License agreement for granting of free license
The license agreement (hereinafter referred to as – the agreement, the License) shall regulate mutual rights and obligations between You (hereinafter referred to as – you, the user, the customer, the licensee), and «AFRICA STUDIO» LLC (legal entity code in Ukraine – 43589374, hereinafter referred to as – Africa Studio) pertaining to any materials placed on website https://africa-images.com (hereinafter referred to as – the website), the license for which is transferred to you. By downloading any content, you acknowledge that you have understood the terms of this Licence Agreement and accepted them (agree with them).
This License Agreement defines terms under which the user shall use photographs, object-oriented images, video and other materials (hereinafter referred to as – Files, Content), downloaded from the website or in any other way provided to the user through the mediation of Africa Studio. This License Agreement shall be applied merely to the files presented in section “Free Images” of website https://africa-images.com, marked with “Free” on the image.
Africa Studio asks you to review this License Agreement each time you download content from the website. Africa Studio shall have the right to introduce any amendments to this agreement at its sole discretion. Before such amendments become effective, Africa Studio shall make reasonable efforts to notify you of such amendments. Such notification may be sent to the E-mail-address registered in your account at https://africa-images.com, published on this page, on the login page and (or) distributed using other ways. Amendments to the present terms shall be applied to the further downloading of files only. Should you draw up the licence for the materials after such amendments are introduced, then you whereby shall be obliged to follow the amended terms of the License Agreement.
Should you for some reasons do not agree with provisions of the License Agreement and do not accept its terms and condition, then you shall not enter the website and use its resources.
This is the single-user license that entitles one natural person to sign in, license and use images. You shall not allow using your username and password to other persons. Should you require the corporate subscription that provides multi-user license, and then please apply to our support team to E-mail address: [email protected].
Statements of the Parties:
Africa Studio confirms that it is the owner of all the rights and it has all appropriate power and authority for the Content, including copyrights and is entitled to licence the Content pursuant to the License`s terms. The unamended Content provided to you under the license does not contain intellectual property infringement, rights of representation and performance and right to non-intrusion in private life of any third party. The Content is copyrighted by Africa Studio Company.
You, in turn, confirm that:
- You are of age of 18 or older and you are entitled to accept terms of this License Agreement;
- You shall adhere to all the terms of this License Agreement and you shall not use the Content in any way infringing terms of the present License;
- All the information you provide to Africa Studio Company is reliable.
Terms and definitions:
Content, materials – all the materials available for downloading and/or licensing at website https://africa-images.com including images and videos.
Images – photographs, vector graphics, drawings, graphics and other similar objects.
Video – any movable images, animation, films, video tapes and (or) other audiovisual images, video elements, visual effects elements, graphics packages and interactive design projects, except for still images recorded in any format.
Product for the sale to follow – the product which shall be distributed with a view to gain income (further sale of web-templates, T-shirts, books, calendars, etc.).
Product for free-distribution – the product which shall be presented amongst wide audience on nonprofit basis, without gaining of any profit (free web-templates, T-shirts, post-cards, flyers, social projects, etc.).
1. Terms of Free Content License:
1.1. Pursuant to the terms of this agreement, Africa Studio shall provide to you non-exclusive, unexceptional, perpetual, worldwide license, untransferable and non-sublicensable to the third parties, allowing you to wholly or partly use and modify the File to create any product with consideration of terms of this License and restrictions specified in this agreement. Furthermore, you shall be obliged to specify reference to an image source (website https://africa-images.com) and Africa Studio Company every time you use an image obtained under terms of this License Agreement.
1.2. The present Free license with reference to the source shall entitle you to create products, except for products for the following sale or free distribution at other frameworks of stock photographs or background images, unless a File attaches significant value to the product and is of no influence to a buyer`s option in favour of this particular product. Pursuant to the terms of this license, creation of products for the following sale or for free distribution is prohibited, unless a File is of key significance for the product and attaches value to it.
1.3. Under the terms of Free license you may at no charge use the downloaded content in the way as follows:
- As the digital reproduction, which includes websites, online advertisements, social networks, mobile applications, programs, virtual cards, electronic publishing (electronic books, electronic magazines, blogs, etc.), electronic mailing lists, as well as in electronic mass media;
- In printed form on a pack or when marking commodities, on letter-head and business cards, CD and DVD covers or advertisement and copies of physical media, including magazines, newspapers and books (provided that number of reproduced content in total shall not exceed 50,000 times);
- In outdoor advertising, which includes advertising panels, street furniture, etc., provided that intended audience of advertising (or any other) campaign shall be of less than 50,000 presentations;
- For your personal non-commercial use (not for sale to follow, downloading, distribution or any other way of commercial use).
1.4. Under the terms of Free license you may at no charge use the downloaded content in the way as follows:
- Reproduce content by any way specified in item 1.3. of this agreement, without restriction of number of presentations/applications/circulation;
- Use of content for the purposes of decoration when arranging business premises;
- Make unrestricted number of copies for electronic use;
- Create products for free distribution without gaining of any profit (free web-templates, T-shirts, post-cards, flyers, etc.).
1.5. Should you need the additional rights to use content which are not specified by terms of Free license, then you are requested to apply to our support team (E-mail address: [email protected]).
1.6. Africa Studio shall have the right to check usage of the File and adherence of the agreement`s terms by you.
2. Restrictions to use content under Free license:
2.1. You shall not be entitled to:
2.1.1. Place the Content for free download on shared disk, service, software or website for exchange, transfer or distribution.
