Help : End User License Agreement
Veer Customer Agreement
This Customer Agreement (“Agreement”) governs the terms by which Users download and sublicense photographic, video and other media content (“Content”) from Corbis Corporation (herein after referred to as “Veer ”), via the website located at www.veer.com (the “Site”). By obtaining, using or paying for any content from Veer , you agree to be bound by and comply with all of the terms of this Agreement. If you do not agree with any of the applicable terms, do not obtain or use any content from Veer .
- Parties. This Agreement is a binding legal agreement between Veer and any registered User of the Site who desires to download and use Content.
- Veer sublicenses content owned by third parties (“Contributors”) via the Site. In uploading Content, Contributors authorize Veer to grant licenses to use their Content to Users, in accordance with the terms and conditions of this Agreement. Veer does not act as agent for Contributors who license Content or Users who use the Content, and, except as specifically set forth in Section 8 below, does not guarantee the quality, title, or legality of the Content, or the truth or accuracy of listings associated with the Content. Accordingly, except with respect to claims arising from Veers breach of warranties set forth in Section 8, you hereby irrevocably and unconditionally release and waive any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, that you may have or assert against Veer relating to or arising out of the purchase of a license to or the use of the Content.
- For purposes of this Agreement, “you” or “User” means either: (a) the individual listed as the registrant of the Veer User Account through which the Agreement and the license(s) granted hereunder are entered (“Registrant”), or (b) if Registrant is entering into this Agreement and the license(s) granted hereunder are for the benefit of, and/or as an agent on behalf of, Registrant’s employer (“Employer”) and/or a third party (“Principal”) then such Employer or Principal. If Registrant is entering into this Agreement and the licenses hereunder for the benefit of, and/or as an agent on behalf of Employer and/or Principal, then Registrant: (a) represents and warrants that such Principal and/or Employer has authorized Registrant to enter into this Agreement, that the licenses granted hereunder are on that Principal’s and/or Employer’s behalf, that such Principal and/or Employer has agreed to be bound hereby and that Registrant has actual and express authority to act on behalf of and bind such Principal and/or Employer to the terms of this Agreement; (b) the Content (and any use thereof) is solely for the benefit of the Employer and or Principal and that Registrant will not use the Content or (any use thereof) for the benefit of any other person or entity without entering into a separate license with Veer , and (c) Registrant will comply with the terms of this Agreement and will be jointly and severally liable for any breach of the terms of this Agreement by Principal and/or Employer.
Option 1: Basic License: Under the Basic License, the User is granted the following rights:
Option 2: Multi User License: Under the Multi User License, the User is granted the rights available under the Basic License, in addition to and as amended by the following rights and uses:
- Single User: The User (and only the User) may download and copy into electronic storage the Content onto one (1) personal computer, and operated by a single person at a time, who, in the case of an individual User, is the individual User, or, if the User is a legal entity, a single person acting under the direction and control of the User. Under this Basic License option, network or server-based use of Content from multiple terminals or by multiple persons is prohibited.
If there is any doubt that a proposed use is a Permitted Use, you should contact Customer Service for assistance.
- advertising and promotional projects, including hard copy printed materials, product packaging, presentations, advertising and promotional purpose film and video presentations, commercials, catalogues, brochures, promotional greeting cards and promotional postcards (i.e. not for resale or license) up to 500,000 copies;
- publications such as books and book covers, magazines, newspapers, editorials, newsletters up to 500,000 copies, and including the resale of these publications;
- theatrical presentations, including video, webcast and broadcast, (unlimited copies), and including the resale of these presentations;
- on-line, electronic, and mobile publications and mobile applications, including web pages and advertising and promotional projects, to a maximum of 800 x 600 pixels (unlimited copies); and
- hard copy prints, posters and other reproductions for personal use, but not for resale, license or other distribution, up to 500,000 copies.
