License Agreement

FotoSpout License Agreement Snapshot

The following is only a snapshot (not the full terms) of the FotoSpout License Agreement. The full terms of the License Agreement appear immediately below this summary, which has been provided here for convenience to highlight some important points.

A FotoSpout Royalty-Free (RF) License allows you to pay for the rights to use a FotoSpout Photo once per end product. Licensees do NOT need to pay additional or recurring fees for each person who sees or uses it. The FotoSpout License Agreement governs the terms by which FotoSpout Members obtain the right to use Photos provided by FotoSpout Contributors through this Royalty-Free License. All FotoSpout images are licensed on a non-exclusive basis.

PERMITTED USES:
Use of photographic images in print and digital media and in promotional material including:
+ Advertising (print, online and mobile) and marketing materials
+ Product packaging, catalogs, brochures, postcards, business cards, letterhead, greeting cards (items cannot be for re-sale)
+ Websites, blogs, web banners and newsletters
+ Magazine illustrations and press articles
+ Slide shows and corporate presentations including broadcast video
+ Email
+ Commercial film, movies, theatrical presentations or motion pictures
+ Software applications
+ Mobile Apps
+ Editorial uses (Photo Credit/Attribution is only required if used in an editorial context).
+ Books and Book Covers
+ Cover Art for Audio/Video – e.g. CD or DVD cover art
+ E-Books
+ Personal uses

RESTRICTED USES:
+ Use in a logo, trademark or service mark.
+ Incorporation into merchandise or items for sale or distribution; that is, use in end products for re-sale (for example: calendars, posters, postcards, mugs, t-shirts, screensavers, etc.) For example, you cannot use an image from FotoSpout on a “print-on-demand” site/service where a third party applies an image to be printed on merchandise for sale.
+ Use in more than 500,000 printed materials (e.g. printed marketing pieces)
+ Use in pornography, adult entertainment services/venues, or in a manner that could be considered obscene
+ Use in ways that could be considered defamatory, deceptive, libelous or otherwise unlawful
+ Use in stock items/templates for resale (for example: Web design templates, brochure design templates; business card templates, etc.)
+ Images cannot be re-sold and rights cannot be transferred (gifted or otherwise) to anyone

Special Note for Creative Professionals (Freelancers and Agencies)
You are welcome to charge your end-client for your services to create an end-product using a FotoSpout RF License; however, you cannot use one FotoSpout RF License for multiple clients or multiple creative projects/jobs.

FotoSpout License Agreement

Last updated: October 11, 2017

ROYALTY-FREE LICENSE TERMS AND GRANT OF RIGHTS

The FotoSpout License Agreement (“Agreement”) applies if you download a photograph, image or any other pictorial or graphic work (collectively, “Photos”) from the FotoSpout Site. By downloading a Photo from the Site, you agree to the terms of this Agreement as well as the Site Terms of Use Agreement. If you do not agree to the terms of this Agreement, you must not download an image, free or otherwise, from the Site. You represent and warrant that you have the right to enter into this Agreement. Acceptance will bind you to the license terms in a legally enforceable contract with FlashKite Corporation.

FlashKite Corporation (“FlashKite” “we” or “us”), owner and manager of the FotoSpout.com website (Site) grants you a non-exclusive, non-transferrable license to use, reproduce, modify, publish, display, and distribute FotoSpout.com Photos according to the terms and conditions of this License Agreement and in accordance with the FotoSpout.com Terms of Use Agreement.

OWNERSHIP OF IMAGES
This Agreement does not constitute the sale of a Photo submitted by a FotoSpout Contributor, who retains the copyright of, and all rights to, the images they upload to FotoSpout. FOR THE AVOIDANCE OF DOUBT, NO OWNERSHIP OR COPYRIGHT IN ANY IMAGE DOWNLOADED FROM THE SITE SHALL PASS TO YOU WITH THE ISSUE OF A FOTOSPOUT ROYALTY-FREE LICENSE.

PERMITTED USES:
Use of photographic images in print and digital media and in promotional material including:
+ Advertising (print, online and mobile) and marketing materials
+ Product packaging, catalogs, brochures, postcards, business cards, letterhead, labels, greeting cards (items cannot be for re-sale)
+ Websites, blogs, web banners and newsletters
+ Magazine illustrations and press articles
+ Slide shows and corporate presentations including broadcast video
+ Email
+ Commercial film, movies, theatrical presentations or motion pictures
+ Software applications
+ Mobile Apps
+ Books and book covers
+ Cover Art for Audio/Video – e.g. CD or DVD cover art
+ E-Books
+ Educational uses
+ Editorial uses (Photo Credit/Attribution is only required if used in an editorial context).
+ Event displays and signage
+ Display in a storefront or other place of business
+ Personal uses

Licensee may modify, crop, or adapt downloaded images in connection with the above-stipulated Permitted Uses. Licensee may make transfers to third parties on a temporary basis to third parties involved in the development of the final product, provided usage by third parties is subject to the terms of this Agreement, especially related to Permitted Uses and Ownership of Images.

