Comping License Agreement for Rights-Managed Images
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND Paco Feria / travelreportages.com
PLEASE READ THIS AGREEMENT CAREFULLY. BY DOWNLOADING AND/OR USING ANY
IMAGE YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.
IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT DO
NOT DOWNLOAD OR USE ANY IMAGES CONTAINED IN THIS SITE.
IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF YOUR EMPLOYER AND/OR
PRINCIPAL, THIS LICENSE AND ALL THE RESTRICTIONS AND LIMITATIONS RECITED
HEREIN APPLY TO YOUR EMPLOYER AND/OR PRINCIPAL AS WELL AS TO YOU AS A
REPRESENTATIVE AND/OR AGENT OF YOUR EMPLOYER AND/OR PRINCIPAL. YOU HEREBY
FURTHER WARRANT AND REPRESENT TO Travel Reportages THAT YOU HAVE FULL
AND EXPRESS AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF YOUR
EMPLOYER AND/OR PRINCIPAL AND THAT YOU WILL NOT USE ANY IMAGE OBTAINED
FROM Travel Reportages FOR THE BENEFIT OF ANY OTHER PERSON OR ENTITY
WITHOUT ENTERING INTO A SEPARATE LICENSE WITH TRAVEL REPORTAGES.
ALL THE IMAGES INCLUDED IN THIS SITE ARE COPYRIGHTED AND ALL RIGHTS
TO THESE IMAGES ARE OWNED BY Travel Reportages AND/OR ITS LICENSORS.
BY THE PRESENT AGREEMENT YOU ARE ONLY GRANTED THE LIMITED RIGHT TO USE
THE IMAGES FOR COMPS AND LAYOUTS IN ACCORDANCE WITH THE TERMS OF THE
PRESENT AGREEMENT. ALL RIGHTS THAT ARE NOT SPECIFICALLY GRANTED TO YOU
BY THIS AGREEMENT ARE RESERVED.
I. Grant of license for comping
use only
1.1 By this Agreement, Travel Reportages grants to you,
for a period of thirty (30) days (hereinafter the "Term"),
a non-exclusive, non sub-licensable, non assignable and non-transferable
right to use the images you have selected (hereinafter "the Images")
solely for internal evaluation and/or to create preliminary layouts and
comps. You may make only one copy of the Images into your personal computer
for the limited purposes of examination and preliminary layouts and comps.You
hereby agree upon expiration of the Term to immediately stop using the
Images and destroy any digital copy of the Images.
II. Unauthorized uses
2.1 By the present agreement, you ARE NOT granted
the right to:
2.1.1 use the Images in any final materials including
but not limited to, advertising, marketing, editorial materials or any
other commercial application of the Images.
2.1.2 sublicense, sell, distribute or make available
for use or distribution, by any means, the Images whether in whole or
in part.
2.1.3 place and distribute the Image in any online or
other electronic distribution system (except that you may transmit comps
digitally or electronically to your clients for their review).
2.1.4 use the Images for any form of pornography, or
in a libelous, defamatory, fraudulent, infringing or other illegal manner.
2.1.5 use the Images or allow the use of the Images
in any way that violates the right to privacy or publicity.
2.1.6 use the Images outside the parameters of use stated
in Section 1 above.
2.2 Without limiting Travel Reportages's rights on the
Images, any unauthorized use of the Images constitutes copyright infringement
entitling Travel Reportages to exercise all rights and remedies under
applicable copyright laws and treaties.
2.3 You agree to indemnify and hold Travel Reportages
and its licensors harmless from any and all claims, liabilities, damages,
costs and expenses including lawyer's fees, arising from any unauthorized
use of an Image.
III. Severability
3.1 Should any provision of this Agreement be found
invalid, illegal or unenforceable in any respect, the validity, legality
and enforceability of the remaining provisions shall not be affected
and shall remain in full force and effect.
IV. Law and venue
4.1 This Agreement, and all matters collateral thereto,
shall be governed by and construed in accordance with the laws of Spain,
excluding the application of its conflicts of law rules, and any dispute
arising hereunder shall be litigated solely in a court of competent jurisdiction
in Barcelona, Spain. Notwithstanding the foregoing, this provision shall
not prevent Travel Reportages, from addressing any competent court, tribunal
or venue to which it might be entitled, in order to seek for interim
measures or any other legal remedies.
