Image Licensing

WPNN RIGHTS-MANAGED STILLS - TERMS AND CONDITIONS OF INSPECTION AND LICENSING

These terms and conditions form part of a binding agreement between the Client and Insight Photography International dba WPNN.org ("WPNN"). The following terms and conditions apply to the inspection and licensing of all WPNN images.

1. Client acknowledges and agrees that until a Reproduction Rights Agreement has been entered into with WPNN, the Client has no right to use the Images(s) in any way other than for inspection.

2. Rights to use the Image(s) under the Reproduction Rights Agreement are limited to the use, medium, period of time and territory as agreed. The Client agrees that no other rights to the Image(s) are granted to the Client other than those set out in the Reproduction Rights Agreement.

3. Client agrees to the terms and conditions set forth for third party collections that WPNN represents.

4. In the event of unauthorized use of an Image, WPNN shall charge a fee equal to 300% of WPNN's regular fee. Notwithstanding the payment of this 300% fee, WPNN continues to reserve all the rights and remedies in respect of unauthorized use, including seeking injunctive relief.

5. The Client acknowledges that permission or a release is often required from people such as models, who are depicted in Images or from people who own property depicted in Images. The Client also acknowledges that Images often contain names, trademarks, or other copyright works ("IP"). No model, property or IP releases or permissions exist for any Image unless specified in writing.

6. The Client agrees that it will be solely responsible for obtaining all necessary rights, consents or permissions as may be required for the Client's use of the Image(s).

7. WPNN shall not be liable for any damages in respect of special, incidental, indirect or consequential loss, lost business revenue, loss of profits, failure to realize expected profits or servings or other commercial loss of any kind by the Client. WPNN's maximum liability under all circumstances will be the license fee paid by the Client.

8. Client and End User of any WPNN image, as it appears on the WPNN website, is prohibited to use any imagery for political advertising.

9. A credit line, in the form of "{Photographer's Name}/WPNN.org" shall appear on all editorial uses of Images. Failure to include credit lines will make the Client liable for a surcharge of 50% of the licensing fees.

10. WPNN shall have the right to conduct reasonable inspections of the Client's premises and documents so as to satisfy itself that the Image is used in accordance with the Reproduction Rights Agreement.

11. The Client may terminate this Agreement on written notice, provided that the notice is provided with 30 days of receiving the Reproduction Rights Agreement, and provided that a cancellation fee of 25% of the license fee is paid.

12. Payment/Interest/Taxes: Invoices are delivered electronically, and payment is due within 30 days of the Invoice date, or prior to use of the Licensed Content whichever is first (regardless of whether Licensee has received payment from its client if any). Licensee shall be charged, and agrees to pay, the maximum interest rate allowed by law on all balances remaining unpaid after 30 days from such date. Delivery of the Licensed Content constitutes the grant of limited license as set forth herein and requires payment regardless of usage by Licensee. Licensee is responsible for the payment of all sales and use tax, when applicable.

13. License Cancellation - Rights Managed. If Licensee or Purchaser requests in writing to cancel this Agreement within of the date of receipt by Licensee or Purchaser, and such Licensed Material has not been used or reproduced in any way by Licensee, WPNN may terminate the License Agreement, at its sole discretion, and issue a refund or credit to the licensee or Purchaser, provided that the notice is provided within 10 days of receiving the Reproduction Rights Agreement. No refunds are permitted after 10 days. No refunds are permitted for any research, lab, service fees, shipping and handling or other administration fees which shall be payable according to the terms stated on the Invoice and shall be non-refundable.

14. License Cancellation - Royalty Free. If Licensee or Purchaser requests in writing to cancel this Agreement within thirty (30) days of the date of receipt by Licensee or Purchaser of the Licensed Material, and such Licensed Material has not been used or reproduced in any way by Licensee, WPNN, at its sole discretion, may cancel this Agreement and issue a credit to Licensee's or Purchaser's account or credit card in an amount up to one hundred percent (100%) of the license fee. No refunds are permitted after 30 days. No refunds are permitted for any research, lab, service fees, shipping and handling or other administration fees which shall be payable according to the terms stated on the Invoice and shall be non-refundable.