These Terms and Conditions set forth the rights, obligations, responsibilities, and other necessary matters between JIRO Co., Ltd. (the “Company”) and content suppliers who use the content sales services (the “Services”) provided through the Company’s “Dropshot Stock” (“Dropshot Stock”), including stock videos and other content.
The terms used in these Terms and Conditions shall have the following meanings:
“Content” means videos and images provided to the Company by a content supplier (i.e., materials or information expressed as codes, letters, voice, sound, images, or video used on an information and communications network under Article 2(1)1 of the Act on Promotion of Information and Communications Network Utilization and Information Protection), or edited/retouched versions thereof that can be viewed, listened to, transmitted, and received by mechanical or electronic devices.
“Content Supplier” means a person who intends to grant the Company rights to use Content and rights to edit/sell such Content (collectively, “Licensing Rights”) so that the Company may distribute, sell, circulate, and license the Content through the Services and partners.
“Consumer” means a person who purchases Content from the Company.
“Royalty” means the consideration earned by a Content Supplier for providing Content to the Company, calculated in accordance with these Terms and Conditions.
“AI Studio” means an integrated function that allows a Content Supplier to generate or edit content such as text, images, or videos by providing various inputs (e.g., text, images, videos) using generative AI features provided by the Company directly or through third parties.
“AI Studio Sale Output” means Content obtained by a Content Supplier through AI Studio that the supplier registers for sale and which the Company approves for sale after review.
Terms not defined herein shall be governed by applicable laws and regulations.
These Terms and Conditions govern the legal relationship between the Company and the Content Supplier in the process of providing and selling Content to the Company for the purpose of sale. For purposes of these Terms, “Content” provided for sale to the Company includes: (a) content created directly by the Content Supplier; (b) content for which the supplier has lawfully acquired copyright or license (right to use); and (c) AI Studio Sale Outputs registered by the supplier for sale and finally approved by the Company.
Where a Content Supplier uses AI Studio to create and use content for the supplier’s own use rather than for the purpose of providing and selling Content to the Company, the general member Terms of Service shall apply.
The Company shall post these Terms and Conditions on the initial screen (including linked screens) that a Content Supplier first sees when using the Services.
The Company may amend these Terms to the extent that such amendment does not violate the Act on the Regulation of Terms and Conditions, the Act on Promotion of Information and Communications Network Utilization and Information Protection, and other applicable laws.
When the Company amends these Terms, it shall specify the effective date and reasons for the amendment and give notice from seven (7) days prior to the effective date until the day before such date (thirty (30) days prior for amendments unfavorable to Content Suppliers), posting the amended Terms together with the current Terms. For amendments unfavorable to Content Suppliers, the Company shall additionally notify suppliers clearly through electronic means such as email or consent pop-ups at login.
Unless otherwise provided by law or due to unavoidable circumstances, amended Terms shall not apply retroactively prior to their effective date.
If, despite clearly notifying under paragraph 3 that failure to express intention within thirty (30) days will be deemed consent, the Content Supplier does not expressly refuse or terminate the use agreement within the applicable period, the supplier shall be deemed to have agreed to the amended Terms.
If a Content Supplier does not agree to the amended Terms, the Company may not apply them to such supplier, and the supplier may terminate the content supply agreement. However, where there are special circumstances rendering the previous Terms inapplicable, the Company may terminate the use agreement.
The Company may enter into separate agreements with specific Content Suppliers that differ from these Terms (“Individual Agreement”). In such cases, the Company shall deliver the Individual Agreement in writing (including electronic documents) to the supplier or make it available for review on the supplier’s member page.
The Company may establish separate terms and policies for individual services or suppliers (“Separate Terms”). If such terms conflict with these Terms, the Separate Terms shall prevail.
Matters not stipulated herein or interpretations thereof shall be governed by applicable laws and regulations.
A Content Supply Agreement is formed when the Content Supplier applies for creator membership with the Company and the Company accepts; thereafter, the supplier provides Content to the Company in accordance with these Terms, the Company sells such Content to Consumers, and pays Royalties to the supplier.
The agreement is established when the creator completes the online creator membership application form on the Site, provides the required information, and agrees to these Terms.
The Content Supplier warrants the following:
The Content provided is a complete work lawfully created and does not infringe any third party’s intellectual property rights, portrait rights, publicity rights, or other legal rights, nor does it violate applicable laws.
The supplier fully holds, and will continue to hold, all legal status, rights (including but not limited to economic copyrights), and capabilities necessary to enter into and perform the Content Supply Agreement with respect to the provided Content.
Where the Content provided is an AI Studio Sale Output, its provision and sale under these Terms do not violate the terms of use of any third-party AI service selected within AI Studio.
Economic copyrights in Content provided by the Content Supplier are held by the author or the Content Supplier.
By providing Content, the Content Supplier grants the Company the following rights:
For the duration of the sale registration period, the right to reproduce, perform, publicly transmit, display, distribute, lend, create derivative works from, edit, use, and sell the Content worldwide through the Company’s Services and partners;
The right to grant to Consumers who purchase or obtain the Content a perpetual right to reproduce, perform, publicly transmit, display, distribute, lend, create derivative works from, edit, and use the Content;
The right to determine pricing and sales conditions for the sale of the Content.
