{"id":927,"date":"2015-08-23T13:55:49","date_gmt":"2015-08-23T13:55:49","guid":{"rendered":"http:\/\/www.oversalwebdesign.com\/?page_id=927"},"modified":"2015-09-28T11:24:53","modified_gmt":"2015-09-28T11:24:53","slug":"license","status":"publish","type":"page","link":"https:\/\/www.oversalwebdesign.com\/license\/","title":{"rendered":"License"},"content":{"rendered":"
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<\/i> License<\/h3>\n
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\n\u00bb Check Out Our <\/i> License<\/a> <\/i> Terms and Conditions<\/a> <\/i> Privacy Policy<\/a> <\/i> Help And Support<\/a> <\/i> Customer Services<\/a> <\/i> Earning Disclaimer<\/a>\n<\/div>\n
\nThis legal document applies to (all) Oversal Media websites and products.
\nTerms and Conditions include License, Privacy Policy and Earning Disclaimer documents. By agreeing to our Terms and Conditions you are automatically agreeing to all our legal documents.\n<\/div>\n

1 Licenses<\/h3>\n

Oversal Media offers two types of licenses: Basic License and Flexible License to address your individual needs. The Flexible License add wider usage management privilege and freedom. Please read this document and Terms and Conditions to find out how the Basic License and Flexible License works, and how the damages duty and obligations apply.<\/p>\n

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2 Contractual Guarantee<\/h3>\n

For our guarantee to be effective you must use our products within the terms of the license agreement, any infringement will automatically void our guarantee. If you need to upgrade from Basic License to Flexible License, you will be required to re-license and re-purchased the product. To buy a product with a Flexible License you will have to notify us by email using our contact form. Products with Flexible Licenses are available through notification only. Each one of our products includes a contractual guarantee.<\/p>\n

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3 Basic Options<\/h3>\n

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\n\n\n\n\n\n<\/colgroup>\n\n\n\n\n\n\n\n\n\n\n\n\n
Options<\/caption>\n
Basic<\/i> Use<\/th>\nPhotos<\/i><\/th>\nVideos<\/th>\nNotes<\/th>\n<\/tr>\n<\/thead>\n
(i) Flexible Licence is required. For More Info Visit Terms And Conditions<\/a><\/td>\n<\/tr>\n<\/tfoot>\n
Print<\/th>\n\u2714<\/td>\nN\/A<\/td>\nYou will be able to print your purchase.<\/td>\n<\/tr>\n
Reproductions<\/th>\n\u2718<\/td>\n\u2718<\/td>\nReproductions are prohibited.<\/td>\n<\/tr>\n
Resale<\/th>\n\u2718<\/td>\n\u2718<\/td>\nResale is prohibited.<\/td>\n<\/tr>\n
Re-Distribution<\/th>\n\u2718<\/td>\n\u2718<\/td>\nRe-Distribution is prohibited.<\/td>\n<\/tr>\n
Website Upload<\/th>\n\u2718<\/td>\n\u2718<\/td>\nWebsite Upload is prohibited (i).<\/td>\n<\/tr>\n
Reproductions<\/th>\n\u2718<\/td>\n\u2718<\/td>\nReproductions are prohibited.<\/td>\n<\/tr>\n
Copies<\/th>\n\u2718<\/td>\n\u2718<\/td>\nCopies are prohibited.<\/td>\n<\/tr>\n<\/tbody>\n<\/table>\n<\/div>\n

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4 License restrictions<\/h3>\n

Here is what you cannot do with either a Basic or Flexible License:<\/h4>\n

Prohibited uses for both Basic and Flexible License<\/h5>\n

Online “print-on-demand” products.
\nUse in any logo or trademark.
\nPornographic, obscene or denigratory works and environment.
\nUse that depicts personal endorsement by model.
\nUse that depicts model in a sensitive way i.e. mental or physical health issues, substance abuse, criminal behaviour, sexual activity or preference without a disclaimer.
\nSub-license, give away, share or otherwise transfer stand-alone products.<\/p>\n

How can I use products for editorial purposes?<\/h4>\n

To use products for editorial purposes you will have to purchase a Flexible License. <\/em><\/p>\n

Products for editorial purposes cannot be used for any commercial function. These files may contain identifiable brands, locations or people without the proper legal releases needed for commercial use.
\nThey may be used in blogs, magazine and newspaper editorial applications, or other non-commercial uses.<\/p>\n

Products for editorial purposes can be used for:<\/em><\/p>\n

\u2014 Blogs<\/p>\n

\u2014 Editorial purposes: newspapers, magazines, editorials, newsletters<\/p>\n

\u2014 Non-commercial uses relating to events that are newsworthy or of general interest<\/p>\n

What can’t I use products for editorial purposes files for?<\/h4>\n

Products for editorial purposes cannot be used for:<\/em><\/p>\n

\u2014 Any commercial use<\/p>\n

\u2014 Any advertorial use (sections or supplements featuring brand or product names,<\/p>\n

\u2014 or sections or supplements for which you receive a fee from a third party advisor or sponsor)<\/p>\n

