COLLINSTOCK STOCK IMAGERY LICENSING TERMS AND CONDITIONS
This document together with any Invoice (as defined) provided now or hereafter (collectively,
the "Agreement") govern your rights and obligations concerning delivered Image(s).
1. Definitions. "You" means the Client. "COLLINSTOCK" means Collinstock
Stock Imagery, Inc. "Image" means any image and associated material provided by
COLLINSTOCK. "Digital Image" means any Image provided in digital format except for
a Royalty-Free Image. "Royalty-Free Image" means any Image that COLLINSTOCK identifies
in writing as royalty-free. "Invoice" means a physical or electronic invoice that
grants usage rights for a stated fee to an Image identified by Image Number.
2. Acceptance. You will be deemed to have accepted the entirety
of the Agreement upon your: a) using COLLINSTOCK's online systems or websites; b)
receipt of an Image; c)and/or paying any fee.
3. Grant. Upon issuance of an Invoice, COLLINSTOCK will grant you
a non-transferable license (a "License") strictly limited to the Invoices express
terms and conditioned upon: a) your acceptance of all the terms of the Agreement;
b) your obtaining all necessary releases and permissions; and c) your timely payment
of all fees. No License shall be granted, and any previously granted License terminated,
upon your failure to agree to, or your breach of, any terms of the Agreement. Usage
terms for Royalty-Free Images will additionally be governed by Paragraph 14. COLLINSTOCK
reserves all rights not expressly granted.
4. Unlicensed Use. Without a License, Images are provided solely
for your review, and you may not alter or recrop an image in order to resell it
as a newly made image. If you make, or if you knowingly or negligently permit any
third party to make, any unauthorized use of an Image including a use that exceeds
your License, you will be liable for three times the market value of such use, plus
reasonable legal fees and costs. This paragraph shall not limit any other rights
or remedies of COLLINSTOCK.
5. Restrictions on Use. Unless stated in writing, Images are licensed
with no rights protection on a non-exclusive basis. Except for Royalty-Free Images,
usage is strictly limited to the restrictions specified on the Invoice. Except as
permitted in writing, you may not prepare derivative works or composite images;
or license, sublicense or transfer any right to any Image.
6. Payment. Payment is due or upon receipt of Invoice. Payments
later than 30 days from receipt are subject to late fees of the lesser of 2% percent
per month or the maximum legal rate.
7. Ownership. The Images are the property of COLLINSTOCK and/or
its photographers. You shall not acquire any right, title or interest to any Image,
except as expressly granted in writing.
8. Copyright Notice. Images published for editorial, educational
or non-promotional use shall include a copyright notice in the format provided.
If none is provided, COLLINSTOCK will provide upon request. If you omit such notice,
you shall pay liquidated damages of triple the stated License fee.
9. Trademarks. Except as part of required copyright notices, you
may not use COLLINSTOCKs trade or service marks without written consent. You may
not use any Image or portion thereof as a trade or service mark.
10. Releases. No releases exist unless stated in writing or provided
by COLLINSTOCK. NOTWITHSTANDING THE FOREGOING, COLLINSTOCK DISCLAIMS ALL WARRANTIES
CONCERNING THE VALIDITY OF ALL RELEASES. IF COLLINSTOCK ERRONEOUSLY ASSERTS THE
EXISTENCE, SCOPE OF OR VALIDITY OF A RELEASE, COLLINSTOCKS LIABILITY IS LIMITED
TO THE USAGE FEE PAID FOR THE APPLICABLE IMAGE. You are solely responsible for and
shall obtain necessary releases concerning the subject matter of the Images and
the rights to any proprietary material depicted therein. COLLINSTOCK grants no rights
until you obtain all necessary releases, and you will provide proof thereof upon
11. DISCLAIMERS. EXCEPT AS EXPRESSLY PROVIDED IN WRITING, COLLINSTOCK
DISCLAIMS ALL IMPLIED OR EXPRESS WARRANTIES CONCERNING ANY IMAGE AND CONCERNING
COLLINSTOCKS ONLINE SYSTEMS OR WEBSITES INCLUDING WITHOUT LIMITATION:
A) IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND
WARRANTIES OF UNINTERRUPTED SERVICE;
B) WARRANTIES CONCERNING AN IMAGES SUBJECT MATTER OR UNDERLYING RIGHTS TO PROPRIETARY
MATERIAL DEPICTED THEREIN;
C) WARRANTIES CONCERNING THE ACCURACY OR VALIDITY OF ANY RELEASES, CAPTIONS OR OTHER
INFORMATION PROVIDED WITH AN IMAGE;
D)WARRANTIES CONCERNING THE USE OF NAMES, TRADE OR SERVICE MARKS, LOGOS, DESIGNS
OR WORKS OF ART DEPICTED IN ANY IMAGE; AND
E) WARRANTIES CONCERNING THE FORMATTING OF A DIGITAL IMAGE. YOUR SOLE AND EXCLUSIVE
REMEDY FOR RECEIPT OF A DEFECTIVE DIGITAL COPY IS THE REPLACEMENT OF THE DIGITAL
COPY OR REFUND OF FEE, AT COLLINSTOCKS OPTION.
