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Image/CD license: Please read the following license in its
entirety before accepting.
KENNY GLOVER PHOTOGRAPHY IMAGE LICENSE
THIS IS A LEGAL AGREEMENT BETWEEN YOU (hereafter
"LICENSEE") AND KENNY GLOVER PHOTOGRAPHY (hereafter
"KGP"). READ THIS AGREEMENT IN ITS ENTIRETY BEFORE
YOU
DOWNLOAD ANY IMAGE AND/OR SOFTWARE. BY DOWNLOADING ANY IMAGE
AND/OR
SOFTWARE FROM OUR WEBSITE OR CD, YOU AGREE TO BE BOUND BY THE
TERMS OF THIS
AGREEMENT. IF YOU DO NOT AGREE, DO NOT DOWNLOAD OR USE ANY IMAGE
PUBLISHED BY
KGP. THESE IMAGES ARE COPYRIGHT PROTECTED.
IF YOU ARE ENTERING INTO THIS AGREEMENT ON
BEHALF OF YOUR EMPLOYER, THE LICENSE
GRANTED AND RESTRICTIONS AND LIMITATIONS RECITED HEREIN APPLY
TO YOUR
EMPLOYER AS WELL AS TO YOU AS A REPRESENTATIVE OF YOUR EMPLOYER.
SHOULD YOU
CEASE WORKING FOR YOUR EMPLOYER, YOUR EMPLOYER MAY CONTINUE TO
OPERATE
UNDER THIS AGREEMENT.
ALL OF THE IMAGES ARE COPYRIGHTED MATERIAL
EITHER BY KGP OR BY A THIRD PARTY
THAT HAS LICENSED THE USE OF THE IMAGES TO KGP.
1. GRANT OF LICENSE
KGP grants Licensee a nontransferable, nonexclusive, license
to download the images
contained on the CD and to use the Licensed images subject to
the Usage Limitations hereunder.
2. USAGE LIMITATIONS
(a) Licensee may:
(i) Use the CD on only one computer at any one time; (ii) modify,
copy, and incorporate the
images in advertising, communications, marketing, and promotional
materials, multimedia
projects, video, graphic design projects and general creative
works that you design for
yourself or your clients.
(b) Licensee may not use the images in any way that is not
specifically allowed by this
Agreement. Without limiting the generality of the foregoing you
may not:
(i) Copy the CD in its entirety or otherwise substantially reproduce
the contents of the CD;
(ii) copy any image from the CD onto more than one computer at
a time; (iii) redistribute
or resell the disc or any or all of the images, or modified versions
of the images including,
but not restricted to, portions of the images incorporated into
other images, as another
image library, or as another type of product which is similar
to, or competes with, this
product; (iv) rent, lease, time-share or sub-license the CD or
any of the images; (v) place
any of the images on a computer-network, internet, intranet,
computer bulletin board or
other form of on-line or internet-accessible service; (vi) use
any KGP product for the
purpose of creating a product or products for resale (with the
exception of books, book
jackets and CD covers), such as software, greeting cards, stationaly,
posters/prints,
T-shirts, or calendars for commercial sales, in which the primary
value of the product for
sale is the images itself. If this type of usage is required,
please contact KGP to arrange for
special licensing by calling 1-205-981-9265 (SEE BELOW FOR FURTHER
DETAILS).
3. MODEL RELEASES
The use of a Model Release is designed to hold both the photographer
and the Licensee free of
liability associated with usage. However, it does not cover all
possible uses. Images may
not endorse, promote, represent or be used in connection with
alternative
(gay and/or lesbian) lifestyles; alcohol; tobacco; illegal drugs;
psychological, psychotropic, and/or physical disorders; criminal
and/or
anti-social behaviors; sexual and/or pornographic contexts; and/or
controversial political views. In addition, any uses which may
be construed
by the model as degrading, offensive, defamatory or which deal
with
controversial subjects of any kind are not covered in the releases
KGP has
in its possession. Such uses, if they are made at all, must be
approved in
writing by KGP, prior to usage. Inquiries may be made by phone
(205-981-9265), and/or e-mail (amerikanpie@wwisp.com).
