LCISTOCKPLUS.COM

ROYALTY-FREE END USER LICENSE AGREEMENT

 IMPORTANT - READ CAREFULLY, THIS IS A LEGAL CONTRACT

 

This End-User License Agreement (EULA) is a legal contract between You (as defined below) (“Licensee”) and LCIStockplus.com™ and Lawrence Christmas (collectively “Licensor”). This License Agreement applies, without limitation, to Images (as defined below) contained on the website currently located at: LCIStockplus.COM, and/or any Images delivered via any storage media by Licensor.

 

  1. Acceptance: YOUR ACCEPTANCE OF THESE TERMS IS AN ABSOLUTE CONDITION TO YOUR ACCESS TO AND USE OF ANY IMAGE(S). DOWNLOADING AND/OR USING ANY IMAGE(S) FROM LICENSOR, CONFIRMS YOUR ACCEPTANCE OF THESE TERMS AND FORMS A LEGAL CONTRACT BETWEEN LICENSEE AND LICENSOR.

 

  1. Modifications: Licensor reserves the right to change any of the terms of this EULA at any time, and you agree to be bound by such changes. If you do not agree to the following terms, as may be amended, do not download or use any Image(s).

 

  1. Definitions 

 

    1. “Images” – shall mean any Licensor Image, photograph, illustration, animation, clipart, footage clip, audio clip, font, or any other audio or visual content, whether obtained via download from any Licensor website or delivered via any storage media, and shall include all metadata including keywords, descriptions, and captions associated therewith.
    2. “Storage Media” shall mean CD-ROM, digital video disc (DVD), floppy disk, or any other storage device or media now known, or hereafter created.
    3. “User” shall mean the individual, legal entity or agent entering into this license agreement or any employee or contractor of such individual, legal entity or agent that edits, manipulates or modifies the Images or are otherwise directly involved in the creative process including, but not limited to, photo editors, photo researchers, photographers, art directors or designers. All Users shall only use the Images in accordance with the terms of this Agreement.
    4. “You” and “Your” shall mean a single: (i) individual, (ii) legal entity (corporation, partnership, LLC, sole proprietorship, etc.), or (iii) agent acting on behalf of a single individual or entity.

 

  1. License
    1. Ownership: Licensor’s Images are not free or in the public domain. You must purchase one of the licenses defined in Section 6 below for each Image that you want to use for any purpose. 
    2. Protection: Licensor’s Images are watermarked and coded. If you use a watermarked or coded Image without a license, you will be contacted by Licensor’s legal representative and will be charged for your use of the Image and subject to any and all claims of copyright infringement. There are no exceptions.
    3. License Purchase: If you purchase a License in accordance with Section 6 below, then you authorize us to charge you the subscription fee listed at the time of purchase and you agree to be responsible for all charges, taxes and fees. All fees are non-refundable.

 

 

  1. Copyright and Intellectual Property 
    1. The Image(s) are copyrighted and protected under the various laws of the United States, International treaties and other applicable laws. Copyright is not transferred upon licensing of an Image. 
    2. The Image(s) shall remain the sole and exclusive property of Licensor. Use of the Images is licensed, not sold, pursuant to the terms of this EULA. 
    3. Images are not authorized to be used as part of a trademark logo design or as the subject or portion of an application for trademark registration or design patent registration. 
    4. Use of the Images without agreeing to this EULA, or a breach of these EULA terms, constitutes copyright infringement and Licensor will take such action as it deems necessary to assert its legal rights to recover.

 

