Commissions shall be in Sassy’s reasonable discretion and shall not be subject to audit or other verification by you. If Sassy believes that you have breached any provision of these Terms and Conditions, then Sassy may cancel or suspend any payments of Sales Commissions to you without prejudice to any other rights Sassy may have against you.
You alone shall be responsible for the payment of any tax that arises as a result of receiving payment from Sassy, as we will not withhold any taxes from the Prize or Sales Commissions paid to you.
If your Design is selected for a Prize, the cash Prize will be sent to you within 90 days after Sassy receives a high-resolution artwork and applicable vector drawings of the Design and all other requirements set forth in the Contest details, including any applicable Matching Items. If, after providing you with written notice by mail or email to produce high-resolution artwork, Sassy does not receive high-resolution artwork for the Design, then Sassy reserves the right to withdraw your Prize and refuse your payment for use of the Design and Matching Items.
If your Design is selected for a Prize, Sassy may request, and you agree to provide to Sassy, signed version of any documents reasonably requested by Sassy that confirms the terms set forth in these Terms and Conditions, including the assignment of the intellectual property rights to the Work from you to Sassy.
In the event that you post, submit, or upload non-Design Materials (i.e., Materials other than the Work) (“NDM”), such submission will not change the ownership status of those NDM, and you hereby grant us and our designees a worldwide, non-exclusive, sublicenseable, assignable, royalty-free, fully paid-up, perpetual, irrevocable right to use, reproduce, distribute, create derivative works of, and publicly display and perform such NDM. Please note that, while you may retain ownership of your NDM, any design, template, or layout in which you arrange or organize such NDM through tools and features made available through Sassy is not proprietary to you, and can be used by Sassy and others for any purposes. You acknowledge and agree that you have no rights in any such design, template, and/or layout, and such template or layout is the sole and exclusive property of Sassy or its licensors.
You represent, warrant, and covenant that you own or otherwise possess all necessary rights with respect to the Materials, the Materials do not and will not infringe, misappropriate, use, or disclose without authorization, or otherwise violate any intellectual property or proprietary right of any third party, and are not unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene, or otherwise objectionable, and you consent to the use of your likeness and you have obtained the written consent, release, and/or permission of every identifiable individual who appears in Materials to use such individual’s likeness, for purposes of using and otherwise exploiting the Materials in the manner contemplated by these Terms and Conditions or, if any such identifiable individual is under the age of eighteen, you have obtained such written consent, release and/or permission from such individual’s parent or guardian (and you agree to provide to Sassy a copy of any such consents, releases, and/or permissions upon request)
You agree not to use our Site to promote or link to any products or services of any company that operates in competition with Sassy including, without limitation, Etsy, Shutterfly/TinyPrints, Minted.
Submission of the Design constitutes your acceptance of the Terms and Conditions, and creates a binding contract under Ontario law. You may not assign or otherwise transfer any right or obligation herein without the prior written consent of Sassy, which may be withheld in Sassy's sole discretion. Sassy may assign or otherwise transfer any right or obligation herein without your consent. Any dispute between you and Sassy shall be decided under Ontario law, via binding arbitration in accordance with applicable rules of the Canadian Arbitration Association. Any such arbitration demand shall be filed in Toronto, Ontario within one year of the date that any claim may arise.