TERMS AND CONDITIONS OF USE.
ESPNZ and VELVIN photography License Agreement.
This license agreement is a legal and binding agreement between you the user (licensee) and ESPNZ and VELVIN Photography.This license agreement applies to licenses issued via the web and via delivery on a CD ROM product or other digital storage media.If the licensee does not agree and has not exercised the rights granted under this agreement, the licensee may promptly return the unopened and unused CD ROM and all accompanying materials in the original packaging for a refund of the purchase price minus postage and handling.Images licensed via the web may not be returned or refunded.
Conditioned upon your full payment of the license and your compliance with the terms of the invoice and this agreement ( including all restrictions) ESPNZ and VELVIN Photography grants you a personal, non-exclusive and non transferable right to use and reproduce, for your own commercial or non commercial use, on a world wide basis, for the time agreed upon under the license for the purpose for which the image(s) were licensed. the images regardless of the form in or media on which the images are delivered to you, including but not limited to electronic or online transmission,cds or dvds , in the following ways:
A) Print Usage: refers to any type of printed, tangible materials including advertising, promotional materials, publications or products ( including products offered for sale except as prohibited in restricted use.
B) Non Print usage: refers to any digital or electronic materials including web sites (but not web site templates), multimedia presentations and CD-ROMs provided that no image is at a resolution greater than 480 by 640 pixels (72 dpi) and each image is incorporated into a design in such a fashion that it is clearly not intended to be separately downloaded, copied or distributed by any third party.
C) Images supplied as prints are for personal use only and may not be copied or reproduced in any way. Prints cannot be sold, auctioned, displayed in public or corporate areas or used online. If in doubt please contact us to check. Unless a full rights license is obtained and all conditions adhered to. with all payments made.
NOTE : IMAGES ARE NOT SOLD; THEIR USE IS LICENSED TO YOU:
RESTRICTIONS ON USE;
Except as provide herein, licensee may not,
Sub license, sell,assign, convey or transfer any of its rights under this Agreement, but licensee may sell or or license derivative works incorporating the image(s).However, even though you may sell or license derivative works incorporating the images you may not use any image for sale where the primary value resides in the image itself. For example you may not sell posters or prints of an image without specific permission. licensee may not include the Image(s) in an electronic template intended to be used by third parties on electronic or printed products.
Sell, License or distribute its final product in such a way that permits licensee’s and end users to extract or access the image(s) as a stand-alone file.
Incorporate the image(s) into a logo, trademark or service mark.
Distribute, post or upload the image(s) online in a download able format or enable it to be distributed via mobile telephone devices.
Use any image(s) in a pornographic, defamatory, libelous or otherwise illegal manner, whether directly or indirectly or in context or juxtaposition with other materials.
Decompose, reverse engineer, disassemble or otherwise reduce the software on the CD-ROM or other storage media to a human readable form.
RELEASES: ESPNZ and VELVIN PHOTOGRAPHY grants no rights and makes no warranties with regard to the use of names, trademarks, trade dress, registered, unregistered or copyrighted designs, or works of art or architecture depicted in any image(s).Photographs are not model released unless otherwise stated. Licensee must satisfy itself that all the necessary rights or consents and model releases regarding any of the above, as may be required for reproduction, have been obtained.
INDEMNITTY:Licensee agrees to defend, indemnify and hold ESPNZ and VELVIN Photography and directors and employees harmless from all damages, liabilities and expenses( including all reasonable attorney’s fees and costs), arising out of or as a result of claims by third parties relating to licensee’s use of any image(s) outside the scope of this agreement or any other breach by the Licensee of this agreement.
WARRANTIES AND LIMITATION OF LIABILITY:ESPNZ and VELVIN PHOTOGRAPHY represents that it has the right to grant the license herein and warrants the image(s) to be free from defects in material and workmanship for 30 days from delivery. The sole and exclusive remedy for a breach of the foregoing warranty is the replacement of the CD ROM or refund of the purchase price at ESPNZ and VELVIN Photography discretion.
ESPNZ and VELVIN PHOTOGRAPHY makes no other warranties, express or implied, regarding, including, without limitation, any implied warranties of merchantabilty or fitness for a particular purpose. ESPNZ and VELVIN photography shall not be liable to licensee or any other person or entity for any general, punitive, special, direct, indirect,consequential or incidental damages, or lost profits or any other damages,costs or losses arising out of the licensee’s use of the images or otherwise, even if ESPNZ and VELVIN Photography has been advised of the possibility of such damages, costs,or losses. ESPNZ and VELVIN Photography’s maximum liability arising out of or in connection with licensee’s use of or inability to use the image(s)(whether in contract, tort or otherwise) shall to the extent permitted by law, be limited to the value of 2 times the value paid by the licensee for the image(s).
PAYMENT TERMS: No licenses are granted until full payment of ESPNZ and VELVIN photography’s invoice is received. Payment of the invoice must be received on the sooner of 14 days of its date net, without any discounts, or prior to the publication of any image(s).The licensee agrees to pay ESPNZ and VELVIN photography two(2) per cent per month on any unpaid balance after this time period for the use of the image(s).
Any disputes concerning the invoice must be submitted in writing , within 5 business days of the invoice date, or the licensee shall be deemed to have accepted the invoice as issued.
COPYRIGHT:ESPNZ AND VELVIN PHOTOGRAPHY own and retain the copyright of all images, images may not be reproduced in any form electronic or print without the written consent of ESPNZ and VELVIN photography,Your right to use any image is subject to your full payment of the license fee and the restrictions set forth in this agreement.
TERMINATION: The license contained in this agreement will terminate automatically without notice from ESPNZ and VELVIN photography if the licensee fails to comply with any provision of this agreement. Upon termination, licensee must immediately stop using the Image(s), destroy or upon request from ESPNZ return the image(s) to ESPNZ and VELVIN Photography, and delete and remove the image(s) from licensee’s premises, computer systems and storage (electronic and physical).
WAIVER: No action of ESPNZ and VELVIN Photography, other than express written waiver, may be construed as a waiver of any provision of this agreement.
ENTIRE CONTRACT: This contract contains all the terms of the license agreement and no terms or conditions may be added or deleted unless made in writing and signed by both an orthorized representative of both parties.