12. Indemnification. You may not use any Image in any manner, or
in connection with any material, that is unlawful, defamatory, obscene, pornographic
or that infringes any trade or service marks, rights of privacy or publicity, or
other rights of third parties. You will indemnify, defend and hold harmless COLLINSTOCK,
its affiliates, suppliers, and their agents (collectively, "Affiliates") against
all claims, liabilities, damages, costs and expenses, including reasonable legal
fees, arising from or relating to: a) any breach by you of the Agreement; b) any
alteration or unauthorized use by you of any Image; c) any claim of infringement
of a third partys right to privacy or publicity, where i) Collinstock has not expressly
asserted in writing the existence of a release; or ii) your use exceeds the use
permitted by any existing release.
13. LIMITATION OF LIABILITY. NEITHER COLLINSTOCK NOR ITS AFFILIATES
SHALL BE LIABLE FOR:
A) ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, OR EXEMPLARY DAMAGES ARISING
OUT OF OR RELATING TO THE USE OR LICENSE OF ANY IMAGE, EVEN IF COLLINSTOCK OR ITS
AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR B) FOR ANY DAMAGES
WHATSOEVER FOR THE USE, OR INABILITY TO USE, ANY ROYALTY-FREE IMAGE. IN NO EVENT
SHALL COLLINSTOCKS OR ITS AFFILIATES LIABILITY FOR ANY CLAIM WHATSOEVER EXCEED
THE SUM PAID BY YOU TO COLLINSTOCK FOR THE USE OF THE RESPECTIVE IMAGE. Some disclaimers
and Limitations of liability might not apply to you to the extent they are not permitted
by local law.
14. Royalty Free Terms. For Royalty-Free Images,
the terms of this paragraph shall apply in addition to the other terms of the Agreement;
this paragraphs terms shall prevail in the event of any conflict. For Royalty-Free
Images, Collinstock grants you a non-exclusive, non-transferable right to use solely
in: a) "Printed Materials," as part of promotional, packaging or editorial material,
and in items intended for distribution that incorporate the Image(s) in their design;
b) "Broadcast Video"; and c) "Digital Media" (limited to display resolutions equal
to or less than 640 x 480 pixels72 dpi) in or as part of World Wide Web sites,
or of computer, software, audiovisual, multimedia or CD-ROM products. Additionally,
you may modify or create derivative works from the Royalty-Free Images if all conditions
of the Agreement are met. You may only use the Royalty-Free Image(s) in work that
is created for you, or for your employer, direct client or customer, who must be
the end-user of your work. The Agreement does not permit you to:
i) Loan, license, or transfer the right to use the CD or any Image except to the
extent that a Royalty-Free Image is incorporated by you into Printed Materials,
Broadcast Video or Digital Media; ii) Simultaneously use any Image(s) on more than
one computer, or on a network system; iii) Distribute any Image on a computer bulletin
board or any online or Internet service except as expressly permitted; or iv) Use
any Royalty-Free Image to promote an image product or a business that is an image
15. Miscellaneous. COLLINSTOCK may upon reasonable notice inspect
your records to ensure compliance hereof. The Agreement inures to the benefit of
and is binding upon the parties and their heirs, successors, assigns, and representatives.
No failure of a party to exercise or enforce rights hereunder will act as a waiver
of those rights. The Agreement contains all the terms of the agreement between the
parties concerning its subject matter, and it 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 such modification or waiver is asserted. The Agreement
shall be governed by Minnesota law without regard to choice of law principles. The
parties consent to the exclusive jurisdiction of the courts located within Hennepin
County to resolve any disputes arising hereunder. You shall be responsible for COLLINSTOCKs
reasonable attorneys fees, witness fees, and other costs arising from your breach
of the Agreement. Any invalidity or unenforceability of any provision hereof shall
not modify or affect any other term or provision. Headings are for convenience only
and shall not be used to construe the Agreement. You may not assign the Agreement
or transfer any right to use an Image. Time is of the essence in the performance
of your obligations under the Agreement.
