Adios Download Terms and Conditions
LIMITED COPYRIGHT LICENSE
TO USE adios gear GRAPHIC
Last updated April 17, 2017.
Your use of the Work (as defined below) is subject to these terms, (including these additional terms, collectively "Terms") located at www.adiosgear.com/terms. Capitalized terms not defined here have the same meaning as defined in the adios gear Terms.
- "Website" means com and other Websites managed by or for adios gear LLC, a Wisconsin limited liability company, (hereinafter “we,” “us,” or “Owner”) such as social media pages.
- "Work(s)" means graphic files in whatever format depicting the graphic:
downloaded from the Website; regardless of file format, size or other digital properties of the file, and any reproduction of such graphic by whatever means, including printing of the graphic.
Except as expressly granted in the Terms, we retain all rights, title and interest in and to the Work. No title or ownership interest in or to the Work is transferred to you by virtue of these Terms.
- License to the
Subject to your compliance with the Terms, we grant you a non-exclusive, perpetual, worldwide, non-sublicensable, non-transferable license to use, reproduce, modify, or display the Work for marketing, promotional, internal presentation or decorative, digital personal, noncommercial uses subject further to the restrictions in Section 4 (Restrictions)
- General Restrictions. You must not misuse the Work. Except as expressly permitted in section 3 (License to the Work), you must not:
- sell, license or distribute the Work or any modified Work as stand-alone or as part of an online database or any other database, or any derivative product containing the Work in such way that would allow a third party to use, download, extract, or access the Work as a stand-alone file or electronic template;
- share the Work with any other person or entity, or post the Work online in a downloadable format or on an electronic bulletin board;
- use, reproduce, distribute, perform, modify, or display the Work (by itself or in combination with any other work of authorship) in any manner that is libelous or slanderous or otherwise defamatory, obscene or indecent;
- remove any copyright or proprietary notice or other information that may appear on, embedded in, or in connection with the Work in its original downloaded form or in any permitted backup copy;
- incorporate the Work into a trademark or service mark;
- use the Work in a way that places any person in the photo in a bad light or in a defamatory, unlawful, immoral, or offensive manner, including but not limited to using the Works in pornography, tobacco ads, ads for adult entertainment clubs or similar venues (such as escort services), or political endorsements without our express written consent, or which implies mental or physical illness or impairment; or
- Use the Work (or Editorial Work) in an editorial manner without affixing the accompanying copyright
- You may not cause or allow any Work to be reproduced more than one times in total. For example, a Work may not appear on more than one printed material. This restriction does not apply (1) to displayed of the Work on a website, Social Media Sites or mobile applications; or (2) display of the Work in a video.
- You may only distribute the Work as incorporated into an item of merchandise if (1) the Work has been modified to the extent that the modification is not substantially similar to the original Work and can qualify as an original work of authorship, or (2) the primary value of the item of merchandise does not lie with the Work itself. For clarification, producing an unmodified Work on a poster intended for resale is not permitted as the primary value would lie in the Work
- You may not use, include, or incorporate the Work in any electronic template or design template or application (e.g., a web design or presentation template, or templates for electronic greeting cards or business cards).
- Website Notwithstanding anything to the contrary in the Terms, with respect to using and displaying the Work on websites, you must take all reasonable actions to prevent website visitors from downloading or reusing the Work.
- Our Use. You grant us an unlimited license to reproduce images of your use of the Work on our Website to promote the Work and illustrate potential uses.
- Stored Payment Information. We may require you to store your payment information with us solely for the purpose of purchasing additional copies of the Work or products. If you make such additional purchases, then you authorize us to charge the applicable fees using your payment information. You can update your payment information at any time from your account page.
- You’re Indemnification
You shall indemnify us and our subsidiaries, affiliates, officers, agents, employees, partners, or licensors from any claim, demand, loss, or damages, including reasonable attorneys' fees, arising out of or related to your use of the Work (except as indemnified under section 7 (Our Indemnification Obligations)), or your violation of these Terms for commercial purpose without obtaining any necessary consents or permissions.
We have the right to control the defense of any claim, action or matter subject to indemnification by you with counsel of our own choosing. You will fully cooperate with us in the defense of any such claim, action or matter.
- Our Duty to Provided that the Works are used in accordance with the Terms, we will defend any third-party claim, action, or legal proceeding made against a person or entity (collectively, "Claim") during the term of the Terms to the extent the Claim alleges that your use of the Indemnified Work pursuant to these Terms directly infringes the third party's copyright, trademark, publicity rights, or privacy rights ("Infringement Claim"). "Indemnified Work" means any Work that you have purchased and downloaded from the Website that has not been modified, except a Work that (A) is part of our collection of free Works; or (B) can otherwise be downloaded without payment of credits or monetary compensation. We will pay you the damages, losses, costs, expenses, or liabilities (collectively, "Losses") directly attributable to an Infringement Claim and which are either finally awarded by a court of competent jurisdiction against you or agreed to in a written settlement agreement signed by us.
- Conditions to Indemnification. adios gear will have no liability for any Infringement Claim:
- that arises from (1) any modification of the Indemnified Work; (2) any combination of the Indemnified Work with any other works; (3) any use of the Indemnified Work after we have removed the Indemnified Work from our Website or have instructed you to stop using the Indemnified Work; or (4) the context in which you have used the Indemnified Work; or
- if you fail to (1) notify us in writing of the Infringement Claim promptly upon the earlier of learning of or receiving a notice of it, to the extent we are prejudiced by this failure; (2) provide us with reasonable assistance requested by us for the defense or settlement of the Infringement Claim; (3) provide us with the exclusive right to control and the authority to settle the Infringement Claim; or (4) refrain from making admissions about the Infringement Claim without our prior written
- Limitation of Notwithstanding anything to the contrary contained in the Terms or in any other agreement between you and us, irrespective of the number of times the Indemnified Work is downloaded or licensed, our total maximum aggregate liability with respect to any Indemnified Work will in no event exceed US $5,000 per Indemnified Work.
- Sole and Exclusive The foregoing states our entire liability and obligation, and your sole and exclusive remedy, with respect to any Indemnified Work or Infringement Claim.
We may terminate the Terms or your rights with respect to any Work upon notice to you in the event of your breach of the Terms. We may deny the downloading of any Work from the Website.
- Effect of
Upon termination of the Terms, you may continue to use the Work that you have downloaded and paid for, subject to your compliance with the Terms.
Your download of the Work constitutes your acknowledgement that you have read the foregoing terms, understand the Terms, and agree that your use of the Work will be in strict compliance with these Terms.