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This license allows the End User to incorporate
the images for uses not prohibited in the
license for a specified period of time, and must
be renewed thereafter for additional use.
America the Beautiful Photos RIGHTS MANAGED
image License Agreement
YOUR ACCEPTANCE OF THESE TERMS IS AN
ABSOLUTE CONDITION OF THE USE OF OUR
IMAGES. PLEASE READ THE FOLLOWING
TERMS AND CONDITIONS CAREFULLY.
1. LICENSE
a) Copyright and Use:
This License Agreement governs the
End User with regard to America
the Beautiful Photos Rights Managed Image(s)
("the Image(s)"), provided by
America the Beautiful Photos, defined End User only, the
use of the Image(s) only as provided
below on a non-exclusive and
non-transferable basis. All other
rights to the Image(s), CD-ROM,
including without limitation,
copyright and all other rights, are
retained by either the Consignment Photographer
or America the Beautiful Photos. Non-compliance
with this license shall give
Colorado Image Corp and/or the
photographer the right to sue for
copyright infringement and breach of
contract ($100,000 is the typical
award sought).
b) Permitted Uses.
The End User is allowed to:
(i) Back-up, or archive the Image(s)
as necessary for internal use only.
Any copy or archive made must include the Image's copyright
information so others know that it
is copyright protected.
(ii) Use the Image(s) in electronic
or print media, including editorial
and advertising use, and consumer
merchandise in the distribution
quantity purchased (refer to your
receipt).
(iii) Use the Image(s) for any items
for resale, such as book covers and
consumer merchandise packaging,
provided these products are not
intended to allow the
re-distribution of the Image(s)
themselves, such as a cd of the
images, or to sell as image
collections such as a book
presenting a photographic collection
as its subject, or a screen saving
program.
(iv) Convey to a third party (such
as a printer) in the normal course
of workflow, temporary copies of the Image(s) that are integral to your
work and without temporary transfer
the product could not be completed.
(v) Modify or alter the Image(s) as
necessary for the intended use, as
allowed for elsewhere in these terms
and conditions, provided that the
rights to any derivative work shall
also belong to America the
Beautiful
Photos, which
work is also bound by these terms
and conditions. All copyrights with
respect to such derivative work are
assigned to America the Beautiful
Photos, which
assignment the parties hereby agree
is valid with respect to U.S.
Copyright Law. If requested by
America the Beautiful Photos, you agree to execute
a written assignment of any such
copyrights with respect to such
derivative work.
c) Prohibited Uses:
The End User is not allowed
to:
(i) Transfer the rights to the
Image(s), except as specifically
provided for elsewhere in this
Agreement. All other rights are
reserved by the Consignment Photographer and/or
America the Beautiful Photos.
(ii) Reverse engineer, decompile, or
disassemble any part of the Image(s),
or CD-ROM, subject to applicable
law.
(iii) Copy or reproduce the Image(s),
or CD-ROM, except as specifically
provided for in paragraph 1(b).
(iv) Remove any copyright or
trademark from any place where it
appears on the Image(s) or its
accompanying materials.
(v) Display the Image(s) in any
digital format or for any digital
use at a resolution greater than
800x600 pixels, except in editorial
or preliminary design work. Doing
so will be viewed as an attempt to
distribute the Image(s) in violation
of this Agreement.
(vi) Use the Image(s) or any part of
it as part of a trademark, branding,
logo or similar use. The
Consignment Photographer and/or
America the Beautiful Photos
retain the full rights to the Image(s); you have no permanent
rights in conjunction with the image(s).
(vii) Re-sell, distribute or
sub-license the Image(s), CD-ROM (if
applicable), or the rights to use
the Image(s) to anyone for any
purpose, except as specifically
provided for elsewhere in this
agreement. This includes temporary
and permanent distribution by you,
the purchaser.