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5 Flexible Licenses<\/h3>\n

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\n\n\n\n\n<\/colgroup>\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n
Flexible License is bought for one specific use at the time. For example, one Flexible Licence to use for Promotional greeting cards cannot be used for use in Commercial films.<\/em>
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Permitted<\/i> Use<\/th>\nBasic<\/th>\nFlexible<\/th>\n<\/tr>\n<\/thead>\n
For More INFO Check Our Terms And Conditions<\/a><\/td>\n<\/tr>\n<\/tfoot>\n
Printed promotional projects including product packaging, catalogues and brochures.<\/th>\nNo<\/td>\nFlexible licence is required.<\/td>\n<\/tr>\n
Commercial film, motion pictures, movies or theatrical presentations.<\/th>\nNo<\/td>\nFlexible licence is required.<\/td>\n<\/tr>\n
Prints, posters, stationery items and other reproductions for personal or business use.<\/th>\nNo<\/td>\nFlexible licence is required.<\/td>\n<\/tr>\n
Web\/digital advertisements.<\/th>\nNo<\/td>\nFlexible licence is required.<\/td>\n<\/tr>\n
Promotional greeting cards, promotional postcards and promotional posters.<\/th>\nNo<\/td>\nFlexible licence is required.<\/td>\n<\/tr>\n
Items for resale, including prints, posters, calendars, mugs, mousepads, t-shirts, games, etc.<\/th>\nNo<\/td>\nFlexible licence is required.<\/td>\n<\/tr>\n
Advertisements in newspapers, magazine, or other printed material.<\/th>\nNo<\/td>\nFlexible licence is required.<\/td>\n<\/tr>\n
Books and book covers, CD and DVD covers.<\/th>\nNo<\/td>\nFlexible licence is required.<\/td>\n<\/tr>\n
Products for editorial purposes: printed magazines, newspapers, editorials, newsletters.<\/th>\nNo<\/td>\nFlexible licence is required.<\/td>\n<\/tr>\n
Online or electronic publications or uses, including web pages.<\/th>\nNo<\/td>\nFlexible licence is required.<\/td>\n<\/tr>\n
Corporate film and video presentations.<\/th>\nNo<\/td>\nFlexible licence is required.<\/td>\n<\/tr>\n
Electronic templates for resale on websites, brochures, business cards, e-greeting cards, etc.<\/th>\nNo<\/td>\nFlexible licence is required.<\/td>\n<\/tr>\n
Install content in more than one location at a time.<\/th>\nNo<\/td>\nFlexible licence is required.<\/td>\n<\/tr>\n<\/tbody>\n<\/table>\n<\/div>\n

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6 Background of Agreement<\/h3>\n

This agreement governs the terms by which you may use Oversal Media photographs, illustrations, paintings, drawing, graphic design, web design, sculptures, animations, video, footage, audio, music, and other media on Oversal Media or otherwise made available by Oversal Media.<\/p>\n

(1) By using our websites you are automatically agreeing to all our Terms and Licenses. If you are accepting on behalf of your employer, client or other entity that is the member account holder, you represent and warrant that you have full legal authority to bind your employer, client or such other entity. If you do not have such authority or you do not accept or agree with these terms, do not accept this agreement and do not download the content and leave our websites immediately.
\n(2) In this agreement: (2a) “you” means you or, if you are accepting on behalf of your employer, client or member account entity, then “you” means that employer, client or entity; (2b) “Oversal Media” or “we” ; and (2c) “content” means any photographic image, illustration, animation, flash file, film or video footage, visual representation generated optically, electronically, digitally or by any other means or in any media or other material that you are downloading from the site, together with any accompanying material.
\n(3) This agreement is set up as a user-determined document where you will choose to enter into either our Basic License or a Flexible License where one or more of the restrictions of the Basic License are amended for your proposed use of the content (a “Flexible License”). If you do not select a Flexible License or there is no Flexible License option for the content you have requested, your download of content will be subject to the Basic License.<\/p>\n

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7 Rights<\/h3>\n

All copyright and other intellectual property rights relating to the content, are retained by Oversal Media or the supplier of the content, as the case may be.<\/p>\n

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8 Restrictions<\/h3>\n

Only you are permitted to use the content.
\nYou may install and use the content on only one computer or other electronic device at a time.
\nYou may physically transfer the content and its archives from one computer or electronic device to another, in which case you may use the content at the new computer (only) or electronic device instead.
\nIf you require the content to be in more than one computer or other electronic device or accessible by more than one person within your organisation, you must license the content from the site for each such use or obtain a Flexible License. You may make one (1) copy of the content solely for back-up purposes, and you must notify is when you make a copy.<\/p>\n

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9 Prohibited Uses<\/h3>\n

Prohibited Uses<\/em>. You may not:<\/p>\n

1 \u2014 Sub-license, re-sell, rent, lend, assign, gift or otherwise transfer or distribute the content or the rights granted under this agreement;<\/p>\n

2 – Use the content in electronic or digital template applications intended for resale or other distribution, whether on-line or not, including, without limitation, website templates, flash templates, business card templates, electronic greeting card templates, and brochure design templates;<\/p>\n

3 \u2014 Use any of the content as part of a trade-mark, design-mark, trade-name, business name, service mark, or logo;<\/p>\n

4 \u2014 Use the content for editorial purposes without including the following credit adjacent to the content or in audio\/visual production credits: “\u00a9Oversal”, “\u00a9Oversal Media”, “Artist\u2019s Name” and other credits;<\/p>\n

5 \u2014 Use or display the content on websites or other venues designed to induce or involving the sale, license or other distribution of “on demand” products (for example: products in which content is selected by a third party for customisation of such product on a made to order basis) including, without limitation, postcards, mugs, t-shirts, posters and other items (this includes custom designed websites, as well as sites such as spreadshirt.com, cafepress.com, lulu.com, zazzle.com etc);<\/p>\n

6 \u2014 Install and use the content in more than one location at a time or post a copy of the content on a network server or web serve;<\/p>\n

7 \u2014 Use the content in connection with any goods or services intended for resale or distribution where the primary value lies in the content itself including, without limitation, cards, stationary items, paper products, calendars, apparel items, posters (printed on paper, canvas or any other media) or other items for resale, license or other distribution for profit;<\/p>\n

