This is a license agreement between you and Heather Kitchen Images that explains how you can use photos that you license from Heather Kitchen Images. By downloading content from Heather Kitchen Images, you accept the terms of this agreement.
1. What types of licenses does Heather Kitchen Images offer?
Heather Kitchen Images offers two types of licenses: standard and extended. Every file downloaded from Heather Kitchen Images comes with a standard license. An extended license gives you additional rights in exchange for an additional license fee. Unless you purchase an extended license, your use of content is subject to the standard license terms.
2. How can I use licensed content?
You may use content in any way that is not restricted (see Restricted Uses below). Subject to those restrictions and the rest of the terms of this agreement, the rights granted to you by Heather Kitchen Images are:
• Perpetual, meaning there is no expiration or end date on your rights to use the content.
• Non-exclusive, meaning that you do not have exclusive rights to use the content. Heather Kitchen Images can license the same content to other customers.
• Unlimited, meaning you can use the content in an unlimited number of projects and in any media.
For purposes of this agreement, “use” means to copy, reproduce, modify, edit, synchronize, perform, display, broadcast, publish, or otherwise make use of.
Examples of how you can use licensed content include: websites; blog posts; social media; advertisements; marketing campaigns; corporate presentations; newspapers; magazines; books; film and television productions; web and mobile applications; product packaging.
Please make sure you read the Restricted Uses section below for exceptions.
3. Restricted Uses.
No Unlawful Use. You may not use content in a pornographic, defamatory or other unlawful manner.
a. No Commercial Use of “Editorial Use Only” Content. You may not use content marked “editorial use only” for any commercial, promotional, advertorial, endorsement, advertising or merchandising purpose. This type of content is not model or property released and is intended to be used only in connection with events that are newsworthy or of general interest (for example, in a blog, textbook, newspaper or magazine article).
b. No Standalone File Use. You may not use content in any way that allows others to download, extract, or redistribute content as a standalone file (meaning just the content file itself, separate from the project or end use).
c. No Use in Trademark or Logo. You may not use content as part of a trademark, design mark, tradename, business name, service mark, or logo.
d. No Subscription Abuse. You may not stockpile, download or otherwise store content not used in a project or end use within 30 days after the end of your subscription for future use.
e. Sensitive Use Disclaimer Required. If you use content that features models or property in connection with a subject that would be unflattering or unduly controversial to a reasonable person (for example, sexually transmitted diseases), you must indicate: (1) that the content is being used for illustrative purposes only, and (2) any person depicted in the content is a model. For example, you could say: “Stock photo. Posed by model.” No disclaimer is required for “editorial use only” content that is used in an editorial manner.
f. No False Representation of Authorship. You may not falsely represent that you are the original creator of a work that is made up largely of licensed content. For instance, you cannot create a painting based solely licensed content and claim that you are the author.
Restricted Uses – unless extended license purchased. Extended licenses are only available for purchase with credits on a file by file basis.
g. No Products for Resale. Unless you purchase an extended license, you may not use 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, stationery items, paper products, calendars, apparel items, posters (printed on paper, canvas, or any other media), DVDs, mobile applications or other items for resale, license or other distribution for profit. This includes “on demand” products (meaning products in which content is selected by a third party for customization on such product on a made-to-order basis), including, without limitation, postcards, mugs, t-shirts, posters and other items (this includes the sale of products through custom designed websites, as well as sites such as zazzle.com and cafepress.com)
h. No Electronic Templates. Unless you purchase an extended license, you may not use content in electronic or digital templates intended for resale or other distribution (for example, website templates, business card templates, electronic greeting card templates, brochure design templates).
Restriction Products for resale/ Electronic templates
Standard License Not permitted
Extended License Up to 100,000 postcards, greeting cards or other cards, stationery, stickers and paper products; Up to 10,000 posters, calendars or other similar publications, mugs or mousepads; or Up to 2,000 t-shirts, sweatshirts, or other apparel, games, toys, entertainment goods like CDs or DVDs, framed or mounted artwork. Unlimited for electronic products such as mobile applications and electronic templates.
i. Limited print run. Unless you purchase an extended license, you may not reproduce the content more than 500,000 times in physical print form. This restriction does not apply to electronic reproduction.
Restriction Print run
Standard License 500,000
Extended License Unlimited
4. Who, besides me, can use the licensed content?
The rights granted to you are non-transferable and non-sublicensable, meaning that you cannot transfer or sublicense them to anyone else. There are two exceptions:
• Employer or client. If you are purchasing on behalf of your employer or client, then your employer or client can use the content. In that case, you represent and warrant that you have full legal authority to bind your employer or client to the terms of this agreement. If you do not have that authority, then your employer or client may not use the content.
• Subcontractors. You may allow subcontractors (for example, your printer or mailing house) or distributors to use content in any production or distribution process related to your final project or end use. These subcontractors and distributors may not use the content for any other purpose.
Please note that seat/user restrictions apply. You may only use the content with appropriate amount of users, as explained in Section 5 below.
5. Are there any seat/user license restrictions?
Yes. The standard license or subscription is for a single user. The seat/user restrictions refer to the raw file of content, not the end project or use.
6. Intellectual property rights.
• Who owns the content?
All of the licensed content is owned by either Heather Kitchen Images or the artists who supply the content. All rights not expressly granted in this agreement are reserved by Heather Kitchen Images and the content suppliers.
• Do I need to include a photo credit? You do not need to include a photo credit for commercial use, but if you are using content for editorial purposes, you must include the following credit adjacent to the content or in visual production credits: “Heather Kitchen Images.com/Artist’s Member Name.”
• Do I need to include a video credit? Yes, if technically feasible, you must include the following credit in visual productions: “Heather Kitchen Images.com/Artist’s Member Name.”