This Agreement shall not be governed by the United Nations
Convention on Contracts for the International Sale of Goods, the application
of which is expressly disclaimed.
License Agreement for Rights-Managed Images
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND Travel Reportages
(APLICACIONES DE LA IMAGEN, S.L.). PLEASE READ THIS AGREEMENT CAREFULLY.
BY DOWNLOADING AND/OR USING ANY RIGHTS MANAGED (RM) IMAGE YOU AGREE TO
BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT
AGREE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT DO NOT DOWNLOAD
OR USE ANY IMAGE CONTAINED IN THIS SITE.
IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF
YOUR EMPLOYER AND/OR PRINCIPAL, THIS LICENSE AND ALL THE RESTRICTIONS
AND LIMITATIONS RECITED HEREIN APPLY TO YOUR EMPLOYER AND/OR PRINCIPAL
AS WELL AS TO YOU AS A REPRESENTATIVE AND/OR AGENT OF YOUR EMPLOYER AND/OR
PRINCIPAL. YOU HEREBY FURTHER WARRANT AND REPRESENT TO Travel Reportages
THAT YOU HAVE FULL AND EXPRESS AUTHORITY TO ENTER INTO THIS AGREEMENT
ON BEHALF OF YOUR EMPLOYER AND/OR PRINCIPAL AND THAT YOU WILL NOT USE
ANY RIGHTS MANAGED IMAGE OBTAINED FROM Travel Reportages FOR THE BENEFIT
OF ANY OTHER PERSON OR ENTITY WITHOUT ENTERING INTO A SEPARATE LICENSE
WITH Travel Reportages .
ALL IMAGES ARE COPYRIGHTED AND ALL RIGHTS TO THESE IMAGES
ARE OWNED BY Travel Reportages AND ITS LICENSORS. Travel Reportages RETAINS
ALL RIGHTS NOT SPECIFICALLY GRANTED TO YOU BY THIS AGREEMENT. YOUR RIGHT
TO USE ANY RIGHTS MANAGED IMAGE IS SUBJECT TO YOUR FULL PAYMENT OF THE
LICENSE AND THE RESTRICTIONS SET FORTH IN THIS AGREEMENT.
I. Definitions
1.1 In this Agreement the following terms should have the following
meanings:
RM Image
(Rights Managed Image): means any visual representation
generated optically, electronically, digitally or by any other means
and which is licensed by Travel Reportages according to the terms
of the present License agreement.
Invoice: means
the computer generated or pre-printed invoice which includes without
limitations the permitted scope of use of the RM Imagesselected and the
corresponding price for the license of such RM Images.
Reproduction: means
any form of copying or publication of the whole or part of any RM Image
by any means whatsoever. Reproduction shall also include any distortion
or manipulation of the whole or part of any RM image.
II. Rights Granted
2.1 Conditioned upon your full payment of the license
and your compliance with the terms of the Invoice and this Agreement
(including all restrictions), Travel Reportages grants You a non-exclusive
(unless otherwise stated in the Invoice), non-sublicensable, non-transferable
right to reproduce the RM Images listed in the Invoice in accordance
with the reproduction rights granted and specified in the Invoice.
2.2 The rights hereby granted to you are non-transferable
which means that any work that you produce using an RM Image must be
for your own use, or for the use of your direct employer or client, who
must be the end-user of your work (as long as all relevant data pertaining
to any such end-user is clearly stated in the Invoice for having been
provided to Travel Reportages prior to licensing). In any such event,
You hereby agree to be jointly and severally liable for any breach of
the terms hereof by your employer and/or client.
2.3 Unless otherwise specified on the Invoice, the license
granted on the RM Images are strictly limited to the use, medium, period
of time, print run, placement, size of image, territory and any other
restrictions specified on the Invoice, which is incorporated into this
agreement by this reference, and as incorporated together with this agreement
constitutes the full license granted.
2.4 Unless otherwise stated in the Invoice, all licenses
on the RM Images are granted for a one time use, in a single publication,
single size, single territory, in one single language, and for a term
of one (1) year from the date the applicable Invoice is issued.
2.5 All rights not specifically granted to You are reserved.
The license fee on the RM Images depends on the nature of the rights
granted, therefore You undertake to obtain an additional license before
undertaking any expanded use of any RM Image.
