ALL CANADA PHOTOS LICENSING AGREEMENT
ALL CANADA PHOTOS LICENSING AGREEMENT (DIGITAL DELIVERY) NOTICE TO USER:
GENERAL DISCLAIMERS: ALL CANADA PHOTOS GIVES NO RIGHTS OR WARRANTIES WITH RESPECT TO THE USE OF NAMES, TRADEMARK, LOGO TYPES, REGISTERED OR COPYRIGHTED DESIGNS OR WORKS OF ART DEPICTED IN ANY IMAGE, AND THE USER MUST SATISFY ITSELF THAT ALL NECESSARY RIGHTS, CONSENTS OR PERMISSION AS MAY BE REQUIRED FOR REPRODUCTION ARE SECURED. ALL CANADA PHOTOS IDENTIFIED THE CAPTION FOR EACH IMAGE TO THE BEST OF ITS ABILITY, BUT CANNOT BE HELD RESPONSIBLE FOR ERRONEOUS OR INCOMPLETE CAPTION INFORMATION. NO MODEL RELEASES OR OTHER RELEASES EXIST ON ANY IMAGES UNLESS THE EXISTENCE OF SUCH RELEASE IS SPECIFIED IN WRITING BY ALL CANADA PHOTOS.DIGITAL FILES ARE PROVIDED "AS IS." ALL CANADA PHOTOS MAKES NO REPRESENTATION OR WARRANTY, EITHER EXPRESS OR IMPLIED, INCLUDED BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, QUALITY OF IMAGE, OR COMPATIBILITY WITH ANY COMPUTER HARDWARE OR OTHER EQUIPMENT, OPERATING SYSTEM OR SOFTWARE PROGRAM. ALL CANADA PHOTOS MAKES NO REPRESENTATION OR WARRANTIES THAT THE USE OF THE SITE WILL BE UNITERRUPTED OR ERROR FREE. THE USE OF THIS SITE IS AT YOUR OWN RISK.YOU MAY HAVE ADDITIONAL RIGHTS UNDER SOME STATE LAWS.LIMITATION OF LIABILITYUNDER NO CIRCUMSTANCES WILL ALL CANADA PHOTOS OR THE OWNER OF THE IMAGES BE LIABLE FOR ANY DIRECT, INCIDENTAL, CONSEQUENTIAL, INDIRECT OR PUNITIVE DAMAGES AS A RESULT OF THE USE OF THIS SITE OR FROM YOUR ACCESS OR USE OF THE IMAGES ON THIS SITE. IN ANY EVENT, THE LIMIT OF LIABILITY OF THE COPYRIGHT OWNER OF THE IMAGE AND ALL CANADA PHOTOS SHALL BE THE FEE PAID FOR THE IMAGE TO ALL CANADA PHOTOS.
UNAUTHORIZED USE/RETROACTIVE LICENSE FEE: Since it is difficult to determine damages resulting from unauthorized usage, in the event you utilize an Image other than for the usage indicated on our Invoice, we agree to forego our right to sue you for copyright infringement and you agree to pay, as liquidated damages, a retroactive license equal to ten (10) times the normal price we would have charged for such unauthorized use within ten (10) days of our billing such fee. If you fail to timely make such payment, this liquidated damage provision shall be void and we shall have the right to sue for copyright infringement and/or breach of contract, for which we will seek all damages and remedies available, including attorney’s fees and all associated costs. MISCELLANEOUS JURISDICTION: Any and all disputes, with the exception of copyright claims, arising out of, under or in connection with this agreement, including, without limitation, the validity, interpretation, performance and breach hereof, shall be settled by arbitration in Victoria, BC, Canada, pursuant to the rules of the Canadian Arbitration Association. Judgment upon the award rendered may be entered in the highest court of the forum, Provincial or Federal, having jurisdiction. This agreement, its validity and effect, shall be interpreted under and governed by the laws of British Columbia. If User of this contract is an agent for or an employee of a non-Canadian company. but operates in a place of business in Canada, said User expressly agrees that any dispute regarding this contract shall be adjudicated within Canada in the manner described here. Copyright claims shall be brought in the Federal Court having jurisdiction. User agrees to be subject to the jurisdiction of the Federal Court of Canada. If ALL CANADA PHOTOS is caused to present claims or suit as a result of any breach of the above terms set forth, it shall be made whole for such reasonable legal fees or costs by User. This agreement is not assignable or transferable on the part of User. This contract contains all the terms of the agreement between us (ALL CANADA PHOTOS and User) concerning transmission, delivery and review of Images, and no term or conditions may be added or deleted unless made in writing and signed by both of us. These terms and the terms of any subsequent invoice supersede any and all terms of the client’s purchase order. Any subsequent invoice may contain additional terms relating to the rights granted and the type of usage allowed.