Model releases are available in most, but not all cases. Licensee
shall indemnify KGP against
any and all claims arising out of the use of an image for which
a release has not been
obtained. Model release inquiries must be made in writing prior
to usage or publication. In
any event, the limit of liability of KGP shall be no more than
the amount paid by Licensee
for license for any such image.
4. STANDARD LICENSE ENCOMPASSES THE FOLLOWING:
- Materials for internal company use and for production on third
party projects.
- In print form only for advertising and promotional materials.
- In TV or cable broadcasts.
- As a part of any on-line or electronic process or multi-media.
EXAMPLES OF ACCEPTABLE USE:
- product catalogs
- direct mail
- corporate logos
- newsletters
- advertising and editorial layouts
- trade show materials
- multi-media presentations
- corporate brochures
- web page design
- text books
- teaching materials
- permanent packaging
5. THE FOLLOWING IS A GENERAL GUIDELINE OF USAGE NOT AUTHORIZED
WITHOUT THE EXPRESS CONSENT OF KENNY GLOVER PHOTOGRAPHY
- calendars for resale
- greeting cards for resale
- stationary for resale
- CD and album covers for resale
- multimedia games/educational for resale
- clothing items for sale
- postcards for resale
- posters for resale
6. LICENSE AND RESTRICTIONS FOR FREE WATERMARKED COMPING IMAGES
CONTAINED ON THE WEBSITE
(a) Licensee may:
(i) Use the image on only one computer at any one time; (ii)
modify, copy, and incorporate the
free comping images in projects that are for personal or in-house
corporate
use for comping, rough layouts, mock-ups and browsing purposes
only.
(b) Licensee may not use the free comping images in any way
that is not specifically allowed
by this Agreement. Without limiting the generality of the foregoing
you may not:
(i) Modify, copy, and incorporate the free comping images on
the website in projects that
are communicated publicly outside of your company, including
but not limited to,
advertising, communications, web pages, marketing, and promotional
materials, multimedia
projects, video, graphic design projects and general creative
works that you design for
yourself or your clients, other than for comping, rough layouts
or mock-ups.
7. UNAUTHORIZED USE
Without limiting KGP's rights or remedies with respect to any
licensed image, unauthorized
use of a licensed images may constitute copyright infringement,
entitling KGP to exercise
all rights and remedies under United States or other Copyright
laws, including but not
limited to an injunction preventing further use and damages up
to $100,000 for each
willful infringement. Licensee acknowledges and agrees that,
in light of the value of a
licensed image, there may not be a sufficient remedy at law for
unauthorized use of such
licensed images and that KGP shall be entitled, without waiving
any other rights or
remedies, to the issuance without bond of ex-parte preliminary
or permanent injunctive or
equitable relief as may be deemed proper by a court of competent
jurisdiction.
8. LIMITED WARRANTY
KGP warrants that for a period of ninety (90) days from the date
of delivery to you as
evidenced by a copy of your receipt, the CD on which the images
are furnished, under
normal use, will be free from defects in materials and workmanship.
KGP's entire liability
and your exclusive remedy under this warranty (which is subject
to you returning this CD
and/or this software to KGP or an authorized dealer with a copy
of your receipt) will be, at
KGP's option, to replace the CD or to refund the purchase price
and terminate this
Agreement.
