Contributor Agreement

This Contributor Agreement governs the submission, review, distribution, licensing and sale of photographs, illustrations, videos and other digital content through the PhotoBank platform.

1. Introduction

This Contributor Agreement (“Agreement”) is entered into between:

Lumina Stock Media S.R.L.
Lumina Stock Media SRL Kentford Business Center Bd. Ștefan cel Mare și Sfânt 202 MD-2004, Chișinău, Republica Moldova

Email: office@luminastockmedia.md
Telephone: +373 852464

and the individual or legal entity that creates, controls or submits Content to PhotoBank (“Contributor,” “you” or “your”).

This Agreement applies whenever you:

• register for a Contributor Account;
• upload or submit Content;
• provide model or property releases;
• offer Content for licensing through PhotoBank;
• receive royalties or other payments from PhotoBank.

By creating a Contributor Account, clicking an acceptance button or submitting Content, you agree to be bound by this Agreement.

2. Relationship With Other Terms

This Agreement should be read together with:

• the PhotoBank Terms of Service;
• the PhotoBank Privacy Policy;
• the PhotoBank License Agreement;
• the PhotoBank Copyright Policy;
• the PhotoBank Acceptable Use Policy;
• the PhotoBank AI Content Policy;
• any Contributor guidelines published on the Platform.

If there is a conflict concerning Contributor Content, this Agreement will prevail over the general Terms of Service to the extent of that conflict.

3. Definitions

For the purposes of this Agreement:

Account

means a registered PhotoBank user or Contributor account.

Buyer

means a person or organization that purchases or receives a license to use Content.

Content

means photographs, illustrations, vectors, videos, animations, graphics, templates and other digital media submitted to PhotoBank.

Contributor

means the individual or legal entity submitting Content and entering into this Agreement.

Contributor Content

means Content submitted, uploaded or otherwise provided by a Contributor.

Editorial Content

means Content offered primarily for newsworthy, documentary, educational, cultural or public-interest use.

License

means permission granted to use Content under specified conditions.

Model Release

means written permission from an identifiable person appearing in Content, or from an authorized legal representative.

Property Release

means written permission relating to identifiable private property, artwork, interiors, locations or other protected subject matter.

Royalty

means the amount credited or paid to a Contributor following a qualifying license or transaction.

Platform

means photobank.online and the associated PhotoBank services, interfaces, tools and systems.

4. Contributor Eligibility

To become a Contributor, you must:

• be at least eighteen years old or have reached the age of legal majority in your jurisdiction;
• have the legal capacity to enter into a binding agreement;
• provide accurate and complete registration information;
• be the owner of the submitted Content or have sufficient authority from the rights owner;
• satisfy any identity, payment and tax verification requirements;
• comply with applicable law and PhotoBank policies.

If you act on behalf of a company, agency, studio or other organization, you represent that you are authorized to bind that organization.

5. Contributor Account

You are responsible for:

• maintaining accurate Account information;
• keeping login credentials confidential;
• all submissions made through your Account;
• all payment and tax information connected to your Account;
• promptly notifying PhotoBank of unauthorized access;
• ensuring that no unauthorized person uses your Account.

PhotoBank may require identity verification before:

• approving a Contributor Account;
• publishing Content;
• processing a payment;
• changing payment details;
• investigating suspected fraud or infringement.

PhotoBank may reject, suspend or terminate an Account if submitted information is false, misleading, incomplete or unverifiable.

6. Ownership of Contributor Content

Except for the rights expressly granted under this Agreement, you retain your ownership rights in Contributor Content.

This Agreement does not transfer copyright ownership to PhotoBank.

You acknowledge that providing Content to PhotoBank requires granting PhotoBank sufficient rights to:

• store and process the Content;
• review and moderate the Content;
• display previews and watermarked versions;
• market and promote the Content;
• grant licenses to Buyers;
• deliver licensed files;
• maintain records of previously granted licenses.

7. License Granted to PhotoBank

For each item of Contributor Content submitted to PhotoBank, you grant Lumina Stock Media S.R.L. a worldwide, non-exclusive, transferable and sublicensable license to:

• host and store the Content;
• reproduce the Content;
• convert and technically process the Content;
• create previews, thumbnails and watermarked copies;
• display and distribute the Content through PhotoBank;
• promote and advertise the Content and the Platform;
• make the Content searchable and discoverable;
• license the Content to Buyers;
• deliver copies to authorized Buyers;
• retain archival copies for accounting, evidence, compliance and license-verification purposes;
• authorize service providers to perform these activities on behalf of PhotoBank.