- Prohibited Uses under the Basic License. Unless you purchase additional license options, you may not do anything with the Content that is not expressly permitted in the preceding section. For greater certainty, the following are “Prohibited Uses” under the Basic License and you may not:
- Electronic Resale (including “On Demand” Sales): use the Content in design template applications intended for resale, whether on-line or not, including, without limitation, website templates, Flash templates, business card templates, electronic greeting card templates, and brochure design templates;
- Physical Resale (including “On Demand” Physical Sales): use the Content in any posters (printed on paper, canvas or any other media) or other items for resale, license or other distribution for profit, including using or displaying the Content on websites or other venues designed to induce or involving the sale, license or other distribution of “on demand” products, including postcards, mugs, t-shirts, posters, electronic templates, and other items (this includes custom designed websites, as well as sites such as www.cafepress.com); and
- install and use the Content in more than one location at a time or post a copy of the Content on a network server or web server for use by other users;
Option 3. Unlimited Reproduction License: Under the Unlimited Reproduction License, the User is granted the rights available under the Basic License, in addition to and as amended by the following rights and uses:
- Seat Restrictions. The User, and persons employed by or acting as agents under the direction and control of User, may access, download and copy into permanent electronic storage the Content onto one or more personal computers or computer network file servers.
Option 4: Product For Resale License: Under the Product For Resale License, the User is granted the rights available under the Basic License, in addition to and as amended by the following rights and uses:
- Unlimited copies of advertising and promotional projects, including hard copy printed materials, product packaging, presentations, advertising and promotional film and video presentations, commercials, catalogues, brochures, promotional greeting cards and promotional postcards (i.e. not for resale or license);
- Unlimited publications such as books and book covers, magazines, newspapers, editorials, newsletters; and
- Unlimited Online Display Size: on-line, electronic, and mobile publications and mobile applications, including web pages and advertising and promotional projects, larger than 800 x 600 pixels.
Option 5: Extended Customer Protection: Under the Extended Customer Protection License, the User is granted the rights available under the Basic License, in addition to and as amended by the following rights and uses:
- Non-Paper Products: The following products/merchandise bearing or incorporating licensed Content: mugs, T-shirts and other apparel items, mouse pads, games (electronic, computer and all other media) toys, entertainment goods, framed artwork, or packing for the same, up to 10,000 impressions, for resale or other distribution for profit.
- Paper Products: The following products/merchandise bearing or incorporating licensed Content in “hard copy” media: posters, calendars, cards, stationery items, stickers, up to 100,000 impressions, for resale or other distribution for profit.
- Electronic Products: Items in downloadable, electronic or digital format intended for multiple distribution (unlimited copies): screensavers, web site templates, presentation templates, wallpapers, application or other software products and templates, e-greetings, applications (other than games) and Content used on or in connection with mobile devices, including but not limited to mobile telephones and personal digital assistants, for resale or other distribution for profit.
- Electronic “On Demand” Resale: use the Content in design template applications intended for resale, whether on-line or not, including, without limitation, website templates, Flash templates, business card templates, electronic greeting card templates, and brochure design templates; up to 100,000 copies.
- Physical “On Demand” Resale: use or display the Content on websites or other venues designed to induce or involving the sale or other distribution of “on demand” products, including postcards, mugs, t-shirts, posters, and other items (this includes custom designed websites, as well as sites such as www.cafepress.com); up to 10,000 Non-Paper and 100,000 Paper Product copies.
- Limitation of Liability. The references to “TEN THOUSAND ($10,000) US DOLLARS” in Section 11 (Limitation of Liability) of this Agreement shall be deleted in their entirety and replaced with “TWO HUNDRED AND FIFTY THOUSAND ($250,000.00) DOLLARS”.
- Prior Claims. Notwithstanding the User’s obtaining an Extended Customer Protection License, Veer’s limitation of liability shall not extend beyond $10,000 for any actual or threatened claim that the User had knowledge of or should have had knowledge of prior to the date Veer granted the User the Extended Customer Protection License.
- Date of Effectiveness, usage prior to effectiveness. Notwithstanding the User’s obtaining an Extended Customer Protection License, Veer’s limitation of liability shall not extend beyond $10,000 for damages/costs or other indemnification obligations for any liability incurred by the User or attributable to usage by the User prior to the date Veer granted the User the Extended Customer Protection License.
- Prohibited Uses. You may not do anything with the Content that is not expressly permitted in the licensing option(s) you purchase. The following are prohibited under ALL license options, and you may never:
- sublicense, re-sell, transfer or assign to any third party the Content or any rights thereto, or the rights granted to User under this license.
