Invoice Terms & Conditions of Standard Rate Images
[1] Acceptance: Please read the following terms
and conditions. Your purchase through the shopping cart at the domain http://artphotoworks.com or use of this product signifies your acceptance of
these terms and conditions and form a legally binding Agreement.
[2] Licensor: All photographic material is furnished by Zoltan Szabo
photographer having offices at Borotvas u. 17. 1163 Budapest Hungary, a
Hungarian company, hereinafter referred to as Licensor.
[3] Images: Images means all photographic material
furnished by Licensor hereunder, whether digital images, transparencies, negatives, prints or otherwise.
Images purchased online through the shopping cart on the domain http://artphotoworks.com are
hereby made part of and incorporated in this agreement.
[4] Licensee: The "Licensee" is defined as the entity for whom
the image is purchased and who is the intended end user.
[5] Disclosed Agent: The "Disclosed Agent" is defined as the
party who purchases the images on behalf of the Licensee and secures the licensing rights
in
accordance with this agreement. The Disclosed Agent may be a picture researcher,
design firm, freelancer, or any other party acting on behalf of the the Licensee. In some
cases, the Disclosed Agent may be the same as the Licensee. If Licensee is not the same as the Disclosed
Agent, both parties -the Disclosed Agent and the Licensee- are bound by the terms
and conditions herein.
[6]You and Your: In this document, "you" and "your"
refer both to the Licensee and the Disclosed Agent.
[7] Copyright: Images are licensed, not sold, to Licensee by Licensor
for use pursuant to the terms of this agreement. You acknowledge and agree that all materials contained herein are proprietary and
constitute valuable intellectual property. The copyrights are owned by
Zoltan Szabo and are protected under the Copyright Act
of the United States (Title 17 of the U.S. Code) and the copyright laws of your
country. Any use of the
Images in violation of
this agreement will constitute copyright infringement and will be a breach of
the contract. Except as otherwise specifically provided herein, all
Images and rights, including copyright, remain the sole and exclusive property of
Licensor.
[8] Grant of License: Images may be used for any items for
resale, in accordance with this agreement, provided that these products shall
not be used to allow the re-distribution, or re-use, or re-sale of the Image. Unless otherwise specified on the invoice
the following limitations, or time-frame apply to the following types of use
irrespective whether it is for advertising or editorial: Annual Report: 1 year,
Book: 3 year, Catalog: 1 year, Calendar: 1 year, Direct Mail/Brochures: 1 year,
Poster: 3 years, Postcards/Greeting Cards/Puzzles: 3 year.
[9] Standard Rate Images: In accordance with the terms and conditions of
this document, Licensor grants Licensee to use the Images for a. commercial print
publishing including consumer merchandise, or b. editorial print publishing, or
c. multimedia usage including the worldwide
web. Images used for print publishing (commercial or editorial) include one
month use on 25 domains on the World Wide Web, or in case your use corresponds
to that specified under the paragraph "8" "Grant of
License", images are licensed to be used on 25 domains on the World Wide
Web for a time frame specified under paragraph "8". There is no specific restriction
about the placement or type of publication the Image is used for. An Image
may be used for front or back cover, full page spread, or as a poster, or
otherwise. All prices are for 70,000 maximum print quantity
or impressions (including collateral uses) non-exclusive
worldwide distribution. The
price for 70 000-500 000 impressions is twice the standard
rate. Packaging
including but not limited to CD/software/music is expressly excluded types of use under this agreement.
[10] Additional Provisions: Any additional use require the prior written agreement of Licensor on terms to be negotiated.
Details of your use of the Image will appear on the invoice as you have
specified using the online form at the domain http://artphotoworks.com. Proper identification
of the Licensee is a material
term of this agreement. No rights are granted until Licensee is identified
to the Licensor. Submission of false or misleading information
will nullify this agreement and result in the immediate
forfeiture of rights hereunder to use the Images without refund. All information
provided is confidential and serves for verification purposes when deemed
necessary. All websites that the Images are used on must show Licensee name within the
publicly accessible records of the InterNIC or other registration
agency. If the name is not registered with InterNIC or other
registration agency, the name of the Licensee must be easily
found on each web site.
[11] Limited Use Granted: You may use the Images only as specified on the face of the invoice and for no other
purpose, no other rights are granted by your possession of the Images or
the invoice. All rights not granted on the invoice are specifically reserved for
the Licensor. You agree
the Images will not be used in any way that is defamatory, pornographic or fraudulent, either by making alterations to it, or by the use of accompanying
text. Furthermore any Image with a recognizable person cannot be used in
a manner that is humiliating, libelous or damaging to that person. Images,
including but not limited to any copy, back up or archive created will be destroyed
within fourteen (14) days after
publication, or after your rights have expired as specified on the invoice. You
assume responsibility to contact Licensor in order to request rights to re-use
the Images for the same usage as outlined on the invoice.