(viii) Use the Image(s) in any way
that could be considered defamatory,
libelous, pornographic, obscene, or
fraudulent.
d) Restrictions on Time Period of Use:
Unless the End User also
specifically purchases an extension,
items containing the image(s) may
not be actively printed nor
distributed after a period of four
(4) years from the date of
licensing.
e) Restrictions on number of
Users:
THIS IS A ONE ENTITY AGREEMENT. The
original End User, as defined at the
time of licensing, and any directly
employed person(s) are permitted to
use the Image(s) on projects
specifically for the End User. THIS
IS NOT A SIMULTANEOUS USE LICENSE.
No more than three designated
persons, whether employees or
contractors, may access or use the Image(s) at the same time. The
image (s) may not be used on a
server or any other image library
that permits access to multiple
people.
Additional Seat Licenses are
available for more than one
permitted user at a discounted
price. To obtain additional seat
licenses please contact America
the Beautiful Photos.
f) Additional Rights:
To discuss the acquisition of
further rights, such as a longer
time period, or exclusive use, than
are provided for under this
Agreement, please contact America
the Beautiful Photos concerning a separate license
or purchase of copyrights.
2. PAYMENT TERMS
No rights are granted until payment
is made in full. And claims for
adjustment of terms must be made to
America the Beautiful Photos within seven (7) days
of the receipt of the product.
Prices can be found on
America the Beautiful Photo's
Web site or by contacting
America the Beautiful Photos. You agree to pay and
be responsible for any and all sales
taxes, use taxes, value added taxes
and duties imposed by any
jurisdiction as a result of license
granted to you, or of your use of
the Image(s), pursuant to this
Agreement.
3. PHOTO CREDIT AND TERMS
The photographers copyright
information must be included in the
finished work, either adjacent to
the Image or on a credit page in
your work. ( © photographers name).
This License is effective until it
is terminated. The license
terminates if at any time you fail
to comply with the terms of this
Agreement or the sooner of two years
after the licensing of the image or
full use of the distribution
quantity rights purchased. If this
happens, you hereby agree to destroy
all copies and archives of the Image(s), to cease using the Image(s)
for any purpose. If demanded you
agree to confirm to America the
Beautiful Photos,
in writing, that you have complied
with these requirements.
4. LIMITED WARRANTY
America the Beautiful Photos represents that it
has the right to enter into this
Agreement and has the right to grant
this license under these terms.
America the Beautiful Photos warrants that the Image(s) and/or CD-ROM (if
applicable) will be free from
defects in materials and workmanship
under normal use for a period of 30
days from the date you
receive it.
EXCEPT AS PROVIDED ABOVE, THE
IMAGE(S), CD-ROM AND ACCOMPANYING
MATERIALS (IF APPLICABLE) ARE
PROVIDED "AS IS" WITHOUT
WARRANTY OF ANY KIND, EITHER
EXPRESS OR IMPLIED, INCLUDING, BUT
NOT LIMITED TO THE IMPLIED
WARRANTIES OF MERCHANTABILITY AND
FITNESS FOR A PARTICULAR PURPOSE.
AMERICA THE BEAUTIFUL PHOTOS DOES NOT WARRANT THAT
THE IMAGE(S) WILL MEET YOUR
REQUIREMENTS OR THAT ITS USE WILL BE
UNINTERRUPTED OR ERROR FREE. THE
ENTIRE RISK AS TO THE QUALITY AND
PERFORMANCE OF THE IMAGE(S) IS WITH
YOU. SHOULD THE IMAGE(S) PROVE
DEFECTIVE, YOU (AND NOT AMERICA THE
BEAUTIFUL PHOTOS OR ANY AUTHORIZED PERSONNEL OF
AMERICA THE BEAUTIFUL
PHOTOS) ASSUME THE ENTIRE
COST OF ALL NECESSARY SERVICING,
REPAIR OR CORRECTION.
