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Badmintonphoto® LICENCE AGREEMENT
These terms apply to the sale and use of single pictures and collections of pictures and the purchase of the CD-ROM containing pictures for sale by Badmintonphoto.com.
By making an order through our website, you agree to be bound by the following terms and conditions.
1. Ownership of the badminton photo website and the Pictures
The contents and all materials featured and displayed on the website are either owned by Badmintonphoto.com or used with permission from the copyright owners and content providers of material on the website. The content of the website is owned by Badmintonphoto and includes, but is not limit-ed to, all of the text, graphics, photographs, pictures, moving pictures, sound, illustrations and all software.
All elements of the Badmintonphoto website and the Pictures are protected by relevant intellectual property rights and laws throughout the world including laws relating to copyright, moral rights, trademarks and other laws. Unless expressly permitted under this Agreement you may not copy, transmit or retransmit or store any part of or the whole of the website via any means.
2. Information about you
Whilst Badmitnonphoto fully respects any rights of privacy which you may have we set out below our policy in regards to any information which you provide to us: In order to fulfil your orders or to provide any services to you as our customer we will require you to provide us with certain information. This information may include a contact name and company name, your address, telephone number, fax and e-mail details as well as credit card numbers. If you provide this information to us you are agreeing to allow us to use that information to complete any transactions which you request from us. You acknowledge and agree that such information may, because of the very nature of the Internet, pass through a number of jurisdictions and countries and you agree to that happening.
3. Grant of Licence
3.1 Under copyright law you are not permitted to use any of the material or information or other content of the website without our permission. You are also not entitled to reproduce or use in any way the contents of the collection of photographs and pictures which you may order from us in whatever form the Pictures are provided (whether downloaded by you, delivered by us to you on a CD-ROM or otherwise) for a fee specified in the website order form. In consideration of your agreement to the terms of this Agreement and the payment by you of the fees referred to you, the individual or entity whose name and address appears on the order for the Pictures, have the non-exclusive right to use the Pictures in limited applications as set out below.
3.2 You are permitted to:
- 3.2.1 Use and modify the Pictures subject to the restrictions contained in this agreement. You may not copy, rent, transfer or grant any rights to the Pictures or any compilation, derivative or other work containing the Pictures to any other person or organisation without our prior written consent. You may use the Pictures only on computers which are under your control and you may transfer the Pictures from one computer to another as long as the Pictures are not used on a commercial basis. You may use the Pictures for your personal use or in your business or profession but you may not transfer the Pictures on a permanent basis to another person unless such transfer takes place within the scope of the terms of this agreement.
- 3.3 In addition you must:
- 3.3.1 Not post any Picture or Pictures or any material or content of our website on any other website at a higher resolution that the one you bought online.
- 3.3.2 Ensure that the Pictures are not used in association with or to create pornographic, defamatory or obscene pictures or any pictures or features which place the Pictures in a context which is in breach of any applicable laws or regulations.
- 3.3.3 Not alter, delete or add to any copyright or trade marks notices or markings inserted on the website, or the Pictures or any of them.
- 3.4 Specifically, you may not under the terms of this Agreement use the pictures in commercial products where the Pictures make up a significant part of the re-sale value of the product (i.e., postcards, posters, calendars, etc). For such usages of an Picture you must acquire an extended one-time Commercial Product Picture Licence from Badmintonphoto.
- 3.5 You acknowledge that the copyright in the Pictures and all intellectual property rights in the Pictures and in the website remains at all times vested in Badmintonphoto and you are not entitled to any copyright or other intellectual property rights except as expressly permitted under this Agreement. You further acknowledge that if any further copyrights or other rights arise in the Pictures as a result of your manipulation or alterations of the Pictures then the rights in such altered or manipulated Pictures shall automatically vest in Badmintonphoto and you will, on notice from us, execute such further documentation as is necessary to vest all such rights in Badmintonphoto The terms of this Agreement apply to all such altered or manipulated Pictures.
4. Term and Termination
4.1 The Licence granted under this agreement remains in force until terminated.
4.2 Your permission to use the Pictures will terminate automatically if you fail to comply with any term of this agreement. The agreement will also terminate without further action or notice by us if you become bankrupt, go into liquidation, suffer or make any winding-up petition, make an arrangement with your creditors, have an administrator, administrative receiver or receiver appointed or suffer or file any similar action in any jurisdiction in consequence of any debt.
4.3 Upon termination of this agreement for any reason you will destroy the Pictures together with any copies in any form, including copies on your hard and back-up disks, in your possession or control. You will provide us with written confirmation of such destruction from an authorised officer of your company or personally from an individual. Any use of any copies of the Pictures after termination of the Licence is unlawful.
5. Limited Warranty
Badmintonphoto warrants to you, as the original licensee, that:
5.1 The Pictures when used properly will be usable by you; and
5.2 The media on which the Pictures are supplied by Badmintonphoto will be free from defects in material and workmanship under normal use. The entire liability of Badmitnonphoto and your exclusive remedy under the warranty given under this agreement will be, at Picture Source's option, to either:
5.3 Repair or replace the Pictures or the media upon which the Pictures are recorded which do not conform with the warranty; or
5.4 Refund the price paid for the Pictures and terminate this Agreement. This remedy is subject to the return of the Pictures to us by you not later than five days after the end of thirty days from the date of your receipt of the Pictures.
6. Exclusion of other Warranties
Except for the express warranties in section 5 Badmintonphoto and its suppliers make and you receive no other warranties, conditions or representations, express or implied, statutory or otherwise, and without limitation the implied terms of satisfactory and merchantable quality and fitness for purpose are excluded. Badmintonphoto does not warrant that the operation of the Pictures or the website will be free or interrupted. It is your responsibility to ensure that the Pictures are suitable for your needs and the entire risk as to the performance and results of the use of the Pictures is assumed by you.
7. Disclaimer
7.1 In no event will either Badmintonphoto or its suppliers be liable for any direct, indirect, consequential, incidental or special dam-age or loss of any kind (including without limitation loss of profits, loss of contracts, business interruptions, loss of or corruption of data) however caused and whether arising under contract, tort, (including negligence), or otherwise.
7.2 If any exclusion, disclaimer or other provision contained in this agreement is held invalid for any reason and Badmintonphoto becomes liable for loss or damage that could otherwise be limited, such liability, whether in contract, negligence or otherwise will not exceed the amount actually paid by you for the Pictures.
7.3 You acknowledge that the allocation of risk in this agreement reflects the price paid for the Pictures and also the fact that it is not within our control how and for what purposes the Pictures are used by you. You further acknowledge the limitations of liability and disclaimer in this clause are reasonable as Badmintonphoto has (i) no knowledge of the specific use to which you will put the Pictures; (ii) no knowledge of the suitability of the Pictures to you and your business; and (iii) provided you with the opportunity to examine the Pictures on the website prior to their purchase by you from Badmintonphoto.
8. General
8.1 This agreement is the entire agreement between you and Badmintonphoto and supersedes any other oral or written communications, agreements or representations with respect to the terms of this agreement and the Pictures.
8.2 If any part of this agreement is held by a court of competent jurisdiction to be unenforceable or unreasonable the validity of the remainder of the agreement will not be effected.
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All England 2005 