2.1.2. Use the Content in a way giving the third party access to it for further use.
2.1.3. Establish conditions to extract the Content from product or content.
2.1.4. Assign, sell, lease out, donate or in other way transfer the Content or rights to it to the third parties.
2.1.5. Use the Content for SPAM (unsolicited promotional email) mailings.
2.1.6. Use the Content for creation of official logotype, company name, and trademark or in any other way register any intellectual property rights for the Content or in relation to them in any state authorities or non-governmental organizations.
2.1.7. Use the Content in a way that infringes intellectual property rights, rights of the third parties in relation to trademarks or causing claims in relation to deceptive advertising or competition.
2.1.8. Demonstrate, place the Content in the form which leads to draw conclusion that the persons or models engaged in it approve the activity or use the product, services of any company or trademark.
2.1.9. Use the Content in pornographic, illegal or unmoral purposes.
2.1.10. Use the Content showing a person in potentially disputable plots which can be interpreted as insulting or uncomplimentary in relation to a specific person (for instance, in plots relating to physical or mental health problems, social problems, sexual actions or preferences, crimes, acts of physical or mental abuse or diseases).
2.1.11. Demonstrate, use or publish the Content in a way making the spectators to believe that a model shown in the Content approves or supports any political programme, political party, candidate or elected official.
2.1.12. Use the Content for advertising or promotion of tobacco or alcoholic products.
2.1.13. Use the Content for the following sale or free distribution at other platforms of stock photographs or background images.
3. Intellectual property rights for content, copyrights:
3.1. Free license under the terms of the agreement shall not vest a user with copyrights and/or intellectual property rights for the Content. Africa Studio shall reserve all copyrights and other intellectual property rights in relation to the Content. Africa Studio shall entitle a user to gratuitously download and use samples solely for the purpose of evaluation and testing of files before purchasing.
4. The agreement validity period:
4.1. Your rights to use the Content shall be regulated by the present Agreement and shall become effective on the time when you download the Content. In the event of occurrence of indebtedness on the user account, then you forfeit the right to use the downloaded content till such indebtedness is settled in full and you shall give your consent to disuse the content and any dereliction work as well as perform all the actions required to disuse it till the indebtedness is settled in full. Also, you shall be obliged to compensate to Africa Studio all the reasonable costs (including remunerations for legal services), suffered by Africa Studio in the course of collection of indebted payments. Africa Studio shall reserve the right at its own discretion to revoke or amend any license provided to you under the present Agreement or replace any content to similar/alternative one.
- deletion of all the content downloaded by you which is in your possession and any licensed work, copies and accompanying material; and
- disuse of the content for any purposes.
In the event you infringe any provision of the present Agreement, then Africa Studio may cancel the present Agreement without giving you a preliminary notice. After the cancellation you shall be obliged to immediately disuse the content for any purposes and delete all the content downloaded by you which is in your possession, including copies.
5. Exemption from liability:
You shall indemnify Africa Studio Company, its officials, employees, shareholders, directors, managers, members and suppliers from indemnification or liability of any type in the event of the materials are used not in a way specified in the present Terms. Also you shall be obliged to compensate to Africa Studio Company all the expenditures which it may suffer in the event you infringe the terms of the present or any other agreement with Africa Studio. You shall agree that Africa Studio Company, its affiliated businesses, its authorized employees, directors, office workers, owners, agents, representatives, licensors shall bear no liability for any general, punitive, specific, casual or indirect damage, loss of profit or any expenditures resulted from use or disuse of the content, even if the parties are warned on possibility of their occurrence.
Pursuant to the terms of this License Agreement, you shall agree to protect and in full indemnify Africa Studio Company, its designated persons, directors, employees, owners, agents, representatives, licensors and any other persons connected with Africa Studio Company and each of its successors, Africa Studio`s parties against commencement of claims (among other things on the part of the third parties) and compensation of any losses, penalties, expenses, expenditures and outlays, including payment for use of legal services reasonably incurred and expenditures resulted from use by you of the content or any infringement or suspected infringement of any guarantee or obligation of another type committed by you.
6. Liability boundaries:
Maximum joint liability of Africa Studio Company in relation to you on all the claims in the aggregate amounts to five thousand dollars of the USA (US $5,000.00).
7. Disputes settlement procedure and applicable law:
7.1. The present agreement provisions and relations between the parties shall be interpreted and regulated pursuant to legislation of Ukraine.
7.2. All the disputes arising in connection with the present License Agreement shall be settled by way of negotiations. In the event the parties fail to settle a dispute within thirty (30) as from the date of the negotiations commencement, then the parties shall be obliged to submit the dispute to Permanent Court of Arbitration at Chamber of Commerce and Industry of Ukraine. Ukrainian language shall be used at the court proceedings. The arbitration award shall be binding for both parties.
8. Assignment of rights under the License Agreement:
The Parties may assign their rights and obligations under the present agreement if other party`s written consent is obtained only. As the exception shall be assignment of rights from legal entity to another legal entity, which is a branch establishment, legal successor of original legal entity or legal entity which founder is the original initial legal entity.
9. Controlling language:
The present License was initially drawn up in Russian language with rough translation into other language (if required). In the event of discrepancies in interpretation and rendering of terms of the present agreement, then priority shall be given to Russian-language version.
10. Acceptance of the agreement:
When downloading content, you shall agree and confirm your consent with the terms of this License Agreement.
Last updated: Oct 15, 2021