Terms of Service
1. ACCEPTANCE OF LIMITED LICENSE AGREEMENT AND AGREEMENT
Episcura (“Licensor”) offers digital photographs, images, and other content or materials (“Content”) through its website (www.episcura.com, hereinafter the “Website”) for use by video game developers, special effects artists, graphic designers, and other professionals.
By accessing or using this Website in any way, you (also referred to herein as “Licensee”) agree to and are bound by the terms and conditions set forth in this document and in any changes hereto that Licensor may publish from time to time (collectively, the "Agreement"). If you do not agree to all of the terms and conditions contained in the Agreement, do not access or use the Website.
Licensor may remove, replace, change or modify any term or condition within the Agreement at any time by updating and revising the Agreement on the Website. Your continued access or use of the Website constitutes acceptance of the Agreement and any updates or revisions to the Agreement. Please regularly check the "Agreement" link on the home page of Website to view updates or revisions to the Agreement. If you breach any terms or conditions contained herein, the Agreement will terminate effective immediately.
Subject to your acceptance of this Agreement, Licensor grants you (“Licensee”) a non-exclusive, non-transferable license to use the Website, and the Content contained therein for the following limited purposes:
1. Private or commercial use;
2. Use in 2D or 3D computer graphics, movies, and printed media; and
3. Incorporation within videogames, computer games, and 3D models.
Licensee is required to expressly acknowledge any use of the Content, whether modified or in its original form, whenever said Content is used or incorporated within the Licensee’s own work, in any form, including but not limited to software, 2D or 3D models, graphics, movies or printed media (“Licensee’s Work”), by providing the following text in the documentation accompanying the Licensee’s Work:
The Website and the Content, as well as the selection and arrangement of the Content, are the property of Licensor and/or its partners and contributors. Licensee, by virtue of this Agreement, does not obtain ownership rights in the Website or the Content. Licensee will not share its account or otherwise grant access to any third party. Further, Licensee will not sell, share, or otherwise transfer any Content to any third party for any reason whatsoever without the express written consent of Licensor.
You are prohibited from stockpiling or mass downloading Content from the Website for any reason whatsoever. Any such use of the Website and/or Content is strictly prohibited, and will result in immediate termination of this agreement. You may not remove any trademarks, watermarks, or copyright notices contained in the Content.
2. INTELLECTUAL PROPERTY PROTECTIONS
The Website and its Content, as well as the selection and arrangement of the Content, are the property of Licensor and/or its partners and contributors, and protected by intellectual property laws, including but not limited to copyright, trademark, patent, trade secret and other intellectual property laws and treaties (collectively, "Intellectual Property Laws").
Any unauthorized use of any Content may violate such laws and the Agreement. Except as expressly provided herein, Licensor does not grant Licensee, or any third party, any express or implied permission to use any Content. Licensee and any affiliated third parties agree not to copy, republish, frame, link to, download, transmit, modify, adapt, create derivative works based on, rent, lease, loan, sell, assign, distribute, display, perform, license, sublicense or reverse engineer the Website or any of the Content. In addition, you agree not to use any data mining, robots or similar data and/or image gathering and extraction methods in connection with the Website or Content.
Some images contain graphic materials like wallpaper patterns, logos, names or signs. The use of these kind of images is at your own discretion. The rights for the photo lie with Licensor and the photo has been taken in a public space, but using the patterns, logos or name in your work might not be allowed.
3. LICENSE SUBSCRIPTION FEE
Licensee’s use of and access to the Website and related Content is conditional upon payment of a monthly or yearly subscription fee.
This Agreement is perpetual and shall continue until terminated. Either party may terminate this Agreement, with or without cause, at any time by notifying the other party via electronic mail, registered mail or certified mail.
5 DUTIES UPON TERMINATION OF AGREEMENT
Upon termination of this Agreement, Licensee agrees to discontinue use of the Content, and destroy or return any copies of the Content kept in any form whatsoever, to Licensor.
6. CONSENT TO USE OF DATA
Licensee hereby acknowledges and agrees that Licensor may access, use, and store any data created by Licensee’s use of the Content for any purpose. Licensee further agrees that Licensor may collect anonymous usage data from and/or relating to Licensee’s use of the Content (“Anonymous Data”), with the limitation that any such collection will not include personal or identifying information about Licensee or its customers or business partners, and Licensor shall maintain reasonable administrative, physical, and technical safeguards for protection of the security, confidentiality, and integrity of any of Anonymous Data in its possession. Further, in consideration of this Agreement, Licensee transfers and assigns to Licensor all right, title, and interest in and to all Anonymous Data and agrees that Licensor may use, disclose, market, license, or sell said Anonymous Data for any purpose without restriction, and without further consent from Licensee.
7. WARRANTY DISCLAIMER
Licensor licenses, and Licensee accepts, the Website and Content "as is" and Licensor provides no warranties as to the function or use of the Website and Content, whether express, implied, or statutory, including without limitation, any implied warranties of merchantability or fitness for a particular purpose. Licensee assumes any and all risk in regard to use of this Website and Content and Licensor does not warrant that the operation of the Website and Content will be uninterrupted or error-free.
Licensee agrees that it is responsible for any and all use of the Website and Content, and Licensor is under no duty to defend or indemnify Licensee against any third-party action in regard to Licensee’s use of the Website and Content, whether or not said third-party action relates to or infringes upon a valid United States patent or copyright or misappropriates a third party’s trade secret.
8. LIMITATION OF LIABILITY
Licensor’s liability to Licensee under any provisions of this agreement for damages of any kind shall be limited to the amounts actually paid to Licensor pursuant to this Agreement, and in no event shall Licensor be liable for indirect, incidental, special or consequential damages, including loss of use, loss of profits, or under any other theory of liability.
All notices related to this Agreement shall be provided in writing and may be given by electronic mail, certified mail or registered mail.
This Agreement will be binding upon and will inure to the benefit of the parties hereto and their respective representatives, successors and assigns except as otherwise provided herein.
In the event any provision of this Agreement is determined to be invalid or unenforceable, the remainder of this Agreement shall remain in force as if such provision were not a part.
12. GOVERNING LAW
This Agreement shall be governed and interpreted by the laws of the State of New York and the United State of America.
13. DAMAGES AND ATTORNEYS FEES
Licensee understands that any use of the Content must strictly comply with this Agreement. If Licensee breaches this Agreement in any way and Licensor must enforce its ownership rights under the Intellectual Property Laws, and/or any other applicable law, rule or regulation, against the Licensee or any third party, Licensee will pay any and all damages, including attorneys’ fees.
14. PROHIBITION ON ASSIGNMENT
This Agreement and the licenses granted by it may not be assigned, sublicensed, or otherwise transferred by Licensee without the prior written consent of Licensor.
Licensor reserves the right to amend this Agreement, including payment provisions and the subscription fee and any other provision, at any time by updating the Agreement on the Website. Licensee agrees that any amendment(s) shall be deemed accepted, as long as Licensee continues to use the Website and/or Content, and said amendment(s) shall be effective immediately.
16. ENTIRE AGREEMENT
This Agreement sets forth the entire understanding between the parties with respect to the subject matter hereof, and merges and supersedes all prior agreements, discussions and understandings, express or implied, concerning such matters.