Please contact a representative with any questions.

Use of Images: "Image" means all images and related informational materials in any medium furnished by Exclusive Press hereunder, including related text, captions, or information. You agree to payment for the license of the Image according to the terms of the invoice and this Agreement. You are required to pay for all Images that you obtain, regardless of whether you use them, unless you comply with the return/credit provisions of this Agreement. Except as specified in the Exclusive Press invoice, Images obtained from Exclusive Press are licensed on a non-transferable, one-time, non-exclusive basis, and are strictly limited to the use, medium, time period, print run, placement, size of Image, territory, and any other restrictions indicated in the invoice or contained on Exclusive Press' online site, and are licensed for use within one year from the date of the invoice, or sixty (60) days for internal evaluations ("comps").

Listed Restrictions: Images may contain listed restrictions, including without limitation restrictions as to time, manner, industry and territory of use, and pre-approval by a depicted person or their representative. Your ability to access an Image does not in itself entitle you to use that Image. Use of any Image contrary to a listed restriction is prohibited. If you do not understand or are unsure as to any restriction, you must contact Exclusive Press prior to download or use of any Image.

License Granted by Exclusive Press: Unless otherwise specified in a separate writing signed by Exclusive Press, your reproduction of Images is limited to (i) internal evaluation or comps, or (ii) the specific use described in your invoice, which together with these terms shall constitute the full license granted. Additional restrictions indicated on Exclusive Press' online site or in the invoice may contain limitations on your use, medium, time period, print run, placement, size of Image, territory, and any other restrictions. Any license granted by Exclusive Press is conditioned upon (i) your meeting all conditions and restrictions imposed by Exclusive Press, and (ii) Exclusive Press' receipt of full payment by you for such use as invoiced by Exclusive Press. Your failure to make full payment when due shall terminate any license granted to you and entitles Exclusive Press to pursue all remedies available under copyright laws. You may not otherwise make, use or distribute copies of any Images for any purpose except as authorized. Exclusive Press reserves all rights to the Images, and you do not acquire any copyright, ownership or equivalent rights in or to any Image as a result of any license Exclusive Press grants to you. The limited license granted to you is personal and non-transferable; the work you produce incorporating the Image must be for your own use or for the use of your direct employer. If you are licensing an Image on behalf of or for use by a client, that client must be the sole end user of your work. You may not sell, rent, loan, give, sublicense or otherwise transfer to anyone the Image or any right to reproduce the Image (except insofar as it has been incorporated by you into the permitted use as stated in the invoice.

Storage of Images: You may place Images on your internal computer network for a limited time, provided you limit access to the Images to those having a bona-fide need to facilitate production or creation of any licensed use, but you shall not otherwise distribute or permit access to any Images. Following digital copies within fifteen (15) days. You agree not to store or maintain any digital copies within fifteen (15) days. You agree not to store or maintain any archive of any Image in any format or medium unless your invoice with Exclusive Press permits re-use, whereupon you may store Images solely as permitted by such invoice. This section shall survive termination of the Agreement.

No Alterations: Special ethical considerations apply to editorial, news, and fine art Images. When using such Images, you may not make or permit any modifications to or alterations of the Images (except for standard color correction or minor cropping for space limitations) or to the caption information unless specifically agreed in writing by Exclusive Press.

Model and Property Releases/Clearances: The rights Exclusive Press grants to you do not include a license to any persons, places, property, or subject matter depicted in an Image, which may be subject to copyrights, trademarks, rights of publicity, moral rights, property rights or other rights belonging to third persons. You shall assume that no model or property releases, or other releases or licenses exist in connection with any of the Images, unless specifically stated in a separate writing by Exclusive Press. Exclusive Press makes no representations or warranties that it owns or licenses any rights nor does Exclusive Press grant you any rights including copyright, trademarks, or rights of publicity belonging to any person, place, property, or subject matter depicted in any Image. Further, Exclusive Press makes no representation or warranty as to the accuracy of any information provided with the Images. You are solely responsible for determining whether your use of any Image requires the consent of any third party or the license of any additional rights, and you should not rely solely on the information provided by Exclusive Press. If you are unsure whether additional rights are needed for your use, you are responsible for consulting with competent legal counsel. An Image designated as "Model released" means that the person depicted in the Image has signed a release permitting reproduction of the Image depicting such person, subject to the restrictions contained in this Agreement, including without limitation sensitive subject uses. If Exclusive Press erroneously advises you that an Image is model-released when it is not, Exclusive Press' liability shall be limited to the amount you paid Exclusive Press for use of the Image. If an Image depicts a person and is used in a manner that implies the use or endorsement of a product or service by that model, you must indicate that the person depicted is a model and used only for illustrative purposes. Any license granted by Exclusive Press is conditioned upon your obtaining all necessary third-party rights, releases and permissions. You agree to provide Exclusive Press with proof of such releases and permissions upon request.

