IMAGES BY DENNIS HILKE TERMS AND CONDITIONS
Notice to User
This is a legal agreement between you and Images by Dennis Hilke and its legal agents and representatives, ("Images by Dennis Hilke", "we" or "our" or “us”). You agree to be bound by the terms and conditions of this agreement by continuing to use this web site; or by downloading or using any image(s), photograph(s) or digital media ("Images"); or by or exercising any rights granted under this agreement. Please read this agreement in its entirety before you continue to use this web site or download any Images. Images by Dennis Hilke reserves the right to alter, modify or update these terms of use at any time and you agree to be bound by such modifications, alterations or updates.
Transferability
You may not assign or transfer to anyone else the rights granted to you in this agreement.
Ownership of This Web Site and Images
This web site is owned and operated by Images by Dennis Hilke. All of the content featured or displayed on this web site, including but not limited to, text, graphics, Images, illustrations and software ("Content"), is owned by Images by Dennis Hilke, its licensors and content providers. All elements of this web site, including the general design and Content, are protected by copyright, trade dress, trademark and other US and international laws relating to intellectual property rights. Except as explicitly permitted under this or another agreement with Images by Dennis Hilke, this web site, its Content and all related rights shall remain the exclusive property of Images by Dennis Hilke, its licensors and content providers unless otherwise expressly agreed. Dennis Hilke owns the copyrights to Images on this web site, and the Images on this web site may only be used as described under "Permitted Usage" below. It is illegal to copy or reproduce these Images beyond the "Permitted Usage", including use on other web sites without the prior written consent of Images by Dennis Hilke. It is illegal to use any portion of our Images as reference for another photograph, illustration or derivative work in any form.
Permitted Usage
Comp Use: Images by Dennis Hilke grants you a personal, nontransferable, nonexclusive right to copy the Images you have selected onto your computer hard drive and to use the Image(s) and any derivative works or copies (collectively, the "Image(s)") on one computer and with one user at a time. The Images may only be copied, modified and incorporated in materials for sample use including comprehensive layouts (comp use). The Images may not be used in any final materials distributed internally or to the public. All other rights are reserved to Images by Dennis Hilke. Other than the above comp use, Images may not be used in any way, until an invoice indicating User's right to use same is paid in full.
Prohibited Usage
All of the following are strictly prohibited:
1) Image usage that: A) is connected with any pornographic, obscene or unlawful materials; or B) defames or subjects any person to ridicule; or C) violates any person's right of privacy or publicity; or D) depicts any person or person's property in a negative or unfavorable manner; or E) infringes upon any copyright, service mark, trade name or trademark of any person or entity.
2) Use of an Image beyond the licensed terms without first obtaining an additional written license. Such use includes but is not limited to press run overages, electronic reproduction and promotional usage (see" Additional Usage" below).
3) Creation of derivative works from any part of any Image without first obtaining a license from us. Derivative works include but are not limited to trademarks, service marks, logos, digital composites and
Artist’s Renderings.
4) Archiving, republishing or transmitting our Images on any database without first obtaining our prior written consent.
5) Copying or publishing our Images to a network, bulletin board or web log (blog), or by distributing or allowing distribution or unauthorized use of our Images.
6) Sublicensing, distributing, transferring, assigning, selling, renting or leasing any of our Images or rights (see "Transferability" above). Tampering with or removing any copyright identification information, trademark or watermark, including but not limited to digital file IPTC copyright information.
7) Use of the Images to promote a business that sells or licenses photographic Images, or otherwise competes with Images by Dennis Hilke in any manner.
8) Ship, transfer or export any of the Images into any country or use any of the Images in any manner prohibited by any export laws, restrictions or regulations
Additional Usage
Image use is strictly limited to the terms and conditions contained in the license that you purchase. For rights-managed images, this license includes the authorized user and publication name, usage duration, press run, maximum size and placement of the Image, geographic distribution of the publication and any other allowances and restrictions. The terms specified in the license shall not be modified without our express written consent. Any deviation from the terms of our license and invoice is a violation of the Copyright Act and our contractual agreement and shall nullify our indemnity obligations, and the representations and warranties made by Images by Dennis Hilke. If you require expanded or additional usage rights, you must promptly contact us for express written consent, such as an additional license and invoice.
Retention of Digital Files
Digital files may be retained for sixty (60) days or until the date indicated on the invoice. Unless this period is extended in writing, you must delete the Images from all electronic and removable media and destroy any other copy of the Images, except as licensed under this agreement. Images by Dennis Hilke's copyright information and Image identification number must be retained with the digital files while you retain them.
Payment Terms/Cancellation Policy
Once an Image has been downloaded there are no refunds or cancellations. You authorize Images by Dennis Hilke to charge you for the selection of Image(s) and accept the terms stated within this License Agreement upon ordering the Image(s).
