This is a licence agreement between you and CRANBOURN® that explains how you or your company can use photos, illustrations, vectors, and video clips (individually and collectively, “content”) that you download and license from CRANBOURN®. By downloading content from CRANBOURN®, you accept the terms of this agreement.
You may use licensed content in any way consistent with the rights granted below and not restricted (see Restricted Uses below). Subject to those restrictions and the rest of the terms of this agreement.
For purposes of this agreement, “use” means to copy, reproduce, modify, edit, synchronise, perform, display, broadcast, publish or otherwise make use of the Licensed Material. Please make sure you read the Restricted Uses section below for exceptions.
1. Restricted Uses:
No Unlawful Use.
You may not use content in a pornographic, defamatory, or other unlawful manner to promote violence or hatred or in violation of any applicable regulations (including for sports content, any restrictions or credentials issued by a sports league or governing body) or industry codes.
No Alteration of Editorial Content.
Content marked “editorial” or “intended for editorial” may be cropped or otherwise edited for technical quality, provided that the editorial integrity of the content is not compromised, but you may not otherwise alter the content.
No Standalone File Use.
You may not use content in any way that allows others to download, extract or redistribute content as a standalone file (meaning just the content file itself, separate from the project or end use).
No False Representation of Authorship.
You may not falsely represent that you are the original creator of a work that is made up largely of licensed content. For instance, you cannot create artwork based solely on licensed content and claim that you are the author.
No Commercial Use of Editorial Content.
Unless explicitly authorised in a CRANBOURN®, you may not use content marked “editorial” or “intended for editorial” for any commercial, promotional, advertorial, endorsement, advertising, gambling/betting/gaming uses, or merchandising purposes. This type of content is primarily intended to be used for editorial purposes, meaning descriptive purposes such as news reporting and discussion of current events or other human-interest topics.
No ‘On Demand’ Products.
Unless explicitly authorised by CRANBOURN®, you may not use content in connection with “on-demand” products (e.g., products in which a licensed image is selected by a third party for customisation of such product on a made-to-order basis), including, without limitation, postcards, mugs, t-shirts, calendars, posters, screensavers or wallpapers on mobile telephones, or similar items, this includes the sale of products through custom designed websites.
No Electronic Templates.
Unless explicitly authorised by CRANBOURN®, you may not use content in electronic or digital templates intended for resale or other distribution (for example, website templates, business card templates, electronic greeting card templates, and brochure design templates).
No Use in Trademark or Logo.
Unless explicitly authorised by CRANBOURN®, you may not use content (in whole or in part) as the distinctive or distinguishing feature of a trademark, design mark, tradename, business name, service mark, or logo. Additionally, you shall not be entitled to register (in any jurisdiction) such content (in whole or in part) as a trademark or rely on any such registrations, prior use, and/or accrued goodwill to prevent any third-party use of the content or any similar content (including by us, our customers, or the copyright owner of such content).
No Machine Learning, AI, or Biometric Technology Use.
Unless explicitly authorised by CRANBOURN®, you may not use content (including any caption information, keywords or other metadata associated with content) for any machine learning and/or artificial intelligence purposes, or for any technologies designed or intended for the identification of natural persons.
No Metadata Exploitation.
Unless expressly authorised by CRANBOURN®, you may not use the caption information, keywords, accompanying text, or other metadata associated with content separate and apart from the content, or allow any third parties to access or use any such information associated with the content.
No NFT Use of Editorial Content or Rights-Ready Video Content.
Unless explicitly authorised by CRANBOURN®, you may not use any items of content marked “editorial” or “intended for editorial” or any rights-ready video content in connection with an immutable digital asset intended for sale or other distribution.
2. Intellectual Property Rights.
All the licensed content is owned by either CRANBOURN® or its content suppliers. CRANBOURN® and the content suppliers reserve all rights not expressly granted in this agreement. You may not assert any right to revenue from a collecting society, social media website, content-sharing platform or any other third-party regarding photocopying, digital copying, sharing, distribution or other secondary uses of the licensed content.
2.1 Attribution:
If you use content for editorial or academic purposes, you must include a credit adjacent to the content or in production credits. The credit should be in the following form or as otherwise stipulated in the caption information accompanying the content on the CRANBOURN® website: “[Photographer Name]/ [Collection Name] via CRANBOURN®.”
If licensed content is used in an audio/visual production where credits are accorded to other providers of licensed material, you must include a credit in comparable size and placement. The credit should be in the following form or as otherwise stipulated in the caption information accompanying the content on the CRANBOURN® website: “[Video] [Imagery] supplied by [Artist Name]/[Collection Name] via CRANBOURN®.”
