Licensing Terms and Conditions

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Terms and Conditions    Legal Notice    Security and Privacy

 

Terms and Conditions

 

Defined Terms

"Content" means all images including digital images, transparencies, negatives, and related metadata, text, captions or information provided for the purposes of reproduction for a fee on a per-use basis.

"Reproduction" and and "Reproduce" mean any form of copying or publication of the whole or a part of any Content, via any medium and by whatever means.

"Invoice" means a computer-generated or pre-printed invoice provided in paper or electronic form by Icon Sports Media without limitation, the permitted scope of use of Content selected by Licensee, any limitations on the license in addition to those specified herein and the corresponding price for the license of such Content. The Invoice shall be incorporated into this Agreement and all references to the Agreement shall include the Invoice.

 

Grant of License and Restrictions

Unless stated otherwise in writing, Icon Sports Media grants to Licensee a non-exclusive, non-sublicensable and non-assignable right to use and Reproduce Content identified in the Invoice, solely to the extent explicitly stated in this Agreement. Use of Content is strictly limited to the medium, period of time, print run, placement and size of Content, territory and any other restrictions specified in the Invoice.

Content may contain listed restrictions of use (either on the Invoice, a specific Content web page, and/or editorial list), including, without limitation, restrictions as to time, manner, industry and territory of use.

Content may only be used in an editorial manner, relating to events that are newsworthy or of public interest, and may not be used for any commercial, promotional, advertising or merchandising use.

While Icon Sports Media makes efforts to correctly caption the subject matter of the Licensed Material, Icon SMI does not warrant that such information is accurate.

Content may not be used as a trademark, or for any pornographic or unlawful purpose or use of any kind. Defamation of any person, or to violate a person's right to privacy or to infringe upon any copyright, trademark or trade name of any kind is strictly prohibited.

Content may be cropped but shall not, under any circumstances, otherwise be rotated, altered, changed or tampered with, either manually or electronically, without express written permission from Icon SMI.

Licensee grants to Icon Sports Media the irrevocable, perpetual, royalty-free, non-exclusive right and license to use Licensee's End Use of Content solely for the promotion of Icon SMI and use of Icon SMI Content. For purposes of this paragraph, "End Use of Content" shall mean any end product produced by Licensee pursuant to this Agreement, including but not limited to use in magazines, books, feature films, television productions, and other print.

 

Photo Credit and Copyright

Icon Sports Media and/or its contributing photographers, Content Providers or third-party image partners, own all copyrights in the Content. No ownership or copyright in any Content shall pass to Licensee by the issuance of the License contained in this Agreement. Except as expressly stated in this Agreement, Icon SMI grants Licensee no right or license, express or implied, to the Content.

Photo Credit: In respect to Editorial use of Content, the following photo credit must appear adjacent to the use of Content: "[Photographer's Name]/[Third-Party Image Partner, if any]/Icon SMI" or as otherwise specified on the specific Content web page. If Licensee omits the proper credit, Licensee will be charged triple the original license fee.

Releases: Icon Sports Media gives no rights and makes no warranties with regard to the use of people, names, trademarks, logos, registered, unregistered or copyrighted designs or works of art depicted in any Content. Unless otherwise agreed in writing, no model, property, team logo, trademark or other releases are delivered by Icon SMI in connection with the delivery of Content. Licensee bears the responsibility of obtaining all necessary individual, property, team logo, trademark and other releases, approvals and clearances from third parties prior to using the Content.

Trademarks: Except for credits as required above, Licensee may not use the trade names, trademarks, logos or service marks of Icon Sports Media, Inc. without express prior written permission.

Notice of Violations: Licensee will immediately notify Icon Sports Media once it is made aware of or suspects that any third party is wrongfully using the Content, in whole or in part, or is violating any of Icon Sports Media's intellectual property rights, including, but not limited to, Marks and copyrights.

 

Warranty and Limitation of Liability

Icon Sports Media and its Content Providers make no warranty of any kind, express or implied, regarding the a) Content, b) caption information, c) any third party digital delivery systems, d) the availability and operation of any third-party equipment, software or service, e) continued access and operation or availability or interruption of this digital archive and delivery platform or any rights and licenses under this Agreement. Icon Sports Media will not be liable for any damages arising from the use of this Site or unavailability of the Site, including, but not limited to, lost profits and direct, indirect, incidental and consequential damages.

 

Indemnification

Licensee: Licensee shall defend, indemnify and hold Icon Sports Media and its respective officers, directors and employees harmless from all damages (except punitive damages), liabilities, and expenses (including reasonable legal fees and permitted and authorized costs), arising out of or as a result of claims by third parties relating to Licensee's use of any Content or any breach of this Agreement.

