For Digital File Customers:
THIS IS A LEGAL AGREEMENT BETWEEN YOU, YOUR COMPANY, YOUR EMPLOYER AND/OR YOUR CLIENT (in the case you are an agent acting for a single client), AS THE CASE MAY BE (COLLECTIVELY "YOU"), AND IZAND COMPANY.
PLEASE READ THE FOLLOWING TERMS AND CONDITIONS. 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 IZAND COMPANY CONFIRMS YOUR ACCEPTANCE OF THESE TERMS AND FORMS A LEGAL CONTRACT BETWEEN YOU AND IZAND COMPANY.IZAND COMPANY reserves the right to change any of the terms of this Agreement 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).
LICENSE
A. Definitions:"Comp Usage" is defined as
the creation of a temporary test use, rough layout or comprehensive
rendering of a proposed work for client review, internal company review
or testing. The Image may not be used in any materials distributed
outside of your company or that is accessible to the public or any final
product, including, without limitation, any online or other electronic
distribution system (except you may transmit comps digitally or
electronically for their review) and may not be sold or sublicensed
alone or as part of any product.
"Image(s)" shall mean, digital
video, graphics, illustrations, images, motion sequences, photographs or
any other visual representation regardless of whether the Image(s) are
obtained via download from Izand company Websites, delivered via any
storage media (CD, DVD, disk, etc.) that is now known or may become
known in the future, or obtained from a IZAND COMPANY authorized
distributor, together with all accompanying metadata and other material.
"Storage Media" shall mean
CD-ROM, digital video disc (DVD), floppy disk, or any other storage
device or media now known, or hereafter created.
"You" 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.
B. Copyright:The Image(s) are copyrighted
and protected under the various laws of the United States, International
treaties and other applicable laws. The Image(s) shall remain the sole
and exclusive property of IZAND COMPANY. Use of the Images is licensed, not
sold, pursuant to the terms of this License Agreement. Use of the Images
without agreeing to this License Agreement, or a breach of these
License Agreement terms, is copyright infringement.
C. Grant: IZAND COMPANY grants you a
non-exclusive and non-transferable license to use the Image(s) only as
provided in this License Agreement.
D. Permitted Uses:(I) Use the Image(s) in any
electronic or print media, including advertising and editorial use,
provided such use is not intended to allow the re-distribution or re-use
of the Image(s).
(II) Use the Image(s) in any
items for personal use or resale, including book covers, calendars,
consumer merchandise (T-shirts, posters, art, etc.), provided such use
is not intended to allow the re-distribution or re-use of the Image(s).
(III) Modify or alter the
Image(s) as necessary for your use, provided that if such modification
or alteration constitutes a derivative work, the rights to all such
derivative works shall belong exclusively to IZAND COMPANY and that you
shall only use such derivative work in accordance with this Agreement.
If requested by IZAND COMPANY, you agree to execute a written assignment of
any such rights, including copyrights, at no cost to IZAND COMPANY.
(IV) Use the Image(s) as decor in
an office, lobby, public area, restaurant, or retail store.
(VI) Use the Image(s) as design elements in video, film, or television broadcasts.
(VII) Use the Image(s) in
connection with your business or entity, e.g. corporate identity
documents and letterhead, except as prohibited below.
E. Prohibited Uses: You may NOT:(I) Sublicense, distribute, transfer or assign the Image(s) or rights to the Image(s).
(II) Reverse engineer, decompile, translate, or disassemble any part of the Image(s).
(III) Copy or reproduce the Image(s)
(IV) Remove any copyright,
trademark or watermark from any place where it appears on the Image(s).
(V) Display the Image(s) in any
digital format or for any digital use at a resolution greater than 72
ppi, except in editorial or preliminary design work. Doing so will be
viewed as an attempt to distribute the Image(s) in violation of this
Agreement.
(VI) Use the Image(s), or any
part of the Image(s), as part of a trademark, service mark, or logo.
IZAND COMPANY retains the full rights to the Image(s), and therefore you
cannot establish your own rights.
(VII) Use the Image(s) to compete
with IZAND COMPANY. IZAND COMPANY is in the business of licensing images to its
customers. It is the specific intent of this provision to prohibit you
from using the Image(s) to enter, either directly or indirectly, a
similar or competing business.
