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STARKPHOTO ROYALTY-FREE LICENSE AGREEMENT

1.  The Agreement.  The Agreement between you and STARKPHOTO consists of (a) the terms and conditions in this document and (b) the terms and conditions of any invoice provided to you by STARKPHOTO.  These two things constitute "the Agreement" between you and STARKPHOTO.  You should carefully read the following terms and conditions, as well as any invoice provided, since you will be deemed to have understood and accepted the entirety of the Agreement upon your (a) using STARKPHOTO'S website; (b) receiving a STARKPHOTO image; (c) using a CD furnished by STARKPHOTO; or (d) paying any fee to STARKPHOTO. 

2.  Definitions.

            (a)  "Agreement" means the agreement between the parties as set forth in this document and the invoice, which is hereby incorporated by reference.

            (b)  "CD" means any CD-ROM or other medium containing a royalty-free image.

            (c)  "Image" means a STARKPHOTO still image, film, or other visual representation generated optically, electronically, digitally, or by any other means, including but not limited to, negatives, transparencies, film imprints, prints, original digital files, or any reproductions thereof, or any other product protected by copyright trademark, patent, or other intellectual property rights, licensed under the Agreement. 

            (d)  "Offline Digital Media" means in or as part of computer, audiovisual, and multimedia use; software; multimedia programs; and CD-ROM products.

            (e)  "Online and Broadcast Video Media" means World Wide Web site display, online display and broadcast video, but does not include a computer bulletin board.

            (f)  "Printed Materials" means advertisements; editorial or promotional copy; brochures; reports; newsletters; packaging; and items intended for resale or complimentary distribution that incorporate an image in their design, such as books, clothing, calendars, and CD packaging, provided these products are not intended to allow the re-distribution or re-use of the image.

            (g)  "Royalty-Free Image" means any image that STARKPHOTO identifies in writing as royalty-free.

            (h)  "You" means the client of STARKPHOTO, and includes the client's agents, employees, heirs, and assigns.

3.  License for Use; No Ownership Rights; Image Releases.

            (a) STARKPHOTO will grant you a license to use a royalty-free image, as provided in the Agreement, in the United States, on a non-exclusive and non-transferable basis, without rights protection, conditioned upon:  (i) your acceptance of all of the terms and conditions of the Agreement; (ii) your obtaining all necessary releases and permissions; and (iii) your timely payment of all fees.  No license shall be granted, and any previously granted licenses shall be terminated, upon your failure to comply with any terms of the Agreement.

            (b)  STARKPHOTO retains the full rights to each STARKPHOTO image, and therefore you cannot establish your own rights over all or any part of such an image except as specifically agreed upon by you and STARKPHOTO, in writing.

            (c)  No model or other releases exist as to any image content unless otherwise specified in writing by STARKPHOTO or unless specified adjacent to the actual image.   If STARKPHOTO erroneously asserts the existence, scope, or validity of a release, STARKPHOTO'S liability is limited to the usage fee paid for the applicable image.

4.  Unlicensed Use; Liquidated Damages and Other Remedies.  Without a license, an image is provided solely for your review.  If you make, or knowingly or negligently permit any third party to make, any unauthorized use of an image, including use of an image that exceeds your license, you will be liable for $10,000.00 as liquidated damages, plus reasonable legal fees and costs, if any.  These damages may be in addition to other remedies legally available to STARKPHOTO and this paragraph shall not limit any other rights or remedies of STARKPHOTO.

5.  Permitted Uses of Licensees.  Provided that your use of a royalty-free image is solely for work that is created for you, for your employer, or for a direct client or customer, who must be the end-user of your work, and upon grant of a license to you by STARKPHOTO, you may do the following:

            (a)  Use the image solely in:  printed materials; online and broadcast video media; and offline digital media.  Only low-resolution versions of an image (no greater than 640 x 480 pixels - 72 dpi) may be displayed on any World Wide Web site, online, or on offline digital media.

