Terms & Conditions for Using the Christina Handley Stock Website and Licensing Images
1. IntroductionThe www.christinahandleystock.com website (the "Website”) includes a searchable collection of images ("Images”) created by Christina Handley (also referred to as "me”, "I” or "my”) that are available for licensing for commercial and editorial use, subject to the payment of license fees.
The following terms and conditions (referred to as the "Terms & Conditions” or the "Agreement”) govern your use of the Website and form a binding agreement between Christina Handley and you, your company, your employer, your client and the end user of any Image (collectively referred to as "you”). By licensing Image(s) from me, you acknowledge that you have read these Terms & Conditions and agree to be bound by them.
Christina Handley reserves the right to change these Terms & Conditions at any time without notice to you. You are responsible for reviewing the Terms & Conditions each time you visit the Website. If you do not wish to be bound by this Agreement, please do not use the Website or license Images from me.
2. Use of the WebsiteThe Website is owned and operated by Christina Handley. The material used and displayed on the Website is my property, and it is protected by copyright, trademark and other laws. The Website and its contents may not be copied or reproduced without my express written consent or subject to the terms of a license.
Using the Website other than for a permitted purpose is prohibited. For example, you are not allowed to:
(a) use any data mining, robots or similar data, image gathering, or extraction methods in connection with the Website;
(b) reverse engineer the Website;
(c) manipulate or otherwise display the Website by using framing or similar navigational technology; or
(d) remove any watermarks or copyright notices contained in the Images (unless you are allowed to do so in a valid license).
3. CopyrightUnless otherwise noted, all Images that appear on the Website are the exclusive property and copyright of Christina Handley. The Images are protected by national copyright laws, international treaty provisions and other applicable laws.
The Images may not be copied or reproduced in any manner without my prior written consent as evidenced by a license, and are subject to the payment of license fees. All rights are reserved by Christina Handley.
Unless you obtain a license, you cannot use the Images for any purpose. Please contact me if you wish to use an Image solely for comps, layouts or internal presentations for evaluation purposes to help determine whether you or your client would like to obtain a license.
Any unauthorized use of an Image is an infringement of copyright and you are responsible for any fees, damages or compensation arising from any unauthorized use.
In addition to any other rights and remedies available, Christina Handley is entitled to, and you will pay, a compensatory fee of at least three (3) times my standard license fee for the same use of the same Image if you use an Image in a manner that infringes my copyright, in addition to any other available rights or remedies.
4. Rights-Managed (RM) Images
Please contact me directly if you wish to license Images that are available for rights-managed (RM) licensing. In addition to any terms set out in the license issued to you, all licenses for RM Images are subject to these Terms & Conditions.Your Usage Information. In providing me with information about your use of an RM Image, you warrant that you have supplied true and accurate information to fully describe the manner in which the licensed RM Image will be used, including the correct name and type of business of any end user of the licensed RM Image.
Exclusivity. Only the rights described in the specific terms of the RM license will be granted. Unless the license states otherwise, any license granted for an RM Image is on a non-exclusive basis. Exclusive rights may only be granted if they are available and are subject to the payment of additional fees. If you are granted exclusive rights in a license, I will take reasonable precautions to avoid licensing the RM Image to others in a manner which, in my opinion, conflicts with the specific terms of your exclusive license.
5. Royalty-Free (RF) ImagesYou can obtain a license for an Image designated as a royalty-free (RF) Image directly from the Website. Upon receipt of full payment from you, I will grant you a perpetual non-exclusive, non-transferable, worldwide license to use and modify the licensed RF Image, subject to the restrictions contained in this Agreement and any additional restrictions that may be specified in the RF license.
Subject to any applicable restrictions set forth in this Agreement or a license, you may use the licensed RF Image in any print, online, film, video, broadcast or multimedia product for promotional, advertising, editorial or consumer merchandise use, provided such products are not intended to allow the re-distribution or re-use of the RF Image.
Termination of License. The RF license is in force until it is terminated by me. If you do not comply with the terms of the RF license, the license will automatically terminate and you and any end user must immediately stop using the respective RF Image(s).
Revocation of RF License. I reserve the right to revoke any license to use an RF Image and to elect to replace such RF Image with an alternative RF Image. Upon notice of any revocation of a license for any RF Image, you must stop using the RF Image immediately and take all reasonable steps necessary to discontinue the use of the RF Image in products that already exist.
RF Image Sizes.You are not allowed to use a larger file size of an RF Image than what you have obtained in a valid license. For example, if you license a 250 pixel RF Image for web use, you are not allowed to enlarge it and use it as a 700 pixel version of the same RF Image on your website. You must license the larger size that suits your needs. Using a larger version of an RF Image than what you have licensed constitutes grounds for immediately terminating your license and potentially taking further action against you.