Unauthorized Use: Without limitation, Images may not be utilized as a trademark or service mark, or for any pornographic use, unlawful purpose or use, or to defame any person, or to 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. Unauthorized use of these Images constitutes copyright infringement and shall entitle Exclusive Press to exercise all rights and remedies under applicable copyright law, including an injunction preventing further use and monetary damages against all users and beneficiaries of the use of such Images. Exclusive Press in its sole discretion reserves the right to bill you (and you hereby agree to pay) ten (10) times the normal license fee for any unauthorized use, in addition to any other fees, damages, or penalties Exclusive Press may be entitled to under this Agreement or applicable law. The foregoing is not a limiting statement of Exclusive Press' rights or remedies in connection with any unauthorized use.

Sensitive Subjects: Any license granted by Exclusive Press shall not constitute a representation that an Image is compatible for use with any other material. You are solely responsible for the use of any Image in combination with any other material, and you agree not to use Images with sensitive topics without Exclusive Press' separate written agreement. Sensitive topics include, 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. Certain Images may be available for use with sensitive subjects for an additional fee. You must contact Exclusive Press for additional information prior to any use of an Image with any sensitive topics.

Payment: Prices for use of Images shall be determined solely by Exclusive Press; if you are unsure as to the price applicable to your intended use, you must contact Exclusive Press prior to obtaining an Image. Payment is due within thirty (30) days after your receipt of an invoice or the date specified in an invoice, whichever comes first. A late payment charge of one and one-half percent (1.5%) per month may be added to any unpaid balance after thirty (30) days. The maximum amount permitted by state law shall be imposed on each returned check.

Taxes: You are responsible for the payment of all sales and use tax, when applicable. Exclusive Press does not accept resale certificates without prior written approval and at Exclusive Press' discretion.

Cancellations: If you cancel rights granted in the Invoice within seven (7) business days from the date of the invoice, you will be charged a $50 transaction fee per Image. If the cancellation notice is received more than seven (7) but less than thirty (30) business days after the invoice date, a cancellation fee equal to fifty (50%) percent of the amount of the Invoice will be charged. AFTER THIRTY DAYS, NO CANCELLATIONS WILL BE ACCEPTED AND THE FULL AMOUNT OF THE INVOICE MUST BE PAID. For any cancellations, you must also pay the full service charge, production fee, processing and handling fee and shipping fee. No license to use the Image will be granted upon cancellation; all cancellations are final.

Copies: At Exclusive Press' request, you shall provide to Exclusive Press free of charge, up to three (3) copies of any printed product or publication you create using the Images, or if electronic use is permitted, the URL and any required passwords or the screen captures for our records.

Publication Right: Exclusive Press shall exclusively retain all publication rights arising from your use of our Images.

Indemnification: You agree to indemnify and defend Exclusive Press against all claims (including without limitation claims by third parties), liability, damages, costs and expenses, including reasonable legal fees and expenses, arising out of or related to (i) a breach of this Agreement and any Image restrictions, (ii) the use of any Image either alone or in combination with any other material, (iii), your failure to abide by any restriction regarding the use of an Image.

Credit Line and Copyright Notice: For editorial uses, you shall include a copyright notice and photo credit adjacent to each Image (in the format: "© photographer's name/Exclusive Press" or as specified on the Exclusive Press online site) with each publicly distributed Image. Receiving credit is a material aspect of the Agreement for Exclusive Press, and in editorial uses of Images, you agree to pay triple the invoice amount if you do not provide such credit and copyright notice. For commercial uses, you shall include the credit described above when customary and appropriate.