            (b)  Modify or alter the image as necessary for your use, as allowed under the Agreement.  You may create derivative works from a royalty-free image with the consent of STARKPHOTO.  However, all rights to any derivative work shall belong to STARKPHOTO and you may use such derivative work only as permitted by the Agreement.  Under the Agreement, all copyrights with respect to the derivative work are assigned to STARKPHOTO, which assignment the parties hereby agree is valid under the U.S. Copyright Law.  Upon request by STARKPHOTO, you agree to execute a written assignment of any such copyrights with respect to a derivative work.

            (c)  Back up, copy, or archive the image, but only as necessary for internal use. Any copy or archive you make must include the image's copyright information.

            (d)  In the normal course of workflow, convey to a third party (such as a printer) temporary copies of the image that are integral to your work product and without which the product could not be completed.

            (e)  Use a comping file (low resolution or watermarked image designated a comping file by STARKPHOTO) that you download from our website in order to take a closer look at a particular image or to create materials for proofing presentations to clients.  The image may be used in materials for PERSONAL, NONCOMMERCIAL, and TEST or SAMPLE USE for comping and layouts.  A comping file is not licensed for use in final materials whether distributed inside your company or outside, or to the public, including but not limited to, advertising and marketing materials or in any online or other electronic distribution system.  You may transmit a comp digitally or electronically to your clients for their review.  The comp image may not be distributed, sublicensed, or made available for use or distribution separately or individually and no rights may be granted to the image.

6.  If you are acting on behalf of your employer, the license granted by, and the terms and conditions contained in, the Agreement apply to your employer and to you, as representative of your employer.  All rights not granted in the Agreement are specifically reserved for STARKPHOTO's use and future disposition, without any limitations whatsoever.  If you require additional rights, or a prohibition or limitation on other uses of an image, you must request and pay for an additional license.

7.  Prohibited Uses.  You may not:

            (a)  Use the image in any unlawful manner or in any way that could be considered defamatory, libelous, pornographic, obscene, or immoral.

            (b)   Use an image featuring a person in a manner that implies endorsement of, or the use of, or connection to, a product or service by that model, or in connection with a controversial subject, or in a manner that could be potentially unflattering.  Any such use is conditioned upon your first obtaining the necessary releases and including a statement in the layout that indicates that the person is a model and is used for illustrative purposes only.

            (c)  Display the image in any digital format or for any digital use at a resolution greater than 640x480 pixels, except in editorial or preliminary design work.  Doing so will be viewed as an attempt to distribute the image in violation of this Agreement.  This provision is intended to prevent the theft of the image from you, even if that was not your intention.

            (d)  Copy or reproduce the image or CD, except as specifically provided under this Agreement.

            (e)  Transfer the rights to the image or CD, except as specifically provided under this Agreement. All other rights are reserved by STARKPHOTO.

            (f)  Reverse engineer, decompile, or disassemble any part of the image or CD, subject to applicable law.

            (g)  Remove any copyright or trademark from any place where it appears on the image or its accompanying materials.

            (h)  Use the image or any part of it as part of a trademark, service mark, or logo, or in any manner that infringes any trade or service marks, rights of privacy or publicity, or other rights of third parties. 

            (i)  Re-sell, distribute, or otherwise transfer the image or the rights to use the image, except as specifically provided for under this Agreement.  An image may not be distributed or sold individually, but must be incorporated into printed materials, online and broadcast video, or offline digital media, as provided in the Agreement.  STARKPHOTO is in the business of licensing images to its customers. It is the specific intent of this provision to prohibit a purchaser or licensee of STARKPHOTO's images from using the image to enter, either directly or indirectly, a similar or competing business.  It is also prohibited to use the image in a product whereby the purchaser or licensee of that product can then use the image for its own purposes.

8.  Number of Users.  The license granted by the Agreement is a ten-person, multi-license Agreement,  You and nine other designated people are permitted to the licensed image.  This is not a simultaneous use license.  You may not allow more then ten designated people, whether employees or contractors, access to or use of the image, even if only ten people are using the image at the same time.  You may not simultaneously use an image on a server or create any other image library that permits access to more than ten designated people.

