Fair Harbor Digital Image License

DIGITAL IMAGE LICENSE

Last updated: March 20th, 2024
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Read this Important Notice and Terms and Conditions below (together, the “Agreement”) carefully before using any digital images, videos, and other materials (“Digital Materials”) from Fair Harbor. 

By using the Digital Materials from Fair Harbor, you agree that your account is in good standing and that you are bound by the terms and conditions of this Agreement. If you do not agree with these terms and conditions, do not use Fair Harbor’s Digital Materials. If you have questions regarding the terms and conditions of this Agreement, please contact [contact email].

Fair Harbor owns or is the Licensor to the Digital Material it is providing you. The Digital Materials are the property of Fair Harbor and are copyrighted by law. The Digital Materials shall not be copied, published, or used in any way except as provided for in this Agreement. By downloading the Digital Material, you have acquired a license to use the Digital Material in accordance with this Agreement. The Effective Date of this Agreement shall be the date on which you download the Digital Material. In acquiring the Digital Material, you agree to use it solely as provided in these terms and conditions and to comply with all terms and conditions below.

  1. Fair Harbor grants you a non-exclusive, royalty-free, non-transferable right to use, modify (except as expressly prohibited herein), and reproduce Digital Material as expressly permitted and subject to the limitations set forth herein: You have the right to use Digital Material as a digital reproduction, including on your websites and in company-managed social media.
  2. YOU MAY NOT use the Digital Material printed in physical form, including product packaging, letterhead, and business cards, or in advertising and copy of tangible media, or form your own personal, non-commercial use without Fair Harbor’s authorization. YOU WILL NOT share the Digital Material nor use it in third-party websites or social media accounts.
  3. You acknowledge you are not acquiring any ownership rights in the Digital Material and that Fair Harbor retains all rights, titles, and interests in and to the Digital Material not expressly granted under these terms and conditions, including, without limitation, all copyrights. Digital Material shall not be altered, reproduced, or otherwise distributed without the prior written consent of Fair Harbor.
  4. You shall not resell, sub-license, or redistribute the Digital Material except as provided for in this Agreement. You shall not commercially use the Digital Material for marketing or advertising purposes or for a trademark, except as provided for in this Agreement or as authorized by Fair Harbor. You shall not use the Digital Material in an obscene, defamatory, immoral, deceptive, misleading, or discriminatory way or that may discredit or reflect negatively on Fair Harbor. You shall not use, and shall not allow to be used, the Digital Material for any purposes prohibited by the laws of the United States. You shall not alter the Digital Material in any way except as authorized by Fair Harbor. You shall not allow others to use the Digital material. You shall not use the Digital Material in a way that allows others to download or redistribute the Digital Material except in accordance with this Agreement.
  5. If the Fair Harbor determines, in its sole discretion, that the Digital Material infringes the intellectual property rights of any person, then Fair Harbor will require you to discontinue the use of the Digital Material and may, in its sole discretion, replace the Digital Material with material that is similar in nature.
  6. This Agreement shall automatically terminate one (1) year from the Effective Date unless otherwise extended by mutual written agreement of the Parties. Notwithstanding the preceding, Fair Harbor reserves the right to terminate this Agreement at any time, for any reason, upon written notice to you. Upon termination or expiration of this Agreement for any reason, all rights granted to you under this Agreement shall immediately cease, and you shall immediately cease all use of the Digital Material.
  7. This Agreement shall terminate immediately upon your failure to comply with the terms and conditions herein. 
  8. Fair Harbor reserves the right to discontinue the license and terminate the Agreement immediately, as well as to commence legal proceedings if any copyright infringement has occurred due to your unauthorized use of the Digital Material. 
  9. Upon expiry or termination of this Agreement, you shall discontinue the use of the Digital Material and shall destroy all copies and archives of the Digital Material.
  10. You shall not falsely represent that you are the original creator of the Digital Material.
  11. ALL DIGITAL MATERIALS ARE PROVIDED “AS IS,” AND FAIR HARBOR DOES NOT MAKE ANY WARRANTIES REGARDING THE IMAGES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. FAIR HARBOR MAKES NO REPRESENTATION OR WARRANTY THAT THE USE OF THE DIGITAL MATERIAL WILL NOT INFRINGE ON ANY INTELLECTUAL PROPERTY RIGHT. FAIR HARBOR IS NOT RESPONSIBLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES.
  12. You agree to hold Fair Harbor and its respective officers, employees, and affiliates from any claims, damages, fines, losses, or expenses incurred by any of them arising from or in connection with your use of the Digital Material.
  13. If any terms or provisions of this Agreement are determined to be invalid or unenforceable by a court of competent jurisdiction, the remainder of this Agreement will not be affected, and each unaffected term and provision will remain in full force and effect. 
  14. This Agreement shall be construed and enforced in accordance with the laws of the State of New York without reference to its conflict of law provisions. All disputes arising from or relating to this Agreement shall be brought in the state courts located in New York County in the State of New York or the federal courts in the Southern District of New York.