This license begins when you submit the Content and continues for as long as the Content remains available through PhotoBank.

Rights required to administer licenses issued before removal may continue after the Content is removed.

8. Non-Exclusive Relationship

Unless you separately agree to an exclusive arrangement in writing, your relationship with PhotoBank is non-exclusive.

You may:

• license the same Content directly;
• offer the Content through other platforms;
• use the Content in your own portfolio;
• withdraw the Content subject to this Agreement.

You must not represent Content as exclusive to another platform if doing so conflicts with the license granted to PhotoBank.

9. Contributor Representations and Warranties

For every item of Content submitted to PhotoBank, you represent and warrant that:

• you are the sole creator and rights owner, or you have full authority to submit and license the Content;
• the Content is original or lawfully licensed to you;
• the Content does not infringe copyright, trademark, design, publicity, privacy or other rights;
• all required Model Releases and Property Releases have been obtained;
• the Content and metadata are accurate and not misleading;
• the Content complies with applicable laws and PhotoBank policies;
• no conflicting license or agreement prevents PhotoBank from using or licensing the Content;
• the Content does not contain malicious code or harmful files;
• all tax, payment and identity information you provide is accurate;
• you will promptly inform PhotoBank if any representation becomes inaccurate.

10. Prohibited Content

You must not submit Content that:

• was copied or taken from another creator without permission;
• infringes intellectual property rights;
• violates privacy or publicity rights;
• contains unlawful personal data;
• depicts unlawful activity in a promotional manner;
• contains child sexual abuse material;
• sexually exploits any person;
• promotes terrorism or violent extremism;
• contains credible threats of violence;
• promotes hatred against protected groups;
• contains malware or harmful executable components;
• contains intentionally false or deceptive metadata;
• impersonates another creator;
• has been generated or materially altered by AI without disclosure;
• otherwise violates PhotoBank policies.

11. Editorial Content

Editorial Content may include photographs or videos of:

• public events;
• newsworthy incidents;
• public figures;
• public places;
• historical or documentary subjects;
• events of cultural or public interest.

Editorial Content must be accurately described and must not be materially manipulated in a way that misrepresents the documented event.

You must clearly identify Content intended for editorial use.

PhotoBank may restrict Editorial Content to editorial, documentary, educational or other limited uses.

12. Commercial Content

Content offered for commercial use must be suitable for advertising, promotional, corporate or merchandising purposes under the applicable license.

For Commercial Content, you must obtain all releases and permissions reasonably required for:

• identifiable people;
• private locations;
• private property;
• recognizable artwork;
• protected designs;
• trademarks and branded elements where necessary;
• other protected subject matter.

13. Model Releases

A valid Model Release may be required when an identifiable person appears in Content offered for commercial licensing.

A Model Release should include:

• the model’s legal name;
• the model’s signature;
• the date of signature;
• the photographer’s or creator’s name;
• a witness signature where required;
• a clear reference to the relevant photo or production;
• the signature of a parent or lawful guardian when the model is a minor;
• any additional information required by PhotoBank.

You are responsible for verifying that every Model Release is authentic, valid and sufficiently broad for the offered license.

PhotoBank may reject a release that is incomplete, unclear, altered or otherwise insufficient.

14. Property Releases

A Property Release may be required for commercially licensed Content featuring:

• private interiors;
• private land or buildings;
• recognizable artwork;
• protected architecture;
• private collections;
• distinctive products or designs;
• other protected property.

You are responsible for determining whether a Property Release or separate permission is required.

15. Trademarks and Brands

Content containing visible trademarks, logos, product packaging or protected trade dress may be:

• rejected;
• accepted only for editorial use;
• accepted subject to restrictions;
• required to be digitally altered before acceptance.

Removing a visible logo does not necessarily eliminate all intellectual property or unfair competition risks.

16. AI-Generated and AI-Assisted Content

You must disclose whether Content has been:

• fully generated using artificial intelligence;
• materially created using generative AI;
• substantially altered through generative AI;
• created using synthetic people, objects, locations or events.

AI Content must comply with the PhotoBank AI Content Policy.

