Terms & Conditions

These Terms and Conditions (the "Terms") govern access to and use of the Vista Services by all users, including photographers, buyers, visitors, event participants, and other persons who access or use the Services. By accessing or using the Services, creating an account, uploading content, purchasing content, or clicking to accept these Terms, you agree to be bound by them.

If you are using the Services on behalf of a company, team, event organizer, or other entity, you represent that you are authorized to bind that entity, and the term "you" includes both you and that entity.

1. Eligibility and account registration

• You must be at least 18 years old, or the age of legal majority in your jurisdiction, to create an account or enter into these Terms on your own behalf. If a minor uses the Services, a parent or legal guardian must authorize the use where required by law.
• You agree to provide accurate, current, and complete information and to keep it updated.
• You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your account.
• Vista may suspend, limit, or terminate access if information is inaccurate, misleading, incomplete, or if we believe the account creates legal, safety, fraud, or operational risk.

2. Vista is a marketplace and technology platform

Vista provides software, hosting, marketplace, payment facilitation, discovery, distribution, and related tools. Vista is not the employer, manager, principal, joint venturer, partner, or agent of photographers unless a separate written agreement expressly states otherwise.

Photographers using Vista act as independent contractors and are solely responsible for their own conduct, equipment, workflows, taxes, permits, insurance, business practices, and compliance with law.

Vista does not supervise, direct, or control how, where, when, or whether a photographer captures images. Vista does not guarantee that any shoot, venue, event, route, park, court, street, club, building, or other location may lawfully be photographed or commercially exploited.

3. Photographer-specific terms

3.1 Lawful capture and upload

• Each photographer represents and warrants that the photographer is solely responsible for determining whether photography, filming, upload, sale, sharing, licensing, or distribution is allowed at a location, event, venue, route, park, private property, restricted area, or otherwise under applicable law, contract, permit, or posted rule.
• Each photographer is solely responsible for obtaining all permissions, permits, event credentials, property permissions, model releases, parental consents, organizer approvals, publicity consents, and other rights necessary for the photographer's capture, upload, sale, licensing, public-link sharing, and any commercial or promotional use contemplated by these Terms.
• Vista has no duty to verify that a photographer had the right to take, upload, share, or sell any content and may rely on the photographer's representations.
• If a photographer chooses to generate or share a public link, public gallery, public album, or similar public-facing access path, that choice is made solely by the photographer and at the photographer's risk. Vista is not liable for third-party access, downloading, scraping, sharing, reposting, or misuse resulting from a photographer's decision to make content public.

3.2 Responsibility for claims and prohibited conduct

• Photographers may not upload content that infringes copyright, trademark, privacy, publicity, or other rights; violates event or venue restrictions; depicts unlawful, exploitative, or abusive conduct; invades a reasonable expectation of privacy; or otherwise violates law or these Terms.
• Photographers may not use Vista to facilitate stalking, harassment, doxxing, discrimination, impersonation, or any illegal or abusive conduct.
• Photographers are solely responsible for all claims, losses, damages, fines, fees, penalties, and liabilities arising from the photographer's capture, upload, sharing, licensing, public posting, or sale of content, including any claim that the photographer lacked permission or legal authority.

3.3 Taxes, payouts, and business obligations

• Photographers are solely responsible for their own taxes, tax filings, business registrations, insurance, chargeback exposure allocated to them under Vista policies, and compliance with applicable labor, consumer, and commercial laws.
• Vista may require use of designated payout providers, tax onboarding, identity verification, or other compliance steps before enabling payouts or access to certain features.

4. Buyer and user-specific terms

• Users may browse, search, match, preview, purchase, download, and otherwise access content made available through the Services, subject to these Terms and any product-specific rules.
• You may not scrape, spider, systematically download, reverse engineer, circumvent access controls, defeat watermarks or technical measures, or use automated tools to harvest data or content except as expressly authorized in writing by Vista.
• You may not use the Services or any purchased content for unlawful, defamatory, fraudulent, deceptive, exploitative, hateful, or privacy-invasive purposes.
• Users are responsible for ensuring that any downstream use of purchased content complies with applicable law, including laws relating to privacy, publicity, advertising, trademarks, venue restrictions, minors, and sensitive subjects.

5. Ownership, licenses, and content rights

5.1 Ownership as between Vista and photographers

Except as expressly provided in these Terms, photographers retain ownership of the copyrights and other intellectual-property rights they own in content they upload to Vista.

Vista does not claim ownership of photographer content solely because it is uploaded to the Services.