  1. Grant of Rights 
    1. Standard Licenses 
      1. Standard License: Subject to your compliance with the EULA, including but not limited to Sections 7 and 8 below, if you have purchased a Standard License, then we grant you a non-exclusive, perpetual, worldwide, non-sublicensable, non-transferable license to use, reproduce, modify, or display the Image, up to 500,000 times as described below, (‘‘Standard License’’) for: 
        1. marketing, promotional, internal presentation or decoration purposes; 
        2. digital productions such as websites, mobile advertising, mobile applications, e-cards, e-publications (e-books, e-magazines, blogs, etc.); and 
        3. personal or non-commercial uses. 
        4. For clarification, you may 
          1. distribute marketing or promotional materials, internal presentations, works for decorative purposes, or digital productions that incorporate the Image; 
          2. use and display the Image on websites, if you take all reasonable actions to prevent website visitors from downloading or reusing the Image. 
      2. Standard License Specific Restrictions In addition to the restrictions in section 8 below: 
        1. You may not cause or allow any Image to be reproduced more than 500,000 times in total. For example, a Work may not appear on more than 500,000 printed materials (flyers, advertisements, covers, packages, etc.). Likewise, the Image may not be incorporated in a television program, video, or other digital production if the audience is expected to be greater than 500,000 viewers, in total. This restriction does not apply to Images that are displayed on a website, Social Media Sites, or mobile applications; 
        2. You may only distribute the Image as incorporated into an item of merchandise if: 
          1. the Image has been modified to the extent that the modification is not substantially similar to the original Image and can qualify as an original work of authorship, or 
          2. the primary value of the item of merchandise does not lie with the Image itself. For clarification, producing an unmodified Image on a poster intended for resale or distribution is not permitted, as the primary value would lie in the Image itself; 
          3. you may not use, include, or incorporate the Image in any electronic template or design template application (e.g., a web design or presentation template, or templates for electronic greeting cards or business cards); and 
          4. you may not use, reproduce, distribute, or display the Image with a press release that includes the distribution of the stand-alone image file to the media. 
    2. Enhanced Licenses. 
      1. Enhanced License: Subject to your compliance with the EULA, including but not limited to Sections 7 and 8 below, if you have purchased an Enhanced License, then you have the same rights granted by the Standard License except you are not subject to the
        500,000 limitation as described below. (‘‘Enhanced License’’). 
      2. Enhanced License Restrictions: In addition to the restrictions in section 8, the restrictions in sections 6(a)(iii) apply to any Image that is licensed as an Enhanced License. 
    3. Extended Licenses 
      1. Extended License: Subject to your compliance with EULA, including but not limited to Sections 7 and 8 below, if you have purchased an Extended License, then you have the same rights granted by the Enhanced License except you are not subject to the restrictions in section 6(a)(iii) and additionally you may distribute the Image as incorporated into any item of merchandise or other work of authorship (‘‘Extended License’’). For clarification, you may use, reproduce, distribute, or display the Image in connection with: 
        1. electronic templates and design template applications intended for resale or distribution, provided the recipient is only permitted to use or access the Image with the template; 
        2. any goods or services intended for resale or distribution, including, without limitation, mugs, t-shirts, posters, greeting cards, posters or other merchandise, and any ‘‘print on demand’’ services; and 
        3. a press release, including distribution of the stand-alone image file to the media, if the Image: 
          1. is only published in connection with the press release, and 
          2. is not used or disseminated in any other manner. 
      2. Extended License Specific Restrictions: The restrictions in section 8 apply to any Image that is licensed as an Extended License. 

 

  1. Permitted Uses
    1. Licensee may, subject to the Prohibited Uses listed below in Section 8 below, use, alter, crop, modify, or adapt the Image(s) in connection with the following permitted uses:
      1. 1.Print Media: provided that such use is not intended to allow the re-distribution or reuse of the Image(s), including advertising and promotional materials, editorial publications, and consumer merchandise. 
        1. For any Print Media usage, you MUST include the following credit adjacent to or on the same page as the Image: Image(s) provided by LCIStockPlus.com. © Lawrence Christmas. All rights reserved.
      2. 2.Internet, intranet, online or web-based media: provided the resolution of the Image(s) does not exceed 72dpi or 480x640 pixels • Broadcast and theatrical exhibitions. 
        1. For any Internet Media, You MUST include the following credit: Image(s) provided by LCIStockplus.COM. © Lawrence Christmas. All rights reserved
      3. 3.Derivative works incorporating the Image(s), provided Licensee does not use the Image(s) in any electronic template or application, including those that are internet-based, where the purpose is to create multiple impressions of an electronic printed product, including but not limited to: website designs, presentation templates, electronic greeting cards, business cards, or any other electronic or printed matter without obtaining a license for such purpose
      4. 4.Any additional usage must be approved in writing by Licensor prior to such usage. 