Exclusive Press Trademarks: Except for credits as required above, you may not use the trademarks or service marks of Exclusive Press without Exclusive Press' prior written consent.

Choice of Law / Jurisdiction / Attorneys' Fees: Any dispute regarding this Agreement shall be governed by the laws of the State of New York and Titles 15, 17, and 35 of the U.S.C., as amended, and the parties agree to accept the exclusive jurisdiction of the state and federal courts located in New York, USA, regardless of conflicts of laws. 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 parties hereto confirm that it is their wish that this Agreement as well as any other documents relating hereto, including notices, has been and shall be written in the English language (Les parties aux presentes confirment leur volonte que cette le convention de meme que tous les documents y compris y tout avis qui s'y rattache soient rediges en langue anglaise). In any dispute between Exclusive Press and you where Exclusive Press prevails, Exclusive Press shall be entitled to recover its reasonable attorneys' fees, legal expert fees, court costs, and other legal expense.

Confidentiality: During this Agreement, Exclusive Press may provide you with certain pricing, technical, marketing and other confidential information. You acknowledge that such confidential information encompasses valuable trade secrets and is proprietary to Exclusive Press, and you shall maintain the confidentiality of any "Confidential information" that Exclusive Press may provide to you, and you shall not use or disclose the same without the prior written consent of Exclusive Press. "Confidential information" includes any information that is either designated as confidential by Exclusive Press or that, under the circumstances surrounding the disclosure, ought in good faith to be treated as confidential by you.

Limited Warranty: Subject to the restrictions and limitations contained in Exclusive Press' online site, an invoice, or under this Agreement, Exclusive Press warrants that it has sufficient rights to grant you the limited license under this Agreement and any accompanying invoice. Additionally, Exclusive Press warrants that the digital copy of the Image provided by Exclusive Press to you will be free from defects in material and workmanship (but not visual artifacts inherent in the original Image) for ninety (90) days following delivery; and, Exclusive Press will as your sole and exclusive remedy for your inability to use an Image and at its sole discretion, provide you with a replacement of the digital copy of such Image, or refund any fee paid by you to Exclusive Press provided you have not made any licensed use the Image. WHILE EXCLUSIVE PRESS MAKES EFFORTS TO USE ACCURATE CAPTION INFORMATION, EXCLUSIVE PRESS DOES NOT WARRANT THAT CAPTION INFORMATION IS ACCURATE. EXCLUSIVE PRESS PROVIDES YOU WITH ITS ONLINE SYSTEM ON AN "AS IS" BASIS. EXCLUSIVE PRESS MAKES NO OTHER WARRANTY, EXPRESS OR IMPLIED REGARDING ANY IMAGES, ITS ONLINE SYSTEMS, OR ANY RIGHTS OR LICENSES UNDER THIS AGREEMENT INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

Limitation of Liability: EXCEPT FOR ANY LIABILITY WHICH CANNOT BY LAW BE EXCLUDED OR LIMITED, NEITHER EXCLUSIVE PRESS NOR ANY EXCLUSIVE PRESS AFFILIATE SHALL BE LIABLE TO YOU OR ANY OTHER THIRD PARTY CLAIMING THROUGH IT FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF, OR RELATING TO THE USE OR INABILITY FOR YOUR USE OF THE IMAGES, WHETHER FRAMED AS A BREACH OF WARRANTY OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE, IN TORT, CONTRACT, FAILURE OF ESSENTIAL PURPOSE, OR OTHERWISE. IN NO EVENT SHALL EXCLUSIVE PRESS ' OR ITS AFFILIATES' LIABILITY FOR YOUR USE OF ANY IMAGE PROVIDED HEREUNDER EXCEED THE AMOUNT INVOICED BY YOU FOR THE USE OF THAT IMAGE.