(VIII) Use the Image(s) in a
product or service whereby the Image(s) can be used apart from a product
or service.
(IX) Use the Images(s) in any
downloadable format intended for multiple distribution including,
without limitation, Web site templates, software products, e-greetings,
etc.
(X) Use the Image(s) in any way
that could be considered defamatory, pornographic, libelous, immoral,
obscene or fraudulent, or illegal, either by making physical changes to
it, in the juxtaposition to accompanying text or images, or otherwise.
(XI) Use Image(s) as part of any
use involving sensitive subject matters, as determined by IZAND COMPANY,
including but not limited to the following: all sexual issues, sexually
transmitted diseases, substance abuse, alcohol, tobacco, AIDS, cancer,
mental ailments, Homosexual or alternative lifestyles, and physical or
mental abuse, without advance written consent from IZAND COMPANY and any
model in such Image(s). Sensitive subject use pertains to both
commercial and editorial uses. Contact IZAND COMPANY for verification of
model releases. Availability of model releases does not grant the right
to use Image(s) in any sensitive subject matters.
"XII)
Use any of the Images for any commercial purposes in excess of 100,000
printed copies without explicit written permission. NOTE: Web page
impressions are unlimited"
F. Additional Terms:(I) IZAND COMPANY reserves the
right to (i) not permit use of any Image(s) for any reason whatsoever;
and (ii) notify you that certain Image(s) are no longer available for
use. Upon such notification, the license to use such Image(s) shall
automatically and immediately terminate.
(II) All other rights not expressly granted to you are reserved solely for IZAND COMPANY.
GENERAL
A. Enforceability: If any provision of this
Agreement is held to be not enforceable, such provision shall be
reformed only to the extent to make it enforceable, consistent with the
parties' intent.
B. Taxes and other:You agree to pay and be
solely responsible for any and all sales taxes, use taxes, value added
taxes and duties imposed by any jurisdiction as a result of the license
granted to you, or your use of the Image(s), pursuant to this Agreement.
JURISDICTION
This Agreement, its validity and
effect, shall be solely interpreted, and governed by, the laws of the
State of California, United States. Any claims shall be brought solely
in the Federal District Court of the Central District of California and
you expressly consent to the exclusive jurisdiction of the federal
courts of the State of California, United States. You consent to the
service of any required notice or process upon you by registered mail or
overnight courier with proof of delivery.
LEGAL FEES
You agree to reimburse IZAND COMPANY
for its legal fees, costs and disbursements if IZAND COMPANY is successful
in enforcing any of its rights under this Agreement including, without
limitation, in connection with any action to collect payment.
ASSIGNABILITY
You may not assign or transfer to
anyone else the rights granted to you in this Agreement, without our
prior written consent. IZAND COMPANY may assign or transfer this Agreement
freely.
ENTIRE CONTRACT
YOU ACKNOWLEDGE THAT YOU HAVE
READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS
AND CONDITIONS. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE
STATEMENT OF THE AGREEMENT BETWEEN YOU AND IZAND COMPANY, WHICH SUPERSEDES
ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER
COMMUNICATION BETWEEN YOU AND IZAND COMPANY RELATING TO THE SUBJECT OF THIS
AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY PURCHASE ORDER TERMS (EVEN
IF SUCH TERMS ARE SUBSEQUENT TO THE DATE OF THIS AGREEMENT). FAQ'S,
OTHER EXPLANATIONS, AND TEXT IN IZAND COMPANY WEBSITES ARE
FOR YOUR INFORMATION ONLY AND ARE NOT, AND SHALL NOT BE CONSTRUED AS,
PART OF THIS AGREEMENT UNLESS SPECIFIED OTHERWISE IN THIS AGREEMENT.
PRIVACY
You should review the terms and conditions of our privacy policy , by which you also agree to be bound as a condition of visiting and/or shopping at the site.
ADDITIONAL TERMS ADDENDUM
D. THIRD PARTY CONTENT If you are licensing Images from IZAND COMPANY'S third party suppliers, special license terms from the third party suppliers may apply. Please see the individual Web site or Storage Media for details of any special license terms.
E. IZAND COMPANY maintains no relationship with third party advertisers. Reference to any specific service or trademark is not controlled by domain owner and does not constitute or imply its association, endorsement or recommendation.