 

  1. Prohibited Uses
    1. Transfer: You may NOT sublicense, sell, assign, distribute, convey or transfer Licensor’s Image(s) or any of its rights under this Agreement.
    2. Third Party Download: You may NOT feature the Image(s) in a manner that would allow any third party to download, extract or access the Image(s) as a standalone file, whether online or not, including, without limitation, template works, software, services or products that are intended for reproduction by third parties on electronic or printed products, and online formats which enable it to be downloaded or distributed via mobile phone devices.
    3. Interior Design: You may NOT use or reproduce the Image for wall décor prints or interior decoration of a corporate, retail, public or private environment. 
      1. 1.Please contact Licensor for separate license and pricing.
    4. Logo: You may NOT incorporate the Image(s) into a logo, trademark or service mark.
    5. Online Sales: You may NOT use Images on sites such as cafepress.com, polyvore.com, zazzle.com, redbubble.com, etsy.com, and other similar sites that may not be listed without a premium product license. Photo sharing sites are also not permitted.
    6. Alteration: You may NOT remove any forms of identification information, copyright, trademark or watermark invisibly embedded in the electronic files as is in the original Image(s).
      1. 1.If the Image(s) are used for editorial purposes, you must include the following credit adjacent to the Image: Image(s) provided by LCIStockplus.COM. © Lawrence Christmas. All rights reserved.
    7. Endorsements: If any Image featuring a model is used in (i) a manner that would lead a reasonable person to believe that the model personally uses or endorses a product or service, or (ii) if the depiction of the model in the Image would be unflattering or unduly controversial to a reasonable person, you must accompany each such use with a statement indicating that the person is a model and the Image is being used for illustrative purposes only.
    8. Tampering: You may NOT reverse engineer, decompile, translate, or disassemble any part of the Image(s).
    9. Illegal Uses: You may NOT use the Image(s) in any way that could be considered defamatory, pornographic, libelous, immoral, obscene or fraudulent, illegal, or other nature which could reasonably bring the photographer, Licensor, a person or property in the Image to disrepute, whether by direct or in context or juxtaposition with other materials.
    10. Sensitive Uses: You may NOT use the Image(s) as part of any use involving sensitive subject matters, including, without limitation, sexual issues, sexual activity or sexual preferences, substance abuse, alcohol, tobacco, physical or mental ailments or abuse, or crime without advanced written consent from Licensor and any model in such Image(s). Sensitive subject use pertains to both commercial and editorial uses. Model releases do not grant the right to use the Image(s) in any sensitive subject matters.
    11. Compliance: You must abide by any restriction on use notified to you by Licensor before or at the time of delivery of the Image(s), either in the information accompanying the Image(s), the invoice or otherwise.
    12. Key Words: Licensor does not warrant the accuracy of the captioning, key wording, releases or any other information associated with the Image(s). You should make sure that you examine the Image(s) for possible defects (whether digital or otherwise) before sending the Image(s) for reproduction.

 

 

  1. Warranties and Limitations 
    1. LICENSOR warrants that:
      1. 1.Licensor has all necessary rights and authority to enter into and perform this EULA
      2. 2.The Image(s) will be free from defects in material and workmanship for the period of the license. 
      3. 3.Licensor will correct substantial malfunctions occurring during this warranty period provided that such malfunctions are reproducible, the Image(s) are properly registered and you give immediate notice and sufficient detail of such malfunction to Licensor. Licensor will have no responsibility in the event you fail to provide proof you licensed an Image or Images from Licensor.
      4. 4.The Image(s) as provided hereunder, and used as permitted herein, will not infringe any copyright trademark, moral right, right of privacy or any other intellectual property right of any third party.
      5. 5.LICENSOR MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE IMAGE(S), INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. LICENSOR SHALL NOT BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY GENERAL, PUNITIVE, SPECIAL, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES, OR LOST PROFIT OR ANY OTHER DAMAGES, COSTS OR LOSSES ARISING OUT OF YOUR USE OF THE IMAGE(S), LICENSOR’S BREACH OF THIS EULA OR OTHERWISE, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, COSTS OR LOSSES. IN NO EVENT SHALL LICENSOR’S MAXIMUM LIABILITY TO YOU, OR TO ANY THIRD PARTY CLAIMING THROUGH YOU, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE IMAGE(S) (WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE MONETARY AMOUNT ACTUALLY RECEIVED BY LICENSOR FOR YOUR USE OF THE APPLICABLE IMAGE(S). THE REPRESENTATIONS AND WARRANTIES MADE BY LICENSOR IN THIS AGREEMENT APPLY ONLY TO THE IMAGE(S) AS DELIVERED BY LICENSOR AND WILL BE INVALID IF YOU USE THE IMAGE(S) IN ANY MANNER NOT SPECIFICALLY GRANTED IN THIS AGREEMENT OR IF YOU ARE OTHERWISE IN BREACH OF THIS AGREEMENT.

