These Terms of Service ("Terms") are a legally binding agreement between you and Showcase Secure, Inc. ("Showcase Secure," "Showcase," "we," "us," or "our"), a Delaware corporation. By accessing or using the Showcase Secure website and platform (the "Platform"), by creating an account, or by clicking to accept these Terms, you agree to be bound by them. If you do not agree, you must not use the Platform.

If you accept these Terms on behalf of a company or other entity, you represent that you have authority to bind that entity, and "you" refers to that entity.

In these Terms:

• "Customer" or "you" means the practitioner, artist, publication, or organization that holds an account on the Platform and publishes Content through it.
• "Subscriber" means an end user who views, purchases, subscribes to, or otherwise accesses your Content through the Platform.
• "Content" means any image, video, text, metadata, tag, price, description, or other material you upload, publish, or make available through the Platform.
• "Connected Account" means the Stripe account you create and control in order to receive payments, established under Stripe Connect.
• "Stripe Services Agreement" means Stripe's agreement with you, currently at stripe.com/legal/ssa.

These Terms apply to Customers. Subscribers are governed by the terms you present to them under Section 7 and by any subscriber-facing terms we publish on the Platform.

Restricted access. Accounts on the Platform are available only to board-certified medical practitioners and to published artists, and to the organizations and publications that represent them. We may decline, suspend, or revoke access at our discretion where we are not satisfied that this requirement is met.

Verification. You agree to provide the credentials, registrations, portfolio evidence, business information, or other documentation we reasonably request in order to verify eligibility, and to keep that information current. You warrant that everything you provide is accurate and that any professional credential you claim is valid and in good standing.

Age. You must be at least 18 years old to hold a Customer account. This requirement exists because payouts are made through a Stripe Connected Account, and Stripe does not permit a minor to open one; it is not a statement about the suitability of the Platform for any audience. Whether, and on what terms, you sell to Subscribers under 18 is your decision under Section 7.5.

Account security. You are responsible for all activity under your account, for safeguarding your credentials, and for the acts and omissions of anyone you authorize to use it. Notify us promptly at support@showcaseplatform.com if you suspect unauthorized access.

Showcase provides hosting, publishing, content-protection, and payment-facilitation technology. We are not a party to the transaction between you and your Subscribers, and we do not take ownership of your Content. You are the seller of your Content and you set your own prices, access rules, and refund practices, subject to these Terms.

Payments for your Content are processed to your Connected Account under Stripe Connect. Except where we expressly state otherwise in writing, Showcase does not act as merchant of record for your sales and does not hold your funds.

We may change, add to, or discontinue features of the Platform. Where a change materially reduces functionality you rely on, we will give reasonable advance notice by email or in the Platform.

Originality. You warrant that all Content you upload is original to you, or that you hold every licence, consent, and right necessary to publish, distribute, and sell it through the Platform in every territory where it is made available.

Ownership verification. You must verify and warrant that you own or control the rights to the Content you upload, including any rights held by photographers, models, co-authors, subjects, employers, institutions, or commissioning clients. On request, you will provide evidence of those rights.

Releases and consents. Where Content depicts an identifiable person, you warrant that you hold a valid, signed release covering the use made of that Content on the Platform, and that the person depicted was an adult at the time of creation. Where Content is created in a clinical setting or depicts a patient, you warrant that you have obtained informed consent for publication and that the Content has been de-identified to the extent required by applicable law. You will retain those releases and consents for as long as the Content is published and for six years afterwards, and will produce them to us on request.

Licence to operate the Platform. You retain ownership of your Content. You grant Showcase a non-exclusive, worldwide, royalty-free licence to host, store, reproduce, transcode, watermark, encrypt, cache, index, and transmit your Content, and to display thumbnails and previews of it, solely for the purpose of operating, securing, and supporting the Platform and delivering the Content to Subscribers you have authorized. This licence ends when you delete the Content, except for copies retained in backups, in delivery caches, or as required by law, and except for watermark records retained under Section 5.

Indemnification for Content. You agree to indemnify, defend, and hold Showcase Secure harmless from any and all claims, liabilities, damages, costs, and expenses, including reasonable attorneys' fees, arising out of or related to any Content you upload, share, or otherwise make available on the Platform.

