CONTENT LICENSE AGREEMENT FOR COMMERCIAL-USE MEDIA
By exercising the Licensed Rights (defined below), You, the Licensee, accept and agree to be bound by the terms and conditions of this Content License Agreement (the “Agreement”).
1. DEFINITIONS
a) Copyright is a set of ‘exclusive’ rights, giving creators the right to control the use of their work. Copyright protects the content on this website. It is illegal to copy, distribute, publicly display, and make derivative works of this website’s content without its author’s permission.
b) Licensor means the individual(s) or entity(ies) granting rights under this Agreement.
c) You means the individual or entity, a Licensee, exercising the Licensed Rights under this Agreement. Your has a corresponding meaning.
d) License and Licensed Rights is an authorization or permission to use Licensed Material, subject to the terms and conditions of this Agreement, which are limited to all copyright that apply to the Licensee’s use of the Licensed Material and that the Licensor has authority to license.
e) Licensed Material means the artistic or literary work, database, content, or other material protected under copyright to which the Licensor applied this Agreement.
f) Exceptions and Limitations means fair use, fair dealing, and/or any other exception or limitation under the Copyright Act, that applies to Your use of the Licensed Material.
2. GRANT OF LICENSE
a) Subject to the terms of this Agreement, the Licensor grants to the Licensee a limited, nonexclusive, royalty-free, revocable license during the Term to display, share and reproduce the Licensed Material for Commercial-Use Media.
b) The Licensee agrees not to use Licensed Material without reasonable notice to the Licensor and Licensor’s approval of the described use. All notices and inquiries shall be in writing and shall be emailed to Karr@LakesideLetters.com
c) The Licensee agrees to maintain a high level of quality and integrity in the use of the Licensed Material.
d) If You Share the Licensed Material (including in modified form), Licensee must retain the following:
i) identification of the creator(s) of the Licensed Material and any others designated to receive attribution, in any reasonable manner requested by the Licensor;
ii) a copyright notice;
iii) a URL or hyperlink to the Licensed Material to the extent reasonably practicable;
iv) indication if Licensee modified the Licensed Material and retain an indication of any previous modifications; and
v) indicate the Licensed Material is licensed under this Agreement, and include the text of, or the URL or hyperlink to, this Agreement.
3. NO SUBLICENSE OR ASSIGNMENT
The License granted by this Agreement does not permit the Licensee to sublicense the Content, or assign this Agreement, to any other person or organization without the prior written approval of the Licensor.
4. TERM AND TERMINATION
Licensor reserves the right to terminate this Agreement at any time in the event of the Licensee’s breach of any term of this Agreement whereby the rights given to Licensee under this Agreement will terminate automatically.
5. WARRANTIES AND LIMITATION OF LIABILITY
a) The Licensor offers the Licensed Material as-is and as-available. The Licensor represents that, to the best of its knowledge, it has the right to license the Content to the Licensee for the uses set forth in this Agreement.
b) In no event will the Licensor be liable to the Licensee on any legal theory (including, without limitation, negligence) or otherwise for any direct, special, indirect, incidental, consequential, punitive, exemplary, or other losses, costs, expenses, or damages arising out of this Agreement or use of the Licensed Material.
6. RELATIONSHIP
This Agreement does not create any affiliate, partnership, joint venture, or agency relationship between Licensor and the Licensee, and the Licensee agrees not to imply that any such relationship exists.
7. GOVERNING LAW / DISPUTE RESOLUTION
This Agreement shall be interpreted under the laws of the State of Ohio without regard to conflict of law provisions. Any dispute, controversy, or claim arising under, out of, in connection with, or in relation to this Agreement will be subject to final and binding arbitration. Any arbitration proceedings will be held by telephone or, if a hearing is deemed necessary by the arbitrators, in Cleveland, Ohio. Judgment upon any award rendered in arbitration may be entered in any court having jurisdiction thereof. In addition to any other relief, the prevailing party shall be entitled to recover its costs including reasonable attorneys’ fees and expert witness fees. This paragraph shall not prevent Licensor from seeking an injunction or other extraordinary relief to protect or stop the infringement of the Content, and the Licensee agrees that Licensor shall be entitled to seek injunctive relief to stop such infringement.
8. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the parties and supersedes all other written or oral statements or previous agreements regarding the use of Licensed Material.