Icon Sports Media, Inc: Provided Content is only used in accordance with this Agreement and Licensee is not otherwise in breach of this Agreement, Icon Sports Media agrees to indemnify and hold Licensee and its parent, subsidiaries, and commonly owned or controlled affiliates and their respective officers, directors and employees harmless from all damages (except punitive damages), costs, and expenses (including reasonable legal fees and permitted and authorized costs), arising out of or connected with any actual or threatened lawsuit, claim or legal proceeding alleging that the possession, distribution or use of the Content by Licensee pursuant to and in accordance with this Agreement infringes on any copyright of any third party. The foregoing states Icon SMI's entire indemnification obligation under this agreement and licensee's sole and exclusive remedy for any alleged or actual breach of the representations and warranties set forth in the section above.

 

Miscellaneous

Unauthorized Use: Any use of Content in a manner not expressly authorized by this Agreement or in breach of a term of this Agreement constitutes copyright infringement, entitling Icon Sports Media to exercise all rights and remedies available to it under copyright laws around the world. Icon SMI in its sole discretion reserves the right to bill Licensee (and Licensee hereby agrees to pay) ten times the license fee for unauthorized use of Content. This statement in no way limits Icon SMI's rights or the rights of an Icon Content Provider or third-party image partner or remedies said parties can seek in connection with the unauthorized use of Content or breech of this Agreement.

Overdue Invoices: If Licensee fails to pay Icon Sports Media's invoice in full within the time specified in the Invoice, Icon SMI may add a service charge of one and one half percent (11/2 %) per month or the greatest amount as is allowed by law, on any unpaid balance until payment is received. Icon SMI also reserves the right, in its sole discretion, to revoke the license if payment is not made in full on time.

Electronic Storage: For all Content that Licensee takes delivery of in electronic form, Licensee must retain the copyright symbol, the name of Icon Sports Media and the image number or other identification number associated with the Content as may be included as part of the electronic file. Licensee will make reasonable effort to safeguard against unauthorized third party access to the Content. Upon the expiration or earlier termination of this Agreement, Licensee shall promptly delete the Content from its computer or other electronic storage systems and shall ensure that its sub-contractors do likewise.

Governing Law and Venue: This Agreement shall be interpreted, construed and governed by the laws of the State of California, USA and shall not be governed by the 1980 United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly disclaimed. Venue for all disputes arising under this Agreement shall lie exclusively in the state and federal courts located in California. In the event of a dispute over breach of the Agreement between Icon Sports Media Inc. and Licensee where Icon SMI prevails, Icon Sports Media shall be entitled to recover its reasonable legal expenses and court costs.

No Waiver Or Severability: No action by Icon Sports Media, other than an express written waiver or amendment, may be construed as a waiver or amendment of any of these Terms. If any clause in these Terms is found to be unenforceable, wherever possible, this will not affect any other clause and each will remain in full force and effect. We reserve the right to change these Terms, the Content displayed on this Site, any license or product prices contained on the Site and any information or license terms without prior notice. 

 

Legal Notice

This is a Legal Agreement between you (Licensee) and Icon Sports Media, Inc (Icon SMI). This Agreement applies to any and all Licenses issued by Icon SMI and applicable to online, digital and physical delivery of Content. Access and use of this Site is subject the following Terms and Conditions (Terms). Your use of this Site constitutes your acceptance of the Terms. If you do not agree with the Terms do not use this Site. Please contact Icon Sports Media if you do not understand any portion of this Agreement. No variation of these terms or conditions shall be effective unless agreed to in writing by Icon Sports Media and Licensee.

 

Website and Content

Icon Sports Media, Inc. and its Content Providers retain all title, right and interest to all copyrights, trademarks and trade secrets to the content on this Site. All content is the copyright of Icon SMI and must not be used for any purpose without the limited licenses specified in this Agreement.

All elements of Icon Sports Media's Site, including, but not limited to, the general design and the Content, are protected by copyright, trademark and other laws relating to intellectual property rights. Except as explicitly permitted under this or another written license or agreement with Icon SMI, no portion or element of this Site or its Content may be copied or retransmitted via any means and all related rights shall remain the exclusive property of Icon SMI, its Content Providers or its third-party image partners. You shall indemnify Icon SMI, its affiliates and licensors against any losses, expenses, costs or damages incurred by any or all of them as a result of your breach of these Terms or your unauthorized use of the Content or Site.

 

Use of Site

This Site and its Content are intended for customers of Icon Sports Media. Customer includes a) individual listed as the registrant to the Icon SMI site or b) registrant acting as an agent on behalf of an Employer or Third Party. Content and end use of this site is solely for the benefit of the registrant and registrant's Employer or Third Party. Any other use of Content and this site by registrant and registrant's Employer or Third Party must be obtained through a separate agreement. Any use of the Content, this Site or any of its functionality for a purpose not permitted by these Terms is grounds for the immediate termination access and use of this Site without notice.

