This is a legal agreement between you and the Site Owner, and sets out the terms and condition on which you may download any Asset from the Site. If you agree to be bound by the terms and conditions of this Agreement, click on the "I agree" button on the Site. If you do not agree, click on the "remove" button on the Site to decline this Agreement.
The Site Owner warrants that it has the permission of the copyright owners of the Asset to grant you the licence to use the Asset in accordance with the terms of this Agreement.
For the avoidance of doubt, if you enter into this Agreement or if you download an Asset in accordance with the terms of this Agreement as authorised officer or agent for another person ("principal"), the licence granted and restrictions and limitations set out below apply to the principal as well as to you as a representative of the principal. Should you cease to be authorised to act on behalf of the principal, the principal will continue to be bound by the terms of this Agreement and may continue to use the Asset under this Agreement.
You warrant that you are authorised to enter into this Agreement and to purchase a licence to use any Asset pursuant to this Agreement. You hereby indemnify the Site Owner for any loss, claim, damage or action arising as a result of any lack of authority to enter into this Agreement or to purchase a licence to use any Asset pursuant to this Agreement. You hereby indemnify the Site Owner for any loss, claim, damage or action arising as a result of any breach of this Agreement committed by you, your employees or agent.
Grant of licence
1. The Site Owner grants to you a non-transferable and non-exclusive licence to use the Asset you have selected on the terms and conditions of this Agreement.
Scope of licence
2. The Asset may be used only for the purpose of promoting the Australian Capital Territory as a place to live, work, study and do business. This may include the use of the Asset through:
Limitation of licence
3. Defamatory, libelous, scandalous, misleading, pornographic or otherwise unlawful use of the Asset is prohibited.
4. The use of any logo or trademark appearing in the Asset must be used in a manner permitted by the logo or trademark owner. The licence granted under this Agreement does not grant you any rights to use any logos or trademarks.
5. You must not copy (electronically or otherwise) the Asset except for the purpose described under clause 2 of this Agreement.
6. You must not alter, modify or adapt an Asset without the prior written consent of the Site Owner.
7. You must not disclose the Asset to any third party without the prior written consent of the Site Owner and you must take all reasonable steps to prevent the disclosure of the Asset to an unauthorised person or third party and/or the use of the Asset by an unauthorised person or third party.
8. The rights and permissions granted to you under this Agreement are personal to you. Except as specifically provided in this Agreement, the Asset may not be assigned, transferred, sublicensed or re-sold or otherwise made available for use or distribution separately or detached from a product or web page.
9. One copy of the Asset may be made for backup purposes only, but may be used only if the original Asset becomes defective, destroyed or otherwise irretrievably lost. The Asset must not be downloaded to create, establish or form any part of an online interactive stock photo library, nor may it be used in relation to any business similar to or in competition with that operated by the Site Owner at the Site.
10. The Site Owner grants to you a licence to use the Asset subject to the terms and conditions of this Agreement in consideration of the fee payable in respect of the Asset. The fee payable in respect of each Asset is as set out on the Site.
11. All fees and prices are subject to change at the sole discretion of the Site Owner
12. Fees owing to the Site Owner for the purchase of a licence to use an Asset will be deducted from your nominated bank account in accordance with the credit card details provided by you to the Site Owner upon registering for access to the Site.
13. Payment of any fee or price owing to the Site Owner for the purchase of a licence to use an Asset entitles you to use the Asset, subject to the terms and conditions of this Agreement.
14. Agreement to purchase a licence to use the Asset will be deemed to be concluded at the time at which you download the Asset from the Site.
Warranties and indemnity
15. The Site Owner warrants the digital copy of the Asset in the form downloaded by you to be free from defects in material and workmanship for 90 days from delivery. The sole and exclusive remedy for a breach of the foregoing warranty is the replacement of the digital copy of the Asset. To the fullest extent permitted by law, the Site Owner makes no other warranty, express or implied, including, without limitation, any implied warranties of merchantability or fitness for a particular purpose, any warranty as to the minimum or maximum amount of time during which the Site will be accessible to you, and/or any warranty as to whether or not you will be able to instantaneously download any Asset from the Site at all times.
16. To the extent permitted by law, the Site Owner will not be liable to you or any other person for any general, special, specific, direct, indirect, consequential, incidental or other damage or loss arising out of this Agreement or otherwise.
17. You warrant that you will not access, view, download or attempt to download an Asset, datafile, or other material from the Site which is in any way prohibited by or which breaches the laws of the jurisdiction in which you are currently situated and/or permanently reside and/or conduct business and/or intend to use the Asset.
18. You hereby agree to indemnify the Site Owner against any claim, action, damage, loss, liability, cost, charge, expense, outgoing or payment suffered, paid or incurred by the Site Owner as a result of:
(a) you or your employee’s or agent’s use of an Asset, data file, or other material contained on this site;
(b) you or your employee’s or agent’s failure to fulfil any obligations imposed on you by this Agreement; or
(c) any other matter arising out of this Agreement.
19. Use of the Asset must be in compliance with all applicable laws, including, but not limited to, laws and regulations relating to copyright and moral rights.
20. You warrant that you will not breach any of the author's moral rights in relation to the Asset as set out in this Agreement, whether or not in the course of reproducing in a material form, publishing, transmitting or exhibiting the Asset or otherwise.
21. It is acknowledged that the author of the Asset may have certain moral rights in the Asset in certain jurisdictions. In recognition of this, a credit line in the following form must appear adjacent to the Asset in respect of each use of the Asset:
Photo: [INSERT NAME OF PHOTOGRAPHER OF ASSET]
23. This Agreement is governed by the laws of the Australian Capital Territory and each party hereby irrevocably submits to the non-exclusive jurisdiction of the Courts of Australian Capital Territory.
24. Where a fee is charged, if you mistakenly purchase a licence to the incorrect Asset or are unsatisfied with the Asset for any reason (other than the presence of a defect in material or workmanship as described above) and would like to return the Asset to the Site Owner without using it for any purpose, you must contact the Site Owner within three business days of your download and the Site Owner will then issue a credit towards the licence of a future Asset after deducting an administration fee.
25. All rights to the Asset are owned by the Site Owner and/or its author and are protected by Commonwealth of Australia copyright laws, international treaty provisions and other applicable laws.
26. The Site Owner and the Asset's author retain all rights not expressly granted by this Agreement.
27. The licence contained in this Agreement will terminate automatically without notice from the Site Owner if you or your employees or agents, fail to comply with any provision of this Agreement.
28. Upon termination, you and your employees and agents, must immediately:
(i) stop using the Asset, and
(ii) delete the Asset and all copies of it from all magnetic media and destroy all other copies or, upon the request of the Site Owner, return all such copies to the Site Owner.
29. The Site Owner reserves the right to discontinue the use of any Asset for any reason and to elect to replace the Asset with an alternate Asset. Upon notice from the Site Owner of any discontinuance of a licence for a particular Asset, the licence to use the discontinued Asset contained in this Agreement will terminate and you agree not to use the Asset in the future in any manner or form whatsoever.
30. In this Agreement:
“Asset” means a digital photograph or image appearing on the Site.
“Person” includes an individual, company, firm, body corporate or incorporated association.
“Site” means [insert details].
“Site Owner” means the Australian Capital Territory, the body politic established by section 7 of the Australian Capital Territory (Self-Government) Act 1988 (Cth).
“You” means the company, organisation or person named as the registered users of Site and “your” has a corresponding meaning.