8 \u2014 Incorporate the content in any product that results in a re-distribution or re-use of the content (such as electronic greeting card web sites, web templates and the like) or is otherwise made available in a manner such that a person can extract or access or reproduce the content as an electronic file;<\/p>\n

9 \u2014 Remove or modify any notice of copyright, trademark or other proprietary right, or any other copyright management information or metadata, from any place where it is on or embedded in the content;<\/p>\n

10 \u2014 Use the content in a fashion that is considered by Oversal Media (acting reasonably) as or under applicable law is considered pornographic, obscene, immoral, infringing, defamatory or immoral in nature, or that would be reasonably likely to bring any person or property reflected in the content into disrepute;<\/p>\n

11 \u2014 Use or display the content in an electronic format that enables it to be downloaded or shared in any peer to peer or similar file sharing arrangement;<\/p>\n

12 \u2014 Use the content in any social media platform or other website. If the content is reproduced on a social media platform or other third party website, (12a) the rights granted herein shall automatically be revoked in the event that the platform website seeks to exploit purported rights to the content contrary to the terms of this agreement, and (12b) in such event, upon Oversal Media\u2019s request, you shall remove any content from such platform or website.<\/p>\n

13 \u2014 If any content featuring a model or property is used in connection with a subject that would be unflattering or unduly controversial to a reasonable person, you must accompany each such use with a statement adjacent to the content that indicates that: (13a) the content is being used for illustrative purposes only; and (13b) any person depicted in the content, if any, is a model, unless the content itself clearly and undisputedly reflects the model or person in such potentially sensitive subject matter in which case the content may be used or displayed in a manner that portrays the model or person in the same context and to the same degree depicted in the content itself;<\/p>\n

14 \u2014 Either individually or in combination with others, reproduce the content, or an element of the content.<\/p>\n

15 \u2014 To the extent that source code is contained within the content, reverse engineer, decompile, or disassemble any part of such source code;<\/p>\n

16 \u2014 Use content identified as “Products for editorial purposes”, for any commercial, promotional, endorsement, advertising or merchandising use. For clarification, in this agreement “Products for editorial purposes” of content means use relating to events that are newsworthy or of general interest and expressly excludes any advertorial sections (i.e. sections or supplements featuring brand and\/or product names or sections or supplements in relation to which you receive a fee from a third-party advertiser or sponsor);<\/p>\n

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10 Term of Agreement<\/h3>\n

(1) This agreement is effective until it is terminated. You can terminate this agreement by destroying the content and any Permitted Derivative Works, along with any copies or archives of it or accompanying materials (if applicable), and ceasing to use the content for any purpose. The agreement also terminates without notice from Oversal Media: (1a) if you licensed the content under a subscription and you fail to incorporate the content into an end product, service, campaign or publication using independent skill and effort; or (1b) if at any time you fail to comply with any of the terms of this agreement. Upon termination, you must immediately cease using the content for any purpose; destroy or delete all copies and archives of the content or accompanying materials; and, if requested, confirm to Oversal Media in writing that you have complied with these requirements.
\n(2) Oversal Media reserves the right to elect at a later date to revoke or amend the license granted by this agreement and replace the content with an alternative for any reason. Upon notice, sent to the address or contact information provided by you for your member account, or such other address as you may advise us in writing to use, from time to time, of such replacement, the license for the replaced content immediately terminates for any products that do not already exist, and this license automatically applies to the replacement content. You agree not to use the replaced content, or any Permitted Derivative Works, for future products and to take all reasonable steps to discontinue use of the replaced content, or any Permitted Derivative Works, in products that already exist.
\n(3) Upon notice from Oversal Media, or upon your knowledge that any content is subject to a threatened, potential or actual claim of infringement of another’s right for which Oversal Media may be liable, you must immediately and at your own expense (3a) stop using the content; (3b) delete or remove the content from your premises, computer systems and storage (electronic or physical); and (3c) ensure that your clients, printers or ISPs do likewise. Oversal Media shall provide you with replacement content (which shall be determined by Oversal Media in its reasonable commercial judgment) free of charge, but subject to the other terms and conditions of this agreement.<\/p>\n

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11 Oversal Media Representations and Warranties<\/h3>\n

(1) Oversal Media warrants that, except in respect of content identified as “Products for editorial purposes”: (1a) your use of the content in accordance with this agreement and in the form delivered by Oversal Media will not infringe on any copyright, moral right, trademark or other intellectual property right and will not violate any right of privacy or right of publicity; and (1b) all necessary model and\/or property releases for use of the content in the manner authorised under this agreement have been obtained. You acknowledge that no releases are generally obtained for content that is identified as “Products for editorial purposes” and that some jurisdictions provide legal protection against a person’s image, likeness or property being used for commercial purposes when they have not provided a release. For content identified as “Products for editorial purposes”, Oversal Media does not grant any right nor make any warranty with regard to the use of names, people, trademarks, trade dress, logos, registered, designs or works of art or architecture depicted inside. In such cases, you shall be solely responsible for determining whether release(s) is\/are required in connection with any proposed use of the content identified as “Products for editorial purposes”, and shall be responsible for obtaining such release(s).
\n(2) While we have made reasonable efforts to correctly categorise, keyword, caption and title the content, Oversal Media does not warrant the accuracy of such information. Additionally, Oversal Media does not warrant the accuracy of any metadata that may be provided with the content.
\n(3) Other than as expressly provided, the content is provided “as is” without representation, warranty or condition of any kind, either express or implied, including, but not limited to the implied representations, warranties or conditions of merchantability, or fitness for a particular purpose. Oversal Media does not represent or warrant that the content will meet your requirements or that its use will be uninterrupted or error free. The entire risk as to the quality and performance of the content is with you. Should the content prove defective, you (and not Oversal Media) assume the entire risk and cost of all necessary corrections.
\nIn particular and without limiting the generality of the foregoing, if you are downloading content that is in a flash format or file (whether .swf or otherwise),Oversal Media makes no representation or warranty respecting such content whatsoever, whether as to ownership, technical or legal compliance, or otherwise.
\n(4) Certain jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to you. You have specific rights under this warranty, but you may have others, which vary from jurisdiction to jurisdiction.<\/p>\n

