UNICEF COLLECTIVE WEBSITE TERMS AND CONDITIONS OF USE

Terms and Conditions: The United Nations Children’s Fund (UNICEF) and/or its affiliates (UNICEF partners) offers the “WeShare” UNICEF Collective, available at this world wide web site (WeShare.unicef.org) to registered dealers and media users and subject to these terms and conditions. PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY. BY REGISTERING AS A USER OF THIS WEBSITE, YOU SIGNIFY YOUR AGREEMENT TO THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, PLEASE DO NOT REGISTER, USE OR ACCESS THE WEBSITE. UNICEF reserves the right to at any time change or modify these Terms and Conditions of Use or to impose new conditions with respect to your use of this Website or the assets. UNICEF shall also have the right at any time to change or discontinue any aspect of or feature of this Website, including but not limited to content, functionality, and means of access or use. Such changes, modifications, or additions shall be effective immediately upon notice to you, which may be given by means including but not limited to posting on the Terms and Conditions of Use page or elsewhere on the Website, electronic mail, or any means by which you obtain actual knowledge.

Registered Users: Access the Website is limited to registered users who have been issued a password
by UNICEF. You represent and warrant that all information you have provided to UNICEF in connection with registering to use the Website and the assets is true, accurate, current and complete. You also agree to maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You also agree that you will be fully responsible for the actions of any person or entity using your account (x) with your permission, (y) as a result of your failure to adequately protect your password, or (z) as a result of your failure to immediately notify UNICEF of any unauthorized use of your password or other breach of security. Access to the Website is provided at the discretion of UNICEF and UNICEF has the right at any time, without prior notice to you, to suspend or terminate your account and refuse any and all current or future use of any portion of the Website.

Ownership of Assets: All rights, title and interest (including all copyrights, trademarks and other intellectual property rights) in the Assets displayed or made available through the Website is and shall remain the sole property of UNICEF and its licensors, as applicable. Users who download or copy assets from the Website are obtaining only a license to use the Assets(s) as further described below. No Assets may be otherwise copied, reproduced, downloaded, uploaded, displayed, sold, posted, distributed, incorporated into another work, used to create a derivative work, or otherwise exploited in any way. In no event may you remove any copyright or other proprietary notices or legends appearing on Assets made available at this site.

Media License Grant: If you are registered to use this website as a media user, UNICEF hereby grants you a limited, revocable, non-exclusive, non-transferable license to utilize Assets downloaded from the Website in articles, reviews or other media pieces concerning the products appearing in the Asset(s). You will use the Assets, in whatever medium, only in a manner approved by UNICEF, in UNICEF sole discretion. Without limiting the foregoing restrictions, to the extent that any Asset shows any trademark of UNICEF or its licensors you will use such trademark strictly in accordance with UNICEF Trademark Standards as specified by UNICEF from time to time.

Termination of License: UNICEF may terminate any or all of the foregoing licenses with respect to any or all Assets at any time with or without cause by providing notice to you. You may terminate the foregoing license with respect to any or all Asset(s) by ceases to use such Asset(s) and destroying all copies of such Assets in accordance with this paragraph. Upon any termination of the foregoing licenses to use any or all Asset(s), you shall immediately cease use of the affected Asset(s) and destroy all copies (whether in electronic or hard-copy form) of such Assets; provided that media users are not required to recall or destroy previously published materials.

Disclaimers: IF YOU ARE DISSATISFIED WITH ANY ASSET OR ANY PORTION OF THE WEBSITE, OR WITH ANY OF THESE TERMS AND CONDITIONS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THIS WEBSITE AND ANY ASSETS. UNICEF does not guarantee continuous, uninterrupted or secure access to the Website, and operation of the Website may be interfered with by numerous factors outside of UNICEF’s control. THE WEBSITE AND ALL ASSETS ARE PROVIDED ON AN AS IS BASIS. IN NO EVENT SHALL UNICEF OR ANY OF ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE (WHETHER IN AN ACTION ARISING FROM CONTRACT OR TORT) FOR (i) INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF UNICEF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM ANY MATTER RELATING TO THIS WEBSITE OR THE ASSETS. Please note that some jurisdictions may not allow the above exclusion of implied warranties, so some of the above exclusions may not apply to you.

Miscellaneous: You agree that if any provision of these Terms and Conditions of Use is found void or unenforceable, including without limitation the warranty disclaimers and liability limitations set forth above, this will not affect the validity of the balance of these Terms and Conditions of Use, which shall remain valid and enforceable, and the invalid or unenforceable provision shall be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision. These Terms and Conditions of Use shall be governed by and construed pursuant to the Convention on the Privileges and Immunities of the United Nations, 1946, are inviolable and are immune from all legal process, without regard to conflicts of law provisions. Any legal action or proceeding arising out of or relating to these Terms and Conditions or the Website shall have no jurisdiction. Use of this Website is unauthorized in any jurisdiction that does not give effect to all of the provisions of these Terms and Conditions of Use, including without limitation this paragraph.