Miscellaneous: You acknowledge that you have read this Agreement and understand it, and agree to be bound by all its terms and conditions. This Agreement and any listed restrictions constitute the entire agreement between the parties with respect to the subject matter hereof and merge all prior and contemporaneous communications. This Agreement shall not be modified except by a written agreement signed by duly authorized representatives of Exclusive Press, provided that no purchase order or similar document issued by you shall modify this Agreement even if signed by Exclusive Press. If Exclusive Press' performance of any of its obligations hereunder is delayed by labor dispute, war, governmental action, flood, fire, explosion or other act of nature, the public enemy, or any other matter not within Exclusive Press' reasonable control, then the date for performance shall be extended by the time of such delay. If any provision of this Agreement is found invalid or unenforceable, the remainder of this Agreement shall remain valid and enforceable according to its terms. The parties intend that the provisions of this Agreement be enforced to the fullest extent permitted by applicable law. Accordingly, the parties agree that if any provisions are deemed not enforceable, they shall be deemed modified to the extent necessary to make them enforceable and in such manner as comes closest to the intentions of the parties to this Agreement as is possible. This Agreement will inure to the benefit of and be binding upon the parties, their successors and assigns, except that you may not assign or transfer this Agreement without Exclusive Press' prior written consent.

CHECKLIST AND GUIDE FOR IMAGE LICENSING AND USAGE There are a variety of important legal issues that need to reviewed prior to licensing or using images. This checklist and guide highlights common issues that may arise when you license and use digital images. The issues presented in this document are not exhaustive and do not include standard contract and licensing issues.

IMPORTANT!: The information in this checklist and guide is intended to highlight general issues and is not offered as legal advice or a solution to individual problems. You should not attempt to solve specific problems by relying on the information contained in this guide and you are always advised to seek competent legal counsel before relying on this or any information. It is your responsibility to ensure that you comply with all laws regarding your use of an image.
Prior to licensing or using images, the following issues should be carefully reviewed. These issues listed here are not exhaustive and do not include standard contract and licensing issues. You are urged to discuss licensing and usage issues with your Exclusive Press account executive prior to licensing or using images.

ISSUE 1: Pictures that Contain People, Places, and Things: Images often depict a variety of subject matter: people, buildings, art, animals, etc. When you license an image from Exclusive Press, you acquire from Exclusive Press only the limited right to reproduce that image. However, to use the image you still may need: 1) the permission of the people depicted in an image and/or 2) the permission of the owners of places and things who may have rights in such material. You need to obtain additional permissions depends upon the nature and circumstance of your intended use, the material that you may add to an image, the way that you might manipulate and image, and the laws that may apply to your use. Generally, Exclusive Press does not license these additional rights to you when you acquire a license to use a Exclusive Press image. It is your responsibility to license these rights from the proper right owners, or obtain legal guidance on whether your intended use requires that you obtain these rights. This guide illustrates some of the rights and issues.

ISSUE 2: Copyright: Among the most important questions to ask regarding the licensing and use of any image is: Does the image depict works protected by copyright? If an image contains fine art (including paintings, sculptures, photographs, etc.) additional licenses may be required from the artist or his/her estate or agency. You will need to determine whether the art depicted is protected under copyright laws, and whether your use requires that you obtain permission of the artist. Agencies such as the Visual Artist (VAGA) represent many artists and may assist you in acquiring such rights. In addition to the copyright, artist may also have a right of integrity over how images of their art are reproduced, modified, and whether proper attribution is required to be given to the artist. This right of integrity or “moral right” gives the artist certain control over the integrity of his/her work and the right to receive (or not receive) attribution or credit as the artist responsible for the work.

ISSUE 3: Trademarks: Another important question to ask regarding the licensing and use of any image is: Does the image depict trademarks, trade dress, or trade names? A picture containing a trademark, trade dress, or trade name may require you to obtain the permission of the trademark owner if your use could confuse the public as to the source, origin, or approval. For example, if you use in your advertisement a picture of an airplane that contains that airline’s logo and colors on the tail, you may need the permission of the airline. Not every use of a photograph depicting trademarks (such as signage or logos) will infringe the rights of the trademark owner, but the risk increases when such you use images for advertising or promotion.