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12 Your Indemnification<\/h3>\n

You agree to compensate, defend and hold Oversal Media, its affiliates, its content providers and their respective directors, officers, employees, shareholders, partners and agents (collectively, the “Oversal Media Parties”) harmless from and against any and all claims, liability, losses, damages, costs and expenses (including reasonable legal fees on a solicitor and client basis) incurred by any Oversal Media Party as a result of or in connection with any breach or alleged breach by you or anyone acting on your behalf of any of the terms of this agreement.<\/p>\n

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13 Oversal Media Indemnification and Limitation of Liability<\/h3>\n

(1) Provided that the content is only used in accordance with this agreement and you are not otherwise in breach of this agreement. The indemnification is conditioned on your prompt notification in writing to Oversal Media of such claim and our right to assume the handling, settlement or defence of any claim or litigation.
\n(2) You agree to cooperate with Oversal Media in the defence of any claim or litigation and shall have the right to participate in such litigation at your sole expense. Oversal Media shall not be liable for legal fees and other costs incurred prior to the notice of the claim.
\n(3) In no event shall Oversal Media or any of its affiliates or content providers or their respective directors, officers, employees, shareholders, partners or agents be liable for any incidental, indirect, punitive, exemplary, or consequential damages whatsoever (including damages for loss of profits, interruption, loss of business information, or any other pecuniary loss) in connection with any claim, loss, damage, action, suit or other proceeding arising under or out of this agreement, including without limitation your use of, reliance upon, access to, or exploitation of the content, or any part thereof, or any rights granted to you hereunder, even if we have been advised of the possibility of such damages, whether the action is based on contract, tort (including negligence), infringement of intellectual property rights or otherwise. No action, regardless of form or nature, arising out of this agreement may be brought by or on behalf of you more than two (2) months after the cause of action first arose.
\n(4) Oversal Media shall not be liable for any damages, costs or losses arising as a result of modifications made to the content by you or the context in which the content is used by you.
\n(5) Nevertheless anything else in this agreement, the total maximum aggregate liability of Oversal Media under this agreement and any other agreement under which you have licensed the same content, regardless of the file size, or the use or exploitation of any or all of the content in any manner whatsoever and the obligation of Oversal Media shall be limited to an aggregate of fifty British pounds (\u00a350) per piece of content. For greater clarity, Oversal Media\u2019s liability to you in respect of the piece of content shall not exceed fifty British pounds (\u00a350) British pounds regardless of the number of times that you license the same piece content from Oversal Media.
\n(6) Some jurisdictions do not allow for the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to you.<\/p>\n

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14 General Provisions<\/h3>\n

(1) You specifically agree and acknowledge that you have, in addition to the terms of this agreement, reviewed the terms of the Membership agreement and Terms of Use and any other agreements which may be incorporated by reference inside, and to the extent of their incorporation in this agreement you agree to be bound by them. In the event of any inconsistency, the terms of this agreement shall govern.
\n(2) Oversal Media\u2019s failure to insist upon or enforce strict performance of any provision of this agreement shall not be construed as a waiver of any provision or right.
\n(3) This agreement is personal to you and is not assignable by you without Oversal Media\u2019s prior written consent. Oversal Media may assign this agreement without your consent to any other party so long as such party agrees to be bound by its terms.
\n(4) Upon reasonable notice, you shall provide sample copies of uses of the content to Oversal Media. In addition, upon reasonable notice, Oversal Media may, at its discretion, either through its own employees or through a third party, audit Licensee’s records directly related to this agreement and use of content in order to verify compliance with the terms of this agreement. If any such audit reveals an underpayment by Licensee to Oversal Media of five percent (5%) or more of the amount Licensee should have paid for the time period that is the subject of the audit, in addition to paying Oversal Media the amount of such underpayment, Licensee shall also reimburse Oversal Media for the costs of conducting such audit. Where Oversal Media reasonably believes that content is being used outside of the scope of the license granted under this agreement, Licensee shall, at Oversal Media\u2019s request, provide a certificate of compliance signed by an officer of Licensee, in a form to be approved by Oversal Media.
\n(5) Any use of content in a manner not expressly authorised by this agreement constitutes copyright infringement, entitling Oversal Media 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 any claims by a third party. In addition to other termination rights hereunder, Oversal Media reserves the right to terminate this agreement in the event you enter in to this agreement after having received notice of unauthorised use from Oversal Media relating to the content.
\n(6) If all or part of any provision of this agreement is wholly or partially unenforceable, the parties or, in the event the parties are unable to agree, a court of competent jurisdiction, shall put in place of such whole or part provision an enforceable provision or provisions, that as nearly as possible reflects the terms of the unenforceable whole or part provision.
\n(7) You agree to pay and be responsible for any and all sales taxes, use taxes, value added taxes and duties imposed by any jurisdiction as a result of the license granted to you, or of your use of the content, pursuant to this agreement.
\n(8) Any disputes arising from or related to this agreement or its enforceability, or the business relationship between the parties, shall be finally settled by binding, confidential arbitration by a single arbitrator selected using the rules and procedures for arbitrator selection under the International Centre for Dispute Resolution (“ICDR”) in effect on the date of the commencement of arbitration (the applicable rules to be at your discretion) to be held in one of the following jurisdictions (whichever is closest to you). The arbitration proceedings shall be conducted in English and all documentation shall be presented and filed in English. The decision of the arbitrator shall be final and binding on the parties, and judgement may be entered on the arbitration award and enforced by any court of competent jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not govern this agreement. The prevailing party shall be entitled to recover its reasonable legal costs relating to that aspect of its claim or defence on which it prevails, and any opposing costs awards shall be offset. Nevertheless the foregoing, Oversal Media shall have the right to commence and prosecute any legal or equitable action or proceeding before any court of competent jurisdiction to obtain injunctive or other relief against you in the event that, in the opinion of Oversal Media, such action is necessary or desirable. The parties agree that, nevertheless any otherwise applicable statute(s) of limitation, any arbitration proceeding shall be commenced within two years of the acts, events or occurrences giving rise to the claim.
\n(9) The licensing entity under this agreement for all content licensed with Oversal Media credits purchased on or before July 26, 2015 shall be Oversal Media Limited. The licensing entity under this agreement for all other content, including with credits purchased after July 26, 2015 or under a subscription shall be determined by your billing address.<\/p>\n