RESTRICTED USES:
+ Use in a logo, trademark or service mark
+ Incorporation into merchandise or items for sale or distribution; that is, use in end products for re-sale (for example: calendars, posters, postcards, mugs, t-shirts, screensavers, etc.) For example, you cannot use an image from FotoSpout on a “print-on-demand” site/service (e.g. Zazzle) where a third party applies an image to be printed on merchandise for sale
+ Use in more than 500,000 printed materials (e.g. printed marketing pieces)
+ Use in pornography, adult entertainment services/venues, or in a manner that could be considered obscene
+ Use in ways that could be considered defamatory, deceptive, libelous or otherwise unlawful
+ Use in stock items/templates for resale (for example: Web design templates, brochure design templates; business card templates, etc.)
+ Images cannot be re-sold and rights cannot be transferred (gifted or otherwise) to anyone
+ Use in political endorsements

USE BY CLIENTS
Licensee may use a FotoSpout Royalty-Free License granted under this agreement for the benefit of ONE of your clients, subject to the transfer of your license to the end-client and provided that the client complies with the terms of this Agreement, especially related to Permitted Uses and Ownership of Images.

USE BY CONTRACTORS AND EMPLOYEES
Licensee may transfer images as downloaded or subsequently modified to contractors, employees or associates, provided that these parties agree to comply with the terms of this Agreement, especially related to Permitted Uses and Ownership of Images.

FotoSpout reserves the right to notify and instruct any licensee to cease use of a downloaded image if it is determined by the Site administrative team that an uploaded Photo is in violation of the FotoSpout Contributor Agreement or Site Terms of Use Agreement. Licensees agrees to comply with such instructions in a prompt manner.

TERMINATION
If Licensee fails to comply with any term or provision in this Agreement, the issued License will terminate immediately without notification from FlashKite or the Site administrative team. In such instances, licensee must immediately cease use of the downloaded Photo and remove any and all copies of the Image from physical or digital storage systems.

WARRANTY AND LIMITATION OF LIABILITY
FlashKite does not make any warranty, express or implied, regarding licensees’ Photos or FotoSpout’s media/content delivery systems, including, without limitation, any implied warranties of merchantability or fitness for a particular purpose. FlashKite shall not be liable to licensee or any other person or entity for any punitive, indirect, consequential, special, incidental or other similar damages, losses or costs arising out of this Agreement, even if FlashKite has been advised or notified by any means of the possibility of such damages, losses or costs. No action, regardless of form or nature, arising out of this Agreement may be brought by or on behalf of Licensee or purchaser.

INDEMNIFICATION
You agree to defend, indemnify and hold harmless FlashKite, its affiliates and licensors and their respective officers, directors, employees, contractors, agents, licensors and suppliers from and against any claims, liabilities, damages, judgements, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or as a result of claims by any third party relating to a Licensee using an image downloaded from the Site that violates the terms of this Agreement or any other breach by the Licensee of this Agreement.

GOVERNING LAW; JURISDICTION; DISPUTES
This Agreement is governed by and shall be construed in accordance with the laws of the State of New York, without regard to its conflicts of law provisions. You hereby consent to the personal jurisdiction of the state and federal courts located within such state. All actions, controversies and disputes arising from or relating to this Agreement shall be heard and decided exclusively before the courts located within the State, County and City of New York and not elsewhere. These Terms of Use shall not be governed by the United Nations Convention on Contract for the International Sale of Goods, the application of which is expressly disclaimed. This agreement shall be construed neither against nor in favor of any party, but rather in accordance with the fair meaning of the language hereof. The invalidity or unenforceability of any part of this agreement shall not affect the validity or enforceability of the balance hereof. FlashKite shall have the right to commence and prosecute any legal or equitable action or proceeding before any US or non-US court of competent jurisdiction to enforce this Agreement. In any dispute between you and FlashKite Corporation where FlashKite prevails, FlashKite shall be entitled to recover its reasonable attorney fees, court costs, disbursements, and other legal expenses.

GENERAL
(a) No Waiver: Our failure to enforce or exercise any of the terms outlined in this Agreement does not constitute a waiver of that section.
(b) No Class Actions: You acknowledge that you may only resolve disputes with FlashKite on an individual basis. As a result, you may not bring a claim as a plaintiff or a class member in a consolidated, class or representative action.
(c) Severability: If a particular term in this Agreement is not enforceable, the unenforceability of that term will not affect any other terms.

CONTACT
If you have any questions related to the FotoSpout License Agreement or any other FotoSpout Agreement, we invite you to contact the FotoSpout site administration team via email at: crew@fotospout.com.