ISSUE 4: Rights of Publicity Yet another question to ask regarding the licensing and use of any image is: : Does the image depict a person? In many states and countries, people have a “right of publicity” that allows them to control how their name, likeness, voice, and signatures are used. The laws can vary widely, with many laws requiring you to obtain permission of the person before using their picture in certain ways, whether these people are famous or not, or whether they are still living or not. You must make sure that your intended use complies with the law of every territory where you intend to use the image. Use of a person’s name, image, or likeness in advertising and promotion nearly always requires their permission. You must contact the person or the people or group representing the personality to clear rights of the personalities. For living personalities, this contact can be a manager, agent, publicist, company, or the person themselves. For famous and deceased personalities, the contact can be an agency (like Curtis Management Group or Global Icons), their estate, lawyer, family foundation, Bank Trust Division, etc. Often, people who appear in images produced for use in commercial advertising sign a “model release” that allows you to use the image in certain ways without obtaining their further permission. Exclusive Press licenses images that are “model released” and can assist you in locating images that are suitable for your use.

ISSUE 5: Rights of Privacy Also ask this question prior to licensing or using an image: Does the image depict a person? The right of privacy protects against unreasonable intrusions into a person’s private affairs. In certain countries, the right of privacy prohibits the use of certain images (for example a picture depicting a crime victim or an accused party). In many states and countries, the person depicted in the photograph must still be living to claim the right. Images licensed for commercial use or for sensitive subject editorial and commercial use may also require model, property, or estate releases (that is, permission from photographed subjects or owners of the objects to reprint their image). When obtaining a model release, you should consider where and how the image will be used, as well as what other material will be used with or added to the image such as captions or text.

ISSUE 6: Property Rights: Another question to ask regarding the licensing and usage of any image is: Does the image depict property belonging to others? Better viewed as an “access right,” this right may protect the owner of the property depicted in an image from unauthorized use of the material. A good example is a museum that owns several rare artifacts and restricts access and photography of the artifacts, and may have a right to restrict access and use of their property, or the owner of an animal that may limit access to the animal in return for a fee. Property rights are often claimed by property owners but may not be legally enforceable.

ISSUE 7: Prior Approvals Required by Licensor: Images that require pre-approval for usage may restrict the licensee from certain uses of the photograph. For example, a photographer or a model may require that the image not be used in certain industries (tobacco or alcohol), or he may request prior approval before an image is licensed or manipulated. Additionally, images may be restricted from use in certain territories or for certain periods of time due to prior licenses. You should read the restrictions associated with an image to determine if any prior approvals are needed.

ISSUE 8: Sensitive Subjects: If you intend to use the image for sensitive subject usage, you must contact a Exclusive Press account executive (AE) and notify the AE about all the details of the usage, request sensitive subject permission, and finalize the license terms. DO NOT SIMPLY RELY ON A STANDARD MODEL RELEASE. Using an image of a person for a sensitive subject nearly always requires additional clearances or permissions.

ABOUT IMAGE LICENSING All images for purchase from the Exclusive Press collections are licensed. Image licenses are very important, and serve to protect the rights of all parties: the seller or distributor of the images, those who purchase and use images; those who own, create, or produce images; and even those whose likenesses are included in the images. The type of licensing is one factor that impacts image pricing. Exclusive Press understands that image licensing is a complex process. If you have more questions about image licensing, please contact your Exclusive Press account executive.

Rights Managed: Rights protection can be an advantage for high-profile projects, such as ad campaigns and promotions. When you use traditional licensing, you are assured of the limited use of the image. You can even request exclusive rights to that image to eliminate its simultaneous use by other agencies and competitors. Traditionally licensed images may require model, property, or estate releases (that is, permission from photographed subjects or owners of the objects to reprint their image). Exclusive Press can deliver traditionally licensed images to you in many electronic formats depending on your need. In order to minimize the time you spend with the traditional licensing process, Exclusive Press account representatives are available to help you understand how traditional the licensing works, as well as how it applies to the images you need for your project.

Standard Terms and Conditions: When you use rights managed content, the usage rights are defined and negotiated for your specific project needs. You have access to millions of single images, many of them unique. The license you have defines how many times the image can be used and in what way. This means that we can monitor use of our images and know "where the images have been." If your project and budget warrant it, Exclusive Press can even provide you with protection against competitive conflict ,or clear an image for safe use in the United States or in other countries.

Pricing: Pricing for images varies by how you plan to use them. Factors that affect price include the intended print run, intended use, reproduction size, distribution, and whether you want to purchase exclusive rights. Pricing for traditionally licensed images is based on how the image is to be used. Some of the contributing factors include intended print run, intended use, reproduction size, and distribution. Your Exclusive Press account executive will help you to quickly determine the license you need.