Trademark "Icon Sports Media" is trademark of Icon Sports Media, Inc. All other trademarks logos and service marks (collectively, the "Trademarks") appearing on the Site are Trademarks of their respective owners. Nothing contained on the Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark displayed on the Site without the written permission of its respective owner. Your use of the Trademarks displayed on the Site except as provided in these Terms is strictly prohibited.

 

Disclaimers

This site and its Content are provided by Icon Sports Media and its Content Providers "as is" and without any warranty of any kind, express or implied, regarding the Content, its online systems, continued access or availability or interruption of service or any rights and licenses under this Agreement. Icon Sports Media will not be liable for any damages arising from the use of this Site or unavailability of the Site, including, but not limited to, lost profits and direct, indirect, incidental and consequential damages.

Although Icon Sports Media uses reasonable efforts to ensure the accuracy, correctness and reliability of the Content, we make no representations or warranties as to the Content's accuracy, correctness or reliability. Icon Sports Media is not liable, nor makes any warranties, for a) any claims made against Content which has been modified by Licensee, b) has been combined by Licensee with other Content, text, products or materials and c) Icon Sports Media has notified Licensee not to use Content prior to the start of the Term of the license for the applicable Content.

This Site may contain hyperlinks to other websites. However, these other websites are not controlled by Icon Sports Media and we are not responsible for any content contained on any such website or any loss or damage suffered by you in relation to your use of such websites. Icon Sports Media is not liable, nor makes any warranties, regarding the inclusion of links to outside websites or your use of those websites.

 

Governing Law and Venue

This Agreement shall be interpreted, construed and governed by the laws of the State of California, USA and shall not be governed by the 1980 United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly disclaimed. Venue for all disputes arising under this Agreement shall lie exclusively in the state and federal courts located in California. In the event of a dispute over breach of the Agreement between Icon Sports Media Inc. and Licensee where Icon SMI prevails, Icon Sports Media shall be entitled to recover its reasonable legal expenses and court costs.

 

Miscellaneous

No action by Icon Sports Media, other than an express written waiver or amendment, may be construed as a waiver or amendment of any of these Terms. If any clause in these Terms is found to be unenforceable, wherever possible, this will not affect any other clause and each will remain in full force and effect. We reserve the right to change these Terms, the Content displayed on this Site, any license or product prices contained on the Site and any information or license terms without prior notice.

 

Security and Privacy

Icon Sports Media understands and respects your security and the privacy concerns regarding any information you supply while visiting our web site. If you have questions about this privacy policy or concerns about personal information you have supplied please contact Icon Sports Media customer service or your account representative.

 

Personal Information

Icon Sports Media adheres to strict accounts security and privacy practices involving a) Personal information, b) Payment information, c) Cookies, d) Email. Icon SMI does not sell or rent information about our customers to third parties. When you visit this site, information, such as your IP and email address, navigational, search, download and purchase information may be collected automatically as part of the site's operation.

 

Use of Information

Information is for internal purposes to process your order, maintain or update your account, track what Content you use and send you updates about special offers, new services, special promotions, and noteworthy news and events. In addition, your account information may be used by Icon SMI to create personalized content, services, and advertising on this site. Icon SMI also aggregates your activity so that we may better understand the users that are visiting our site including reports on the most popular search terms collected from general search term data based on individual searches.

 

Cookies

When you visit the Icon Sports Media web site, a small text file called a cookie will be saved in the browser directory of your computer's hard drive. A cookie is a small piece of information that a website can store on your web browser and later retrieve. Cookies allow Icon SMI to make its web site more useful by storing information about your preferences, including the date and time of your visit, your registration information, lightbox data and your navigational and purchase activity. Cookies do not personally identify an Internet user, although they do identify a user's computer. Cookies also allow you to retrieve previous image search results, access Lightboxes with ease and view your previous invoices. You can set your browser's option not to accept cookies; however, by doing so, you may not be able to access all of the features on the site.

 

Email

Icon Sports Media may send you email to notify you about your recent order and account updates as well as email to inform you about Icon SMI offers, updates, features, as well as offers and updates. Icon Sports Media does not rent or sell email lists. You may opt out by un-checking the appropriate box on your online registration form or by notifying your account executive. If you did not opt out when you registered, and later decide that you are not interested in receiving this information, you can opt out at any time by emailing us at service@iconsportsmedia.com or speaking with your account executive.

Icon Sports Media reserves the right to changes its privacy policy at any time and this page will be updated accordingly. If you have any questions or comments about our privacy policy, you can email us at info@iconsportsmedia.com. 

 
 
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