PhotoNewZealand International Collection - rights managed and royalty free stock images

RIGHTS-MANAGED IMAGES

Comping License Agreement for Rights-Managed Images

THIS IS A LEGAL AGREEMENT BETWEEN YOU AND PHOTONEWZEALAND (CENTERSTOCK LIMITED) PLEASE READ THIS AGREEMENT CAREFULLY. BY DOWNLOADING AND/OR USING ANY IMAGE YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT DO NOT DOWNLOAD OR USE ANY IMAGES CONTAINED IN THIS SITE.

IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF YOUR EMPLOYER AND/OR PRINCIPAL, THIS LICENSE AND ALL THE RESTRICTIONS AND LIMITATIONS RECITED HEREIN APPLY TO YOUR EMPLOYER AND/OR PRINCIPAL AS WELL AS TO YOU AS A REPRESENTATIVE AND/OR AGENT OF YOUR EMPLOYER AND/OR PRINCIPAL. YOU HEREBY FURTHER WARRANT AND REPRESENT TO PHOTONEWZEALAND THAT YOU HAVE FULL AND EXPRESS AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF YOUR EMPLOYER AND/OR PRINCIPAL AND THAT YOU WILL NOT USE ANY IMAGE OBTAINED FROM PHOTONEWZEALAND FOR THE BENEFIT OF ANY OTHER PERSON OR ENTITY WITHOUT ENTERING INTO A SEPARATE LICENSE WITH PHOTONEWZEALAND.

ALL THE IMAGES INCLUDED IN THIS SITE ARE COPYRIGHTED AND ALL RIGHTS TO THESE IMAGES ARE OWNED BY PHOTONEWZEALAND AND/OR ITS LICENSORS. BY THE PRESENT AGREEMENT YOU ARE ONLY GRANTED THE LIMITED RIGHT TO USE THE IMAGES FOR COMPS AND LAYOUTS IN ACCORDANCE WITH THE TERMS OF THE PRESENT AGREEMENT. ALL RIGHTS THAT ARE NOT SPECIFICALLY GRANTED TO YOU BY THIS AGREEMENT ARE RESERVED.

I. Grant of license for comping use only
1.1 By this Agreement, PhotoNewZealand grants to you, for a period of thirty (30) days (hereinafter the "Term"), a non-exclusive, non sub-licensable, non assignable and non-transferable right to use the images you have selected (hereinafter "the Images") solely for internal evaluation and/or to create preliminary layouts and comps. You may make only one copy of the Images into your personal computer for the limited purposes of examination and preliminary layouts and comps. You hereby agree upon expiration of the Term to immediately stop using the Images and destroy any digital copy of the Images.

II. Unauthorized uses

2.1 By the present agreement, you ARE NOT granted the right to:

2.1.1 use the Images in any final materials including but not limited to, advertising, marketing, editorial materials or any other commercial application of the Images.

2.1.2 sublicense, sell, distribute or make available for use or distribution, by any means, the Images whether in whole or in part.

2.1.3 place and distribute the Image in any online or other electronic distribution system (except that you may transmit comps digitally or electronically to your clients for their review).

2.1.4 use the Images for any form of pornography, or in a libelous, defamatory, fraudulent, infringing or other illegal manner.

2.1.5 use the Images or allow the use of the Images in any way that violates the right to privacy or publicity.

2.1.6 use the Images outside the parameters of use stated in Section 1 above.

2.2 Without limiting PhotoNewZealand's rights on the Images, any unauthorized use of the Images constitutes copyright infringement entitling PhotoNewZealand to exercise all rights and remedies under applicable copyright laws and treaties.

2.3 You agree to indemnify and hold PhotoNewZealand and its licensors harmless from any and all claims, liabilities, damages, costs and expenses including lawyer's fees, arising from any unauthorized use of an Image.

III. Severability

3.1 Should any provision of this Agreement be found invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not be affected and shall remain in full force and effect.