5.2 License from photographers to Vista

By uploading, submitting, storing, displaying, or otherwise making content available through the Services, each photographer grants Vista and its affiliates, contractors, processors, service providers, successors, assigns, marketing partners, and sublicensees a worldwide, non-exclusive, irrevocable, transferable, sublicensable, royalty-free license to host, store, reproduce, adapt, modify, crop, format, translate, encode, compress, distribute, publicly perform, publicly display, transmit, market, advertise, promote, analyze, use in demonstrations, create derivative materials from, and otherwise exploit the content for any lawful business purpose connected with Vista.

This license expressly includes the right for Vista to use photographer content, including purchased and non-purchased content, for commercial, editorial, promotional, advertising, publicity, product, investor, partnership, recruiting, social-media, and other marketing uses, in any media now known or later developed, without additional payment unless a separate written agreement states otherwise.

The photographer represents and warrants that the photographer has secured all rights necessary to grant the license in this Section, including any permissions needed for Vista's commercial and promotional use of the content and any depicted persons, places, property, or protected elements.

5.3 Rights granted to buyers upon purchase

Upon full payment for a purchased photo or other purchased content, and unless Vista expressly states a narrower license for a specific product, the photographer automatically grants to the buyer a worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free right to use, reproduce, edit, crop, retouch, publish, distribute, display, perform, transmit, create derivative works from, commercialize, and otherwise exploit the purchased content for any lawful purpose.

To the extent the photographer owns transferable copyright or equivalent economic rights in the purchased content, the photographer hereby assigns those rights to the buyer upon payment. If any right cannot be assigned under applicable law, the photographer instead grants the buyer the broadest exclusive, perpetual, transferable, sublicensable, royalty-free license permitted by law.

Vista's separate license to use the content under these Terms survives any buyer purchase, assignment, or termination.

Buyer rights are limited only by non-waivable rights of third parties, applicable law, and any restrictions that cannot legally be overridden by contract. Vista does not independently guarantee that every depicted person, location, brand, artwork, or venue is cleared for every possible downstream use unless Vista expressly states otherwise in writing.

5.4 Public links and visibility controls

• Photographers are solely responsible for deciding whether content is private, invite-only, unlisted, or publicly accessible.
• If a photographer makes content accessible by public link, gallery page, shared album, searchable page, or similar tool, the photographer authorizes public availability to the extent enabled by the selected settings.
• Vista is not responsible for third parties who access, copy, index, download, share, misuse, or rely on publicly shared content.

5.5 Moral rights and ancillary permissions

To the extent permitted by applicable law, photographers waive and agree not to assert any moral rights, rights of attribution, rights of integrity, or similar rights against Vista, its sublicensees, or buyers in connection with any use authorized by these Terms.

6. User content, submissions, and feedback

If you send ideas, feedback, suggestions, templates, comments, ratings, reviews, feature requests, bug reports, or other submissions to Vista, you grant Vista a perpetual, worldwide, irrevocable, royalty-free right to use and exploit them without restriction or compensation, unless prohibited by law.

7. Payments, subscriptions, fees, refunds, and taxes

• Vista may offer subscriptions, commissions, platform fees, processing fees, token or credit systems, referral incentives, promotional pricing, and other paid features. Vista may update pricing or fee schedules from time to time, subject to applicable law and any separate written agreement.
• Payments may be processed by third parties such as Stripe. Your use of those payment services may also be subject to the provider's separate terms and privacy notices.
• Vista may withhold payouts, reverse credits, offset amounts, or place reserves where reasonably necessary for fraud prevention, chargebacks, disputes, tax compliance, sanctions screening, legal compliance, or platform risk management.
• Except where required by law or expressly stated by Vista, all payments are non-refundable.
• Each party is responsible for taxes imposed on that party, except taxes Vista is required to collect or remit by law.

8. Takedowns, moderation, and complaints

Vista may review, refuse, restrict, demote, disable, remove, or delete content or accounts at any time, with or without notice, if Vista believes doing so is appropriate for legal, safety, policy, reputational, or operational reasons.

Vista may investigate complaints involving copyright, trademark, privacy, publicity, impersonation, fraud, minors, event restrictions, property restrictions, or other alleged violations.

Vista may preserve or disclose information as needed to investigate complaints, comply with law, or protect rights and safety.

Copyright or legal complaints may be sent to [email protected] unless Vista publishes a different designated contact.

9. Third-party services and links

The Services may integrate with or link to third-party services, websites, processors, maps, cloud tools, communication tools, analytics providers, event tools, and social networks. Vista does not control and is not responsible for third-party services, content, terms, or privacy practices.