You represent and warrant that:

• you have the legal right to use the relevant AI system and its output;
• the Content does not unlawfully imitate a protected creator, brand or identifiable person;
• the Content does not infringe third-party rights;
• the metadata accurately identifies the Content as AI-generated or AI-assisted;
• the Content does not falsely represent a synthetic event as a real documentary event.

PhotoBank may reject, label, restrict or remove AI Content at its discretion.

17. Metadata and Descriptions

You must provide accurate and relevant:

• titles;
• descriptions;
• keywords;
• categories;
• dates and locations where applicable;
• release information;
• AI disclosure information;
• editorial or commercial classification.

You must not use:

• irrelevant keywords;
• deceptive titles;
• competitor names solely to manipulate search results;
• false locations or dates;
• false identities;
• misleading descriptions of AI-generated Content.

PhotoBank may correct, translate, remove or supplement metadata for moderation, search, accessibility, legal or commercial purposes.

18. Content Review

PhotoBank may review submitted Content for:

• technical quality;
• commercial value;
• legal compliance;
• metadata quality;
• release requirements;
• similarity or duplication;
• possible infringement;
• AI disclosure compliance;
• compliance with Platform standards.

PhotoBank is not required to accept any submission.

Acceptance does not constitute:

• legal advice;
• confirmation of copyright ownership;
• confirmation that every release is legally sufficient;
• a guarantee that the Content will generate sales;
• a waiver of PhotoBank’s right to remove the Content later.

19. Rejection and Removal

PhotoBank may reject, restrict, suspend or remove Content if:

• it does not meet technical or quality standards;
• it appears to infringe third-party rights;
• required releases are missing or insufficient;
• the metadata is inaccurate or misleading;
• the Content violates Platform rules;
• the Content creates legal, security or reputational risk;
• a complaint or legal request is received;
• continued distribution is no longer commercially appropriate.

PhotoBank is not required to provide a detailed explanation for every rejection or removal.

20. Licensing to Buyers

You authorize PhotoBank to grant Buyers licenses under the current PhotoBank License Agreement and any applicable license option displayed at the time of purchase.

License types may include:

• standard commercial licenses;
• extended commercial licenses;
• editorial licenses;
• subscription licenses;
• enterprise or custom licenses;
• promotional or trial licenses.

PhotoBank may determine:

• which license options are available;
• the public retail price;
• discounts and promotions;
• subscription pricing;
• bundled or enterprise pricing;
• regional pricing;
• complimentary promotional use.

21. Existing Licenses

Removing Content from PhotoBank does not cancel licenses already granted to Buyers.

A Buyer may continue using previously licensed Content according to the license terms that applied at the time of the transaction.

PhotoBank may retain records and copies necessary to:

• verify existing licenses;
• respond to Buyer questions;
• resolve disputes;
• maintain financial records;
• comply with legal obligations.

22. Contributor Royalties

Contributors may receive Royalties for qualifying licenses or transactions.

The applicable Royalty rate may depend on:

• the license type;
• the Content category;
• the Contributor level;
• subscription or credit pricing;
• discounts and promotions;
• enterprise agreements;
• taxes, refunds and chargebacks;
• other commercial conditions published by PhotoBank.

The current Royalty schedule will be displayed in the Contributor dashboard or published separately.

PhotoBank may update Royalty rates prospectively by providing notice through the Platform, Contributor dashboard or email.

23. Calculation of Royalties

Unless otherwise stated, Royalties may be calculated using the net amount actually received by PhotoBank after deductions such as:

• value-added tax or sales tax;
• payment processing charges;
• refunds;
• chargebacks;
• fraudulent transactions;
• withholding taxes;
• currency conversion costs;
• approved promotional discounts;
• other transaction-specific deductions disclosed by PhotoBank.

The final Royalty formula must be published before paid licensing is activated.

24. Payment Threshold and Schedule

Contributor payments may be subject to:

• a minimum payment threshold;
• a regular monthly or other payment schedule;
• identity verification;
• tax documentation;
• valid payment details;
• fraud and compliance checks;
• the absence of unresolved disputes.

The payment threshold, supported payment methods and payment schedule will be displayed in the Contributor dashboard before commercial payouts begin.

You are responsible for keeping payment details accurate.