IV. Law and venue
4.1 This Agreement, and all matters collateral thereto, shall be governed by and construed in accordance with the laws of New Zealand, excluding the application of its conflicts of law rules, and any dispute arising hereunder shall be litigated solely in a court of competent jurisdiction in Christchurch, New Zealand. Notwithstanding the foregoing, this provision shall not prevent PhotoNewZealand, from addressing any competent court, tribunal or venue to which it might be entitled, in order to seek for interim measures or any other legal remedies.

This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly disclaimed.

License Agreement for Rights-Managed Images

THIS IS A LEGAL AGREEMENT BETWEEN YOU AND PHOTONEWZEALAND PERTAINING TO LICENSING REPRODUCTION RIGHTS FOR ANY IMAGE ON THIS WEBSITE. PLEASE READ THIS AGREEMENT CAREFULLY BEFORE DOWNLOADING ANY IMAGE. BY CLICKING "PURCHASE" YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THE IMAGE USAGE SPECIFICATIONS LISTED IN YOUR ORDER. IF YOU DO NOT AGREE, CLICK ON THE "CANCEL" BUTTON TO DECLINE THIS AGREEMENT AND YOU WILL NOT BE GRANTED A LICENSE TO THE IMAGE(S).

IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF YOUR EMPLOYER, THIS LICENSE GRANTED AND RESTRICTIONS AND LIMITATIONS RECITED HEREIN SHALL APPLY TO YOUR EMPLOYER AND TO YOU AS A REPRESENTATIVE OF YOUR EMPLOYER.

ALL THE IMAGES INCLUDED IN OUR WEBSITE ARE COPYRIGHTED AND ALL RIGHTS TO THESE IMAGES ARE OWNED BY PHOTONEWZEALAND AND/OR ITS LICENSORS. ALL RIGHTS THAT ARE NOT SPECIFICALLY GRANTED TO YOU BY THIS AGREEMENT ARE RESERVED. YOUR RIGHT TO USE ANY OF OUR IMAGES IS SUBJECT TO YOUR FULL PAYMENT OF THE LICENSE AND THE RESTRICTIONS SET FORTH IN THIS AGREEMENT.

I. Definitions

1.1 In this Agreement the following terms should have the following meanings:

Order: means the computer generated order that sets forth the reproduction rights on the Image requested by you.

Invoice: means the computer generated or pre-printed invoice provided by age footstock that sets forth the reproduction rights on the Image granted to you and the corresponding license fee.

Reproduction: means any form of copying or publication of the whole or part of any Image by any means whatsoever. Reproduction shall also include any distortion or manipulation of the whole or part of an image.

II. Copyright

2.1 All images are copyrighted. PhotoNewZealand and its licensors own all rights to the Images. No ownership or copyright in any Image shall pass to you by the issue of an Invoice with respect to the Image. You must provide copyright protection for any Image represented by PhotoNewZealand. Such copyright shall be immediately assigned to PhotoNewZealand. The following credit line is required for any editorial use of an Image "© PhotoNewZealand/Photographer, Year." For commercial uses, you shall include the credit described above when customary and appropriate.

III. Rights Granted

3.1 PhotoNewZealand grants you and your employer, if you are licensing on behalf of your employer, a one-time non-exclusive (unless stated otherwise in the Invoice), non-sublicensable, non-transferable right to use the Image within the usage parameters stated in your Order and Invoice.

IV. Restrictions on use

4.1 The rights hereby granted to you are non-transferable which means that any work that you produce using an Image must be for your own use, or for the use of your direct employer, client or customer, who must be the end-user of your work. You may not sublicense, sell, loan or otherwise transfer to anyone any Image or the right to reproduce the Image except insofar as an Image has been included by you into one of the authorized uses as stated on your Invoice and nothing you produce shall grant, or purport to grant, to any third party a right to use or reproduce the Images. You hereby agree to take all commercially reasonable steps to prevent third parties from duplicating or distributing the Images.

4.2 Unless otherwise specified on the Invoice, Images are licensed on a non-exclusive basis and are strictly limited to the use, medium, period of time, print run, placement, size of image, territory and any other restrictions specified on the Invoice, which is incorporated into this agreement by this reference, and as incorporated together with this agreement constitutes the full license granted. No secondary advertising or commercial rights whatsoever are granted or implied unless specifically stated on the Invoice.