2.6 The following credit line is required for any editorial
use of any RM Image " [Photographer's name]/[Travel Reportages]" For
commercial uses, you shall include the credit described above when customary
and appropriate.
III. Restrictions on use
3.1 The RM Images may not be used for any pornographic,
unlawful purpose or use or to defame any person or violate any person's
right of privacy or publicity or to infringe upon any copyright, trade
name, trademark or service mark of any person or entity. Advance written
permission from Travel Reportages is required for use of any RM Images
for sensitive subjects, including without limitation, topics that may
depict the subject matter of an RM Image in a negative or unfavourable
light or subject persons to ridicule, and topics regarding all sexual
issues, substance abuse, physical or mental abuse, alcohol, drugs, tobacco,
AIDS, cancer, or serious physical or mental ailments, or the disparagement
of a person or product.
3.2 Travel Reportages reserves the right not to license
any RM Image for any reason whatsoever.
3.3 You may only use a single copy of the RM Image
on a single computer. You may only download the RM Images onto one (1)
computer hard drive or other computer medium and may not otherwise make,
use or distribute copies of the RM Images for any purpose except as otherwise
provided in the Invoice. Notwithstanding the foregoing, You shall be
allowed to make one (1) backup copy for security purposes only.
3.4 Upon termination or expiration of the license, You
shall cease any use of the RM Images and promptly erase or destroy any
reproducible copies of the same.
IV. Unauthorized uses and indemnification
4.1 Any use of any RM Image beyond the scope of t he
license set forth on the Invoice or in a manner not expressly authorized
by/or in breach of the present Agreement constitutes infringement of
copyright, entitling Paco Feria / travelreportages.com to exercise all
rights and remedies available under all applicable laws.
4.2 You shall be responsible for any damages resulting
from any such copyright infringement, including without limitation any
claims by a third party and you hereby agree to indemnify and hold harmless
Travel Reportages and its subsidiaries, successors, affiliates, parent,
officers, directors, employees, contractors, content providers, licensors,
distributors or agents, against all claims (including without limitation,
claims by third parties), liability, damages, judgments, settlements,
costs and expenses, including reasonable legal fees and expenses, arising
out of or related to any unauthorized use of any RM Image or any breach
of any terms and conditions or restrictions of the present Agreement,
(including any terms, conditions and restrictions included on the Invoice).
V. Releases
5.1 The rights that Travel Reportages grants do not
include a license to, and Travel Reportages makes no warranties or representations
that it licenses any rights related to any persons, places, properties
(real, personal or any other kind) or subject matter depicted in the
RM Images. The RM Images may be subject to copyrights, trademarks, rights
o publicity, moral rights, property rights or other rights belonging
to a third party. You are solely responsible for determining whether
the use of the RM Images requires the consent of any other party or the
license of any additional rights. You shall not rely solely on the information
provided by Travel Reportages. You are solely responsible for obtaining
all required releases and clearances which may be required. If You are
unsure whether additional rights are required, it is Your sole responsibility
to obtain appropriate legal counsel.
5.2 When Travel Reportages states in writing that a
model or property release exists for any particular RM Image, Travel
Reportages is only stating the existence of any such release without
providing any representation or warranties on such release including
without limitation any representation or warranties with regards to its
validity, enforceability or fitness for any particular purpose.
5.3 In the event that Travel Reportages erroneously
advices You that an RM Image is released when it is not, Travel Reportages's
sole liability shall be the amount paid for the license of that particular
RM Image.
VI. Payment 6.1
You are responsible for ensuring that all the information appearing
in the Invoice is true, accurate and complete.
VII. Credit or cancellation
7.1 If any licensed Image is not reproduced by you
in any way, You can, within thirty (30) days of the date of the Invoice,
request in writing, the cancellation of the License, Travel Reportages
may then proceed to cancel the Invoice and issue a full credit to your
account or credit card. Nothing in this section shall apply to service,
administration and shipping fees which shall be payable according to
the terms stated on the Invoice and shall be non-refundable.
7.2 After 30 days, no cancellations will be accepted
and the full amount invoiced shall be paid.