Limitation of Liability
Images by Dennis Hilke’s entire liability and your exclusive remedy, with respect to any claims arising out of this agreement shall be the replacement of Images licensed for use; Under no circumstances whatsoever will Images by Dennis Hilke be liable to you for damages of any kind (including, without limitation, lost profits, direct, indirect, compensatory, consequential, exemplary, special, incidental, or
punitive damages) arising out of: A) the use or inability to use our Images or this web site; or B) our breach of this agreement; or C) for any claim by any other party, even if Images by Dennis Hilke has been advised of the possibility of such damages. In no event shall the liability of Images by Dennis Hilke exceed the amount that you paid us for Image usage or printed products.
Waiver
No action of Images by Dennis Hilke, other than an express written, signed waiver may be construed as a waiver of any part of this agreement, and no representative of Images by Dennis Hilke is authorized to make an oral waiver. In the event that Images by Dennis Hilke waives a specific part of the agreement, it does not mean that Images by Dennis Hilke waives any other part. Should any clause of this agreement be found unenforceable, wherever possible this will not affect any other clause and each will remain in full force and effect. Other explanations and text on this web site are for your information only, and are not, and shall not be construed as, part of this agreement unless specified otherwise in this agreement.
General Disclaimers
Images by Dennis Hilke gives no rights or warranties with respect to the use of names, trademark, logo types, registered or copyrighted designs or works of art depicted in any Image, and the user must satisfy itself that all necessary rights, consents or permission as may be required for reproduction are secured. Images by Dennis Hilke identified the caption for each Image to the best of its ability, but cannot be held responsible for erroneous or incomplete caption information. No model releases or other releases exist on any Images unless the existence of such release is specified in writing by Images by Dennis Hilke.
Digital files are provided "as is". Images by Dennis Hilke makes no representation or warranty, either express or implied, included but not limited to any implied warranties of merchantability, fitness for any particular purpose, quality of Image, or compatibility with any computer hardware or other equipment, operating system or software program. Images by Dennis Hilke makes no representation or warranties that the use of the site will be uninterrupted or error free. The use of this site is at your own risk.
Indemnification
You agree to indemnify and hold Images by Dennis Hilke, its affiliates, parents, subsidiaries, employees, directors, officers, successors, assigns, distributors and anyone else associated with Images by Dennis Hilke, harmless from, and against, any and all claims, liabilities, costs, damages, or expenses, (including attorneys' fees) asserted against Images by Dennis Hilke arising out of your use of the Images or in connection with any breach of any of the terms of this agreement.
Legal Fees
You agree to reimburse Images by Dennis Hilke for its legal fees, costs and disbursements if Images by Dennis Hilke is successful in enforcing any of its rights under this agreement including, without limitation, in connection with any action to collect payment.
Miscellaneous
JURISDICTION: Any and all disputes, with the exception of copyright claims, arising out of, under or in connection with this agreement, including, without limitation, the validity, interpretation, performance and breach hereof, shall be settled by arbitration in Manitowoc, Wisconsin pursuant to the rules of the American Arbitration Association. Judgment upon the award rendered may be entered in the highest court of the forum, State or Federal, having jurisdiction. This agreement, its validity and effect, shall be interpreted under and governed by the laws of the State of Wisconsin. If User of this contract is an agent for or an employee of a non-U.S. company but operates in a place of business in the United States or its territories, said User expressly agrees that any dispute regarding this contract shall be adjudicated within the United States in the manner described here.
Copyright claims shall be brought in the Federal Court having jurisdiction. User agrees to be subject to the jurisdiction of the Federal Court in the District Images by Dennis Hilke resides.
If Images by Dennis Hilke is caused to present claims or suit as a result of any breach of the above terms set forth, it shall be made whole for such reasonable legal fees or costs by User.
This agreement is not assignable or transferable on the part of User.
In the event that any Images are used by User in publications, User shall provide Images by Dennis Hilke with two (2) free copies of such publication immediately upon printing.
Copyright Act
All rights reserved. Images and all Content included on this website are protected by United States copyright law and the Berne Convention. Usage of material from this website without explicit written permission or tampering with copyright identification information is a violation of the Copyright Act. You agree to our terms of use by continuing to use this website or by downloading any image from this site. Website design, Images, textual content and trademarks are registered internationally and with the United States Copyright Office. Significant penalties apply to all copyright infringements, including penalties to $150,000 per image, plus payment of legal and usage fees.
This contract contains all the terms of the agreement between us (Images by Dennis Hilke) and User concerning transmission, delivery and review of Images, and no terms or conditions may be added or deleted unless made in writing and signed by both of us. These terms and the terms of any subsequent invoice supersede any and all terms of the client's purchase order. Any subsequent invoice we may issue may contain additional terms relating to the rights granted and the type of usage allow