RIBBIT FILMS, INC ROYALTY-FREE LICENSE AGREEMENT
This Royalty-Free End User License Agreement is current as of February 4, 2008.
BY USING ANY RIBBIT FILMS PRODUCT ("Digital Media Files"), WHETHER VIA DOWNLOAD, ON CD ROM, DVD OR OTHER MEDIA, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU ARE ENTERING 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. THERE ARE NO CANCELLATIONS FOR ROYALTY-FREE LICENSES.
Definitions
Digital Media Files are any images, animations, films, videos or other audio/visual representations recorded in any format that are controlled by or obtained, directly or indirectly, from Ribbit Films.
Royalty-Free indicates that aside from the purchase price, no further fees or compensation is due regardless of how many times the Digital Media files are used or how many projects they are used for.
Restrictions indicate the specific uses for the Digital Media Files that are NOT allowed and are exceptions to the grant under this agreement.
Grant Of License
You are granted a non-exclusive, non-transferable Royalty-Free license to use and modify the Digital Media Files subject to the following terms and conditions:
Single User License
Licensee may use the Digital Media Files on a server, image library or network configuration to be viewed by Licensee provided that no more than 10 employees (including part-time and freelance employees or agents) of Licensee can access the Digital Media Files. You may not rent, lease, lend, sell or sublicense the Digital Media Files to another person, company or other entity. Anything you produce using the Digital Media Files must be for your own use, or for the use of your employer, client or customer, who must be the end-user of your work. Please contact RIBBIT FILMS for a multi-seat site license if you need to use the Digital Media Files over a network for multiple users.
General Use Grant
The Digital Media Files may be incorporated into a derivative work such as a film feature, video, broadcast, multimedia, advertisement, live performance, internet, presentation, or print project. However, the Digital Media Files in whole or in part, and any derivative work thereof may not be used, sold, licensed, reproduced, distributed or displayed as templates, stand-alone backgrounds, stock elements or effects imagery elements, made available as downloadable files or included in any other clip media/stock product, library, collection, or set of clips for distribution or resale. These terms apply even if the Digital Media Files have been significantly altered.
Restrictions When Incorporating Ribbit Films Footage In A Product For Resale:
In cases when the Digital Media Files are used in a project that will ultimately be reproduced, sold and distributed (DVDs, home videos, music videos, training videos, etc.) the following restrictions apply: The Digital Media Files may not comprise more than 33% of length of the finished work, even if the Digital Media Files are layered with other graphics, nor may the primary value of the product come from the Digital Media Files. The Digital Media Files are strictly prohibited from being used as screen savers. Additionally, you agree to take all steps possible to prevent any third party from duplicating or distributing any of the Digital Media Files included in the finished work. Please note that special licensing to obtain additional rights is available by contacting Ribbit Films.
No Defamatory Use The Digital Media Files may not under any circumstances be used in a way that would defame, malign, slander, asperse, libel, or vilify the persons, property, countries, races, customs, cultures, religions, governments or military visible on the Digital Media Files.
Other Restrictions
The Digital Media Files may not under any circumstances be used in or in conjunction with, or as part of pornographic, obscene, fraudulent, libelous, infringing, or illegal material.
Credit
When incorporating the Digital Media Files in film features, broadcast productions, or video products, Ribbit Films kindly requests a credit line that reads "Ribbit Films".
Marketing and Promotion
Unless Ribbit Films receives written notification from you to the contrary, you hereby grant Ribbit Films the right to display any derivative works within your possession or control that incorporate one or more of the Digital Media Files at tradeshows, in collateral, and/or via electronic distribution for Ribbit Films marketing, educational, and promotional purposes as examples of customer usage. At your request, Ribbit Films will identify you as the author of such derivative work.
Copyright
All Digital Media Files are copyright Ribbit Films or its licensors and are protected by United States Copyright laws, international treaty provisions and other applicable laws. No title or intellectual property rights in the Digital Media Files are transferred to you. Ribbit Films retains all rights not expressly granted by this license Agreement.
Liability
Ribbit Films will not be liable to you for any special, indirect, consequential, punitive, or incidental damages (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use of or inability to use the Digital Media Files. LICENSOR'S ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY SHALL BE no more than the amount paid for the particular Digital Media Files. Your rights may vary from state to state.
Breach of Agreement
You agree to indemnify and hold Ribbit Films harmless from and against any damages or liability of any kind arising from your use of the Digital Media Files in any form, any breach of the terms and conditions of this Agreement, or your negligent act, omission or willful misconduct. If any part of this Agreement is found void and unenforceable, it will not affect the validity of the balance of the Agreement, which shall remain valid and enforceable according to its terms. All license rights granted pursuant to this Agreement shall automatically terminate upon your breach of this Agreement.
No Warranty
RIBBIT FILMS GIVES NO RIGHTS OR WARRANTIES WITH RESPECT TO THE USE OF NAMES, TRADEMARK, LOGO TYPES, REGISTERED OR COPYRIGHTED DESIGNS OR WORKS OF ART DEPICTED IN ANY IMAGE AND THE USER MUST SATISFY ITSELF THAT ALL NECESSARY RIGHTS, CONSENTS OR PERMISSION AS MAY BE REQUIRED FOR REPRODUCTION ARE SECURED. RIBBIT FILMS IDENTIFIED THE CAPTION FOR EACH IMAGE TO THE BEST OF ITS ABILITY, BUT CANNOT BE HELD RESPONSIBLE FOR ERRONEOUS OR INCOMPLETE CAPTION INFORMATION.
Delivery Of Digital Images
DIGITAL FILES ARE PROVIDED "AS IS." RIBBIT FILMS MAKES NO REPRESENTATION OR WARRANTY, EITHER EXPRESS OR IMPLIED, INCLUDED BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, NONINFRINGEMENT, QUALITY OF IMAGE OR COMPATIBILITY WITH ANY COMPUTER HARDWARE OR OTHER EQUIPMENT, OPERATING SYSTEM OR SOFTWARE PROGRAM.
Amendments
Ribbit Films reserves the right to amend this agreement at any time.
Enforceability
If any part of this Agreement is found void and unenforceable, it will not affect the validity of the balance of the Agreement, which shall remain valid and enforceable according to its terms.
Venue
This Agreement will be governed by the laws in force in the State of New York, USA. |