9. DISCLAIMER OR WARRANTIES
NEITHER KGP NOR ITS OFFICERS, EMPLOYEES, AGENTS, REPRESENTATIVES,
OR SUPPLIERS
REPRESENT OR WARRANT THE RELIABILITY, TIMELINESS OR COMPLETENESS
OF THE
LICENSED IMAGES OR THAT THE SAME IS NON-INFRINGING OR COPYRIGHT
OR OTHER
RIGHTS. ANY USE OF A LICENSED IMAGES SHALL BE AT LICENSEE'S SOLE
RISK. THE
LICENSED IMAGES ARE PROVIDED ON AN 'AS IS' BASIS WITHOUT WARRANTIES
OF ANY KIND,
EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES
OF TITLE OR
IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE,
WITH THE SOLE EXCEPTION OF THE LIMITED WARRANTY DESCRIBED IN
THE PRECEDING
PARAGRAPH. KGP DOES NOT WARRANT THAT THE OPERATION OF THIS PRODUCT
WILL BE
UNINTERRUPTED OR ERROR FREE, WILL MEET LICENSEE'S REQUIREMENTS,
OR WILL
OPERATE WITH THE COMBINATION OF HARDWARE AND SOFTWARE SELECTED
BY LICENSEE.
10. LIMITATION OF LIABILITY
In no event shall KGP or its officers, employees, agents, representatives,
or suppliers be
liable for any indirect, incidental, special or consequential
damages arising out of or
relating to any licensed image, whether based in warranty, tort,
contract, failure of
essential purpose, or otherwise. This limitation will apply even
if KGP or an authorized
dealer has been advised of the possibility of such damage. In
no event shall KGP's liability
hereunder exceed the license fees paid by Licensee hereunder.
11. INTELLECTUAL PROPERTY RIGHTS
As between KGP and Licensee, KGP retains all right, title and
interest, including copyrights
and other intellectual property rights, in and to the licensed
images.
12. TERM AND TERMINATION
This Agreement is effective as of the date entered into by Licensee
and shall remain in effect
unless terminated in accordance with this Agreement. Licensee
may terminate this
Agreement at any time upon notice to KGP. KGP may terminate this
Agreement upon notice to
Licensee in the event that Licensee materially breaches any of
its obligations under this
Agreement. Upon termination of this Agreement for any reason,
the license(s) granted
hereunder shall terminate and Licensee must immediately (i) stop
using the licensed
image(s) and (ii) delete or destroy all copies of the licensed
image(s) or, upon request of
KGP, return all such copies to KGP.
13. INDEMNIFICATION
Licensee agrees to defend, indemnify and hold harmless KGP and
its officers, employees,
agents, representatives, or suppliers from and against all claims
and expenses (including
reasonable attorneys' fees and expenses) arising out of any unauthorized
use of a licensed
image by Licensee or any third party to whom Licensee has provided
copies of, or access to,
a licensed image or any breach by Licensee of the terms of this
Agreement.
14. SURVIVAL
The terms of paragraphs: 3,5,6,7,8,9,10,13 and this Section 12
shall survive any
termination of this Agreement.
15. MISCELLANEOUS
Licensee represents to KGP that Licensee has the full right and
authority to enter into this
Agreement. This Agreement constitutes the complete and exclusive
agreement between KGP
and Licensee with respect to the subject matter hereof and supersedes
all prior discussions,
understandings and agreements with respect to the subject matter
hereof. If any provision of
this Agreement is determined by a court of competent jurisdiction
to be invalid, all other
provisions shall remain in full force and effect. Waiver by a
party of any breach of any
provision of this Agreement by the other party shall not operate
or be construed as a waiver
of any subsequent or other breach. This agreement shall be construed
in accordance with the
laws of the State of Alabama, without regard to its conflict
of laws rules. In any dispute arising
out of this agreement, Licensee consents to the exclusive jurisdiction
of the state of Alabama
and venue in the state and federal courts within Birmingham,
Alabama. Licensee may not
assign or transfer this Agreement or any rights granted hereunder
without the prior
written consent of KGP. This Agreement shall be binding on and
inure to the benefit of the
parties hereto, their successors and permitted assigns.
Kenny Glover Photography 2004©, Birmingham, AL
35242 USA
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