When partners are added or changed, the Company shall give notice in accordance with Article 3(3).
The Company shall appropriately indicate the author of the Content. However, the indication may be omitted where unavoidable in light of the nature, purpose, or format of use.
Whether the rights granted under this Article are exclusive or non-exclusive shall be agreed individually and specified for the supplier to confirm on the Site.
Notwithstanding the foregoing, with respect to (i) Content secondarily processed by the Company through editing or retouching and (ii) Content having the same original footage as such processed Content, the Content Supplier may not sell such Content in perpetuity on services similar to those operated by the Company or unilaterally discontinue sales on the Service without mutual agreement.
A Content Supplier may apply to register Content for sale.
For Content to be registered for sale, the supplier shall accurately provide, in the Company’s prescribed form, required information such as shooting location, camera model, and whether portrait/property permissions have been obtained.
Where the parties separately agree on the quantity, delivery method, or timing of Content provision, such matters shall be discussed in good faith and the Content shall be provided accordingly.
The Company may require the following documents, and the supplier shall comply:
A copy of the Content meeting quality requirements (size, file format, correction, etc.) suitable for editing and sale;
Copies of portrait releases, copyright license consents, copyright registers, etc.
The Company bears no obligation to store Content provided by the supplier.
If the information described under paragraph 2 matches the Content actually provided, the Company shall register the Content for sale.
Where Content obtained through AI Studio is registered by the supplier for sale, the Company shall, following the procedures under this Article and at its discretion, give final approval for sale and register such Content.
The period during which the Company sells Content to Consumers through the Services after the supplier’s sale registration shall be one (1) year from the start date of registration.
Unless either party expresses a different intent at least one (1) month prior to the expiration of the sales period, the Content Supply Agreement shall be automatically renewed for one (1) year on the same terms. This shall not apply where grounds for termination exist.
The sales period may be modified by separate agreement between the Company and the supplier.
Where any of the following grounds are found with respect to Content for which sale registration is applied or completed, the Company may deem such Content unsuitable for sale and reject the application or suspend sales:
Content infringing others’ rights (e.g., copyright) or containing illegal material;
Pornographic content without age restriction, content prohibited online, content harmful to minors, or content contrary to public morals/order due to vulgar/obscene expressions or biased content;
Content containing false/exaggerated information or infringing others’ legitimate interests such as personal information, reputation, or credit;
Content containing software viruses or other computer code/files/programs designed to disrupt or destroy normal operation of software, hardware, or telecommunications equipment, thereby causing malfunction of service-related facilities or destruction/confusion of information;
Content with no substantive material;
Except where otherwise agreed with the Company, content created for promotional purposes (specific brands, products, events, campaigns) rather than for paid sale;
Any other content reasonably deemed inconsistent with the Company’s service operation policy or business purposes.
The Company may add categories of unsuitable content through separate notices, and these Terms shall apply equally to such additional categories.
If sales are suspended for the reasons above, all risks and responsibilities arising from such suspension shall be borne by the supplier who provided the Content.
The Company shall notify the supplier of suspension or cancellation of sales via the service screen, email, or similar means.
Where an application is rejected or sales are suspended due to the Content being unsuitable for sale, the Company may suspend use or partially restrict supplier qualifications, and, if the reason is material, may immediately terminate these Terms.
Except for Content falling under Article 7(6), a Content Supplier may suspend sales by notifying the Company of its intention to suspend and upon the Company’s approval.
If the supplier violates these Terms, the Company may suspend sales of all Content registered by such supplier.
If the Company suspends Content sales under paragraph 2, the supplier shall compensate the Company for damages incurred.
Even if the supplier suspends sales, Consumers who have already purchased the Content may continue to use it and retain the rights set forth in Article 7(2)2.
If a third party asserts rights in Content registered for sale by a supplier, or alleges rights infringement caused by such Content, the Company may temporarily suspend sales or permanently delete the Content if necessary. Even before any third-party claim, where the Company reasonably determines potential infringement of third-party rights, it may temporarily suspend sales or permanently delete the Content.
After suspending sales under paragraph 1, the Company shall grant the supplier fifteen (15) days to provide an explanation; if the explanation is not reasonable, the suspension shall continue.
The Company may claim compensation from the supplier for damages arising from suspension or permanent deletion under this Article.
With respect to AI Studio Sale Outputs, the Company may use, store, analyze, access, or sell all or part of such Content for the purposes of providing, developing, maintaining, and improving the Services and operating the Company’s business.
The usage rights granted by the supplier under Article 7(2) include (i) the right of general members/Consumers using AI Studio to utilize AI Studio Sale Outputs as inputs into AI Studio and (ii) the right to use results generated from such inputs. In this process, visual elements contained in AI Studio Sale Content (e.g., a person’s appearance, clothing, background) may be transformed or re-composed by generative AI technology and used by general members or Consumers.
The Company shall pay the Content Supplier a certain percentage of net sales (the “Royalty Rate”) generated from the sale of registered Content, as set forth herein.