[12] Permitted Use: You may back up, copy, or archive the Image for
internal use, and only as necessary for that use. The copy or archive created
must include the Image's copyright information. You may use the Image in print
and electronic media, including advertising and editorial use, and consumer
merchandise pursuant to the terms of this agreement.
[13] Unauthorized Use: You may
not alter the Images, including but not limited to reverse engineer, decompile,
or disassemble, to make them appear to be copyrighted property
of anyone other than Licensor, including but not limited to any derivative
(where an image is used as a source to create another
image) of an
Image. You are NOT licensed to rent, lease, transfer, network,
reprise display and resell, or distribute the Images, except as
specially provided herein. It is also prohibited to use the Images in a product
whereby the purchaser or licensee of that product can then use the Images for
its own purposes. You may not use the Image or any part of it as part
of a trademark, service mark, or logo; you may not establish your own rights
over any part of the Image. It is strictly forbidden
to post the Product, part or in whole on one or several newsgroups or on different postings.
[14] Rights of Disclosed Agent: The Disclosed Agent is granted the rights
listed under the paragraph "11" "Limited Use Granted" and
paragraph "12", "Permitted Use" provided
that these rights are used solely in a final product published by Licensee.
[15] Photo Credit: All Images used editorially or for multimedia usage
including the worldwide web, must accompany the following phrase "Photo:
artphotoworks.com" as an adjacent credit line. You agree that the invoice amount will be tripled if said credit is
improper or not provided.
[16] Samples: You shall provide two free copies and tear sheets, at your own expenses, of uses appearing in print and a
semi-annual statement of sales and subsidiary uses for Images appearing in books.
[17] Liquidated Damages:
Licensor agrees to forego
its rights in respect to copyright infringement on condition that you pay, three (3) times the
maximum amount that would have been charged for the use appearing on the
invoice, within ten (10) days of our billing such fee.
In the event such
payment is not performed in ten (10) days, this liquidated damages provision shall be void,
and there from all legal actions will be made to prosecute for copyright infringement and breach of
contract to the fullest extent of the law.
[18] Payment Terms: No rights are granted until full and timely payment is made.
A service charge of 2% per month on unpaid balance will be charged.
[19] Revocation of License: Licensor may revoke End User's license
in the event that violates one or more of the provisions of this license. If
End User declares bankruptcy,
the license is automatically revoked.
[20] Indemnification: Provided Licensor has acted in accordance with
this agreement you agree to indemnify and hold Licensor harmless
against all claims or liability asserted against Licensor arising out of or in
connection with any breach or alleged breach of any of the terms of this
Agreement. Additionally Licensee will indemnify and defend Licensor against all claims, liability,
damages, costs, and expenses, including reasonable legal fees and expenses, arising out of any use of any photographs for which no release was furnished by
Licensor, or any photographs which are altered by Licensee. Unless so furnished, no release exists.
Licensor's liability for all claims shall not
exceed in any event the total amount paid under this invoice.
[21] Modifications: No
amendment or waiver of any terms is binding unless set forth in writing and
signed by the parties.
[22] Transfer of Rights: You
may not assign or transfer this agreement or any rights granted hereunder,
unless the prior written consent of Licensor is obtained. Licensee may transfer
these rights to other agents or contractors, provided that these rights are in
accordance with the provisions listed under paragraph "14",
"Rights of Disclosed Agents". This
agreement binds and inures to the benefit of Licensor,
[23] Waiver of Contractual Right: If any provision of this agreement shall be
held invalid or unenforceable for any reason, the remaining provisions
shall continue to be valid and enforceable. The failure of either party to
enforce any provision of this agreement shall not be construed
as a waiver or limitation of that party's right to subsequently
enforce and compel strict compliance with every provision of this
agreement.
[24] Limited Warranty: Licensor warrants the
images are fully copyrighted, and Images are free of intellectual property violations only.
Except as provided above Images are provided as is
without any warranty of any kind.
Except as specifically stated in this document, neither Licensor nor its principals, employees, agents and affiliates, and their
respective heirs, legal representatives, successors and assigns will be liable for damages of any kind (including,
but not limited to, lost profits, direct, indirect, consequential, or punitive damages)
arising out of your use of; your inability to
use; the Images.
[25] Applicable Law: The laws of Hungary shall govern this agreement. If
Licensor is caused to present claims or suit as a result of any breach of the
above terms set forth, it shall be made whole for such reasonable legal fees and
costs by You herein.
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