- use Content in any product, merchandise or service where the Content may be accessed, extracted or used apart from the product, merchandise or service.
- use any of the Content in a manner that infringes upon any third partys trademark or intellectual property;
- use any of the Content as part of a trade-mark, design-mark, trade-name, business name, service mark, or logo;
- Sensitive Subjects: use the Content in a fashion that is considered by Veer in its sole but reasonable discretion, or under applicable law, may be considered pornographic, obscene, immoral, infringing, defamatory or libelous in nature, or that would be reasonably likely to bring any person or property reflected in the Content into disrepute;
- Endorsement: use or display any Content that features a model or person in a manner that (i) would lead a reasonable person to think that such person uses or personally endorses any business, product, service, cause, association or other endeavour; or (ii) that depicts such person in a potentially sensitive subject matter, including, but not limited to mental and physical health issues, social issues, sexual or implied sexual activity or preferences, substance abuse, crime, physical or mental abuse or ailments, or any other subject matter that would be reasonably likely to be offensive or unflattering to any person reflected in the Content, unless you include a statement that indicates that the person(s) depicted is a model and is being used for illustrative purposes only;
- to the extent that source code is contained within the Content, reverse engineer, decompile, or disassemble any part of such source code;
- remove any notice of copyright, trade-mark or other proprietary right from any place where it is on or embedded in the Content;
- use or display the Content in an electronic format that enables it to be downloaded or shared in any peer-to-peer or similar file sharing arrangement;
- Additional Software Required. Content may be downloaded in alternate formats. You may select the format from those available when you select the Content. However, to view and use Content in formats other than the formats provided by Veer may require additional software, which you must obtain from the manufacturer of the software, subject to additional terms and payment as required by the manufacturer. This software is not included in the price for the Content.
- Payment. Each time you license Content you agree (a) to pay all fees and charges associated with your order and that (b) all such fees and charges and additional amounts (including taxes and late fees, as applicable) will be charged to a credit card or other payment method you have selected from your Account Information, which you supplied when you created your Veer User Account. If you want to use a different credit card or method of payment, you must update your credit card information. Without limitation, you are responsible for reporting and payment of any taxes applicable to your license and use of Content.
- Cancellations/Refunds. For Content: For Content costing equal to or less than 20 Veer credits (or the display cash price for content costing equal to or less than 20 Veer credits in your local currency), all orders are final and no cancellations are permitted. For Content with ID numbers beginning with DVP, DVI, PDP, PDI, SBP, SBI, PFP, RTP, BXP, CMP, AYP07, orders may be cancelled within seven (7) calendar days from the date of the order for a full refund. For all other Content, orders may be cancelled within thirty (30) calendar days from the date of the order for a full refund. If your original purchase method was via credit card, the refund amount will be credited to your credit card. If your original purchase method was via Veer Credits, your refunded credits will be reinstated to your account. If your original purchase method was by invoice, the refunded amount will be credited to your invoice amount. For any cancellations, you must also pay all service charges, production fees, processing and handling fees and shipping fees (if any). All licenses applicable to the cancellation shall immediate terminate upon cancellation. All cancellations are final.
- Ownership and Intellectual Property. Each Contributor retains all right, title, and interest in and to Content provided by such Contributor, including all copyrights, patent rights, trademarks, trade secrets, and all other proprietary rights. No rights in any Content are granted except the licenses specified in this Agreement. Any right, title or interest arising in any compilation or derivative work created using the Content will not entitle you to use any Content except as permitted hereunder. You do not acquire any copyright ownership or equivalent rights in or to any Content as a result of any license under this Agreement.
