Royalty Free Licensing Agreement

PLEASE READ THE FOLLOWING ROYALTY FREE LICENSING AGREEMENT CAREFULLY. WHEN YOU VIEW, PURCHASE OR DOWNLOAD FROM OUR WEBSITE YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THIS AGREEMENT.

Snip Film Productions LLC ROYALTY FREE LICENSING AGREEMENT

The following is a legal agreement between you and Snip Film Productions LLC, hereafter referred to as SnipFilms.  Please read this agreement carefully before downloading and/or purchasing any Clips on this website.  As used in this agreement, “Clips” means, any moving images, animations, films, videos or other audio/visual representations, excluding still images, recorded in any format that are controlled by or obtained directly or indirectly, from SnipFilms. By downloading any Clips, you agree to be bound by the terms of this agreement. SnipFilms reserves the right to change any of the terms of this agreement at any time, and you agree to be bound by such changes. If you do not agree to the following terms, which may be amended from time to time, do not download or use any Clips and cease use of this website. Your failure to comply with the terms hereof could result in the immediate termination of your account.

1. Protection

1.1. All Clips on the SnipFilms website are protected by US and international copyright laws and treaties. SnipFilms and/or the various artists and/or entities that provide Clips to SnipFilms (“Submitters”) own all rights, including the copyrights in and to the Clips. SnipFilms and/or its Submitters reserve all rights in and to the Clips not expressly granted to you by the terms of this license. Your rights to use any Clips are subject to this license agreement and are conditioned upon your payment to SnipFilms for your use of the Clips. If you fail to make any payment to SnipFilms, or if any payment is dishonored, refused, charged back, or refunded, your rights for use of any Clips downloaded and not licensed for use, shall automatically terminate.

1.2. By this Agreement, SnipFilms grants you a personal, non-exclusive, non-transferable, right to use, modify and reproduce the Clips by incorporating them into a derivative work such as a feature film, documentary, videogram, multimedia presentation, advertisement, live performance and/or internet website and displaying and/or distributing that derivative work to the public by any means now known or hereafter developed.

1.3. SnipFilms grants you, a non-exclusive, non-transferable license, for a period of thirty (30) days, to use any watermarked, low resolution Clips you have selected (the “Watermarked Preview”) in test, sample, comp or rough cut evaluation materials. The Watermarked Preview may not be displayed or distributed to the public or incorporated into any final materials, whether or not such final materials are publicly displayed or distributed. The Watermarked Preview can be edited, but you may not remove or alter the SnipFilms watermark.

1.4. SnipFilms shall be under no obligation to refund any fees paid by you for Clips under any circumstances. However, in the event that SnipFilms determines that you are entitled to a refund of all or part of such fees, any refund shall only be made to the account originally used by you to purchase Clips and any refund will only terminate the use of any Clips for which refund was issued towards.

2. Restrictions

2.1. You may not use Clips other than as specified in 1. Protection.

2.2. You may not use the Clips in any way that might be considered defamatory, libelous, obscene, immoral or illegal. This includes use of the Clips in a way that places any person in the Clips in a negative light or depicts them in a way that they may find offensive – this includes, but is not limited to use of the Clips in: a) in pornography; b) tobacco ads; c) ads for escort, dating or similar services; and/or d) political endorsements. The Clips may not under any circumstances be used in a way that would defame, malign, slander or libel the persons, property, countries, races, customs, cultures or religions depicted in the Clips.  All trademarks and service marks visible in the Clips are and shall remain the exclusive property of the trademark or service mark owner. If there are any incidental trademarks or logos contained in the Clips, you may not alter these items or use them in any way which implies an association with, or an endorsement by the owner(s) of such trademarks. The inclusion of these incidental trademarks in the Clips does not in any way constitute or imply such association with or endorsement of the Clips.

2.3. The Clips and any derivative work incorporating the Clips, may not, in whole or in part, be used, sold, sublicensed, reproduced, distributed, displayed, incorporated into or otherwise made available as screensavers, templates, standalone backgrounds, stock elements, effects imagery elements or downloadable files. You may not post any Clips on any electronic bulletin board, put it on-line in a downloadable form or otherwise make it available via FTP, IRC, peer-to-peer file sharing services or the like. The Clips and any derivative work containing the Clips may not, in whole or in part, be included in any other clip media/stock product, library, collection, or set of clips for distribution or resale. These restrictions apply even if the Clips have been significantly altered. If Clips are used in a project that will be reproduced, sold or distributed (e.g., DVDs, home videos, music videos, training videos, etc.) the Clips may not comprise more than fifty percent (50%) of the length of the finished work, even if the Clips is layered with other graphics, nor may the primary value of the work into which the Clips is incorporated come from the Clips.

