Terms & Conditions for Rights Managed Photography

This is a legal agreement between you and Ric Ergenbright Photography LLC (Ric Ergenbright), defining the terms and conditions of use for any digital photographic reproduction (image) on this website. Please read this agreement carefully before downloading any image from our site. By clicking “agree” you agree to be bound by the following terms.

1. Copyright
   All images on this website are owned and copyrighted by Ric Ergenbright and its licensors, and all rights not specifically granted to you by this agreement are reserved. Your right to reproduce an image is subject to the terms herein, and is conditioned upon full payment of the licensing fee prior to your use of the image.
2. Reproduction Rights
   Unless otherwise stipulated in writing, all reproduction rights purchased through this website are limited to a non-transferable, one-time, non-exclusive license for English language use within the United States of America.
3. Unauthorized Use
   Use of any image without payment or consent is unauthorized, and will be invoiced at five (5) times the fee charged for the identical authorized use. If the invoice is not paid within ten (10) business days, it will be considered void and we will file suit for copyright infringement.
4. Model Releases
   No model releases or other releases exist for any image unless expressly acknowledged by Ric Ergenbright in writing.
5. Indemnity
   You agree to hold Ric Ergenbright and the photographer harmless against any liabilities, claims and expenses, including reasonable attorney’s fees, arising from your use of any image.
6. Payment
   No usage rights shall be granted until full payment is received. Unless prepaid by credit card, all invoices are payable net thirty (30) days, and a finance charge of 1.5% per month, or the maximum interest permitted by law, whichever is less, will be applied to any balances unpaid after thirty (30) days.
7. Legal
   Any dispute regarding this agreement shall be arbitrated in Portland, Oregon, under the rules of the American Arbitration Association and the laws of the state of Oregon. Any dispute involving $1,000 or less may be submitted without arbitration to any court having jurisdiction thereof. You agree to pay all arbitration and court costs, reasonable legal fees and expenses, and legal interest on any award or judgment in our favor.
   

Terms & Conditions for Royalty Free Digital Media

License Terms

Materials

1. The Photographs delivered to Licensee by Licensor, either by download from Licensor's website or on CD-ROM, are licensed, not sold, for Licensee’s use per the terms of this Agreement.
2. Licensor retains ownership of all Photographs covered by this Agreement, either for itself or on behalf of its contributors.
3. All references to the Photographs in this Agreement shall apply to individual Photographs in the Licensor’s online database and to the collection as a whole.

Usage Rights
Subject to the terms of this Agreement:

1. Licensor grants Licensee non-exclusive, non-transferable rights to copy, reproduce, transmit and display the Photographs an unlimited number of times in any and all media for the purposes permitted by this Agreement.
2. Licensee is granted the right to have the Photographs reproduced by subcontractors, provided such subcontractors agree to abide by the restrictions of this Agreement.
3. Licensee may alter, crop, manipulate and create derivative works of the Photographs.
4. Licensee's rights to use the Photographs are worldwide and perpetual.
5. Licensor reserves all rights not expressly granted to Licensee by this Agreement.

Multiple Users

1. Licensee may share the Photographs with employees, partners or clients via a local area network, but under no circumstance may the Photographs be viewed on more than five workstations at one time. Licensee must purchase a separate license from Licensor for each additional individual user, before such additional use begins. Contact Ric Ergenbright Photography to negotiate an applicable license fee.

Restrictions

1. Licensee may not sell, assign, convey or transfer any of its usage rights under this Agreement, but Licensee may sell or license derivative works incorporating the Photographs in accordance with the Section 1.2 of this Agreement. Licensee may not sell, license or distribute its work in such a way that Licensee's customer can extract or access the Photographs as stand-alone files.
2. The Photographs shall not be incorporated into a logo, trademark or service mark.
3. Licensee may not post the Photographs online in a downloadable format.
4. The Photographs may not be used in a pornographic, defamatory, libelous or otherwise illegal manner, whether directly or in context or juxtaposition with other materials.
5. Licensee must retain the copyright symbol, the name Ric Ergenbright Photography, and the Photograph's identification number as part of the electronic file, and as otherwise contained on the original Photograph.
6. Licensor grants no rights and makes no warranties with regard to the use of names, trademarks, copyrighted designs, or works of art or architecture depicted in any licensed Photographs, and Licensee must satisfy itself that all the necessary rights or consents regarding any of the above, as may be required for reproduction, have been obtained.

Indemnity

1. Licensee agrees to indemnify and hold Ric Ergenbright Photography harmless against all claims arising out of any breach of this Agreement.

Warranties

1. Licensor warrants the Photographs to be free from defects in material and workmanship for 30 days from delivery. The sole and exclusive remedy for a breach of the foregoing warranty is the replacement of the Photographs.
2. LICENSOR MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE PHOTOGRAPHS, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. LICENSOR SHALL NOT BE LIABLE TO LICENSEE OR ANY OTHER PERSON OR ENTITY FOR ANY GENERAL, PUNITIVE, SPECIAL, DIRECT, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES, OR LOST PROFITS OR ANY OTHER DAMAGES, COSTS OR LOSSES ARISING OUT OF LICENSEE'S USE OF THE PHOTOGRAPHS, THIS AGREEMENT, ANY INVOICE REGARDING THE PHOTOGRAPHS OR OTHERWISE, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, COSTS OR LOSSES.

Termination and Revocation

1. The license contained in this Agreement will terminate automatically without notice from Licensor if Licensee fails to comply with any provision of this Agreement. Upon termination, Licensee must immediately (i) stop using the Digital Media, (ii) destroy or, upon the request of Licensor, return the Photographs to Licensor (in the case of non-digital materials), and (iii) delete or remove the Photographs from Licensee's premises, computer systems and storage (electronic or physical).
2. Licensor reserves the right to revoke the license to use Photographs for good cause and elect to replace such Photographs with alternative Photographs. Upon notice of any revocation of a license for any particular Photograph, Licensee shall immediately cease using that Photograph, and shall ensure that its clients and customers do likewise.

Severability

1. If one or more of the provisions contained in the Agreement is found to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not be affected. Such provisions shall be reformed only to the extent to make it enforceable.

Settlement of Disputes

1. This Agreement will be governed in all respects by the laws of the State of Oregon, U.S.A., without reference to its laws relating to conflicts of law. Any disputes arising from this Agreement or its enforceability shall be settled by binding arbitration to be held in Portland, Oregon.
2. Notwithstanding the foregoing, Licensor 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 Licensee in the event that, in the opinion of Licensor, such action is necessary or desirable.

Waiver

1. No action of Licensor, other than express written waiver, may be construed as a waiver of any provision of this Agreement.

Entire Contract

1. This contract contains all the terms of the license agreement and no terms or conditions may be added or deleted unless made in writing and signed by an authorized representative of both parties.