FUJIFILM Loaner Agreement
Terms and Conditions
1. Yes, I am a U.S. resident and consent to FUJIFILM North America Corp., its representatives and its successors in interest sending me information about their products, promotions, and services by e-mail and by other electronic means. I agree to the terms of FUJIFILM North America Corporation’s privacy policy and terms of use. If I am a California resident, I also agree to the terms outlined in the California section of the privacy policy. I understand that I can withdraw this consent at any time and that I can contact Fujifilm at FUJIFILM North America Corp. 200 Summit Lake Drive Valhalla, NY 10595, Attn: FNAC Chief Privacy Officer, or by phone at 800-800-3854.
2. FUJIFILM’S PROVIDING OF THE LOANED PRODUCT. Fujifilm will provide the Photographer with Loaned Product which is fully functional and in good working condition at the time provided to Photographer. Such Loaned Product will typically be new, but may be a sales sample, a refurbished unit, or a unit that was previously sold to a dealer and/or consumer and has been returned to, and repaired by, Fujifilm. The Loaned Product may contain scrapes, scuffs and other cosmetic marks, but the Loaned Product will be in good working condition and fully functional at the time provided to the Photographer. This is Fujifilm’s exclusive warranty and commitment regarding the Loaned Product, and all further warranties whatsoever (such as that the Loaned Product will be suitable for any specific purpose of Photographer) are hereby disclaimed. If the Loaned Product does not work upon receipt from Fujifilm for any reason, or if the Loaned Product arrives in damaged condition, Photographer will advise Fujifilm’s representative immediately.
3. CARE, MAINTENANCE AND RETURN. The Photographer will be solely responsible for the proper care and maintenance of the Loaned Product while in his/her care and possession, and will be responsible for any theft, damage or loss that occurs to the Loaned Product during the period of this Loan, whether caused by Photographer, a third party, an accident, or otherwise. Fujifilm is authorized to charge the provided credit card for the amount of any damage or loss, up to the replacement cost of the Loaned Product. Photographer recognizes that unless designed to be water resistant or water-proof (and even then, only to the extent described in, and subject to, the applicable specifications), the Loaned Product is not to be subjected to weather elements. Photographer will return the Loaned Product to Fujifilm using the original shipping materials provided by Fujifilm and properly packing the Loaned Product for return shipping, for receipt by Fujifilm on or before the “Agreed Date of Return” unless Fujifilm otherwise agrees in writing. If the Loaned Product is not properly returned within 5 business days of the Agreed Date of Return, Fujifilm may charge the provided credit card the replacement cost of the Loaned Product.
4. LOANED PRODUCT USE RESTRICTIONS AND OBLIGATIONS. Photographer is the sole person to be using and possessing the Loaned Product, and Photographer will not permit third parties to possess the Loaned Product, and will not barter, auction, sell, offer to sell or otherwise transfer the Loaned Product to any third parties whatsoever. Fujifilm will be the sole owner of the Loaned Product at all times, and Photographer will keep the Loaned Product free from third party liens or encumbrances. Photographer will provide Fujifilm with the details of his/her experience with the Loaned Product’s features and functionality periodically upon Fujifilm’s request. In addition, Photographer agrees upon Fujifilm’s request from time to time to post blogs or other social media commentary regarding, the Loaned Product. Given that the Loaned Product is being provided to Photographer by Fujifilm without any obligation or requirement of compensation, Photographer agrees that he/she will not publicly disparage or post negative commentary about the Loaned Product, about Fujifilm’s other products, or about Fujifilm in general without first discussing such communications, comments or postings in detail with Fujifilm.
5. IMAGE UPLOADING AND LICENSING. Photographer may be asked, as a condition of being provided with the Loaned Product, to provide Fujifilm with no less than two (2) photographic images (as well as settings) taken with the Loaned Product, for Fujifilm’s evaluation and possible commercial use pursuant to the provisions hereof. Such images will be provided on or before the referenced return date, by upload to Fujifilm’s photo repository site, https://fujifilm.photoshelter.com/index or via email. Fujifilm and its parent, subsidiary and affiliate companies, and their advertising agencies, dealers and customers (collectively “Fujifilm Group”) shall have the right and license to make commercial use of these provided images for a period of 24 months from the date of first use on their company and product websites, social medial sites, in digital advertising and marketing materials, e-blasts and the like, either with or without Fujifilm Group’s own content and in combination with other images. Fujifilm Group shall not make any printed advertising use without contacting Photographer and reaching a further agreement on the licensing fees to be paid for such print use(s).
The Photographer represents and warrants that, and Fujifilm agrees that, the Photographer shall own all right, title and interest in and to all images created with the Loaned Product, including the images provided hereunder, and that Photographer has put into place appropriate model or other third party releases with any subjects that are identifiable in the downloaded images which would allow Fujifilm’s commercial use as herein outlined. A copy of such executed release will be provided to Fujifilm upon request. To the extent the Photographer wishes Fujifilm to provide a release form that is acceptable to Fujifilm, Fujifilm shall use commercially reasonable efforts to provide such to Photographer on a timely basis, provided that any such Fujifilm provided form shall be used by Photographer solely in connection with this Agreement and solely for the benefit of Fujifilm. Photographer agree to refrain from licensing to any third parties the images which are licensed by Fujifilm hereunder, and to refrain at all times from licensing to any competitor of Fujifilm any images that are taken with the Loaned Products, provided that Photographer shall specifically have the right to himself or herself post or showcase all on his or her website and social media sites, and to use all images in Photographer’s portfolio to show examples of his/her work, provided that Photographer shall not publicly disparage or criticize Fujifilm, or FUJIFILM-branded products in connection with any such website, social media or portfolio use. Fujifilm shall have the right to link to or otherwise associate with Photographer’s website and social media sites and to re-post, re-publish, forward or otherwise re-distribute any of Photographer’s uses of the images taken with the Loaned Products, either with or without Fujifilm’s own content, provided that in no event will Fujifilm publicly disparage of criticize Photographer in connection with any such Fujifilm uses.
The parties acknowledge that Fujifilm Group will not be responsible for any re-posting, re-publication or re-distribution of any images provided by Photographer or of any content posted or published by Fujifilm hereunder. Photographer agrees to execute such further documents as Fujifilm may now or hereafter require to confirm and evidence Fujifilm’s licensing rights in and to the images provided hereunder. Fujifilm agrees to use commercially reasonable efforts to provide attribution to the Photographer on any materials incorporating the provided images, where space permits and where practicable. Such attribution shall be in accordance with Fujifilm’s standard photographer attribution policies and practices.
6. MISCELLANEOUS. Photographer acknowledges the Loaned Product is being provided on the above terms, and that this document reflects the entire arrangement relating to the Loaned Product and the images provided, which may not be amended absent Fujifilm’s express written agreement. Fujifilm’s rights hereunder may only be waived in writing. The loan arrangement reflected herein may not be assigned by Photographer (any attempted assignment shall be void) and shall be governed by the laws of the state of New York without regard to its conflict of laws provisions. Fujifilm Group is specifically recognized to be the intended beneficiary of this Agreement.