4.3 All rights not specifically granted to you by this Agreement are reserved. Your right to reproduce an Image is subject to the restrictions set forth in this Agreement and is conditioned upon your full payment of the license fee prior to your reproduction of the Image.

4.4 Fees for your license of an Image depend on the nature of the rights granted. You agree to notify PhotoNewZealand in the event that you desire to expand the usage of any Image and agree to pay any additional license fee.

4.5 Use of an Image in a manner not specifically authorized by PhotoNewZealand constitutes copyright infringement.

4.6 You are responsible for the verification of all information appearing in the License.

4.7 PhotoNewZealand reserves the right not to license an Image for any reason whatsoever.

4.8 You may only use a single copy of the Image on a single computer. You may only download the Image onto one (1) computer hard drive or other computer medium and may not otherwise make, use or distribute copies of the Image for any other purpose.

4.9 Upon the completion of the licensed use you shall erase or destroy all reproducible copies of the Image.

4.10 Even though PhotoNewZealand makes all reasonable efforts to accurately caption the subject matter of each Image, PhotoNewZealand does not warrant that such information is accurate.

V. Releases

5.1 Unless expressly stated by PhotoNewZealand in writing, no valid model release or other release exists for any Image.

5.2 In the event that PhotoNewZealand erroneously advises you that an Image is released when it is not, PhotoNewZealand's sole liability shall be the amount paid for the license.

5.3 PhotoNewZealand gives no rights on or warranties with respect to the use of names, trademarks, logos, registered or copyrighted designs or works of art depicted in any Image. You must satisfy yourself that all necessary rights, consents or permissions as may be required for reproduction are obtained from the appropriate party.

5.4. You agree to indemnify and hold harmless PhotoNewZealand against all claims arising out of the use of any Image where the validity and existence of any release (i.e: model or property releases, use of trademarks, logos etc.) has not been expressly acknowledged in writing by PhotoNewZealand.

VI. Unauthorized uses

6.1 You may not use the Images for any form of pornography, or in a libelous, defamatory, fraudulent, infringing, or other illegal manner. Advance written permission is required for use of Images for sensitive subjects, included, but not limited to matters of sexual nature, substance abuse, physical or mental abuse, alcohol, tobacco, AIDS, cancer or other serious physical or mental ailments or the disparagement of a person or product.

-You may not use an Image in any manner not specifically authorized in the Invoice.

-You may not use an Image on any image storage jukebox, network configuration or similar computer network arrangement.

-You agree to indemnify and hold PhotoNewZealand harmless against any claim for damages, losses or any costs, including reasonable attorneys' fees, arising in any manner whatsoever from the unauthorized use of any Image or from the breach of any of the terms of this Agreement.

-Any failure by you to pay any amount when due, or any use by you of an Image beyond the scope of the license set forth on the Invoice, shall be a material breach of this Agreement.

VII. Payment

7.1 Unless you prepay by credit card, a finance charge of 2% per month or such lesser sum as is allowed under law, will be applied on any unpaid balance after the due date for payment stipulated on the Invoice.

VIII. Credit or cancellation

8.1 If any licensed Image is not reproduced by you in any way, you can, within 30 days of the date of the Invoice, request in writing, the cancellation of the License, PhotoNewZealand may then proceed to cancel the Invoice and issue a full credit to your account or credit card.

8.2 After 30 days, no cancellations will be accepted and the full amount invoiced shall be paid.

IX. Warranty and limitation of liability

9.1 PhotoNewZealand makes no warranties, expressed or implied, including, without limitations, any implied warranties or merchantability or fitness for a particular purpose. Neither PhotoNewZealand nor its directors, officers, employees, partners, licensors, or agents shall be held liable for any indirect, consequential, punitive, or incidental damages arising out of, or the inability to use, an Image, even if PhotoNewZealand has been advised of the possibility of such damages. In any event, the limit of liability of PhotoNewZealand shall be the fee paid for the particular Image.

