Terms and Conditions
This Agreement is made on the day of purchase between World-Photos.com (the
Company) and you the user ("the Licensee"). In consideration of you paying the
agreed license fee and in consideration of your agreeing to be bound by the
terms and conditions contained in this legal Agreement, World-Photos.com agrees
to allow you to use the image(s) in the manner permitted by this Agreement on
the terms and conditions below:
Rights
- In consideration of the obligations, warranties and undertakings of the
Licensee in this Agreement, and subject to and conditional upon their full and
timely performance and observance, the Company grants to the Licensee a
non-transferable non-exclusive license to use the image(s).
- The image(s) may be accessed and used by the Licensee.
Warranties
The Company agrees with the Licensee that:
- To the best of the Company's knowledge, the images are not obscene or
blasphemous, and do not infringe any rights of copyright or rights of third
parties, but no right of action shall accrue against the Company in the event
of the said images being deemed or found to be obscene or blasphemous or an
infringement of third party rights.
- All consents from individuals featured in images have been obtained but
that this consent relates only to activities permitted by the terms of this
Agreement. Furthermore, no claim or action of any sort can arise against the
Company in this Agreement for the use of these images or any possible Third
Party actions and no liability can attach to the Company for any acts,
omissions or failures on the part of the Licensee to comply with the terms of
this Agreement.
Payment
- The Licensee agrees to pay in advance for the licensed use of the images
and data as agreed under the terms of this Agreement in advance of any use of
such images.
- The Licensee warrants, undertakes and accepts that permission to use the
said photographic works, the subject matter of this Agreement will only be
deemed to have been given after receipt by the Company of the agreed
remuneration, and the Licensee fully accepts that the Licensee has no right to
use the said images in any manner until the said remuneration has been paid in
full.
Undertakings of Licensee
The Licensee warrants and undertakes, confirms and agrees with the
Company:
- That all rights of a proprietary and copyright nature and title in and to
the image(s) and materials are expressly acknowledged as the property of the
Company and subject only to the non-exclusive, non-transferable license
contained in this Agreement, which does not confer any copyright or proprietary
rights of any nature whatsoever on the Licensee aside from the uses specified
in this Agreement.
- The Licensee shall use the image(s) in the manner and in the context agreed
by the Company and as outlined in this Agreement and shall not by any act or
omission impair or prejudice the copyright in the images, or violate any moral
right or deal with the images or materials so that any third party might obtain
any lien or other right of whatever nature incompatible with the rights of the
Company, and nothing may be superimposed, inserted, transposed, merged or added
to the said images nor may they be altered or distorted in any way or used in
any fashion which could be regarded as derogatory, offensive, blasphemous,
defamatory, libellous, obscene, immoral or pornographic. Furthermore, no part,
segment or piece of any image, no matter how small, may be used or merged in
connection with other images or artwork so as to create a new image which could
be regarded as derogatory, offensive, blasphemous, defamatory, obscene,
immoral, pornographic or libellous.
- The Licensee shall ensure that all copies of the image(s)and materials
published and distributed by the Licensee shall contain full and accurate
copyright notices, credit attributions and acknowledgments that the copyright
is retained in the works by the Company, and that reproduction is permitted
under limited license from the Company.
- The Licensee shall give full particulars to the Company as soon as the
Licensee becomes aware of any actual or threatened claim by any third party in
connection with the images.
- The Licensee shall retain total control and possession at all times of the
images and materials and ensure that these are kept in safe and secure storage
facilities and shall not allow the images or materials to fall into the hands
of third parties who are not licensed by this Agreement.
- The Licensee shall indemnify and keep fully indemnified the Company from
and against all actions, proceedings, claims, demands, costs (including any
legal costs or expenses properly incurred and any compensation costs and
disbursements paid by the Licensee on the advice of their legal advisors to
compromise or settle any claim), awards and damages arising directly or
indirectly as a result of any breach or non-performance by the Licensee of any
of the Licensee's undertakings, warranties or obligations under this Agreement.
- The Licensee warrants and undertakes not to assign or license the use of
the images and materials or any image or any portion thereof for any purpose
other than those purposes specifically agreed between the Company and the
Licensee under this Agreement. In particular, the Licensee may not loan, rent,
hire or otherwise transfer or purport to transfer the right to use the
photographic materials or works in any way to any other person or entity.
- The Licensee accepts that the Company supplies the images and materials "as
is" and that the Company makes no warranty either express or implied of
merchantability, fitness for purpose, type or quality of image or compatibility
with any other facility. The company shall not be liable for any damages
whether direct, indirect, consequential or incidental arising out of the use of
the said images either as permitted under this license Agreement or otherwise.
- The Licensee accepts and warrants that use of the images shall not infringe
any third party rights, of any nature, and any liability for the infringement
of third party rights, of whatsoever nature, shall rest with the Licensee.
Miscellaneous
It shall constitute repudiation by the Licensee of its obligations under this
Agreement if:
- The Licensee fails to pay any amount due under this Agreement within two
weeks of the due date.
- The Licensee is in breach of any other term of this Agreement.
- Any of the Licensee's representations shall prove to have been incorrect.
- The Licensee is declared or becomes insolvent or bankrupt, or the Licensee
is put into examiner ship, receivership, administration or liquidation. The
Company reserves the right to accept such repudiation on the part of the
Licensee and to determine the license Agreement forthwith and to demand the
immediate return of all images and materials in whatever form supplied or held
created or produced by the Licensee.
- The Licensee or anyone using the Licensee's credit card or any party which
paid for the image(s), invokes a chargeback.
- The provisions of this Agreement shall be governed by and construed in
accordance with the laws of England, whose courts shall be the courts of sole
jurisdiction in relation to this Agreement.
- This Agreement contains the full and complete understanding between the
parties, and supersedes all prior arrangements and understandings whether
written or oral appertaining to the subject matter of this Agreement, and may
not be varied except by an instrument in writing signed by all the parties to
this Agreement.