THIS IS A LEGAL AGREEMENT BETWEEN YOU, YOUR COMPANY, YOUR EMPLOYER AND/OR YOUR CLIENT (if you are an agent acting for a single client), AS THE CASE MAY BE (COLLECTIVELY HEREINAFTER "YOU"), AND ACTS NEWS NETWORK INC. (HERINAFTER "ANN"). THIS LICENSE AGREEMENT IS FULLY APPLICABLE, WITHOUT LIMITATION, TO THE WEBSITE CURRENTLY AT THE FOLLOWING URL:  anninthecan.com (HEREINAFTER "WEBSITE").

BY PURCHASING, DOWNLOADING AND USING ANY PRODUCT ("Media Files"), OWNED AND OPERATED BY ACTS NEWS NETWORK, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT.  ANN RESERVES THE RIGHT TO REVISE AND AMEND THIS AGREEMENT AT ANY TIME WITHOUT PRIOR NOTICE.  DO NOT DOWNLOAD OR USE THE MEDIA FILES IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT.

IF YOU ENTER INTO THIS AGREEMENT ON BEHALF OF YOUR EMPLOYER, THE LICENSE GRANTED AND RESTRICTIONS AND LIMITATIONS RECORDED HEREIN APPLY TO YOUR EMPLOYER AND TO YOU AS A REPRESENTATIVE OF YOUR EMPLOYER.  YOUR EMPLOYER MAY CONTINUE TO USE THE MEDIA FILES UNDER THE TERMS OF THIS AGREEMENT IN THE EVENT THAT YOU CEASE TO WORK FOR YOUR EMPLOYER. 

By entering into this agreement, you warrant and represent that you are of legal age to use the Website and to create binding legal obligations for any liability you may incur as a result of the use of the Website, and that the information you provide to ANN is accurate and true.

DEFINITIONS

The following definitions apply in this Agreement:

"Media Files" – Are stock footage video media files in any format (electronic, digital) that are owned and operated by ANN.

"Prohibited Uses" – Are uses of the Media Files that are not permitted under the terms of this Agreement.  All uses of Media Files not explicitly recorded as permissible under the terms of this Agreement are also prohibited. 

LiCENSE GRANT

Upon receipt of payment for purchase of the Media Files, ANN grants to you a limited, non-exclusive, non-sublicensable, non-transferable license to use and manipulate the Media Files for purposes expressly authorized and specifically stated under Permitted Uses in the terms of this Agreement.

The Media Files may be stored on a network configuration, server, image library or similar system with the provision that no more than ten (10) individuals in total access and use the Media Files.  Please contact ANN to obtain a Multiple Seat License if you wish to place the Media Files on a network server that is accessible to more than ten (10) users.

PERMITTED USES

The Media Files identified in your purchase receipt may be used an unlimited number of times in any and all media for the following Permitted Uses:

Video, broadcast television, film feature, multimedia production, advertisement, internet Website, mobile devices, print production, personal presentation, live performance, educational or industrial production, theatrical productions, and physical products.

The Media Files may be altered, cropped, modified and manipulated for use in the derivative works stated above in this Agreement.

The Media Files may be reproduced by your subcontractors, with the provision that it is your responsibility to ensure that any and all such subcontractors agree to uphold the terms of this Agreement.

The license granted is perpetual, worldwide and royalty-free.

The Media Files, or any derivative works incorporating the Media Files may be used as screen savers, with the provision that all such screensavers must clearly and legibly incorporate the Acts News Network Logo and "Image by ANN in the Can.com" credit in font size 12 or larger, which will be supplied by Acts News Network.  It is your sole responsibility to contact Acts News Network to obtain the file containing the aforementioned logo and words.

Upon purchase and receipt of payment, the Media Files will be downloadable by you, the licensee, for thirty (30) days or a maximum of three (3) downloads, whichever occurs first.

PROHIBITED USES

The Media Files may not be sold, licensed or distributed in any derivative work in such a way that would enable a third party to access the Media Files as a standalone file.  

The Media Files and any derivative work created with the Media Files may not, in whole or in part, be resold, given away or otherwise distributed in any other  stock footage product, library, collection, or set of clips.