X. No waiver, complete agreement

10.1 This Agreement constitutes the entire understanding of the parties pertaining to licensing reproduction rights on the Licensed Images. No terms or conditions may be changed or added unless made in writing and signed by both parties. No action of PhotoNewZealand, other than an express waiver, may be construed as a waiver of any clause of this Agreement. In the event PhotoNewZealand waives any specific part of this Agreement, such fact shall not mean that any other part is waived.

XI. Severability

11.1 Should any clause of the present Agreement be found unenforceable, whenever possible this will not affect any other clause and each will remain in full force and effect.

XII. Law and venue

12.1 This Agreement, and all matters collateral thereto, shall be governed by and construed in accordance with the laws of New Zealand, and any dispute arising hereunder shall be litigated solely in a court of competent jurisdiction in Christchurch, New Zealand. Notwithstanding this, this shall not preclude PhotoNewZealand from reserving the right to resolve a dispute in another competent jurisdiction.

If you wish to have additional rights or have any question regarding your rights or obligations under this Agreement, please contact us at 0800 746 866 or send us an e-mail at info@photonewzealand.com

ROYALTY FREE PRODUCTS

Comping License Agreement for Royalty Free Images

THIS IS A LEGAL AGREEMENT BETWEEN YOU AND PHOTONEWZEALAND (CENTERSTOCK LIMITED) PLEASE READ THIS AGREEMENT CAREFULLY. BY DOWNLOADING AND/OR USING ANY IMAGE YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT DO NOT DOWNLOAD OR USE ANY IMAGES CONTAINED IN THIS SITE.

I. Grant of license for comping use

1.1 By this Agreement, PhotoNewZealand grants to you, for a period of thirty (30) days (hereinafter the "Term"), a non-exclusive, non sub-licensable, non assignable and non-transferable right to use the Images you have selected solely for internal evaluation and/or to create preliminary layouts and comps. You may make only one copy of the Images into your personal computer for the limited purposes of examination and preliminary layouts and comps. You hereby agree upon expiration of the Term to immediately stop using the Images and destroy any digital copy of the Images.

II. Unauthorized uses

2.1 By the present agreement, you ARE NOT granted the right to:

2.1.1 use the Images in any final materials including but not limited to, advertising, marketing, editorial materials or any other commercial application of the Images.

2.1.2 sublicense, sell, distribute or make available for use or distribution, by any means, the Images whether in whole or in part.

2.1.3 place and distribute the Image in any online or other electronic distribution system (except that you may transmit comps digitally or electronically to your clients for their review).

2.1.4 use the Images for any form of pornography, or in a libelous, defamatory, fraudulent, infringing or other illegal manner.

2.1.5 use the Images or allow the use of the Images in any way that violates the right to privacy or publicity.

2.1.6 use the Images outside the parameters of use stated in Section I above.

2.2 Without limiting PhotoNewZealand's rights on the Images, any unauthorized use of the Images constitutes copyright infringement entitling PhotoNewZealand to exercise all rights and remedies under copyright laws and treaties and other applicable laws.

2.3 You agree to indemnify and hold PhotoNewZealand and its licensors harmless from any and all claims, liabilities, damages, costs and expenses including lawyer's fees, arising from any unauthorized use of an Image.

III Severability

3.1 Should any provision of this Agreement be found invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not be affected and shall remain in full force and effect.

IV. Law and venue

4.1 This Agreement, and all matters collateral thereto, shall be governed by and construed in accordance with the laws of New Zealand, excluding the application of its conflicts of law rules, and any dispute arising hereunder shall be litigated solely in a court of competent jurisdiction in Christchurch, New Zealand. Notwithstanding the foregoing, this provision shall not prevent PhotoNewZealand, from addressing any competent court, tribunal or venue to which it might be entitled, in order to seek for interim measures or any other legal remedies.

This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly disclaimed.

End-User License Agreement for Royalty Free Products

THIS IS A LEGAL AGREEMENT BETWEEN YOU AND PHOTONEWZEALAND (CENTERSTOCK LIMITED) PLEASE READ THIS AGREEMENT CAREFULLY. BY DOWNLOADING AND/OR USING ANY ROYALTY FREE PRODUCT YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT DO NOT DOWNLOAD OR USE ANY IMAGES CONTAINED IN THIS SITE.

IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF YOUR EMPLOYER AND/OR PRINCIPAL, THIS LICENSE AND ALL THE RESTRICTIONS AND LIMITATIONS RECITED HEREIN APPLY TO YOUR EMPLOYER AND/OR PRINCIPAL AS WELL AS TO YOU AS A REPRESENTATIVE AND/OR AGENT OF YOUR EMPLOYER AND/OR PRINCIPAL. YOU HEREBY FURTHER WARRANT AND REPRESENT TO PHOTONEWZEALAND THAT YOU HAVE FULL AND EXPRESS AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF YOUR EMPLOYER AND/OR PRINCIPAL AND THAT YOU WILL NOT USE ANY ROYALTY FREE PRODUCT OBTAINED FROM PHOTONEWZEALAND FOR THE BENEFIT OF ANY OTHER PERSON OR ENTITY WITHOUT ENTERING INTO A SEPARATE LICENSE WITH PHOTONEWZEALAND.

ALL IMAGES ARE COPYRIGHTED AND ALL RIGHTS TO THESE IMAGES ARE OWNED BY PHOTONEWZEALAND AND ITS LICENSORS. PHOTONEWZEALAND RETAINS ALL RIGHTS NOT SPECIFICALLY GRANTED TO YOU BY THIS AGREEMENT. YOUR RIGHT TO USE ANY ROYALTY FREE PRODUCT IS SUBJECT TO YOUR FULL PAYMENT OF THE LICENSE AND THE RESTRICTIONS SET FORTH IN THIS AGREEMENT.

I. Rights granted

1.1 Conditioned upon your full payment of the license and your compliance with the terms of the invoice and this Agreement (including all restrictions), PhotoNewZealand grants you a personal, non-exclusive and non-transferable right to use and reproduce, for your own commercial or non-commercial use, on a worldwide and perpetual basis, the Royalty Free images (regardless of the form in or media on which the Royalty Free Images are delivered to you, including, but not limited to electronic or online transmission, CDs or DVDs) (hereinafter "the Image(s)"), in the following ways:

a) Print usage: refers to any type of printed, tangible materials including advertising, promotional materials, publications or products (including products offered for sale except as prohibited in Section II below).

b) Non-print usage: refers to any digital or electronic materials including websites (but not website templates), multimedia presentations and CD-ROMs provided that no Image is at a resolution greater than 480 by 640 pixels (72 dpi) and each Image is incorporated into a design in such a fashion that it is clearly not intended to be separately downloaded, copied or distributed by any third party.

NOTE: IMAGES ARE NOT SOLD; THEIR USE IS LICENSED TO YOU.

II. Restriction on use

2.1 The rights hereby granted to you are non-transferable which means that any work that you produce using an Image must be for your own use, or for the use of your direct employer or client, who must be the end-user of your work. You may not sublicense, sell, assign, convey, dispose of, loan, give or otherwise transfer to anyone any CD, DVD or alike (hereinafter the "Disc Product") or any of the Images or the right to use the Disc Product or the Images except insofar as an Image has been included by you into one of the authorized uses referred to in Section I above and nothing you produce shall grant or purport to grant to any third party a right to use or reproduce the Images. You hereby agree to take all commercially reasonable steps to prevent third parties from duplicating or distributing the Images.

2.2 If you are entering into this License Agreement for the benefit of, and/or as an agent on behalf of your direct employer (Employer) or client (Final Client), then you represent and warrant that i) such Employer and/or Final Client has authorized you to enter into this License Agreement and that the licenses granted hereunder are on that Employer's and/or Final Client's behalf, that such Employer and/or Final Client has agreed to be bound hereby and that you have actual and express authority to act on behalf of and bind such Employer and/or Final Client to the terms of the present License Agreement; ii) the Images and the End-Use of the same are solely for the benefit of Employer and/or the Final Client and that you will not use the Images or End Use for the benefit of any other person or entity without entering into a separate license with PhotoNewZealand; and iii) you will comply with all the terms hereof and shall be jointly and severally liable for any breach of the terms hereof by the Employer and/or the Final Client.

