Image License Agreement

This license agreement (License) is a legal agreement between you (Licensee or you) Eddie Cloud (Licensor, us or we) for:

The digital content (Content) available on our website www.eddiecloud.com; and all documents made available with the Content (Documents).

We license the use of the Content and Documents to you on the basis of this Licence. We do not sell the Content or Documents to you. We remain the owners of the Content and Documents at all times.

If you have additional questions or require more information about our Licence Agreement, do not hesitate to contact us via the contact form located at the bottom of this page

1.GRANT AND SCOPE OF LICENCE  

1.1  In consideration of the payment by you of the agreed Licence fee (Licence Fee) and you agree to abide by the terms of this Licence, we grant to you a non-exclusive, non-transferable licence to access and use the Content and the Documents on the terms of this Licence from the date and for the period in accordance with the type of Licence as per 1.3 below, which you will confirm during checkout.

1.2  You may:

(a)  download and use the Content in accordance with your Licence type only; and
(b)  use any Documents in support of the use permitted under this Licence.

1.3 You can choose the type of Licence to purchase from the following:

Personal Use

Will provide you with a limited 12-month worldwide licence to access and use the Content for your own personal use only to create prints and cards or as desktop background on your personal computer or non-commercial digital presentation. You may use the Content as a reference for commercial artwork but you may not use the Content within your commercial artwork. This licence will be strictly for non-commercial use and you will only be licenced to use the Content for one personal social profile. You will no be able to use the licence for any marketing or advertising and you will not be able to distribute or modify the Content in any way.

Press End Media

Will provide you with a limited 5 year worldwide licence to access and use the Content for press media including 3,000 copies of the Content in magazines and or book publications, use in digital advertising, unlimited editorial use, unlimited online impressions and ability to transfer the licence to your client. You will not be able to display the Content on commercial premises, use the Content on products or merchandise or distribute the Content.

Commercial

Will provide you with a perpetual worldwide licence to access and use the Content for commercial use including 10,000 copies of the Content in magazines and or book publications, reproduce the Content up to 500 times on products, display the Content on commercial premises, use in marketing and advertising and ability to transfer the licence to your client. You will not be able to distribute the Content.

1.4 Regardless of the Licence type purchased, you will not be entitled to a refund whatsoever in accordance with the Consumer Protection (Distance Selling) Regulations 2000 due to the electronic nature of our the Content. We may, at our sole discretion, consider and provide you with a refund if we deem necessary.

1.5 We reserve the right to change the details and the prices for our Licence types at any time in accordance with Condition 5.

1.6 You may upgrade between Licence types at any time by requesting an upgrade via email. You will then be charged the extra pro-rata fee for the updated Licence.

1.7 Regardless of the Licence type, you must not use any Content in any context that would be unflattering or unduly controversial to a reasonable person, including using the Content to the promotion, advertisement or endorsement of any illegal cause.

2.  INTELLECTUAL PROPERTY RIGHTS  

2.1  You acknowledge that all intellectual property rights in the Content and the Documents anywhere in the world belong to us, that rights in the Content are licensed (not sold) to you, and that you have no rights in, or to, the Content or the Documents other than the right to use them in accordance with the terms of this Licence.

2.2  You acknowledge that nothing in these terms shall give you or anyone else the right to access, see or use the Content in source code form.

3.  LIMITATION OF LIABILITY  

3.1  You acknowledge and agree that:
a) the Content has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the Content as described in the Documents meet your requirements.
b) we give no warranty or representation of any kind, that the Content will be completely free from defects, bugs and errors.
c) we will not be held liable in any way, for any consequence of your reliance on the output of the Content and you agree to use the Content at your own risk.

3.2  We shall not in any circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Licence for:
(a)  loss of profits, sales, business, income or revenue;
(b)  business interruption;
(c)  loss of anticipated savings;
(d)  loss or corruption of data or information;
(e)  loss of business contracts or opportunity, goodwill or reputation; or
(f)  any special, indirect or consequential loss, damage, charges or expenses.

3.3  In any event our maximum aggregate liability under or in connection with this Licence whether in contract, tort (including negligence) or otherwise, shall in all circumstances be limited to a sum equal to the annual Licence Fee.

3.4 Nothing in this Licence shall limit or exclude our liability for:

(a)  death or personal injury resulting from our negligence;
(b)  fraud or fraudulent misrepresentation;
(c)  any other liability that cannot be excluded or limited by law.

3.5  This Licence sets out the full extent of our obligations and liabilities in respect of the supply of the Content and Documents. Except as expressly stated in this Licence, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us. Any condition, warranty, representation or other term concerning the supply of the Content and Documents which might otherwise be implied into, or incorporated in, this Licence whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

4.  TERMINATION  

4.1  We may terminate this Licence immediately by written notice to you if you commit a material (including but not limited to non-payment of the Licence Fee) or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

4.2  On termination for any reason:
(a)  all rights granted to you under this Licence shall cease;
(b)  you must immediately cease all activities authorised by this Licence; and
(c)  you must immediately, and no later than 10 days from the termination date, and permanently delete or remove the Content from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Content and Documents then in your (consumer) or your employee’s (business) possession, custody or control and, in the case of destruction, certify to us that you have done so.

5  COMMUNICATIONS BETWEEN US  

5.1  We may update the terms of this Licence at any time on notice to you in accordance with this Condition 5. Your continued use of the Content and Documents following the deemed receipt and service of the notice under Condition 5.3 shall constitute your acceptance to the terms of this Licence, as varied. If you do not wish to accept the terms of the Licence (as varied) you must immediately stop using and accessing the Content and Document on the deemed receipt and service of the notice and comply with clause 4.2 above.

5.2  If we have to contact you, we will do so by email to the address you provided in accordance with your order of the Content.

5.3  Note that any notice given by us to you will be deemed received and properly served 24 hours after an email is sent.

6.  EVENTS OUTSIDE OUR CONTROL  

6.1  We will not be liable or responsible for any failure to perform or delay in performance of, any of our obligations under this Licence that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in Condition 6.2.

6.2  An Event Outside Our Control means any act or event beyond our reasonable control.

6.3  If an Event Outside Our Control takes place that affects the performance of our obligations under this Licence:
(a)  our obligations under this Licence will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and
(b)  we will use our reasonable endeavours to find a solution by which our obligations under this Licence may be performed despite the Event Outside Our Control.

7.  HOW WE MAY USE YOUR PERSONAL INFORMATION  

Under data protection legislation, we are required to provide you with certain information about who we are, how we process the personal data of those individuals who use the Content and the Documents and for what purposes and those individuals’ rights in relation to their personal data and how to exercise them. This information is provided in our Privacy Policy and it is important that you read that information.

8.  OTHER IMPORTANT TERMS  

8.1  We may transfer our rights and obligations under this Licence to another organisation, but this will not affect your rights or our obligations under this Licence.

8.2  You may only transfer your rights or your obligations under this Licence to another person in accordance with your Licence type as per Condition 1.3.

8.3  This Licence constitutes the entire agreement between us and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between us, whether written or oral, relating to its subject matter. You agree that you shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this Licence. You agree that you shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this Licence.

8.4  If we fail to insist that you perform any of your obligations under this Licence, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

8.5  Each of the conditions of this Licence operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

8.6  This Licence, its subject matter and its formation (and any non-contractual disputes or claims) are governed by the law of England. We both irrevocably agree to the exclusive jurisdiction of the courts of England.