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<\/i> Audio License<\/h3>\n
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1) Background of Agreement<\/h3>\n

Audio Content License Agreement<\/h4>\n

This agreement governs the terms by which members and clients of Oversal Media obtain the right to use audio content provided by members of the Oversal Media through the Oversal Media websites. This audio content License agreement (the “agreement”) is in addition to the Terms of Use applicable to the Site and to the Membership agreement that all persons providing audio content to or downloading audio content from the Site have previously entered into. In the event of any inconsistency between this agreement, the Membership agreement and the Terms of Use (both of which are incorporated into this agreement by reference), the terms of this agreement shall govern.<\/p>\n

(1) By selecting “I Agree” or otherwise signifying your acceptance, you accept this agreement either for yourself or on behalf of your employer or the entity that is identified as the member account holder, and agree to be bound by its provisions. If you are accepting on behalf of your employer or the entity that is the member account holder, you represent and warrant that you have full legal authority to bind your employer or such other entity. If you do not have such authority or you do not accept or agree with these terms, do not accept the agreement and do not download any audio content.
\n(2) In this agreement: “you” or the “Client” means you or, if you are accepting on behalf of your employer or member account entity, then “you” means that employer or entity and affiliates; “Oversal Media” or “we” means the party identified, “audio content” means any musical compositions, master recordings, non-musical audio recordings and other sound material (whether generated electronically, digitally or by any other means or in any media) or other material that you are downloading from the Site, together with any accompanying material; and “Synchronise” means to use the audio content in timed relation to other elements.
\n(3) This agreement is set up as a user-determined document where you will choose to enter into either our basic audio content license (the “Basic License”) or an Flexible License, if any, where one or more of the restrictions of the Basic License are amended for your proposed use of the audio content (an “Flexible License”). At the end of this agreement you may have the opportunity to select a “Basic License” or an “Flexible License”. The options for the Flexible License uses, if any, are dependent upon the audio content and whether the supplier of the audio content has opted-in to the Flexible License options. If you do not specify an Flexible License or there is no Flexible License option for the audio content you have requested, your download of audio content will be subject to the Basic License.<\/p>\n

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2) Basic License Terms<\/h3>\n

We by this means grant to you a perpetual, non-exclusive, non-transferable, non-sublicenseable, worldwide license to use, couple and synchronize the audio content for the Permitted Uses (as defined below) provided that you may permit third-parties to cause the public performance, replication, telecast, broadcast, transmission, exhibition, distribution or other exploitation of the audio content necessary for you to give effect to such Permitted Uses, provided that no further rights in the audio content are granted to such third parties. Unless the activity or use is a Permitted Use, you cannot do it. All other rights in and to the audio content, including, without limitation, all copyright and other intellectual property rights relating to the audio content, are retained by Oversal Media or the supplier of the audio content, as the case may be.
\nIn certain jurisdictions (for example, France and Spain), you may be required to pay royalties to performing rights or other rights societies due to the exploitation of the audio content itself (even if the supplier of the audio content is not a member) and\/or if a supplier later becomes a member of a performing rights or other rights society. You must determine if such requirements exist in the applicable jurisdiction.<\/p>\n

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3) Permitted Basic License Uses<\/h3>\n

(1) You are permitted to use audio content for your personal use only.
\n(2) You are not permitted to re-sale, broadcast or promote you or a third party using the audio content.
\n(3) Altering or editing audio content in anyway is a breach of our agreement and is strictly forbidden.
\n(d) Altering audio content. You may alter, edit or modify audio content for the purposes of the Permitted Uses, as set out below, provided that you may not alter, edit or modify it to the prejudice of the un-waiverable moral rights of the artist(s).
\n(4) You may make one (1) copy of the audio content solely for back-up purposes, and you must reproduce all proprietary notices on this single back-up copy.<\/p>\n

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4) Prohibited Uses<\/h3>\n

Prohibited Uses. You may not do anything with the audio content that is not expressly permitted in the preceding section or permitted by a Basic and Flexible License. For greater certainty, the following are “Prohibited Uses” You may not:<\/p>\n

1 \u2014 Advertisements and promotions for television, radio, web\/mobile (including podcasts), commercial theatre and DVDs, and infomercials or tags for products, services and organisations.<\/p>\n

2 \u2014 Website background music or sound or similar use for a personal website, commercial website, microsite, or site module.<\/p>\n

3 \u2014 In-store exhibition or performance in commercial, retail, wholesale or other sales locations promoting products, services and organisations.<\/p>\n