The Media Files may not be used, in whole or in part, as part of a logo, trademark, service mark, or business name.

The Images of persons or landmarks visible in the Media Files may not be used in a manner that directly or implicitly endorses a service, product or business.

The Media Files may not constitute more than 25 percent of the length of any completed production that you intend to sell, give away, reproduce, use for television or internet broadcast or otherwise distribute.

The Media Files may not provide the principal value of any production that you intend to sell, give away, reproduce, use for television or internet broadcast or otherwise distribute.

The Media Files may not be transmitted or distributed electronically or physically to any third parties for use in other projects.  The Media Files may not be made available as downloadable files.  You agree to take all necessary steps to ensure that such use by third parties does not occur.

The Media Files may not be used or be incorporated into any derivative work that defames, slanders or vilifies any subjects depicted in the Media Files. Subjects include: people groups, nations, governments, property, persons, cultures, religions, locations.

The Media Files may not be used in any way that would defame the aforementioned subjects or any other persons or people groups on the basis of their race, ancestry, place of origin, colour, ethnic origin, citizenship, creed, sex, sexual orientation, age, marital status, family status or disability.

The Media Files may not be utilized in or in juxtaposition with material that is pornographic, obscene, illegal, libelous, fraudulent or unlawful.

This Agreement, in whole or in part, including any of its rights may not be sublicensed, sold, assigned, transferred or given to another person or legal entity.  The definition of assignment shall include the transfer of controlling interest in any entity.

The Media Files, or any copy of the media files in whole or in part may not be sublicensed, assigned, given or loaned. However, derivative works utilizing the media files under the terms of this Agreement may be sold or licensed.

OWNERSHIP

The content of the anninthecan.com Website and the Media Files are copyrighted and are protected under Canadian and International copyright law. All rights, title and interest to the Media Files, including all future amendments and modifications, are solely and exclusively owned and reserved by ANN.  No rights, interest, ownership or copyright, express or implied, are granted to you with the exclusion of the limited license specifically stated in this Agreement.  ANN and its licensors reserve all rights not specifically stated in this Agreement.  Use of the Media Files without license is prohibited.

Certain Media Files may be subject to additional copyrights, property rights and trademarks, and may require additional licenses or the consent of a third party.  ANN does not represent or warrant that it owns or licenses any of the aforementioned.  It is your sole responsibility to determine if such additional licenses are needed and to obtain all such additional licenses, rights and consents for use of the Media Files. It is your sole responsibility to pay any and all fees required for such additional licenses.  It is your sole responsibility to seek out and adhere to any and all regulations that may be applicable to the utilization of landmarks or places visible in the Media Files.

ANN does not require a Model Release for any and all Identifiable persons visible in the Media Files, and ANN does not represent that Media Files containing identifiable persons may be used for any purpose desired.  If a Model Release is obtained, ANN does not make any representation or warranty whatsoever as to the validity of such a Model Release.

It is your sole responsibility to obtain information about and to pay any and all sales taxes or any other taxes that any other jurisdiction may impose due to the acquiring of the license or the utilization of the Media Files.

WARRENTY

ANN warrants that the Media Files will be free from defects in material and workmanship under normal use for 30 days from the date of delivery. Your sole and exclusive remedy for a breach of this warranty is the replacement of the Media Files, at the sole discretion of ANN.

WITH THE EXCEPTION OF THE PROVISION STATED ABOVE, THE WEBSITE AND THE MEDIA FILES ARE PROVIDED "AS IS."  ANN MAKES NO OTHER WARRENTIES, EXPLICIT OR IMPLIED, REGARDING ANY OF THE MEDIA FILES, THE WEBSITE, THE ACCURACY OF ANY INFORMATION, OR ANY RIGHTS OR LICENSES UNDER THIS AGREEMENT INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.  ANN DOES NOT REPRESENT OR WARRANT THAT THE WEBSITE OR THE IMAGES WILL MEET YOUR REQUIREMENTS OR THAT THEIR USE WILL BE UNINTERRUPTED OR ERROR FREE.  