2.4. You agree to take all reasonable steps to prevent any third party from duplicating or distributing any of the Clips included in your finished work. You may not resell, redistribute or transfer the Clips or any portion of the Clips except as specifically provided herein.

2.5. You may not share any Clips by providing access to the Clips on shared disk drives, computer networks, intranets of any nature or otherwise.

2.6. You may not use any Clips (in whole or in part) as a trademark, logo or an element thereof.

2.7. You may not produce or otherwise create for resale or distribution, printed reproductions of any portion of the Clips on canvas, paper or any other medium.

3. Permissions

3.1. SnipFilms does not provide any trademark, copyright clearances, model or property releases with respect to the Clips and grants no rights and makes no warranties, other than those specifically set forth herein, with regard to the use of names, people, trademarks, trade dress or copyrighted designs or works of art or architecture depicted in any Clips. You shall be solely responsible for determining whether one or more clearances or releases are required in connection with any proposed use of Clips. You acknowledge that some countries and provinces prevent the use of a person’s image, likeness or property for commercial purposes without their written consent. SnipFilms makes no representations or warranties regarding whether or not any additional fees or payments may be due to any union, association or other organization for use of any Clips.

3.2. In the event this agreement is terminated for any Clips, you shall promptly delete any unlicensed Clips from your computer or other electronic storage systems.

3.3. When incorporating the Clips in print, film, broadcast productions, or video products, you shall provide SnipFilms with a copyright attribution.

3.4. “Non-transferable” as used herein means that except as specifically provided in this agreement, you may not sell, rent, load, give, sublicense, or otherwise transfer to anyone, the Clips or the right to use the Clips. In addition, the work you produce with the Clips must be used for yourself, your direct employer, client, or customer, who must be the end user of your work. You agree to take all commercially responsible steps to prevent third parties from duplicating any Clips.

3.5. You agree to indemnify and hold SnipFilms, its officers, employees, shareholders, directors and suppliers harmless against any damages or liability of any kind arising from any use of the Clips other than the uses expressly permitted by this agreement. You further agree to indemnify SnipFilms for all costs and expenses that SnipFilms incurs in the event that you breach any of the terms of this or any other agreement between you and SnipFilms.

3.6. Except as specifically provided herein, neither SnipFilms or any of its directors, officers, employees, partners, licensors, or agents shall be liable for any damages, whether direct, indirect, consequential, or incidental, arising out of the use of, or the inability to use, any Clips.

3.7. This contract will be governed by and construed in accordance with the laws of the Oregon. You hereby consent to the personal laws located within the United States. All actions, controversies and disputes arising from or relating to this agreement shall be heard and decided exclusively before the courts located within Deschutes County. You agree that service of process in any actions, controversies and disputes arising from or relating to this agreement may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the other party. However, nothing herein shall limit the right to effect service of process in any other manner permitted by law. This agreement shall be construed neither against nor in favor of either of the parties, but rather in accordance with the fair meaning thereof.

3.8. If you are unsure of your rights under this agreement please contact SnipFilms.

3.9. SnipFilms cannot warrant and does not represent that unaltered Clips downloaded and used in full comply with all applicable law:

a. will not infringe any copyright, trademark or other intellectual property right, nor will such unaltered Clips violate any third parties’ rights of privacy or publicity;

b.(i) will not violate any US law, statute, ordinance, or regulation; or (ii) will not be defamatory or libellous

c. While SnipFilms makes commercially reasonable efforts to ensure the accuracy of Clips keywords and descriptions, as well as the integrity of our Editorial Clips, SnipFilms makes no warranties and/or representations regarding such keywords, descriptions or integrity.

3.10. Notwithstanding anything to the contrary contained herein, SnipFilms shall not be liable for any damages, costs or losses arising as a result of modifications made to Clips or the context in which the Clips are used by you.

3.11. SnipFilms’s total maximum aggregate obligation and liability to any one subscriber for all claims shall be limited to original purchase price for specified claim of specific Clips – (the “Limits of Liability”).