10. Suspension and termination

• Vista may suspend, restrict, or terminate any account or access to the Services at any time, with or without notice, for suspected violations of these Terms, legal risk, fraud risk, safety concerns, nonpayment, inactivity, or operational reasons.
• Sections that by their nature should survive termination, including licenses, disclaimers, limitations of liability, indemnities, dispute-resolution terms, payment obligations, and records-related sections, will survive.

11. Disclaimers

THE SERVICES ARE PROVIDED "AS IS," "AS AVAILABLE," AND WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, ACCURACY, OR THAT THE SERVICES WILL BE ERROR-FREE, SECURE, OR UNINTERRUPTED.

Vista does not warrant that any photographer has complied with law, obtained needed permissions, lawfully captured any image, or provided content that is free of third-party restrictions. Vista does not guarantee the legality of any particular shoot, venue, event, location, route, or commercial use.

12. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, VISTA AND ITS AFFILIATES, MEMBERS, MANAGERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, LICENSORS, PROCESSORS, SUCCESSORS, AND ASSIGNS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, BUSINESS OPPORTUNITY, OR REPUTATIONAL HARM, ARISING OUT OF OR RELATED TO THE SERVICES, THESE TERMS, OR ANY CONTENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF VISTA FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF: (A) THE AMOUNT PAID BY YOU TO VISTA IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM; OR (B) US$100.

NOTHING IN THESE TERMS EXCLUDES LIABILITY THAT CANNOT LAWFULLY BE EXCLUDED.

13. Indemnification

You agree to defend, indemnify, and hold harmless Vista and its affiliates, members, managers, officers, directors, employees, agents, contractors, licensors, processors, successors, and assigns from and against any and all claims, demands, actions, investigations, liabilities, damages, judgments, settlements, losses, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to: (a) your content; (b) your use of the Services; (c) your violation of these Terms; (d) your violation of law; or (e) your violation of the rights of any person or entity.

Without limitation, photographers agree to indemnify Vista for any claim that content was captured, uploaded, shared, publicly linked, sold, licensed, or used without required permission; that Vista's promotional use was unauthorized because the photographer lacked sufficient rights; or that the photographer violated venue rules, property restrictions, event rules, privacy rights, publicity rights, child-protection requirements, or intellectual-property rights.

14. Dispute resolution; arbitration; class action waiver

PLEASE READ THIS SECTION CAREFULLY.

To the maximum extent permitted by law, you and Vista agree that any dispute, claim, or controversy arising out of or relating to the Services or these Terms will first be attempted to be resolved informally by notice to the other party. If not resolved informally within 30 days, the dispute will be resolved by binding arbitration administered by the American Arbitration Association under its applicable consumer or commercial arbitration rules, as appropriate, and governed by the Federal Arbitration Act.

Arbitration may be conducted remotely, by documents, by telephone, or in a mutually convenient location, unless the arbitrator requires otherwise. Judgment on the award may be entered in any court of competent jurisdiction.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL AND ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, MASS ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING.

If a court determines that this arbitration section is unenforceable as to a particular claim or party, then the applicable portions of the dispute shall be heard exclusively in the state or federal courts located in Delaware, and the parties consent to that venue and personal jurisdiction, unless another forum is required by non-waivable law.

15. Governing law

These Terms and any dispute arising out of or relating to them or the Services are governed by the laws of the State of Delaware, without regard to conflict-of-law principles, except to the extent superseded by the Federal Arbitration Act or non-waivable consumer protection law.

16. Electronic communications and consent

You consent to receive communications electronically from Vista, including notices, agreements, disclosures, receipts, tax forms, support responses, and other communications, and you agree that electronic records and signatures satisfy legal requirements for writings and signatures.

17. Changes to the Services or these Terms

Vista may modify the Services or these Terms at any time. Updated Terms become effective when posted or as otherwise communicated, except where applicable law requires additional notice or consent. Your continued use of the Services after the effective date of updated Terms constitutes acceptance of the updated Terms.

18. General provisions

• These Terms constitute the entire agreement between you and Vista regarding the Services, except for any separate written agreement signed by Vista.
• If any provision is held unenforceable, the remaining provisions remain in full force to the extent permitted by law.
• Vista's failure to enforce any provision is not a waiver.
• You may not assign these Terms without Vista's prior written consent. Vista may assign these Terms in connection with a merger, acquisition, restructuring, sale, or by operation of law.
• Section headings are for convenience only and do not affect interpretation.

19. Contact information