IF THE LICENSED MATERIAL IS USED IN ANY MANNER NOT EXPLICITLY STATED IN THIS AGREEMENT, OR IF YOU ARE IN ANY WAY IN BREACH OF THIS AGREEMENT, THE WARRANTIES AND REPRESENTATIONS MADE BY ANN UNDER THIS AGREEMENT SHALL BE INVALID.

LIABILITY

ANN or any of its owners, employees, or officers shall not be liable to any person or entity for any general, incidental, punitive, special, indirect or consequential damages, costs or losses (including without limitation, damages for loss of profits, business interruption, loss of business information, or any other pecuniary loss) arising out of your use or inability to use the Website or the media files, even if ANN has been advised of the possibility of such damages, costs or losses.

IN ANY EVENT THE TOTAL MAXIMUM LIABILITY OF ANN AND YOUR SOLE REMEDY IS LIMITED TO THE AMOUNT YOU PAID TO ANN FOR THE USE OF THE SPECIFIC MEDIA FILES UNDER THE TERMS OF THIS AGREEMENT.

ANN makes every effort to provide accurate information regarding the Media Files and the services of the Website. However, typographical or informational  errors may occur on the Website. ANN cannot be held liable for any losses or damages resulting from the inaccuracy of any information on the Website.  

ANN will not be held liable for any direct or indirect cost, loss or damage that you or any third party encounter, due to any and all defects, whether actual or alleged, in any Media Files or their reproduction.

INDEMNIFICATION

You agree to indemnify, defend, and hold harmless ANN and its officers, employees, shareholders, directors and suppliers against all claims, liabilities, damages, costs and expenses of any kind, including reasonable legal fees and expenses, arising out of or related to a breach of this Agreement, the use of this Website and the use or the inability to use any Media File in any form, your failure to abide by any restriction regarding the use of a Media File, use of the Media files in a negligent, unlawful, or unauthorized manner, or any claim by a third party related to the use of any Media File.  

JURISDICTION

This Agreement is governed in all respects by and will be interpreted under the laws of the province of Ontario, Canada.  Any dispute arising under this Agreement will be tried in the courts of Ontario.

TERM AND TERMINATION

This license is effective from the earliest date that the Media Files are downloaded and utilized.  If you fail to adhere to any of the terms of this Agreement, or are in breach of this Agreement in any regard, the Agreement will terminate automatically without notice from ANN.  Upon termination, you must immediately cease utilizing the Media Files, and must destroy all copies of the media files in your possession or control in any format.

ANN reserves the right to rescind the license for any and all Media Files  and to replace such Media Files with alternative Media Files.  Upon notification of such, you shall immediately cease using the Media Files for which the license has been rescinded, and shall not use them for any future productions, and shall where possible take steps to ensure that your clients or subcontractors also cease utilizing said Media Files.

ANN reserves the right to terminate or suspend your ANN in the Can account without notice if there is reason to believe that you are in breach of this Agreement or if there has been misleading or fraudulent use of your username and password.

Any of the terms of this Agreement that by their nature are designed to remain in effect beyond the termination of this agreement will remain valid beyond such termination.

SEVERABLILITY

The entire remaining terms of this Agreement will remain valid and enforceable if any one or more terms are found to be invalid or unenforceable.

PRIVACY POLICY

ANN collects certain standard information solely for the purpose of order processing.  This data is held and processed confidentially and securely, and is only shared with such reputable processing systems as are necessary to complete the order.  The data will not be sold to any third parties and will not be seen by the public.  ANN has made every effort to ensure that the payment processing systems utilized are secure. However, due to the risks involved with use of the internet, ANN does not warrant the security of the aforementioned systems, and ANN, its owners, employees and officers shall be held harmless from any and all liabilities that occur due to use of the aforementioned payment processing systems, including potential fraud and other illegal actions.

ENTIRE AGREEMENT  

With regard to the Media Files and the subjects herein stated, this Agreement contains all the terms of the license agreement and shall prevail over all previous or concurrent understandings or agreements, whether oral or written.  Unless in a written statement signed by an authorized representative of both parties, no part of this Agreement may be altered, added to or deleted. The terms of this agreement shall prevail should there be any inconsistency between these terms and the terms contained on any receipt or other communication.

Copyright © 2007 Acts News Network, Inc.