Copyright complaints. We respond to notices of claimed infringement under the Digital Millennium Copyright Act. Notices should be sent to our designated agent at support@showcaseplatform.com and must contain the elements required by 17 U.S.C. § 512(c)(3). We may remove or disable access to Content in response to a valid notice and may terminate the accounts of repeat infringers.

Removal. We may remove or restrict Content that we reasonably believe breaches these Terms, breaches the rules of a payment provider or other vendor, or exposes us or our users to legal risk. Where practical we will tell you why and give you an opportunity to respond.

How protection works. The Platform applies forensic watermarking and digital rights management to Content. Watermarking is provided by IMATAG and other watermarking vendors; DRM key management is provided by EZDRM. Where you enable paid access to a video, watermarked copies are prepared in advance, and if the pre-applied copies are exhausted a personalized copy is generated at the time of purchase, which may delay a Subscriber's access.

Best efforts, not a guarantee. Content protection reduces but does not eliminate the risk of copying, leakage, or redistribution. We do not warrant that watermarking or DRM will prevent unauthorized use, that a watermark will survive every form of processing, or that a leak can always be traced to a particular Subscriber.

Vendor dependency. You acknowledge and agree that issues arising from third-party watermarking and DRM providers are beyond our direct control, and you indemnify us against claims arising from such issues, including publishing delays, failed or degraded watermarks, key-server outages, and playback failures on particular devices.

Watermark records. To make tracing possible, we retain records linking a watermarked copy to the Subscriber and transaction it was issued for. We may retain these records after Content is deleted, for the period described in our Privacy Policy.

No circumvention. You may not disable, strip, or attempt to defeat any watermark, DRM, integrity monitoring, or access control on the Platform, and you may not authorize anyone else to do so.

Stripe Connect. Payment processing on the Platform is provided by Stripe. To receive funds you must open a Connected Account and accept the Stripe Services Agreement, which is a contract between you and Stripe to which Showcase is not a party. You must give Stripe accurate and complete information about you and your business, and you authorize Showcase to share that information, and information about the transactions processed for you, with Stripe. Your use of the Platform for payments is conditioned on your continued compliance with the Stripe Services Agreement.

Verification and onboarding. Stripe carries out identity, business, and anti-money-laundering verification on your Connected Account and may request identification documents, beneficial-ownership details, and bank details. Stripe may delay, restrict, or decline onboarding or payouts based on that review. Showcase cannot override those decisions.

Fees. Showcase collects an application fee on transactions processed through the Platform, at the rate set out in your order form, pricing page, or written agreement with us. Stripe charges its own processing fees under the Stripe Services Agreement and its published pricing at stripe.com/pricing. Fees for currency conversion, cross-border payouts, disputes, and instant payouts are set by Stripe. We may change our fees on 30 days' notice; changes apply to transactions occurring after the notice period.

Payouts. Payouts are made by Stripe to the bank account attached to your Connected Account, on the schedule and in the currency configured for that account. Timing, reserves, holds, and minimum payout amounts are controlled by Stripe.

Refunds, disputes, and chargebacks. You are responsible for your own refund policy and for communicating it to your Subscribers before purchase. You bear the cost of refunds, chargebacks, and dispute fees on your transactions, including on transactions where the application fee has already been collected. If your Connected Account balance is insufficient to cover them, you will reimburse us on demand for any amount we are required to fund, and you authorize us to set that amount off against future payouts or application-fee credits.

Taxes. You are responsible for determining, collecting, reporting, and remitting all taxes arising from your sales, including sales tax, VAT, and GST. Amounts we invoice or report to you are exclusive of tax unless stated otherwise. Where a supply between us is subject to a reverse charge or similar mechanism, each party will apply the correct treatment and provide the documentation the other reasonably requires.

Reporting. Reporting we provide about fees, revenue share, and settlement is derived from Stripe's data and is provided for convenience. Stripe's own reports and your Connected Account balance are the authoritative record. Report a discrepancy within 60 days of the statement in question.

Payment provider issues. Showcase Secure shall not be liable for shutdowns, holds, reserves, or disruptions to service caused by payment providers. You agree to indemnify us against claims arising from payment issues with Stripe or any other payment provider used by Showcase Secure.