9.  Payment Terms.  Prices can be found on STARKPHOTO's website or by calling STARKPHOTO.  Claims for adjustment of terms must be made to STARKPHOTO within three (3) business days of the receipt of the invoice.  No rights are granted until the invoice is paid in full.  Payment may be by credit card or cashiers check only.

10.  Duration of License.  The royalty-free license established by the Agreement is effective until it is terminated by the parties.  The license also terminates if at any time you fail to comply with the terms of the Agreement.  If this happens, you hereby agree to destroy all copies and archives of the image, to cease using the image for any purpose, and to confirm to STARKPHOTO in writing that you have complied with these requirements.

11.  Limited Warranty.

            (a)  STARKPHOTO represents that it has the right to enter into this Agreement and has the right to grant this license under these terms.

            (b)  STARKPHOTO warrants that an image and/or CD will be free from defects in materials and workmanship under normal use for a period of 30 days from the date you download or receive it.  While STARKPHOTO makes every effort to correctly caption the subject matter of its image, STARKPHOTO does not warrant the accuracy of such captioning.

            (c)  Except as provided above, the image or CD are provided "as is" without warranty of any kind, either express or implied.  This includes, but is not limited to, the implied warranties of merchantability and fitness for a particular purpose.

            (d)  STARKPHOTO does not warrant that the image will meet your requirements or that its use will be uninterrupted or error free.  You assume the entire risk as to the quality and performance of the image as used by you.  Should the image as used by you, prove to be defective, you (and not STARKPHOTO or an authorized personnel or other computer dealer) assume the entire cost of all necessary servicing, repair, or correction.

            (e)  STARKPHOTO makes no warranties with regard to the use of names, trademarks, trade dress, registered, unregistered, or copyrighted designs or works of art or architecture depicted in any STARKPHOTO royalty free image.  You must satisfy yourself that all of the necessary rights or consents regarding any of the above, as may be required for reproduction, have been obtained.

Certain states do not allow the exclusion of implied warranties, so the above exclusions may not apply to you. You have specific rights under this warranty, but you may have others, which vary from state to state.

12.  Limitation of Remedies of Licensee; Replacement or Refund.  STARKPHOTO's entire liability and your exclusive remedy, with respect to any claims arising out of your use of an image or CD, or arising out of your actions in downloading an image, shall be limited to the following: 

            (a)  Downloaded Images.  You may be permitted to download the image again if STARKPHOTO determines that you have been unable to download the image successfully.   In this case, STARKPHOTO will provide the image to you on CD, for an additional $15.00, or will refund your money, at its discretion.

            (b)  CDs.  You may receive a replacement CD by returning it, together with a copy of your receipt, to STARKPHOTO.  If STARKPHOTO is unable to provide you with a replacement CD that is free from defects in materials or workmanship, you may terminate the Agreement by returning the CD and STARKPHOTO will refund your money.

            (c)  No Money Damages.  Under no circumstances whatsoever will STARKPHOTO be liable to you or any other party for any damages (including any lost profits, lost savings, or other incidental or consequential damages) arising out of the use or inability to use the image.  This provision applies even if STARKPHOTO or a distributor authorized by STARKPHOTO has been advised of the possibility of such damages, or for any claim by any other party.  Some states do not allow the limitations or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to you.

13.  Indemnification.  You agree to defend, indemnify and hold harmless STARKPHOTO, its employees, suppliers, agents, and affiliates, against all claims, damages, or liability of any kind asserted against STARKPHOTO arising out of your use of the image or in connection with any breach of any of the terms of this Agreement, including reasonable costs and attorney's fees.  Neither STARKPHOTO nor any of its employees, suppliers, agents, or affiliates shall be liable for any claims, damages, or liability, whether direct, indirect, consequential, or incidental, arising out of your use of the image or in connection with any breach of any of the terms of this Agreement.