25. Taxes

You are responsible for:

• determining your tax obligations;
• reporting Contributor income;
• paying applicable taxes and social contributions;
• providing accurate tax information;
• providing tax forms requested by PhotoBank or payment providers.

PhotoBank may withhold amounts where required by applicable law.

PhotoBank does not provide personal tax advice.

26. Refunds, Chargebacks and Fraud

If a transaction is refunded, reversed, charged back or determined to be fraudulent, PhotoBank may:

• cancel the associated Royalty;
• deduct the amount from your Contributor balance;
• offset the amount against future Royalties;
• delay payment while investigating the transaction;
• request repayment if the Royalty was already paid.

PhotoBank may withhold payments reasonably connected to suspected:

• fraud;
• self-purchasing;
• artificial downloads;
• manipulated referrals;
• copyright infringement;
• identity fraud;
• payment account abuse.

27. Promotional Use

You authorize PhotoBank to use previews or limited copies of Contributor Content to promote:

• the Content itself;
• your public Contributor profile;
• PhotoBank collections;
• the PhotoBank marketplace;
• PhotoBank social media accounts;
• email newsletters;
• online and offline advertising;
• editorial and public-relations materials.

Promotional use does not entitle the Contributor to an additional Royalty unless PhotoBank agrees otherwise in writing.

28. Copyright Complaints

If PhotoBank receives a copyright complaint concerning your Content, PhotoBank may:

• temporarily disable the Content;
• request evidence of ownership;
• request original files or creation records;
• request releases and permissions;
• share limited information with the complainant where legally permitted;
• withhold related payments;
• remove the Content;
• suspend or terminate your Account.

You must cooperate promptly and honestly with any investigation.

Evidence may include:

• original camera files;
• RAW files;
• layered source files;
• project files;
• creation timestamps;
• contracts and assignments;
• Model Releases;
• Property Releases;
• other reliable ownership documentation.

29. Indemnification

To the extent permitted by applicable law, you agree to indemnify, defend and hold harmless Lumina Stock Media S.R.L., PhotoBank and their directors, employees, contractors and service providers from claims, losses, liabilities, damages, costs and reasonable legal expenses arising from:

• your Contributor Content;
• your breach of this Agreement;
• your infringement of third-party rights;
• invalid or fraudulent releases;
• false or misleading metadata;
• your violation of law;
• your tax obligations;
• your misuse of the Platform.

PhotoBank may control the defense or settlement of a claim for which indemnification is requested.

30. Limitation of Liability

To the maximum extent permitted by applicable law, PhotoBank will not be liable for:

• loss of anticipated income;
• loss of business opportunity;
• loss of reputation;
• indirect or consequential loss;
• Buyer misuse outside the granted license;
• unauthorized copying by third parties;
• search ranking or Content visibility;
• failure to generate sales;
• temporary service interruptions;
• loss caused by inaccurate Account or payment information.

PhotoBank does not guarantee:

• acceptance of submitted Content;
• a minimum number of views or sales;
• a minimum level of Contributor income;
• continuous Platform availability;
• complete prevention of unauthorized copying.

Nothing in this Agreement excludes liability that cannot lawfully be excluded.

31. Withdrawal of Content

You may request removal of Content through the Contributor dashboard or by contacting PhotoBank.

Removal may take a reasonable period to complete because Content may remain:

• in technical caches;
• in backup systems;
• in pending transactions;
• in promotional materials already prepared;
• in records connected to existing licenses;
• where retention is required by law.

Removal does not affect licenses granted before the effective removal date.

32. Account Suspension

PhotoBank may suspend a Contributor Account while investigating:

• copyright complaints;
• fraud;
• payment irregularities;
• false identity information;
• invalid releases;
• serious or repeated policy violations;
• security incidents;
• legal or regulatory requests.

During suspension, PhotoBank may:

• disable uploads;
• remove Content from public display;
• delay payments;
• restrict Account access;
• request additional documentation.

33. Termination

You may terminate this Agreement by:

• requesting closure of your Contributor Account;
• removing your Content;
• following the Account closure procedure provided by PhotoBank.

PhotoBank may terminate this Agreement or your Account if:

• you materially breach this Agreement;
• you repeatedly submit infringing Content;
• you engage in fraud or abusive activity;
• you provide false identity or payment information;
• your continued participation creates legal or security risk;
• PhotoBank discontinues the Contributor program or Platform.