4 \u2014 Television programming for broadcast on local, regional, and national networks, non-networks, syndicated, cable, subscription, all forms of video-on demand, community antenna television, pay and satellite television provided that the audio content is synchronised with visual works, that is, you may not broadcast audio content in any audio-only television programming.<\/p>\n

5 \u2014 Radio programming for broadcast over the air, satellite broadcast, or internet whether by streaming or otherwise and web\/mobile programming for distribution and exploitation on the internet and\/or mobile devices via browser, device or download provided that the audio content is synchronised with other musical or audio works. For example, you may not broadcast audio content as part of your music programming but you can use it in a radio drama, documentary or other radio production.<\/p>\n

6 \u2014 Motion pictures intended for exhibition at festival gatherings, in commercial theatres, on television or via web\/mobile distribution provided that the audio content is synchronised with visual works.<\/p>\n

7 \u2014 DVD replication and distribution of television, radio and web\/mobile programming and motion pictures as permitted above.<\/p>\n

8 \u2014 Use in products, services, presentations or exhibitions intended to market, promote or educate clients, personnel or the general public about the goods, wares and\/or services offered by a commercial, governmental or non-profit enterprise.<\/p>\n

9 \u2014 Use in private “music-on-hold” systems for telephones but cannot be included in a pre-packaged “music-on-hold” systems intended for re-sale or re-distribution.<\/p>\n

10 \u2014 Use in home videos.<\/p>\n

11 \u2014 Use as a personal ring-tone on a mobile device provided it cannot be re-sold or re-distributed.<\/p>\n

12 \u2014 Use in the following products for re-sale, license or other re-distribution: toys, games, cards, and other similar entertainment goods.<\/p>\n

13 \u2014 Any other commercial or non-commercial use.<\/p>\n

14 \u2014 Use the audio content in a way that incorporates material (including intellectual property) which you do not own or have authority from the third-party owner to use;<\/p>\n

15 \u2014 Use any audio content to manufacture, distribute or sell records, CDs, jukeboxes or any other audio-only product embodying any audio content, in whole or in part, that is not synchronised or combined with other audio or musical content as permitted in this agreement. For example, you cannot download ten songs and create a CD to give away or sell;<\/p>\n

16 \u2014 Use audio content, in whole or in part, as a theme song for any motion picture, or television, radio or web program;<\/p>\n

17 \u2014 Use audio content in design template applications intended for resale, whether on-line or not, including, without limitation, website templates or electronic greeting card templates;<\/p>\n

18 \u2014 Incorporate the audio content in any product that results in a re-distribution or re-sale of the audio content (such as music download sites, stock music CDs, electronic greeting card web sites, web templates and the like) or is made available in a manner such that a person can extract or access or reproduce the audio content as an electronic file;<\/p>\n

19 \u2014 Use the audio content, or synchronise the audio content with other material, in a fashion that is considered by Oversal Media (acting reasonably) as, or under applicable law is, pornographic, obscene, immoral, infringing, defamatory or libellous in nature, or that would be reasonably likely to bring any person or property associated with or performing the audio content or the synchronised material into disrepute (including any use in connection with mental and physical health issues, social issues, sexual or implied sexual activity or preferences, substance abuse, crime, physical or mental abuse or ailments, escort agencies or any other subject matter that would be reasonably likely to be offensive or unflattering to any such person or property);<\/p>\n

20 \u2014 To the extent that source code is contained within the audio content, reverse engineer, decompile, or disassemble any part of such source code;<\/p>\n

21 \u2014 Remove any notice of copyright, trade-mark or other proprietary right from any place where it is embedded in the audio content or avoid, bypass, remove or impair any technological measure that effectively controls access to the audio content;<\/p>\n

22 \u2014 Sub-license, re-sell, rent, lend, assign, gift or otherwise transfer or distribute to third-parties audio content that is not synchronised or combined with visual components or other audio or musical elements as permitted in this agreement;<\/p>\n

23 \u2014 Install and use the audio content in more than one location (for example, multiple workstations) at a time or post a copy of the audio content on a network server or web server for use by other users;<\/p>\n

24 \u2014 Use or display the audio content in an electronic format that enables it to be downloaded or distributed via mobile devices or shared in any peer-to-peer or similar file sharing arrangement;<\/p>\n

25 \u2014 Use audio content, in whole or in part, as an element of a new musical work. For example, you cannot combine content with your own work and claim copyright in the resulting song.<\/p>\n

26 \u2014 Either individually or in combination with others, reproduce or re-sell the audio content in any tangible medium like a CD, DVD, iPod, iPad etc or an element of the audio content.<\/p>\n

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5) Reproduction<\/h3>\n

In case of a Reproduction deal with Oversal Media you agree to notify Oversal Media in the event that you (or a combination of you and others involved with you) reproduce the audio content, or an element of the audio content in a tangible medium like CD, DVD, iPod, iPad etc. Such disclosure notice must be sent to Oversal Media. Each such notice must contain the number of reproductions made. Oversal Media shall invoice you for the fees associated with such excess use and you agree to pay such invoice within 7 days of receipt.<\/p>\n

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6) Attribution<\/h3>\n

When audio content is used in a television or film production, you must give on-screen credit to the artist as follows: Oversal Media, \u00a9membername, title. You must give similar attribution to the artist for every other use of audio content: (6a) except where technological constraints make it unreasonable to give such attribution (for example, short radio advertisements); or, (6b) unless applicable law permits otherwise.<\/p>\n

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7) Term of Agreement<\/h3>\n