14.  Governing Law; Jurisdiction; Legal Fees and Costs.  This Agreement, its validity and effect, shall be interpreted under, and governed by, the laws of the State of California.  You agree that the Superior Court, San Diego County, and the United States District Court for the Central or Southern District of California are the agreed and appropriate forums for any such suit, and consent to service of process by registered mail or overnight courier with proof of delivery.  You consent to service of any required notice or process upon you by registered mail or overnight courier with proof of delivery.  If STARKPHOTO is obligated to go to court to enforce any of its rights, or to collect any fees, you agree to reimburse STARKPHOTO for its attorneys fees, costs, and disbursements if STARKPHOTO is successful. 

15. General Provisions.

            (a)  Discontinuance of Image.  STARKPHOTO reserves the right to elect at a later date to replace the image with an alternative for any reason.  Upon notice of such replacement, the license for the replaced image terminates for any products that do not already exist, and this license automatically applies to the replacement image.  You agree not to use the replaced image for future products and to take all reasonable steps to discontinue use of the replaced image in products that already exist.

            (b)  Cessation of Use; Termination; Notice.  Immediately upon cessation of your permitted use, or termination of the Agreement, you shall provide STARKPHOTO with written confirmation of the destruction or erasure of any image and, except for CDs, you shall return all other physical media.

            (b)  Taxes and duties.  You agree to pay and be responsible for any and all sales taxes, use taxes, value added taxes and duties imposed by any jurisdiction as a result of license granted to you, or of your use of the image, under this Agreement.

            (c)  Photo Credit.  STARKPHOTO requests that the phrase "Photoã Starkphoto.com" appear adjacent to an image or on a credit page.

            (d)  Restricted Rights to the US Government.  If the image is purchased by or provided to the United States Government then it is provided with restricted rights.  Such restricted rights are defined in the Defense Department Supplement to the Federal Acquisitions Regulations ("FAR") in paragraph S2.227.19(c)(2) of the FAR. Your use of the image must be in compliance with all laws and regulations including those pertaining to currency, trademarks, and moral rights.

            (e)  Foreign Countries.  You agree that the image will not be shipped, transferred or exported into any country or used in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions, or regulations.

            (f)  Uniform Commercial Code.  You agree that this Agreement is subject to Article 2 of the Uniform Commercial Code and the parties agree to be bound by same.

            (g)  Binding Nature and Modification of Agreement; Rights.  The invoice and the terms and conditions set forth in this document (the "Agreement") inures to the benefit of, and is binding upon, the parties, their agents, heirs, successors, and assigns.  Headings are for convenience only.  The Agreement contains all of the terms of the agreement between the parties concerning its subject matter, and supersedes any prior agreement.  The Agreement may only be modified, or any rights under it waived, by a writing executed by the party against whom the modification or waiver is asserted.

            (h)  Enforcement and Enforceability.  (i) If STARKPHOTO is required to commence or threaten legal proceedings against you to enforce any of the terms and conditions of the Agreement, whether a lawsuit is filed or not, you shall indemnify and hold harmless STARKPHOTO for the reasonable legal fees and costs incurred by STARKPHOTO.  (ii) 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.

            (i)  Retention of Rights.  Any and all rights not specifically granted by STARKPHOTO under the Agreement are retained by STARKPHOTO, including without limitation, copyright.  You cannot, through this license or otherwise, establish your own rights to any image or part thereof.  If you have any questions regarding the applicability of the Agreement or regarding making a modification to it, contact STARKPHOTO.

16.  Entire Contract.  YOU ACKNOWLEDGE THAT YOU HAVE READ THE INVOICE AND THE FOREGOING TERMS AND CONDITIONS, WHICH CONSTITUTE THE AGREEMENT BETWEEN THE PARTIES, AND THAT YOU UNDERSTAND THE AGREEMENT, 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 STARKPHOTO, WHICH SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATION BETWEEN YOU AND STARKPHOTO RELATING TO THE SUBJECT OF THIS AGREEMENT.  THE EXPLANATIONS TO FAQ'S AND OTHER EXPLANATIONS AND CONTENT PROVIDED IN STARKPHOTO'S WEBSITE ARE FOR YOUR INFORMATION ONLY AND ARE NOT, AND SHALL NOT BE CONSTRUED AS, PART OF THIS AGREEMENT.



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