Except in the case of subscriptions, this agreement is effective until it is terminated by either party. You can terminate this agreement by ceasing use of the content and deleting or destroying any copies. Heather Kitchen Images may terminate this agreement at any time if you fail to comply with any of the terms, in which case you must immediately: cease using the content; delete or destroy any copies; and, if requested, confirm to Heather Kitchen Images in writing that you have complied with these requirements.
• Subscription Termination. Unless renewed, subscription agreements terminate automatically at the end of the subscription period, with a 30 day grace period to use any content downloaded during the subscription term in a project or other end use. Content incorporated into projects or end uses prior to the expiration of the grace period may continue to be used in perpetuity in that project and in any other projects. Any content not included in a project at the end of the 30 day grace period is not considered licensed and must be deleted. Any content that is used within the 30 day grace period remains subject to the terms of this agreement. Heather Kitchen Images may terminate any licenses before the end of the subscription period if it reasonably believes there is a violation of this agreement and/or abuse of the subscription account, in which case you must immediately: cease using the content; delete or destroy any copies; confirm to Heather Kitchen Images in writing that you have complied with these requirements; and pay Heather Kitchen Images any amounts which remain owing to the end of the term of your subscription as set on your invoice.
• Social Media Termination. If you use the content on a social media platform or other third party website and the platform or website uses (or announces that it plans to use) the content for its own purpose or in a way that is contrary to this agreement, this agreement shall immediately terminate.
• File Download Refunds – Heather Kitchen Images does not offer refunds or re-credits for downloaded files. File returns will only be considered based on technical issues with the file at the sole discretion of Heather Kitchen Images.
b. Content Withdrawal.
Heather Kitchen Images may discontinue licensing any item of content at any time in its sole discretion. Upon notice from Heather Kitchen Images, or upon your knowledge, that any content may be subject to a claim of infringement of a third party’s right for which Heather Kitchen Images may be liable, Heather Kitchen Images may require you to immediately, and at your own expense: cease using the content, delete or destroy any copies; and ensure that your clients, distributors and/or employer do likewise. Heather Kitchen Images will provide you with replacement content (determined by Heather Kitchen Images in its reasonable commercial judgment) free of charge, subject to the other terms of this agreement.
8. Representations and Warranties.
Heather Kitchen Images makes the following representations and warranties:
Warranty of Non-Infringement. Except with respect to content identified as “editorial use only,” your use of the content in accordance with this agreement and in the form delivered by Heather Kitchen Images 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 all necessary model and/or property releases for use of the content in the manner authorized by this agreement have been obtained. Note that you are solely responsible for any edits made to the content (whether using an Heather Kitchen Images editing tool or otherwise).
a. “Editorial Use Only” Warranty Disclaimer. For content identified as “editorial use only,” Heather Kitchen Images warrants that the content will not infringe on any copyright or moral right of the artist, but it does not grant any right or make any warranty with regard to the use of names, people, trademarks, trade dress, logos, registered, unregistered or copyrighted designs, works of art or architecture depicted or contained in the content. In such cases, you are solely responsible for determining whether release(s) is/are required in connection with your proposed use of the content identified as “editorial use only,” and you are solely responsible for obtaining such release(s). You acknowledge that no releases are generally obtained for content identified as “editorial use only,” 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.
b. Caption/Metadata Disclaimer. While we have made reasonable efforts to correctly categorize, keyword, caption and title the content, Heather Kitchen Images does not warrant the accuracy of such information, or of any metadata provided with the content.
c. No Other Warranties. Except as provided in the “warranty of non-infringement” section above, the content is provided “as is” without representation, warranty or condition of any kind, either express or implied, including, but not limited to, implied representations, warranties or conditions of merchantability, or fitness for a particular purpose. Heather Kitchen Images does not represent or warrant that the content will meet your requirements or that its use will be uninterrupted or error free.
Limitation of Liability. HEATHER KITCHEN IMAGES WILL NOT BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY PUNITIVE, SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL OR OTHER SIMILAR DAMAGES, COSTS OR LOSSES ARISING OUT OF THIS AGREEMENT, EVEN IF HEATHER KITCHEN IMAGES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, COSTS OR LOSSES. SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES OR LIABILITY.
9. General Provisions.
a. Assignment. This agreement is personal to you and is not assignable by you without Heather Kitchen Images’s prior written consent. Heather Kitchen Images may assign this agreement, without notice or consent, to any corporate affiliate or to any successor in interest, provided that such entity agrees to be bound by these terms.
b. Audit/Certificate of Compliance. Upon reasonable notice, you agree to provide to Heather Kitchen Images sample copies of projects or end uses that contain licensed content, including by providing Heather Kitchen Images with free of charge access to any pay-walled or otherwise restricted access website or platform where content is reproduced. In addition, upon reasonable notice, Heather Kitchen Images may, at its discretion, either through its own employees or through a third party, audit your records directly related to this agreement and your use of licensed content in order to verify compliance with the terms of this agreement. If any audit reveals an underpayment by you to Heather Kitchen Images of five percent (5%) or more of the amount you should have paid, then in addition to paying Heather Kitchen Images the amount of the underpayment, you also agree to reimburse Heather Kitchen Images for the costs of conducting the audit. Where Heather Kitchen Images reasonably believes that content is being used outside of the scope of the license granted under this agreement, you agree, at Heather Kitchen Images’s request, to provide a certificate of compliance signed by an officer of your company, in a form to be approved by Heather Kitchen Images.
c. Electronic storage. You agree to retain the copyright symbol, the name of Heather Kitchen Images, the content’s identification number and any other information that may be embedded in the electronic file containing the original content, and to maintain appropriate security to protect the content from unauthorized use by third parties. You may make one (1) copy of the content for back-up purposes.
d. Taxes. 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 licensed content.