The Royalty Rate shall be determined by individual agreement between the Company and the supplier and stated on a page the supplier can view on the Site.
Upon a settlement request made pursuant to the Company’s settlement policy, the Company shall pay the accumulated royalties generated up to the relevant month to the supplier’s pre-registered account by the payment date for that month (or the next business day if a holiday).
The supplier may request royalty settlement data from the Company, and the Company shall comply absent just cause.
If the royalties generated in a given month are less than KRW 100,000 (the “Minimum Payout Amount”), such amount shall be carried forward to the next settlement period.
If the supplier withdraws before reaching the Minimum Payout Amount, the royalties shall accrue to the Company.
The Company shall have no obligation to pay royalties in the following cases:
Where the Company uses Content or edited content for promotion, testing, or internal mock-up purposes;
Where the Company provides watermarked versions of Content;
Where the supplier breaches obligations under these Terms or the Content infringes third-party rights and thus cannot be used;
Where the supplier fails to provide required documents necessary for payment.
If cancellations, exchanges, or refunds arise after royalty payment due to customer circumstances or other reasons, adjustments shall be made in the following month.
If the supplier causes damage to the Company or Consumers due to reasons attributable to the supplier, the Company may claim such damages and set them off against royalties payable under paragraph 1.
Where royalty adjustments are made, the Company shall notify the supplier at least one (1) month in advance. If the supplier objects, the supplier shall notify the Company by one week prior to the adjustment date for mutual consultation.
“Net Sales” means the amount obtained by deducting the following from the revenue earned by the Company from selling the supplier’s Content to Consumers:
Amounts uncollectible due to refunds, and unpaid sales proceeds;
Taxes and public dues;
Remittance fees, exchange fees, partner fees, and other fees;
Any other costs mutually agreed by the Company and the supplier.
Where a Consumer purchases Content once but downloads it multiple times, only the single purchase price shall be included in revenue.
Where a Consumer purchases Content using a subscription, Net Sales shall be determined as separately agreed by the Company and the supplier.
The Content Supply Agreement may be terminated by mutual agreement between the supplier and the Company.
If any of the following events occur or are confirmed with respect to the supplier, the Company may set a period of fifteen (15) days to demand cessation or correction; if not remedied within such period, the Company may terminate the agreement:
Acts in violation of applicable laws or public order and morals;
Acts that impede or attempt to impede smooth operation of the Services;
Breach of the warranties under Article 6;
Entry of false information under Article 8(2);
Grounds of unsuitability for sale under Article 10(1).
When terminating under paragraph 2, the Company shall notify the supplier of its intention to terminate via pop-up or email, and the agreement shall end upon such notice.
If the agreement is terminated under paragraph 2, the Company may reject any re-application for use by the supplier.
Upon termination of the Content Supply Agreement, the Company shall, within ninety (90) days from the termination date, delete the supplier’s account and remove the supplier’s Content from the Service platform.
Notwithstanding termination, Consumers who have already purchased the relevant Content may continue to use it and shall retain the rights under Article 7(2)2.
Notwithstanding termination, with respect to Content secondarily processed by the Company (editing/retouching) as described in Article 7(6), sales may not be discontinued without separate agreement with the Company.
Upon termination, the Company shall calculate royalties accrued up to the termination date and pay them by the end of the month following the month including the termination date, and send settlement data. Article 14 shall apply mutatis mutandis to royalty payments.
The Company may delegate or outsource to third parties tasks necessary for the performance of this agreement or operation of the Services, and may permit the use of the Company’s rights to the extent necessary for such purposes.
If either the Company or the Content Supplier breaches or fails to perform obligations under these Terms, the breaching party shall compensate the other party for all damages arising therefrom.
If the warranties of the Content Supplier under Article 6 are false or inaccurate, the supplier shall compensate the Company for all causally related damages.
If a third party asserts any legal claim (including claims, objections, or lawsuits) against the Company or a Consumer alleging infringement of intellectual property or other rights in relation to Content provided by the supplier, the supplier shall resolve such matter at the supplier’s own expense and responsibility, indemnify the Company, and compensate the Company for all damages arising therefrom (including but not limited to attorney’s fees).
Claims for damages under this Article shall not affect the exercise of rights under these Terms or related agreements.
The Company only has the authority to transmit and sell Content registered by the supplier and does not act as the supplier’s agent. No act of the Company shall be deemed agency for the supplier.
In transactions between Consumers and suppliers, the Company makes no warranty regarding the existence or authenticity of intent to sell or purchase, the quality, completeness, safety, legality, or non-infringement of rights of registered Content, or the truthfulness of information entered by suppliers or materials posted via linked URLs. All risks and responsibilities relating thereto shall be borne by the Consumer and the supplier.
The Company shall not be liable for any failure by the supplier to obtain expected profits from use of the Services or for damages arising from the use of materials obtained through the Services.
Disputes and litigation between the Company and Content Suppliers shall be governed by the Civil Procedure Act.
Laws of the Republic of Korea shall govern lawsuits between the Company and Content Suppliers.
Matters not stipulated herein and interpretations of these Terms shall be governed by applicable laws and regulations.