(1) This agreement is effective until it is terminated. You can terminate this agreement by destroying the audio content, along with any copies or archives of it or accompanying materials (if applicable), and ceasing to use the audio content for any purpose. The agreement also terminates without notice from Oversal Media if at any time you fail to comply with any of its terms. Upon termination, you must immediately (1a) cease using the audio content and for any purpose; (1b) destroy or delete all copies and archives of the audio content or accompanying materials; and (1c) if requested, confirm to Oversal Media in writing that you have complied with these requirements.
\n(2) Oversal Media reserves the right to elect at a later date to revoke or amend the license granted by this agreement and replace the audio content with an alternative for any reason. Upon notice, sent to the address or contact information provided by you for your member account, or such other address as you may advise us in writing to use, from time to time, of such replacement, the license for the replaced audio content immediately terminates for any products that do not already exist, and this license automatically applies to the replacement audio content. You agree not to use the replaced audio content for future products and to take all reasonable steps to discontinue use of the replaced audio content in products that already exist. nevertheless the foregoing, if the audio content is embodied in a product which, in the view of Oversal Media cannot be modified following completion (like a film or television production), Oversal Media may permit you to use the audio content in such product provided that in every case you shall compensate, defend and hold harmless the Oversal Media Parties (defined below) from and against any and all claims, liability, losses, damages, costs and expenses (including reasonable legal fees on a solicitor and client basis) arising as a result of such use.
\n(3) Upon notice from Oversal Media, or upon your knowledge that any audio content is subject to a threatened, potential or actual claim of infringement of another’s right for which Oversal Media may be liable, you must immediately and at your own expense (3a) stop using the audio content; (3b) delete or remove the audio content from your premises, computer systems and storage (electronic or physical); and (3c) ensure that your clients or ISPs do likewise. Oversal Media shall provide you with replacement audio content (which shall be determined by Oversal Media in its reasonable commercial judgment) free of charge, but subject to the other terms and conditions of this agreement.<\/p>\n

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8) Oversal Media Representations and Warranties<\/h3>\n

(1) Oversal Media warrants that your use of the audio content in accordance with this agreement and in the form delivered by Oversal Media will not infringe on any copyright or other intellectual property right and will not violate any right of privacy or right of publicity.
\n(2) While we have made reasonable efforts to correctly categorise and keyword the audio content, Oversal Media does not warrant the accuracy of such information.
\n(3) The audio content is provided “as is” without representation, warranty or condition of any kind, either express or implied, including, but not limited to the implied representations, warranties or conditions of merchantability, or fitness for a particular purpose. Oversal Media does not represent or warrant that the audio content will meet your requirements or that its use will be uninterrupted or error free or that performing rights fees or other similar fees will not be payable by you. The entire risk as to the quality, performance and use of the audio content is with you. Should the audio content prove defective, you (and not Oversal Media) assume the entire risk and cost of all necessary corrections.
\n(4) Certain jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to you. You have specific rights under this warranty, but you may have others, which vary from jurisdiction to jurisdiction.<\/p>\n

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9) Oversal Media Indemnification and Limitation Liability<\/h3>\n

(1) Provided that the audio content is only used in accordance with this agreement and you are not otherwise in breach of this agreement and as your sole and exclusive remedy for breach of the representations and warranties, Oversal Media shall, subject to the terms and defend, compensate and hold harmless you, your parent, subsidiaries and affiliates and respective directors, officers and employees from all damages, liabilities and expenses (including reasonable outside legal fees), arising out of or connected with any actual or threatened lawsuit, claim or legal proceeding alleging that the possession, distribution or use of the content by you is in breach of its representations and warranties. The foregoing states Oversal Media\u2019s entire indemnification obligation under this agreement.
\n(2) The indemnification is conditioned on your prompt notification in writing to Oversal Media of such claim and our right to assume the handling, settlement or defence of any claim or litigation. You agree to cooperate with Oversal Media in the defence of any such claim or litigation and shall have the right to participate in such litigation at your sole expense. Oversal Media shall not be liable for legal fees and other costs incurred prior to the notice of the claim.
\n(3) In no event shall Oversal Media or any of its affiliates or audio content providers or their respective directors, officers, employees, shareholders, partners or agents be liable for any incidental, indirect, punitive, exemplary, or consequential damages whatsoever (including damages for loss of profits, interruption, loss of business information, or any other pecuniary loss) in connection with any claim, loss, damage, action, suit or other proceeding arising under or out of this agreement, including without limitation your use of, reliance upon, access to, or exploitation of the audio content, or any part thereof, or any rights granted to you hereunder, even if we have been advised of the possibility of such damages, whether the action is based in contract, tort (including negligence), infringement of intellectual property rights or any other legal theory. no action, regardless of form or nature, arising out of the agreement may be brought by or on behalf of you more than two (2) months after the cause of action first arose.
\n(4) Nevertheless any other term herein, Oversal Media shall not be liable for any damages, costs or losses arising as a result of modifications made to the audio content by you or the context in which the content is used by you.
\n(5) Some jurisdictions do not allow for the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to you.<\/p>\n

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10) Your Indemnification<\/h3>\n

You agree to compensate, defend and hold Oversal Media, its affiliates, its audio content providers and their respective directors, officers, employees, shareholders, partners and agents (collectively, the “Oversal Media Parties”) harmless from and against any and all claims, liability, losses, damages, costs and expenses (including reasonable legal fees on a solicitor and client basis) incurred by any Oversal Media Party as a result of or in connection with any breach by you or anyone acting on your behalf of any of the terms of this agreement.<\/p>\n

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11) General Provisions<\/h3>\n