 

    1. LICENSEE warrants that:
      1. 1.Licensee is at least eighteen (18) years of age and has the full right and authority to enter into this EULA on behalf of itself and/or its company, employer or principal
      2. 2.Licensee does not reside in any country to which export of US products is prohibited or restricted and it may not ship, transfer or export any of the Images into any country or use any of the Images in any manner prohibited by any laws, restrictions or regulations
      3. 3.Licensee will not use the Image(s) in any way that is not permitted by this EULA.
      4. 4.If Licensee is acting as an agent, it must inform its client/principal of the terms of this EULA.

 

  1. Indemnification: You agree to indemnify and hold LICENSOR and anyone associated with LICENSOR, harmless against claims damages, losses, expenses or costs, including legal costs, arising in any manner whatsoever from your unauthorized use of any Image supplied to you by LICENSOR or any other breach by you of any of your obligations under this EULA. The foregoing states LICENSOR’S entire indemnification obligation under this agreement and your sole and exclusive remedy for any alleged or actual breach of the representations and warranties set forth above.

 

  1. Termination 
    1. The rights granted in this EULA will terminate automatically without notice from LICENSOR if you fail to comply with any provision of this EULA. 
    2. Upon termination, you must immediately 
      1. 1.Stop using the Image(s); 
      2. 2.Destroy or, upon the request of LICENSOR, return the Image(s) to LICENSOR; and 
      3. 3.Delete or remove the Image(s) from your premises, computer systems and storage (both physical and electronic). In the event of termination, all rights granted will immediately revert to LICENSOR.
    3. In case of cancellation of your invoice and this EULA, you are eligible to receive a full refund provided that you have not used the Image(s), return or destroy any Image(s) or CDs, and submit a cancellation request in writing within seven (7) days of your invoice date. This is the only circumstances under which a refund will be provided under this EULA, but after seven (7) days, no cancellations will be accepted, no exceptions, no refunds made and you will be responsible for and must pay the full amount of the invoice. 
      1. 1.By requesting a cancellation and/or refund, you hereby represent and warrant that: (i) you have deleted or destroyed all downloaded Image(s), (ii) that you have not, and will not use any Image(s) from the invoice or virtual CD, and (iii) that a breach of the foregoing shall require you to immediately repay the entire proper license fee plus damages to LICENSOR.
    4. LICENSOR reserves the right to revoke the rights granted in this EULA to use the Image(s) for good cause and elect to replace such Image(s) with alternative Image(s). 
      1. 1.Upon notice of any revocation of rights granted for any particular Image, you shall immediately cease using such Image and shall where possible ensure that your agents, principals, employees, clients and customers do likewise.

 

  1. Governing Law: This Agreement is governed by the laws of the State of New York, U.S.A., excluding conflict of laws provisions and excluding the United Nations Convention on Contracts for the International Sale of Goods. You expressly agree that any disputes related to this Agreement will be resolved in a New York State or New York Federal Court of Law. If any part of this Agreement is found void and unenforceable the balance of the Agreement will remain valid and enforceable according to its terms. This Agreement represents the entire agreement between you and Licensor in connection with its subject matter.