Your terms. Your relationship with your Subscribers is yours. For convenience, Showcase may provide a generic set of subscriber-facing terms as a starting point. That template is provided as-is, is not legal advice, and has not been reviewed for your jurisdiction or your business.

You may amend, replace, or supplement any template we provide in order to comply with the laws that apply to you, provided your terms do not contradict these Terms, misstate our role, or purport to bind Showcase. You assume full responsibility for the terms you present to your Subscribers, and you indemnify Showcase for any issues or damages arising from their use.

Your privacy notice. Your subscriber-facing terms and privacy notice must accurately describe how Subscriber data is handled, including that payment processing is performed by Stripe, that purchased media may be individually watermarked and traceable, and what you yourself do with Subscriber information once you receive it.

Subscriber data. Personal information about your Subscribers that we disclose to you in order to fulfil and account for a purchase — such as a purchaser's name, email address, and transaction record — is yours to handle under your own privacy notice once disclosed. Showcase is not a party to that relationship, does not control what you do with that information, and takes no responsibility for it. If you collect, use, share, or sell Subscriber data, you are solely responsible for having a lawful basis to do so, for giving the notices and obtaining the consents that applicable law requires, and for honouring Subscriber rights requests. You may not represent that Showcase is responsible for, or a participant in, your handling of Subscriber data, and you may not use Platform access, exports, or reports to gather Subscriber information beyond what we disclose to you.

Subscriber age. You decide whether to offer Content to Subscribers under 18 and are solely responsible for that decision, including for any age verification, parental consent, and age-rating obligations that apply to you, to your Content, or in your jurisdiction, and for ensuring that age-restricted Content is not made available to minors. We do not verify Subscriber age on your behalf. We may require age gating for particular Content or Customers where a law, payment provider, or vendor requires it.

By using the Platform you represent and warrant that you will comply with all applicable laws, regulations, and third-party rights, including those governing intellectual property, publicity and privacy rights, advertising and consumer protection, professional practice and advertising rules that apply to your credentials, record-keeping requirements for depictions of identifiable persons, data protection, sanctions, and export control.

Where you handle patient information or other regulated data, you are responsible for meeting the obligations that attach to it. Showcase is not a covered entity or business associate for your clinical practice and you must not upload identifiable patient information to the Platform unless you have a written agreement with us permitting it.

You warrant that you are not located in, and will not make the Platform available to anyone in, a country or to a person subject to United States sanctions or export restrictions.

You may not use the Platform to publish or distribute Content that:

• depicts, or appears to depict, a minor in a sexual or exploitative manner, in any form;
• depicts any identifiable person without a valid release, or was obtained without consent;
• infringes copyright, trademark, publicity, moral, or privacy rights;
• is unlawful, defamatory, harassing, or incites violence or hatred;
• falls within a category prohibited by Stripe's restricted businesses list or by any other payment provider or vendor we use; or
• contains malware or is designed to compromise the Platform or its users.

You may not scrape, crawl, reverse engineer, load-test, or probe the Platform without our written permission; resell or sublicense Platform access; circumvent access controls or rate limits; misrepresent your identity or credentials; or use the Platform to launder funds, test stolen payment credentials, or process transactions unrelated to your own Content.

The first bullet in 9.1 is absolute. Suspected child sexual abuse material is reported to the National Center for Missing & Exploited Children and to law enforcement, and results in immediate and permanent termination.

The Platform, including its software, interfaces, design, documentation, and the Showcase name and marks, is owned by Showcase Secure, Inc. and its licensors. We grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Platform in accordance with these Terms. No other rights are granted.

If you send us feedback or suggestions, you grant us a perpetual, royalty-free right to use them without obligation to you.

We may reference your name and logo in a list of customers unless you tell us in writing that you would prefer we did not.

The Platform depends on third-party services including Stripe for payments, IMATAG for watermarking, EZDRM for DRM key management, and hosting, storage, and delivery providers. Your use of those services may be subject to their own terms, and their performance is outside our control.

We may substitute a vendor with one providing materially equivalent capability. We will give notice where a substitution requires action from you.

You may close your account at any time. Closing your account does not cancel obligations already incurred, including fees, refunds, and chargebacks on completed transactions.