16. Additional rights and/or upgrades are available. If you are
unsure of your rights under the Agreement, please contact customer service by calling
Royalty Free License Information
All Images available on the Collinstock Stock Royalty Free website are completely
However, use of Collinstock Stock images is subject to the terms and conditions
of our End-User License Agreement, and you may not resell any image.
For network or multiple use licenses, please contact Collinstock Stock Imagery (866-917-4974).
The Collinstock Stock Royalty Free End-User License Agreement
The following is a legal Agreement between you (the "Licensee") and Collinstock
Stock Imagery, Inc. ("Collinstock").
Please read this Agreement carefully before using the accompanying image or downloading
any Royalty Free Image (the "Image" or "Images"). By using downloading an Image,
you agree to be bound by this Agreement.
The entire contents of the Image(s) are copyrighted, proprietary and protected by
United States law, international treaty provisions and other applicable laws. All
rights not expressly granted are reserved. Your right to use the Image(s) is conditioned
upon your payment of any applicable fee prior to use and your compliance with the
terms of this Agreement.
By this Agreement, Collinstock grants you a non-exclusive, non-transferable right
to use the Image(s) solely in:
"Printed Materials," as part of advertisements; editorial or promotional copy; brochures;
reports; newsletters; packaging; and items intended for resale or complimentary
distribution that incorporate the Image(s) in their design such as books, clothing,
calendars, and CD packaging;
"Online and Broadcast Video Media," limited exclusively to World Wide Web site display,
online display and broadcast video; provided however that only low-resolution versions
of Images (no greater than 640 x 480 pixels - 72 dpi) may be displayed on any World
Wide Web site or online; and
"Offline Digital Media" in or as part of computer, audiovisual and multimedia use;
software; multimedia programs; and CD ROM products; provided however that only low-resolution
versions of Images (no greater than 640 x 480 pixels - 72 dpi) may be displayed
on Offline Digital Media.
You may modify, adapt or create derivative works and publish the Image(s) in or
on Printed Materials, Online and Broadcast Video Media, and Offline Digital Media,
provided all conditions of this Agreement are met, including section 5G (below).
Your use of the Image(s) is not limited by the number of items produced, circulated
You may only use the Image(s), or include the Image(s) in Printed Materials, Online
and Broadcast Video Media or Offline Digital Media that are created for yourself,
or for your employer, direct client or customer, who must be the end-user of your
This Agreement specifically does not permit you to:
Loan, rent, sell, sub-license, lease, or otherwise transfer the right to use any
Image(s) to any other person or entity, except to the extent that any such Image
has been incorporated by you into Printed Materials, Online and Broadcast Video
or Offline Digital Media. Images may not be distributed or sold individually - they
must be incorporated into these items;
Use or copy any Image (or any portion thereof) in any manner, except as permitted
by the express terms of this Agreement;
Use any Image in any form of pornography, or in a defamatory, fraudulent or illegal
Simultaneously use any Image(s) on more than one computer at a time (multiple use),
or on a network system without first obtaining a license upgrade from Collinstock;
Distribute any Image on a computer bulletin board or any other form of online or
Internet-accessible service except as expressly permitted herein;
Use any Image or any portion thereof as a trademark or service mark, or claim any
proprietary rights in any Image, or any portion thereof; or
Produce any advertising or promotional material containing any Image with the intent
to promote an image product or to promote a business that is an image provider.
You agree to indemnify, hold harmless and defend Collinstock, and its employees,
directors, suppliers, agents and affiliates, against any damages or liability of
any kind including attorneys fees arising from any use of any Image other than
the permitted uses specified in this Agreement.
Neither Collinstock not any of its directors, employees, suppliers, agents or affiliates
shall be liable for any damages, whether direct, indirect, consequential or incidental,
arising out of the use of, or the inability to use, any Image.
This Agreement shall be governed by the laws of the State of Minnesota without regard
to conflict of laws rules. Venue for any action respecting this Agreement, any Image,
or its use or attempted use shall be in the State and Federal courts sitting in
Hennepin County, Minnesota, and you hereby consent to the jurisdiction of such courts.
Additional rights and/or upgrades are available. If you are unsure of your rights
under this Agreement, please contact customer service by calling 866-917-4974.