2.3 Even though you may sell or license derivative works incorporating the Images, you may not use any Image for sale or license where the primary value resides in the Image itself (For example, you may not sell posters or prints of any Image) nor include any Image in an electronic template intended to be reproduced by third parties on electronic or printed products.

2.4 You may not sell, license or distribute any derivative work containing any Image in a way that would allow a third party to download, extract or access the Image as a stand-alone file.

2.5 If Images are licensed by a company, they may be shared by creating an Image library, Image storage jukebox, network configuration or similar arrangement as long as no more than ten (10) specific employees (hereinafter the "Users") within the same company and no more than one User at a time get access to the Images, unless a separate seat license is purchased for each additional User, before such additional use begins. This is not a simultaneous user agreement.

2.6 Except as specifically provided in the previous paragraph, the Images may not be shared or copied and you may not create a network of servers, either with or without a central location to enable others to share the Images.

2.7 The Images may not be used as part of a logo, trade name, service mark or trademark or used to infringe on anyone's logo, trade name, service mark or trademark.

2.8 The Images may not be posted online nor placed in any other electronic distribution system in a downloadable format, FTP or similar nor enabled to be distributed via mobile telephone devices.

2.9 The Images may not be used for any pornographic, unlawful purpose or use or to defame any person or violate any person's right of privacy or publicity or to infringe upon any copyright, trade name, trademark or service mark of any person or entity. Advance written permission from PhotoNewZealand is required for use of Images for sensitive subjects, including without limitation, topics that may depict the subject matter of an Image in a negative or unfavorable light or subject persons to ridicule, and topics regarding all sexual issues, substance abuse, physical or mental abuse, alcohol, drugs, tobacco, AIDS, cancer or serious physical or mental ailments, or the disparagement of a person or product.

2.10 Upon notice of discontinuance of a license for any particular Image, you agree not to use such Image in the future. To the fullest extent permitted by law, your sole remedy for any recalled Image shall be, at PhotoNewZealand's sole discretion, the replacement of such recalled Image with another Image or the refund of any license fee paid attributable to such recalled Image.

2.11 If the Images are used in an editorial manner, you must include the following credit adjacent to the Images: "[Photographer's name]/[Name of the collection]/[PhotoNewZealand]"

III. Unauthorized uses and Indemnity

3.1 Any use of any Image and/or Disk Product in a manner not expressly authorized by this Agreement or in breach of a term of this Agreement constitutes copyright infringement, entitling PhotoNewZealand to exercise all rights and remedies available to it under copyright laws around the world. You shall be responsible for any damages resulting from any such copyright infringement, including without limitation any claims by a third party and you hereby agree to indemnify and hold harmless PhotoNewZealand and its subsidiaries, successors, affiliates, parent, officers, directors, employees, contractors, content providers, licensors, distributors or agents, against all claims (including without limitation, claims by third parties), liability, damages, judgments, settlements, costs and expenses, including reasonable legal fees and expenses, arising out of or related to any use of the Disk Products or Images other than the uses specifically permitted by this Agreement.

IV. Limited Warranty and Limitation of Liability

4.1 PhotoNewZealand warrants that: it has all necessary rights and authority to enter into and perform this Agreement; ii) any Disk Product will be free from defects in material and workmanship for ninety (90) days from delivery. The Client's sole and exclusive remedy for a breach of this warranty is the replacement of the Disk Product or refund of the purchase price, at PhotoNewZealand´s sole option.