VIII. Warranty and limitation of liability
8.1 Travel Reportages warrants that: it has all necessary
rights and authority to enter into and perform this Agreement. EXCEPT
AS PROVIDED IN THIS SECTION, Travel Reportages MAKES NO WARRANTIES (EXPRESS
OR IMPLIED) WITH RESPECT TO THE RM IMAGES. AS STATED IN SECTION V ABOVE,
Travel Reportages GRANTS NO RIGHTS AND MAKES NO WARRANTIES WITH REGARDS
TO THE USE OF NAMES, TRADEMARKS, TRADE DRESS, DESIGNS OR WORKS OF ART
OR ARCHITECTURE DEPICTED IN ANY IMAGE, AND YOU MUST SATISFY YOURSELF
THAT ALL THE NECESSARY RIGHTS AND CONSENTS REGARDING ANY OF THE ABOVE,
AS MAY BE REQUIRED FOR THE INTENDED USE HAVE BEEN OBTAINED. WHILE Travel
Reportages MAKES EFFORTS TO USE ACCURATE CAPTION INFORMATION, Travel
Reportages DOES NOT WARRANT THAT SUCH INFORMATION IS ACCURATE. Travel
Reportages MAKES NO OTHER WARRANTY, EXPRESS OR IMPLIED REGARDING ANY
RM IMAGES INCLUDING, WITHOUT LIMITATION, THAT THE RM IMAGES ARE ERROR
FREE, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE.
8.2 EXCEPT FOR ANY LIABILITY WHICH CANNOT BY LAW BE
EXCLUDED OR LIMITED, NEITHER Travel Reportages NOR ANY OF Travel Reportages'S
SUBSIDIARY, SUCCESSOR, PARENT, AFFILIATE, PARTNER, OFFICER, DIRECTOR,
EMPLOYEE, CONTRACTOR, CONTENT PROVIDER, LICENSOR, DISTRIBUTOR OR AGENT
SHALL BE LIABLE FOR ANY GENERAL, PUNITIVE, SPECIAL, INDIRECT, CONSEQUENTIAL
OR INCIDENTAL DAMAGES, OR LOST PROFITS OR ANY OTHER DAMAGES, COSTS OR
LOSSES ARISING OUT OF THE USE OR INABILITY TO USE THE RM IMAGES OR OTHERWISE,
EVEN IF Travel Reportages HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES, COSTS OR LOSSES. Travel Reportages'S MAXIMUM LIABILITY ARISING
OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE IMAGES
SHALL, TO THE EXTENT PERMITTED BY LAW, BE LIMITED TO THE LICENSE PAID
FOR THE PARTICULAR RM IMAGE.
8.3 THE REPRESENTATIONS AND WARRANTIES MADE BY Travel
Reportages IN THIS AGREEMENT APPLY ONLY TO THE RM IMAGES AS DELIVERED
BY Travel Reportages AND WILL BE INVALID IF THE RM IMAGES ARE USED IN
ANY MANNER NOT SPECIFICALLY AUTHORIZED IN THIS AGREEMENT.
IX. Severability
9.1 Should any provision of this Agreement be found
invalid, illegal or unenforceable in any respect, the validity, legality
and enforceability of the remaining provisions shall not be affected
and shall remain in full force and effect. Such provisions shall be revised
only to the extent necessary to make them enforceable.
X. Entire Agreement
10.1 This Agreement contains all the terms of the license
agreement for the RM Images and no terms or conditions may be added or
deleted unless made in writing and signed by an authorized representative
of both parties. In the event of any inconsistency between the terms
contained herein and the terms contained on any purchase order or other
communication sent by You, the terms of this Agreement shall govern.
XI. Law and Venue
11.1 This Agreement, and all matters collateral thereto,
shall be governed by and construed in accordance with the laws of Spain,
excluding the application of its conflicts of law rules, and any dispute
arising hereunder shall be litigated solely in a court of competent jurisdiction
in Barcelona, Spain. Notwithstanding the foregoing, this provision shall
not prevent Travel Reportages, from addressing any competent court, tribunal
or venue to which it might be entitled, in order to seek for interim
measures or any other legal remedies.
11.2 This Agreement shall not be governed by the United
Nations Convention on Contracts for the International Sale of Goods,
the application of which is expressly disclaimed.
If you are unsure of your rights under this License
Agreement or would like to acquire additional rights, please contact
us via email info@travelreportages.com
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