5. LIMITATION OF REMEDIES
a) Replacement or Refund:
America the Beautiful Photo's entire liability
and your exclusive remedy, with
respect to any claims arising out of
the use of the Image(s) or CD-ROMs
(if applicable), or out of actions
in receiving the Image(s), shall
be as follows:
E-mailed Images: The purchaser may
be permitted to be e-mailed the Image(s)
again, at a location
America the Beautiful Photos
will provide. If you continue to be
unable to be e-mailed the Image(s),
America the Beautiful Photos will refund your
money, provided America the
Beautiful Photos
determines in its sole and absolute
discretion that you have been unable
to be e-mailed the Image(s)
successfully.
CD-ROMs: As provided for in the
warranty above, you can receive a
replacement CD-ROM by returning the
CD-ROM and a copy of your receipt to
America the Beautiful Photos, or to a distributor
authorized by America the
Beautiful Photos. If
America the Beautiful Photos
or its authorized distributor is
unable to provide a replacement
CD-ROM which is free from defects in
materials or workmanship, this
Agreement may terminated by
returning the CD-ROM and America
the Beautiful Photos will refund your
money.
b) No Monetary Damages:
Under no circumstances
whatsoever will America the
Beautiful Photos be
liable to any entity for any
damages, including any lost profits,
lost savings, or other incidental or
consequential damages arising out of
the use or inability to use the Image(s) even if
America the Beautiful Photos or a
distributor authorized by America
the Beautiful Photos has been advised of the
possibility of such damages, or for
any claim by any other party.
6. INDEMNIFICATION
The purchaser and any person or
entity represented by the purchaser
agree to indemnify and hold
America the Beautiful Photos harmless against all claims or
liability asserted against
America the Beautiful
Photos arising out of or in
connection with any breach of any of
the terms of this Agreement.
7. GENERAL
a) Uniform Commercial Code:
You agree that this Agreement is
subject to Article 2 of the Uniform
Commercial Code and agree to be
bound by same.
b) Governing Law:
You agree that the Image(s) will not
be shipped, transferred or exported
into any country or used in any manner prohibited by the United
States Export Administration Act or
any other export laws, restrictions or regulations. You, the user,
shall at your own expense promptly
obtain and arrange for the
maintenance of all non-USA
government approvals, if any, and
comply with all laws and regulations
as may be necessary, for company’s
performance under this
Agreement. This Agreement will not
be governed by the United Nations
Convention on Contracts for the
International Sale of Goods, the
application of which is expressly
excluded.
c) Enforceability:
If any provision of this Agreement
is held to be not enforceable, such
provision shall be reformed only to the extent to make it enforceable.
8. ARBITRATION
A material part of this contract is
the Agreement to arbitrate. Any and
all disputes arising out of, under
or in connection with this
Agreement, with the exception of
copyright claims, including without
limitation, its validity,
interpretation, performance and
breach, shall be submitted to
arbitration in Denver, Colorado,
USA, pursuant to the rules of the
American Arbitration Association in
effect at the time arbitration is
demanded. Judgment upon any award
rendered may be entered in the
highest court of the forum, State or
Federal, having jurisdiction. This
Agreement, its validity and effect,
shall be interpreted under, and
governed by, the laws of the State
of Colorado, and you agree that the
arbitrators shall award all costs of
arbitration, including legal fees,
plus legal rate-of-interest to the
successful party.
9. LEGAL FEES AND JURISDICTION
If America the Beautiful Photos is obligated to go
to court, rather than arbitration,
to enforce any of its rights, or to
collect any fees, you agree to
reimburse America the Beautiful
Photos for its
legal fees, costs and disbursements
if America the Beautiful Photos
is successful.
You agree that the Superior Court of
Colorado is the agreed and
appropriate forum for any such suit,
and consent to service of process by
registered mail or overnight courier
with proof of delivery.
10. ENTIRE CONTRACT
You acknowledge that you have read
this entire agreement, understand
what you are agreeing to, and are
bound by all the terms and
conditions in it. You also agree
that it is the complete and sole
agreement between America the
Beautiful Photos and
yourself, the end user, written and
oral. Any other communication between yourself and
America the Beautiful Photos
employees does not supersede this
document. Any information provided
on the Web site or in written or
verbal form shall not be construed
as part of this agreement or an
amendment thereto.
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