You may use the name of CRANBOURN® and/or its content suppliers as necessary to give attribution. Still, you may not otherwise use their names, logos, or trademarks without prior written approval.
2.2 Termination/Cancellation/Withdrawal:
CRANBOURN® may terminate this agreement at any time if you breach any of the terms of this or any other agreement with CRANBOURN®, in which case you must immediately: cease using the content , delete or destroy any copies ,and, if requested, confirm to CRANBOURN® in writing that you have complied with these requirements.
Social Media Termination. If you use the content on a social media platform or other third-party website and the platform or website uses (or announces that it plans to use) the content for its own purpose or in a way that is contrary to this agreement, the rights granted for such use shall immediately terminate, and in that event, upon CRANBOURN®s request, you agree to remove any content from such platform or website.
3. General Provisions.
3.1 Assignment:
This agreement is personal to you and is not assignable by you without CRANBOURN®’s prior written consent. CRANBOURN® may assign this agreement, without notice or consent, to any corporate affiliate or to any successor in interest, provided that such entity agrees to be bound by these terms.
3.2 Audit:
Upon reasonable notice, you agree to provide CRANBOURN® sample copies of projects or end uses that contain licensed content, including by providing CRANBOURN® with free-of-charge access to any pay-walled or otherwise restricted access website or platform where content is reproduced. In addition, upon reasonable notice, CRANBOURN® may, at its discretion, either through its own employees or through a third party, audit your records directly related to this agreement and your use of licensed content to verify compliance with the terms of this agreement.
3.3 Electronic storage:
You agree to retain the copyright symbol, the name of CRANBOURN®, the content’s identification number and any other information or metadata that may be embedded in the electronic file containing the original content and to maintain appropriate security to protect the content from unauthorised use by third parties. You may make one (1) copy of the content for backup purposes.
3.4 Governing Law/Arbitration.
The laws of England & Wales in the United Kingdom will govern this agreement. Any disputes arising from or related to this agreement shall be finally settled by binding, confidential arbitration by a single arbitrator selected using the rules and procedures for arbitrator selection under i) if you are in North America: the JAMS’ Expedited Procedures in its Comprehensive Arbitration Rules and Procedures (“JAMS”); or ii) if you are outside of North America: the International Centre for Dispute Resolution (“ICDR”) or JAMS (the applicable rules to be at your discretion), in effect on the date of the commencement of arbitration to be held in one of the following jurisdictions (whichever is closest to you): New York, New York; London, England; Paris, France; Munich, Germany; Madrid, Spain; Milan, Italy; Sydney, Australia; Tokyo, Japan; or Singapore. The arbitration proceedings shall be conducted in English, and all documentation shall be presented and filed in English. The arbitrator’s decision shall be final and binding on the parties, and judgement may be entered on the arbitration award and enforced by any court of competent jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not govern this agreement. The prevailing party shall be entitled to recover its reasonable legal costs, including legal fees relating to that aspect of its claim or defence on which it prevails, and any opposing costs awards shall be offset. Notwithstanding the foregoing, CRANBOURN® shall have the right to commence and prosecute any legal or equitable action or proceeding before any court of competent jurisdiction to obtain injunctive or other relief against you in the event that, in the opinion of CRANBOURN®, such action is necessary or desirable to protect CRANBOURN®’S intellectual property rights. The parties agree that, notwithstanding any otherwise applicable statute(s) of limitation, any arbitration proceeding shall be commenced within two years of the acts, events or occurrences giving rise to the claim.
3.5 Severability:
If one or more of the provisions in this agreement is found to be invalid, illegal, or unenforceable in any respect, the validity, legality, and enforceability of the remaining provisions should not be affected. Such provisions should be revised only to the extent necessary to make them enforceable.
3.6 Waiver:
No action of either party, other than express written waiver, may be construed as a waiver of any provision of this agreement.
The user failed to comply with the Guidelines or these Terms and Conditions; and/or any comment submitted by the user account was deemed inappropriate.
3.7 Entire Agreement:
No terms or conditions of this agreement may be added or deleted unless made in writing and accepted in writing by both parties or issued electronically by CRANBOURN® and accepted by you. In the event of any inconsistency between the terms of this agreement and the terms contained on any purchase order sent by you, the terms of this agreement will apply. Notice. All notices required to be sent to CRANBOURN® under this agreement should be sent via email to [email protected]. All notices to you will be sent via email to the email set out in your account.