(1) You specifically agree and acknowledge that you have, in addition to the terms of this agreement, reviewed the terms of the Membership agreement and Terms of Use and any other agreements which may be incorporated by reference inside, and to the extent of their incorporation in this agreement you agree to be bound by them.
\n(2) Oversal Media\u2019s failure to insist upon or enforce strict performance of any provision of this agreement shall not be construed as a waiver of any provision or right.
\n(3) This agreement is personal to you and is not assignable by you without Oversal Media\u2019s prior written consent. Oversal Media may assign this agreement without your consent to any other party so long as such party agrees to be bound by its terms.
\n(4) If all or part of any provision of this agreement is wholly or partially unenforceable, the parties or, in the event the parties are unable to agree, a court of competent jurisdiction, shall put in place of such whole or part provision an enforceable provision or provisions, that as nearly as possible reflects the terms of the unenforceable whole or part provision.
\n(5) You agree to pay and be responsible for any and all sales taxes, use taxes, value added taxes and duties imposed by any jurisdiction as a result of the license granted to you, or of your use of the audio content, pursuant to this agreement.
\n(6) This agreement will be governed in all respects by international laws.
\nAny disputes arising from or related to this agreement or its enforceability, or the business relationship between the parties, shall be finally settled by binding, confidential arbitration by a single arbitrator selected using the rules and procedures for arbitrator selection under the Commercial Rules of the International Centre for Dispute Resolution (“ICDR”) in effect on the date of the commencement of arbitration (the applicable rules to be at your discretion).
\nThe decision of the arbitrator shall be final and binding on the parties, and judgement may be entered on the arbitration award and enforced by any court of competent jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not govern this agreement.
\nThe prevailing party shall be entitled to recover its reasonable legal costs relating to that aspect of its claim or defence on which it prevails, and any opposing costs awards shall be offset. Nevertheless the foregoing, Oversal Media shall have the right to commence and prosecute any legal or equitable action or proceeding before any court of competent jurisdiction to obtain injunctive or other relief against you in the event that, in the opinion of Oversal Media, such action is necessary or desirable. The parties agree that, nevertheless any otherwise applicable statute(s) of limitation, any arbitration proceeding shall be commenced within two months of the acts, events or occurrences giving rise to the claim.
\n(7) This is the entire agreement between the parties with respect to the subject matter hereof and this agreement cannot be amended or otherwise modified except by an agreement in writing signed by both parties. This agreement shall be binding upon the parties and ensure to the benefit of their heirs, executors, personal representatives, successors and permitted assigns. Nothing in this agreement shall be deemed to have created a joint venture, partnership or employment relationship between the parties.<\/p>\n

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12) Acknowledgement<\/h3>\n

You acknowledge that you have read this agreement, understand it, and had an opportunity to seek independent legal advice prior to agreeing to it. In consideration of Oversal Media agreeing to provide the audio content, you agree to be bound by the terms and conditions of this agreement. You further agree that it is the complete and exclusive statement of the agreement between you and Oversal Media, which supersedes any proposal or prior agreement, oral or written, and any other communication between you and Oversal Media relating to the subject of this agreement.<\/p>\n

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<\/i> Flexible License Provisions<\/h3>\n
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1)) Flexible License Provisions<\/h3>\n

Here is a quick breakdown of the Flexible License options available from Oversal Media. In each case where the Basic License agreement is amended by the terms of an Flexible License, all other terms and conditions of the agreement remain in full force and effect, including all Prohibited Uses.<\/p>\n

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2)) Reproduction \/ Print Limits<\/h3>\n

The Basic License agreement limits the amount of times you may print the content to 2 reproductions. By purchasing this extension, you can make an unlimited number of reproductions.<\/p>\n

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3)) Legal Guarantee<\/h3>\n

All terms and conditions of the agreement remain in full force and effect, including all Prohibited Uses. You agree to compensate the Oversal Media Parties from any cost, liability, damages or expense incurred by any infringement of copyright and product misuse.<\/p>\n

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4)) Acknowledgement<\/h3>\n

You acknowledge that you have read this agreement, understand it, and had an opportunity to seek independent legal advice prior to agreeing to it. In consideration of Oversal Media agreeing to provide the content, you agree to be bound by the terms and conditions of this agreement. You further agree that it is the complete and exclusive statement of the agreement between you and Oversal Media, which supersedes any proposal or prior agreement, oral or written, and any other communication between you and Oversal Media relating to the subject of this agreement.<\/p>\n","protected":false},"excerpt":{"rendered":"

License \u00bb Check Out Our License Terms and Conditions Privacy Policy Help And Support Customer Services Earning Disclaimer This legal document applies to (all) Oversal Media websites and products. Terms and Conditions include License, Privacy Policy and Earning Disclaimer documents. By agreeing to our Terms and Conditions you are automatically agreeing to all our legal […]<\/p>\n","protected":false},"author":9,"featured_media":0,"parent":0,"menu_order":0,"comment_status":"closed","ping_status":"closed","template":"page-full-width-template-cuatro.php","meta":{"_mi_skip_tracking":false},"_links":{"self":[{"href":"https:\/\/www.oversalwebdesign.com\/wp-json\/wp\/v2\/pages\/927"}],"collection":[{"href":"https:\/\/www.oversalwebdesign.com\/wp-json\/wp\/v2\/pages"}],"about":[{"href":"https:\/\/www.oversalwebdesign.com\/wp-json\/wp\/v2\/types\/page"}],"author":[{"embeddable":true,"href":"https:\/\/www.oversalwebdesign.com\/wp-json\/wp\/v2\/users\/9"}],"replies":[{"embeddable":true,"href":"https:\/\/www.oversalwebdesign.com\/wp-json\/wp\/v2\/comments?post=927"}],"version-history":[{"count":0,"href":"https:\/\/www.oversalwebdesign.com\/wp-json\/wp\/v2\/pages\/927\/revisions"}],"wp:attachment":[{"href":"https:\/\/www.oversalwebdesign.com\/wp-json\/wp\/v2\/media?parent=927"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}