EXCEPT AS PROVIDED IN THIS SECTION, PHOTONEWZEALAND MAKES NO WARRANTIES (EXPRESS OR IMPLIED) WITH RESPECT TO THE IMAGES. PHOTONEWZEALAND GRANTS NO RIGHTS AND MAKES NO WARRANTIES WITH REGARDS TO THE USE OF NAMES, TRADEMARKS, TRADE DRESS, DESIGNS OR WORKS OF ART OR ARCHITECTURE DEPICTED IN ANY IMAGE, AND YOU MUST SATISFY YOURSELF THAT ALL THE NECESSARY RIGHTS AND CONSENTS REGARDING ANY OF THE ABOVE, AS MAY BE REQUIRED FOR THE INTENDED USE HAVE BEEN OBTAINED. WHILE PHOTONEWZEALAND MAKES EFFORTS TO USE ACCURATE CAPTION INFORMATION, PHOTONEWZEALAND DOES NOT WARRANT THAT SUCH INFORMATION IS ACCURATE. PHOTONEWZEALAND MAKES NO OTHER WARRANTY, EXPRESS OR IMPLIED REGARDING ANY IMAGES INCLUDING, WITHOUT LIMITATION, THAT THE IMAGES ARE ERROR FREE, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

4.2 EXCEPT FOR ANY LIABILITY WHICH CANNOT BY LAW BE EXCLUDED OR LIMITED, NEITHER PHOTONEWZEALAND NOR ANY OF PHOTONEWZEALAND'S SUBSIDIARY, SUCCESSOR, PARENT, AFFILIATE, PARTNER, OFFICER, DIRECTOR, EMPLOYEE, CONTRACTOR, CONTENT PROVIDER, LICENSOR, DISTRIBUTOR OR AGENT SHALL BE LIABLE FOR ANY GENERAL, PUNITIVE, SPECIAL, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES, OR LOST PROFITS OR ANY OTHER DAMAGES, COSTS OR LOSSES ARISING OUT OF THE USE OR INABILITY TO USE THE IMAGES OR OTHERWISE, EVEN IF PHOTONEWZEALAND HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, COSTS OR LOSSES. PHOTONEWZEALAND'S MAXIMUM LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE IMAGES SHALL, TO THE EXTENT PERMITTED BY LAW, BE LIMITED TO THE LICENSE PAID FOR THE PARTICULAR IMAGE.

4.3 THE REPRESENTATIONS AND WARRANTIES MADE BY PHOTONEWZEALAND IN THIS AGREEMENT APPLY ONLY TO THE IMAGES AND DISK PRODUCTS AS DELIVERED BY PHOTONEWZEALAND AND WILL BE INVALID IF THE IMAGES ARE USED IN ANY MANNER NOT SPECIFICALLY AUTHORIZED IN THIS AGREEMENT.

V. Waiver

5.1 No action of PhotoNewZealand, other than an express written waiver, may be construed as a waiver of any provision of this Agreement. A delay on the part of PhotoNewZealand in the exercise of its rights or remedies will not operate as a waiver of such rights or remedies, and a single or partial exercise by PhotoNewZealand of any such rights or remedies will not preclude other or further exercise of that right or remedy. A waiver of a right or remedy by PhotoNewZealand on any one occasion will not be construed as a bar to or waiver of rights or remedies on any other occasion.

VI. Severability

6.1 Should any provision of this Agreement be found invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not be affected and shall remain in full force and effect. Such provisions shall be revised only to the extent necessary to make them enforceable.

VII. Entire Agreement

7.1 This Agreement contains all the terms of the license agreement for the Royalty Free products and no terms or conditions may be added or deleted unless made in writing and signed by an authorized representative of both parties. In the event of any inconsistency between the terms contained herein and the terms contained on any purchase order or other communication sent by you, the terms of this Agreement shall govern.

VIII. Law and Venue

8.1 This Agreement, and all matters collateral thereto, shall be governed by and construed in accordance with the laws of New Zealand, excluding the application of its conflicts of law rules, and any dispute arising hereunder shall be litigated solely in a court of competent jurisdiction in Christchurch, New Zealand. Notwithstanding the foregoing, this provision shall not prevent PhotoNewZealand from addressing any competent court, tribunal or venue to which it might be entitled, in order to seek for interim measures or any other legal remedies.

8.2 This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly disclaimed.

The terms of this Agreement shall supersede and replace any other terms of use which may be included in any prepackaged Disk Product delivered to you by PhotoNewZealand.

If you are unsure of your rights under this License Agreement or would like to acquire additional rights (or additional seat licenses), please contact us at 0800 746 866 or send us an email at info@photonewzealand.com