34. Effect of Termination

Following termination:

• you may lose access to Contributor tools;
• new licenses may stop being offered;
• existing licenses remain valid;
• PhotoBank may retain legally required records;
• outstanding payments may remain subject to verification;
• amounts connected to fraud or disputes may be withheld;
• provisions intended to survive termination will continue.

Sections concerning existing licenses, warranties, indemnification, liability, disputes, payment adjustments and record retention survive termination.

35. Confidentiality

You must not improperly disclose confidential information received through the Contributor program, including:

• non-public commercial terms;
• security information;
• private Buyer information;
• internal review procedures;
• non-public Platform data;
• information marked confidential.

This restriction does not apply to information that:

• is publicly available without breach;
• was lawfully known before disclosure;
• is independently developed;
• must be disclosed under applicable law.

36. Personal Data

PhotoBank processes Contributor personal data in accordance with the PhotoBank Privacy Policy.

Contributor information may be processed for:

• Account administration;
• identity verification;
• Content review;
• payment processing;
• tax and accounting compliance;
• copyright investigations;
• fraud prevention;
• legal compliance.

You must not upload personal data about another person unless you have a lawful basis and all necessary permissions.

37. Independent Contractor Relationship

The Contributor acts as an independent rights owner or independent contractor.

This Agreement does not create:

• an employment relationship;
• a partnership;
• a joint venture;
• an agency relationship;
• a franchise relationship;
• a fiduciary relationship.

You have no authority to make commitments on behalf of Lumina Stock Media S.R.L.

38. Assignment

You may not assign or transfer this Agreement without prior written consent from PhotoBank.

PhotoBank may assign or transfer this Agreement in connection with:

• a corporate restructuring;
• a merger or acquisition;
• a sale of the Platform or relevant assets;
• an affiliate or successor operator.

39. Changes to This Agreement

PhotoBank may update this Agreement to reflect:

• changes to the Platform;
• new license types;
• changes to Contributor payments;
• new legal requirements;
• changes to moderation or AI policies;
• security and operational improvements.

Updated terms will be published on the Platform.

Where a change materially affects Contributor rights, PhotoBank may provide additional notice through email or the Contributor dashboard.

Continued submission of Content after the effective date of updated terms constitutes acceptance of those terms, where permitted by law.

40. Notices

PhotoBank may provide notices through:

• the Contributor dashboard;
• the email address connected to your Account;
• a notice published on the Platform;
• another reasonable electronic method.

You are responsible for maintaining a current email address.

41. Governing Law

This Agreement is governed by the laws of the Republic of Moldova, without regard to conflict-of-law principles.

Mandatory protections provided by the law of another jurisdiction may continue to apply where they cannot lawfully be excluded.

42. Dispute Resolution

Before initiating formal proceedings, the parties should attempt to resolve the dispute by written communication.

A Contributor should send a notice describing:

• the Contributor’s full legal name;
• the email address connected to the Account;
• the relevant Content or transaction;
• the nature of the dispute;
• the requested resolution.

Unless mandatory law requires otherwise, disputes arising from this Agreement will be submitted to the competent courts of the Republic of Moldova.

43. Severability

If any provision of this Agreement is found invalid or unenforceable, the remaining provisions will continue in effect.

The invalid provision should be interpreted or replaced to reflect its intended purpose as closely as legally permitted.

44. No Waiver

A failure or delay by PhotoBank in enforcing a provision does not waive the right to enforce that provision later.

45. Entire Agreement

This Agreement, together with the incorporated PhotoBank policies, constitutes the entire agreement concerning the Contributor program and submitted Content.

It replaces previous discussions or representations concerning the same subject matter, unless a separate written agreement expressly states otherwise.

46. Electronic Acceptance

You agree that electronic acceptance of this Agreement has the same effect as signing a written agreement, to the extent permitted by applicable law.

PhotoBank may record:

• the Agreement version accepted;
• the date and time of acceptance;
• the Account identifier;
• the IP address and technical acceptance record.

47. Contact

Questions concerning this Contributor Agreement may be sent to:

Lumina Stock Media S.R.L.
Kentford Business Center Bd. Ștefan cel Mare și Sfânt 202 MD-2004, Chișinău, Republica Moldova

Email: +373 852464

This Contributor Agreement must be reviewed and finalized before Contributor uploads, licensing and royalty payments are enabled.