DISCLAIMER
IN THE EVENT THAT YOU BREACH ANY OF THE TERMS OF THIS OR ANY OTHER AGREEMENT WITH SNIPFILMS, SNIPFILMS SHALL HAVE THE RIGHT TO TERMINATE YOUR ACCOUNT WITHOUT FURTHER NOTICE. SUCH TERMINATION SHALL BE IN ADDITION TO SNIPFILMS’S OTHER RIGHTS AT LAW AND/OR EQUITY. YOUR RIGHTS UNDER THIS AGREEMENT SHALL IMMEDIATELY TERMINATE UPON YOUR CESSATION OF BUSINESS, INSOLVENCY, ASSIGNMENT OF ASSETS FOR THE BENEFIT OF CREDITORS, BANKRUPTCY OR APPOINTMENT OF A TRUSTEE FOR ALL OR A PORTION OF YOUR ASSETS. UPON TERMINATION OF THIS AGREEMENT FOR ANY REASON, YOU SHALL IMMEDIATELY CEASE ALL USE OF THE CLIPS IN ANY FORM AND IMMEDIATELY RETURN OR DESTROY ALL COPIES OF CLIPS IN YOUR POSSESSION OR CONTROL. ANY PROVISIONS IN THIS AGREEMENT THAT BY THEIR SENSE AND CONTEXT ARE INTENDED TO SURVIVE THE TERMINATION OF THIS AGREEMENT SHALL SURVIVE SUCH TERMINATION. ANY CAUSE OF ACTION THAT SNIPFILMS MAY HAVE AGAINST YOU FOR BREACH OF THIS AGREEMENT PRIOR TO THE DATE OF TERMINATION SHALL SURVIVE SUCH TERMINATION.

SNIPFILMS MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER AS TO THE LEGALITY OR VALIDITY OF ANY RELEASE ASSOCIATED WITH ANY CLIPS EXCEPT AS PROVIDED ABOVE. THE STORAGE MEDIA AND ACCOMPANYING MATERIALS (IF APPLICABLE) ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. YOUR RIGHTS UNDER THIS AGREEMENT MAY VARY FROM STATE TO STATE.

EXCEPT AS OTHERWISE SPECIFICALLY SET FORTH IN THIS AGREEMENT, SNIPFILMS GRANTS NO RIGHTS AND MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE USE OF ANY NAMES, TRADEMARKS, LOGOTYPES, MUSIC, LIKENESSES, COPYRIGHTED DESIGNS OR WORKS OF ART OR ARCHITECTURE DEPICTED OR OTHERWISE INCORPORATED IN ANY CLIPS MARKED EDITORIAL. IT IS YOUR RESPONSIBILITY TO ASSURE THAT ALL NECESSARY RIGHTS, CONSENTS, OR PERMISSIONS AS MAY BE REQUIRED FOR YOUR USE OF ANY CLIPS ARE OBTAINED.

SNIPFILMS DOES NOT WARRANT THAT THE SNIPFILMS WEBSITES WILL MEET YOUR REQUIREMENTS OR THAT USE WILL BE UNINTERRUPTED OR ERROR FREE.

YOU UNDERSTAND THAT YOU SHOULD SEEK COMPETENT COUNSEL BEFORE USING ANY CLIPS FOR ANY COMMERCIAL PURPOSES.

EXCEPT AS SPECIFICALLY SET FORTH HEREIN, SNIPFILMS SHALL NOT BE LIABLE TO YOU OR TO ANY OTHER ENTITY FOR ANY GENERAL, PUNITIVE, SPECIAL, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES, OR LOST PROFITS OR ANY OTHER DAMAGES, COSTS OR LOSSES ARISING OUT OF YOUR USE OF THE CLIPS, OR OTHERWISE, EVEN IF SNIPFILMS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, COSTS OR LOSSES. IN NO EVENT, SHALL SNIPFILMS’S TOTAL AGGREGATE LIABILITY TO YOU, OR TO ANY THIRD PARTY CLAIMING THROUGH YOU, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SNIPFILMS WEBSITE AND/OR CLIPS CONTAINED THEREON (WHETHER IN CONTRACT, TORT OR OTHERWISE) EXCEED THE LIMITS OF LIABILITY.