- Representations and Warranties. Veer warrants that (subject to the restrictions and limitations contained in this Agreement, including the limitations set forth in Sections 9 and 13 below), (a) Veer has sufficient rights to enter into this Agreement and grant you the rights provided herein, (b) the Content, as provided hereunder, and when used as authorized in this Agreement, will not infringe any copyright, trademark, moral right, right of privacy or right of publicity, or any other intellectual property right of any third party and (c) releases for models and real property sufficient for use of the Content in a manner authorized in this Agreement have been obtained,
- Disclaimer of Warranty. OTHER THAN AS EXPRESSLY PROVIDED IN SECTION 8 ABOVE, THE CONTENT IS MADE AVAILABLE “AS IS” AND WITHOUT WARRANTY OF ANY KIND AND YOU ASSUME THE ENTIRE RISK AS TO USE OF THE CONTENT. EXCEPT AS EXPRESSLY PROVIDED IN SECTION 8 ABOVE,TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW, VEER AND ITS CONTRIBUTORS HEREBY DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT, WITH RESPECT TO THE CONTENT. VEER DOES NOT REPRESENT OR WARRANT THAT THE CONTENT WILL MEET YOUR REQUIREMENTS OR THAT ITS USE WILL BE UNINTERRUPTED OR ERROR FREE. THE ENTIRE RISK AS TO THE QUALITY AND THE PERFORMANCE OF THE CONTENT IS WITH YOU. SHOULD THE QUALITY OF SUCH CONTENT BE DEFECTIVE YOU (AND NOT VEER NOR ITS AFFILIATES, EMPLOYEES, SUBSIDIARIES OR AGENTS NOR THE CONTRIBUTORS (“VEER PARTIES”)) ASSUME THE ENTIRE RISK AND COST OF ALL CORRECTIONS. NOTWITHSTANDING ANY OTHER TERM HEREIN, VEER MAKES NO WARRANTIES, NOR SHALL VEER BE LIABLE, FOR ANY CLAIMS RELATED TO OR ARISING FROM YOUR USE OF CONTENT WHICH: (I) HAS BEEN MODIFIED BY YOU, (II) HAS BEEN COMBINED BY YOU WITH OTHER CONTENT, PRODUCTS, TEXT, CONTENT OR MATERIALS.
Indemnification by Veer. Provided that the Content is used only in accordance with the terms of this Agreement, and provided that you are not in breach of this Agreement or any other agreement with Veer, then, as your sole and exclusive remedy of Veers breach of the warranties set forth in Section 8 above, Veer agrees to indemnify, defend and hold you harmless against all claims, liability, damages (except punitive damages), costs and expenses, including reasonable legal fees and expenses, awarded against you arising out of or related to Veers breach of the warranties to you as provided under Section 8 above and subject to the limitation of liability set forth in Section 11 below. Notwithstanding the preceding, Veer shall have no obligation under this Section 10 unless you provide Veer with written notice within ten (10) days of your receipt of any claim subject to indemnity. Veer shall not be liable for legal fees or other costs incurred prior to receiving notice of the claim. Veer shall have the right to assume the handling, settlement or defense of any claim or litigation to which this indemnification applies.
The foregoing states Veers entire indemnification obligation under this Agreement.
Upon notice from Veer, or upon your knowledge that any Content is subject to a threatened, potential or actual claim for which Veer may be liable, you must immediately and at your own expense (a) stop using the Content and any Permitted Uses of the Content; (b) delete or remove the Content and any Permitted Uses of the Content from your premises, computer systems and storage (electronic or physical); and (c) ensure that your clients, partners and any entity to whom youve provided Content or Permitted Uses do likewise. Veer shall provide you with replacement Content (which shall be determined by Veer in its reasonable commercial judgment) free of charge, but subject to the other terms and conditions of this Agreement.
Limitation of Liability. EXCEPT FOR ANY LIABILITY WHICH CANNOT BY LAW BE EXCLUDED OR LIMITED, THE VEER PARTIES WILL NOT BE LIABLE TO YOU OR ANY OTHER THIRD PARTY CLAIMING THROUGH YOU FOR INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, STATUTORY OR CONSEQUENTIAL DAMAGES ARISING OUT OF, OR RELATING TO THIS AGREEMENT AND/OR YOUR USE OR INABILITY TO USE THE CONTENT, WHETHER FRAMED AS A BREACH OF WARRANTY OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE, IN TORT, CONTRACT, OR OTHERWISE. IN NO EVENT WILL THE VEER PARTIES TOTAL MAXIMUM AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY CLAIMING THROUGH YOU ARISING FROM THIS AGREEMENT OR THE USE OF ANY CONTENT LICENSED HEREUNDER, EXCEED TEN THOUSAND DOLLARS ($10,000.00) REGARDLESS OF THE NUMBER OR TYPE OF CLAIMS AND REGARDLESS OF THE NUMBER OF TIMES THAT YOU LICENSE THE SAME CONTENT FROM VEER. THE FOREGOING EXCLUSIONS AND LIMITATIONS ARE APPLICABLE NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE.
CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, THE LIABILITY OF THE VEER PARTIES WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
- Alteration. Special ethical and legal considerations apply to use of Content that depicts subjects of editorial, news, people, and fine art nature. When using such Content, you are solely responsible for, and will indemnify Veer Parties for any claims related to or arising from any modifications to or alterations of the Content or to the caption information.
- Releases and Clearances. Except with respect to releases of models and real property as expressly provided for in Section 8 above, the rights granted you under this license do not include a license to, and Veer Parties make no representations or warranties that it owns or licenses any rights related to or in any persons, places, property (real, personal or of any other kind) or subject matter (including underlying works protected by copyright or viewable trademarks) depicted in any Content. All Content may be subject to copyrights, trademarks, rights of publicity, moral rights, property rights or other rights belonging to another party. Notwithstanding any release purported to exist with respect to such Content, you are solely responsible for determining whether your use of any Content requires the consent of any other party or the license of any additional rights, and you may not rely on the information provided on the Site. You are solely responsible for obtaining any and all releases and clearances as may be required, including without limitation (a) rights from any representative guild, union, professional organization, or other authorized representative; and (b) if any music is included in the Content, master use, synchronization and performance licenses from the copyright proprietors of the applicable master recording(s) and composition(s) and such other persons, firms or associations, societies or corporations as may own or control the performing rights thereto. You understand that you are responsible for consulting with competent legal counsel prior to using Content on or in connection with any goods or services or for any commercial purposes.
- Unauthorized Uses. Without limitation, Content may not be used as or as part of a trademark or service mark, or for any pornographic use, unlawful purpose or use, or to defame any person, or to violate any persons right of privacy, publicity or moral rights, or to infringe upon any copyright, trade name or trademark of any person or entity. You do not acquire, and will not claim, any rights (trademark, copyright or otherwise) in the Content itself apart from the limited license granted. Even under Option 2, User may not use Content in any product, merchandise or service where the Content may be accessed or used apart from the product, merchandise or service. Unauthorized use of Content constitutes infringement of copyright and other applicable rights and will entitle Contributor to exercise all rights and remedies under applicable copyright and other laws, including monetary damages against all users and beneficiaries of the use of such Content.
- Indemnification by You. You agree to indemnify, defend and hold the Veer Parties harmless and its against all claims (including, without limitation, claims by third parties), liability, damages (including punitive damages), judgments, settlements, costs and expenses, including reasonable legal fees and expenses, arising out of or related to (a) your breach of any terms, conditions or restrictions of this Agreement, (b) your use of or modification to any Content, or your combination of any Content with any text or other content, (c) your failure to obtain from third parties all permissions necessary to use the Content except for releases for models and real property, (d) any act or failure to act by you or anyone acting at your direction or under your control or supervision.
- Credit Line and Copyright Notice. If the Content licensed is used for editorial purposes you agree to include a copyright notice and credit adjacent to each Content (in the format: “© Contributors name/Veer” or as specified on the web page on which you viewed the Content) with each publicly distributed Content. You will not remove or alter any copyright notice, watermark, or other copyright management information from any Content without consent.
- Choice of Law / Jurisdiction/Attorneys Fees. Any dispute regarding this Agreement will be governed by the laws of the State of New York, and the parties agree to accept the exclusive jurisdiction of the courts of the state and federal courts located in the State of New York, regardless of conflicts of laws. This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly disclaimed. The parties hereto confirm that it is their wish that this Agreement as well as any other documents relating hereto, including notices, has been and will be written in the English language and in the event of any conflict between the English language version of this Agreement and a version in any other language, the English language version shall prevail. In any dispute between any of the Veer Parties and you regarding this Agreement where any of the Veer Parties prevails, the applicable Veer Party will be entitled to recover its reasonable attorneys fees, legal expert fees, court costs, and other legal expenses.
- Survival. The terms of this Agreement will survive termination of the license granted hereunder.