Last Updated: April 4, 2022
The following terms apply to all services provided by Green Egg Media, Inc. (“GEM”, “we”, “us”, “our”) to Clients (“Client”, “you”, “your”).
For the purposes of this Stock Art Use Agreement (“SAUA”), “Stock Art” or “artwork” shall be understood to mean any images, photography, graphic designs, illustrations, videos, or other similar creative from a stock art service such as iStockPhoto, Unsplash, Pixabay, Wikimedia Commons, or similar. We may acquire Stock Art in exchange for a license fee, source it under a creative commons license, or obtain it from the public domain.
This SAUA shall be considered incorporated into any other existing agreements that may exist between us and you, and your use of any Stock Art that we provide constitutes your agreement with these terms. In the event of any conflict between this SAUA and any other agreement with regards to the use of stock imagery, stock photography, or other stock artwork, the most restrictive terms shall prevail.
You acknowledge that all Stock Art used by us is considered Third Party Material. Third Party Materials are all owned by the respective Third Parties, and our use of these assets does not necessarily convey to you the right to use these assets in any context other than the context originally designed, developed, and delivered to you by us. You agree to consult with us and to read any relevant license agreements before using any Stock Art we provide for any purpose outside of the original use.
You agree to be bound by all Third Party licensing agreement terms for Third Party Materials incorporated into our deliverables including, but not limited to, mobile apps, web sites, blog posts, digital advertising, and print material.
Notification from GEM. Except as provided for in Regular Stock Art Services, below, we shall inform you of all Third Party Materials procured by us that require compliance with a Third Party license and, unless otherwise arranged with you, we shall obtain a license for you to use the Third Party Materials consistent with the usage rights granted within the respective Third Party Materials service agreement.
GEM Warranty. GEM warrants that we have either paid license fees for Stock Art incorporated into final works delivered to you, or that such Stock Art has been obtained by us in good faith and to the best of our knowledge as part of a Creative Commons license or from the public domain. We shall keep commercially reasonable records of all Stock Art used in our deliverables to you, and we shall indemnify you against our own actual, willful infringement of copyright.
No Use of Google Image Search. Neither we nor you may use images or any other artwork sourced via Google Image Search in final deliverables. Should you incorporate any such images or artwork into our deliverables after delivery, you represent and warrant that you understand that you have the sole obligation to ensure that you are complying with all intellectual property rights applicable to the specific image or other artwork.
Indemnification by Client. You are ultimately responsible for ensuring that you are in compliance with all copyright and intellectual property laws. You shall indemnify, save, defend, and hold harmless GEM from any and all damages, liabilities, costs, losses or expenses arising out of any claim, demand, or action by any Third Party arising out of your failure to obtain sufficient copyright, trademark, publicity, privacy, defamation or other releases or permissions with respect to Third Party Materials delivered to you by us, delivered to us by you, or used by you at any time in connection with our deliverables.
Regular Stock Art Services. You are hereby notified that we regularly use the following services to obtain Third Party Materials. You specifically agree that our use of any Third Party Materials from these services will legally bind you to the Third Party’s respective license agreement(s). Links are provided to current license information as a convenience only, and you represent and warrant that you understand that the terms of these licenses may change from time to time.
We will not provide you with individual notices for each piece of Stock Art used from the above sources or license types, and this SAUA shall constitute sufficient notice to you from us that we make use of these services and license types and that you are bound by the terms of these providers of Third Party Materials and their respective licenses. In the event that we make use of any other Stock Art service or license type, we will inform you of such use and provide you with information related to the specific license terms to which you will be bound.
Specific Terms for iStockPhoto.com. You understand and agree that, unless explicitly identified by us, all Stock Art licensed from iStockPhoto.com is non-transferable and non-sublicensable. This means that you may use this material only in the context specifically delivered to you by us. You may not use such Stock Art for any other purpose. For example, if we deliver a photo sourced from iStockPhoto.com on an “About Us” page of your website, you may not use that same photo on social media, in advertising campaigns, or in any other way.
Optional Prohibition Against Stock Art. In the event that you do not agree with the terms of this SAUA, you may, at your sole discretion, inform us that we may not use Stock Art of any kind in your deliverables. In this case, you acknowledge that you will be solely responsible for delivering all artwork to us for use in deliverables, and you further acknowledge that this may cause Orders to take longer to complete. If notification of this prohibition is given to us after we have already used Stock Art in any deliverables, a special Work Order may be required, at additional cost, to remove and/or replace all existing Stock Art. Notification must be made in writing to your assigned Account or Project Manager.
Changes. The terms of this SAUA may need to be revised from time to time. You agree to be bound by this SAUA in its current state and as amended in the future. We may provide notice of revisions, such as by sending an email notification to the email address listed in your account or by updating the “Last Updated” date at the beginning of this Agreement.
Survival. The terms of this SAUA shall survive the termination of our Terms of Service or any Orders we have with you.