We may suspend or terminate your account, with notice where practical and immediately where necessary, if you breach these Terms, if your eligibility under Section 2 no longer holds, if a payment provider or vendor requires it, if your account presents legal or security risk, or if you fail to pay amounts due.

On termination, your licence to use the Platform ends and published Content is withdrawn from sale. We will make your Content available for export for 30 days after termination unless prevented by law or by the reason for termination. Sections 4, 5, 6, 7, 10, and 13 through 17 survive termination.

Subscribers who have already purchased access may retain that access for the period you sold it, and you remain responsible for honouring those purchases or refunding them.

Nothing we provide is legal, tax, medical, or professional advice. Templates, guides, and reporting are aids, not substitutes for your own advisers.

Cybersecurity. The cap in this Section applies to claims arising from security incidents, breaches, or unauthorized access affecting the Platform, except to the extent the incident results from our gross negligence or wilful misconduct.

Exclusions. These limits do not apply to your indemnity obligations, to amounts you owe us under Section 6, to either party's liability for fraud, or to any liability that cannot be limited under applicable law.

The allocation of risk in Sections 13 and 14 is a fundamental basis of the bargain between us and reflects the fees charged.

You will indemnify, defend, and hold harmless Showcase Secure, Inc., its officers, directors, employees, and agents from any claim, liability, damage, cost, or expense, including reasonable attorneys' fees, arising out of or related to: your Content; your breach of these Terms or of any warranty in them; your subscriber-facing terms; your handling of Subscriber data and your decisions about Subscriber age under Section 7; your violation of law or of a third party's rights; your relationship with your Subscribers; and payment, watermarking, or DRM issues attributable to third-party providers as described in Sections 5 and 6.

We will notify you of a claim, allow you to control the defence with counsel reasonably acceptable to us, and cooperate at your expense. You may not settle a claim in a way that imposes an obligation or admission on us without our written consent.

Informal resolution first. Before filing a claim, each party agrees to attempt to resolve the dispute informally by written notice to the other, and to allow 30 days for resolution.

Arbitration. Any dispute not resolved informally will be settled by binding arbitration administered by JAMS under its Comprehensive Arbitration Rules, before a single arbitrator, seated in Wilmington, Delaware, in English. Judgment on the award may be entered in any court of competent jurisdiction. Either party may seek injunctive relief in court to protect intellectual property or confidential information.

No class actions. Claims will be brought only in an individual capacity, and not as a plaintiff or class member in any class, collective, or representative proceeding.

Modifications. We may modify these Terms. Changes take effect when posted on the Platform, except that material changes take effect 30 days after we post them and notify you by email or in the Platform. Your continued use after that date is your acceptance. If you do not accept a material change, your remedy is to stop using the Platform and close your account.

Governing law. These Terms are governed by the laws of the State of Delaware, without regard to its conflict of law provisions. Subject to Section 16, the state and federal courts located in Delaware have exclusive jurisdiction. Nothing here deprives a consumer of the protection of mandatory laws of their place of residence.

Severability. If any provision is held invalid or unenforceable, the remaining provisions continue in full force, and the invalid provision will be enforced to the greatest extent permitted by law.

Payments incorporation. All payments processed through the Platform are subject to the terms of Stripe and any other payment provider we use, including the Stripe Services Agreement and Stripe's pricing.

Assignment. You may not assign these Terms without our written consent. We may assign them to an affiliate or in connection with a merger, acquisition, or sale of assets.

Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, including outages at payment, watermarking, DRM, hosting, or network providers.

Notices and electronic communications. We may send notices to the email on your account or post them in the Platform. You consent to receive communications electronically and agree that electronic records satisfy any requirement that communications be in writing.

Relationship, waiver, and entire agreement. Nothing here creates a partnership, joint venture, employment, or agency relationship. A failure to enforce a provision is not a waiver of it. These Terms, together with our Privacy Policy and any order form or written agreement between us, are the entire agreement between the parties on this subject and supersede prior agreements about it.

Contact. Questions about these Terms or the Platform: support@showcaseplatform.com.

Showcase Secure, Inc.
251 Little Falls Drive
Wilmington, DE 19808
United States