Privacy Policy
License Agreement
This License Agreement (this "Agreement") is made effective as of September 10, 2021, between All Action Sports Photos LLC, of San Antonio, Texas 78245, and Licensee, of Any City of the United States of America.
In the Agreement, the party who is granting the right to use the licensed property will be referred to as "AASP LLC," and the party who is receiving the right to use the licensed property will be referred to as "Licensee."
The parties agree as follows:
1. GRANT OF LICENSE. AASP LLC owns Digital Images or Printed Images (the "Authored Work"). In accordance with this Agreement, AASP LLC grants Licensee an exclusive license to CLIENT'S USAGE.
CLIENT'S USAGE
The Buyer shall only use the digital files in accordance with the permissions within this agreement. The Buyer’s digital files are for personal use only and shall not be submitted to contests, reproduced for commercial use, or reproduced in any way by parties other than the Photographer. The redistribution of digital images is strictly prohibited.
All Action Sports Photos LLC grants Buyer a non-exclusive, non-transferable, perpetual, personal-use license to reproduce Media via print only for any non-commercial use, including but not limited to reprints, enlargements, gifts to family and friends, slide shows, and web pages. Title and ownership, and all rights now and in the future, of and for the Media remain exclusively with All Action Sports Photos LLC. There are no warranties, express or implied. The Media is provided "as is."
SOCIAL MEDIA
The Buyer may share blog post links and Facebook albums through use of the share functions and dissemination of direct links. All images posted on social media require a direct link or credit towards All Action Sports Photos LLC. Buyer shall not copy, download, screen shot, or capture the photographs in any other fashion. Buyer also shall not crop, edit, or add filters to any photographs. This includes Facebook’s “automatic” filter. If you do so, you may be subject to a $400 fine per photo.
WHAT YOU MAY DO
Personal, Non-Commercial use of the Media includes:
Display on personal websites and computers
Making image prints for personal use.
WHAT YOU MAY NOT DO
Buyer may not:
Resell, relicense, sub-license, redistribute without express written permission from the Photographer
Use the Media in any way whatsoever in which you charge money, collect fees, or receive any form of remuneration
Use the Media in advertising
Use the Media in a pornographic, obscene, illegal, immoral, libelous, or defamatory manner
Incorporate the Media into trademarks, logos, or service marks
Make the Media available for download
Neither All Action Sports Photos LLC nor All Action Sports Photos LLC's vendors will be liable for any third party claims or incidental, consequential, or other damages arising out of this license or Buyer's use of the Media.
LICENSE
All images are property of All Action Sports Photos LLC and are copyrighted by law. None of them can be copied, used, or published for commercial purposes without All Action Sports Photos LLC's clear permission to do so. All Action Sports Photos LLC reserves the right to use all of Client’s images on website, blogs, or any other related marketing material.
AASP LLC retains title and ownership of the Authored Work and derivative works will be assigned to Licensor by Licensee. This grant of license only applies to the following described geographical area: The entire United State and its territories and North America
2. MODIFICATIONS. Licensee may not modify or change the Authored Work in any manner.
3. DEFAULTS. If Licensee fails to abide by the obligations of this Agreement, AASP LLC shall have the option to cancel this Agreement by providing 0 days' written notice to Licensee.
4. CONFIDENTIAL INFORMATION. The term "Confidential Information" means any information or material which is proprietary to AASP LLC, whether or not owned or developed by AASP LLC, which is not generally known other than by AASP LLC, and which Licensee may obtain through any direct or indirect contact with AASP LLC. Regardless of whether specifically identified as confidential or proprietary, Confidential Information shall include any information provided by AASP LLC concerning the business, technology and information of AASP LLC and any third party with which AASP LLC deals, including, without limitation, business records and plans, trade secrets, technical data, product ideas, contracts, financial information, pricing structure, discounts, computer programs and listings, source code and/or object code, copyrights and intellectual property, inventions, sales leads, strategic alliances, partners, and customer and client lists. The nature of the information and the manner of disclosure are such that a reasonable person would understand it to be confidential.
A. "Confidential Information" does not include:
- matters of public knowledge that result from disclosure by AASP LLC;
- information rightfully received by Licensee from a third party without a duty of confidentiality;
- information independently developed by Licensee;
- information disclosed by operation of law;
- information disclosed by Licensee with the prior written consent of AASP LLC;
- any other information that both parties agree in writing is not confidential.
5. PROTECTION OF CONFIDENTIAL INFORMATION. Licensee understands and acknowledges that the Confidential Information has been developed or obtained by AASP LLC by the investment of significant time, effort, and expense, and that the Confidential Information is a valuable, special, and unique asset of AASP LLC which provides AASP LLC with a significant competitive advantage and needs to be protected from improper disclosure. In consideration for the receipt by Licensee of any Confidential Information, Licensee agrees as follows:
A. No Disclosure. Licensee will hold the Confidential Information in confidence and will not disclose the Confidential Information to any person or entity without the prior written consent of AASP LLC.
B. No Copying/Modifying. Licensee will not copy or modify any Confidential Information without the prior written consent of AASP LLC.
C. Unauthorized Use. Licensee shall promptly advise AASP LLC if Licensee becomes aware of any possible unauthorized disclosure or use of the Confidential Information.
D. Application to Employees. Licensee shall not disclose any Confidential Information to any employees of Licensee, except those employees who are required to have the Confidential Information in order to perform their job duties in connection with the limited purposes of this Agreement. Each permitted employee to whom Confidential Information is disclosed shall sign a non-disclosure agreement substantially the same as this Agreement at the request of AASP LLC.
6. ARBITRATION. The parties will attempt to resolve any dispute arising out of or relating to this Agreement through friendly negotiations amongst the parties. If the matter is not resolved by negotiation within 30 days, the parties will resolve the dispute using the below Alternative (ADR) procedure. Any controversies or disputes arising out of or relating to this Agreement will be resolved by binding arbitration under the rules of the American Arbitration Association. The arbitrator's award will be final, and judgment may be entered upon it by any court having proper jurisdiction.
7. WARRANTIES. Neither party makes any warranties with respect to the use, sale, or other transfer of the Authored Work by the other party or by any third party, and Licensee accepts the product "AS IS." In no event will AASP LLC be liable for direct, indirect, special, incidental, or consequential damages, that are in any way related to the Authored Work.
8. NON-EXCLUSIVE LICENSE TO LICENSOR. As of the effective date, Licensee grants back to AASP LLC a non-exclusive royalty-free license to use the Authored Work as AASP LLC sees fit, including for the creation of derivative works; provided, however, this license shall not limit Licensee's rights and public rights under this License.
9. TRANSFER OF RIGHTS. This Agreement shall be binding on any successors of the parties. Neither party shall have the right to assign its interests in this Agreement to any other party unless the prior written consent of the other party is obtained.
10. TERMINATION. This Agreement may be terminated by either party by providing 30 days' written notice to the other party. This Agreement shall terminate automatically on _________________.
11. ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties.
12. AMENDMENT. This Agreement may be modified or amended if the amendment is made in writing and is signed by both parties.
13. SEVERABILITY. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid or enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
14. WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.
15. APPLICABLE LAW. This Agreement shall be governed by the laws of the State of Texas.
16. SIGNATORIES. This Agreement shall be signed on behalf of AASP LLC by Ruben Martinez, Owner and on behalf of Licensee by Licensee and effective as of the date first above written.
Licensor:
All Action Sports Photos LLC