(a) Using an RF Image in any promotional printed product with 500,000 or more total impressions (includes newspapers, magazines, brochures, catalogues and other promotional printed products);
(b) Using an RF Image in any printed consumer merchandise for wholesale or retail distribution to consumers (but not for resale or relicensing) with 500,000 or more total impressions (includes prints, posters and stationery);
(c) Using an RF Image in books and on book covers, DVDs and CD covers with 500,000 or more total impressions;
(d) Using an RF Image on items for resale, including prints, posters, calendars, mugs and t-shirts (quantity restrictions will apply);
(e) Storing an RF Image on more than one computer or making it accessible to any other person across a network or permitting or enabling any other person to copy, store or use the RF Image in any way; or
(f) Using an RF Image in any template of any nature, including templates for creating websites.
Although you may be allowed to download an Image for certain limited purposes without obtaining a license, no rights will are granted until you have fully paid the required license fees. Any use of an Image without paying the applicable license fees constitutes an unauthorized use of that Image.
Payment terms. Payment of license fees is due upon receipt pursuant to the terms of the invoice issued to you with your license.
Copyright. The licensed Image is and will remain the exclusive property and copyright of Christina Handley.
Model Releases. An Image depicting any recognizable person only has a model release if the existence of a model release is indicated in the caption information that appears with the Image on the Website and on any license issued to you by stating "Model Release: Yes”. If the caption information with the Image on the Website, or on any license issued to you, reads "Model Release: No”, then no model release exists for the Image, including if no person is depicted in the Image. However, if an Image does include a recognizable person and the caption states "Model Release: No”, then it is your responsibility to determine if a model release is required for the use you have intended. You should seek independent legal advice whenever using Images with recognizable people that do not have a model release.
Property Releases. An Image only has a property release if the existence of a property release is indicated in the caption information that appears with the Image on the Website and on any license issued to you by stating "Property Release: Yes”. If the caption information with the Image on the Website, or on any license issued to you, reads "Property Release: No”, then no property release exists for the Image, including if no recognizable property is depicted in the Image. However, if an Image does include a recognizable property, monument, architectural landmark, etc. and the caption states "Property Release: No”, then it is your responsibility to determine if a release is required for the use you have intended. You should seek independent legal advice whenever using Images with a recognizable property that do not have a property release.
Please contact me if you have any questions about the release status of an Image.
Context of Use. You are responsible for all text used and claims made in connection with your use of any Image.
No Defamatory Use. You will not use or permit the use of any Image in a defamatory, libelous, pornographic, or unlawful context, or in a way that is contrary to ethical business practices.
Sensitive Issues. You may not use any Image in a sensitive context (including, without limitation, context relating to sexual conduct, criminal activity, substance abuse, mental condition, religious, political or racial bias).
Credit Lines. If the licensed Image is to be used in an editorial context or for certain other media, such as calendars, where the publishing of credit lines is typical, then a credit line must be given in the following form as a condition of the license:
© Christina Handley
Failure to include such credit line will result in a surcharge of the entire license fee.
High-Resolution Comp Images. You may be granted permission to download a high-resolution copy of an Image without charge, solely for inclusion in comps and layouts for purposes of evaluation only. I will only grant such permission on the express understanding that the only purpose of providing such Images to you is to facilitate your (and, if applicable, your client’s) ability to determine if you or your client want to license the Image, and such Images may not be reproduced or published in any other manner without obtaining a license.
Electronic Storage. You will retain the copyright notice, the respective Image code and any other information or metadata that is embedded in the electronic file that comprises any Image which you have downloaded from the Website or otherwise received from me.
(a) Transfer, sublicense, share or grant any rights to a licensed Image to any person or organization without my prior written consent, unless you are an advertising agency licensing an Image on behalf of a single end user.
(b) Post an Image on any electronic bulletin board, put it on-line in a downloadable or FTP format, or use it in a website at a resolution higher than 72 ppi;
(c) Distribute any Image as a downloadable product to other persons for any mobile or handheld device;
(d) Use Images in connection with any service designed to sell or induce sales of "print on demand” products;
(e) Use Images in any logo, trademark or service mark;
(f) Use Images in a libellous, obscene or pornographic context; or
(g) Use Images to compete with Christina Handley in the business of licensing Images.
7. Images for Editorial Use OnlyImages designated as being available only for Editorial Use (designated as "Editorial Use Only”) cannot be used for any commercial or advertising purposes. These Images may contain identifiable brands, locations or people without the proper releases required for commercial use.
Such Images may only be used for:
(a) Non-commercial personal blogs;
(b) Editorial purposes: newspapers, magazines, editorials, newsletters; or
(c) Non-commercial uses relating to events that are newsworthy or of general interest.
8. Cancellation Policy
License fees are non-returnable. However, you may be entitled to a credit or refund if it is due to a technical problem with an Image or an error by Christina Handley. In such an event, please contact me immediately with a detailed explanation of the relevant circumstances.
Disclaimer. Use of the Website and the Images is at your sole risk. Except as otherwise stated in these Terms & Conditions, the Website and the Images are provided on an "as is”, "as available” basis without representations, warranties or conditions of any kind, either express or implied, including, but not limited to, representations, warranties or conditions of title or implied warranties or conditions of merchantability or fitness for a particular purpose or compatibility with any computer hardware or other equipment, operating system or software program. The use of the Website may not be uninterrupted or error-free.
Linked Websites. Links to other websites are provided for your convenience only and do not constitute an endorsement. No representations or warranties are made with respect to any linked website.
Limitation of Liability. Except for the indemnity to you set forth below, to the maximum extent permitted by law, Christina Handley will not be liable for any indirect, punitive, exemplary, statutory, incidental, special or consequential damages, whether foreseeable or unforeseeable, based on claims (including, but not limited to, claims for damages for loss of profits or loss of business opportunities, delay or inability to use the Images or the Website, mistakes, omissions, interruptions, deletion or corruption of files, errors, defects, delays in preparations or transmissions) arising out of or in any way connected with the use of the Website or any Image whether based on contract, tort, strict liability or otherwise. Christina Handley’s liability in any circumstances will be limited to the amount paid for the respective license.
10. Warranties and Indemnification
Warranties to You. Christina Handley has the authority and possesses all of the necessary rights to enter into this Agreement and your use of any Image in accordance with this Agreement will not infringe on any copyright of any third party.
Your Warranties to Christina Handley. You represent and warrant that you have attained the age of majority in your jurisdiction and have the full right and authority to enter into this Agreement. If you are entering into this Agreement on behalf of your employer, client, end user or any other person or entity, you warrant and represent that you have the authority to do so. If you do not have such authority, you will be personally liable for any breach of this Agreement.
Indemnification by Christina Handley. Subject to any disclaimers set forth above, provided that a licensed Image is used in accordance with these Terms & Conditions and you are not in breach of this Agreement, Christina Handley will defend and indemnify you from any damages, liabilities and expenses (including reasonable outside legal fees) incurred by you in connection with any actual lawsuit or legal proceeding alleging that Christina Handley is in breach of any of the warranties provided in this Agreement.
Indemnification by You. You will indemnify and hold harmless Christina Handley from any and all claims, liabilities, damages, demands, losses or expenses arising out of or in connection with: your use of the Website or any Image; the context of your use of any Image; your breach of the this Agreement; your breach of any license; your infringement of any third party intellectual property rights; or any act or omission by you which results in: (a) loss, damage, interference with or disruption to the Website; (b) use of the Website for any illegal purpose; or (c) use of the Website to achieve any unauthorized or prohibited access to computer systems and data.
Indemnification procedure. The party seeking indemnification (the "Indemnified”) will promptly notify the other party (the "Indemnifier”) in writing of any claim that is eligible for indemnification. The Indemnifier, at its sole option, may assume the handling, settlement or defense of any claim, and the Indemnified will cooperate in the defense of any such claim if requested by the Indemnifier. The Indemnified will have the right to participate in such claim, at its expense, using the counsel of its choice. The Indemnifier will not be liable for legal fees and other costs incurred prior to the Indemnified giving notice of the respective claim. Christina Handley will not be liable for any losses arising from your failure to withdraw any Image if so required in order to mitigate any potential damages.
Governing Law. This Agreement and any dispute arising from or in relation to this Agreement will be governed by, construed, interpreted and enforced in accordance with the laws of the Province of Ontario and the applicable laws of Canada (excluding the application of its conflicts of law rules), and the parties submit to the exclusive jurisdiction of the Superior Court of Justice in the Province of Ontario or the Federal Court of Canada, both located in Toronto, Ontario, Canada, for the purpose of all legal actions arising out of or relating to this Agreement.
Enforceability. If any provision of this Agreement violates the law of the applicable jurisdiction and is unenforceable, that provision will be severed and the balance of this Agreement will remain in force.
Entire Agreement. This Agreement (including the applicable terms of any license which are incorporated into this Agreement) constitutes the entire agreement between you and Christina Handley pertaining to the subject matter of this Agreement and supersedes all prior and contemporaneous communications, written or oral. There are no warranties, conditions or representations and there are no agreements in connection with such subject matter except as specifically set forth or referred to in this Agreement. Any terms, conditions, representations or warranties included in any correspondence, communication, requisition or purchase order from you or any other party that conflict with this Agreement are not applicable to the subject matter of this Agreement.
Contact Information. Please direct any questions about Christina Handley, the Website or this Agreement to firstname.lastname@example.org.