This is a licensing agreement between you and A1 IMAGES that describes how you may use the photos and videos downloaded. By downloading Content from A1 IMAGES you accept the terms of this Agreement.

Usage of the Licensed Content

You may use the Content in any unrestricted manner as seen Restricted Use below. Subject to these restrictions and the remaining terms of this Agreement, A1 IMAGES grants you the following rights:

  • Your rights to use the Content downloaded expire in 180 days.
  • You don’t have exclusive rights to use the Content.
  • The Content can be used in any geographic area unless stated.
  • You can use the Content in one production in one media only. Domain and subdomain of a website is considered to be different production media.

For the purposes of this Agreement, “Use” means copying, reproducing, modifying, editing, synchronizing, performing, displaying, broadcasting, publishing or otherwise using.

Restricted Use

Your use of Content must not involve pornography, defamation, or other illegal means, promote violence or hatred, or violate any applicable laws or industry rules.

You can not use the Content for any commercial, promotional, advertorial, endorsement, advertising, gambling or merchandising purposes.

You can not use the Content in any way that would allow others to download, extract or redistribute the Content in standalone file form.

You can not use the Content as a distinctive or identifying feature of a trademark, design mark, trade name, business name, service mark or logo.

If you use Content that includes models or property in connection with a subject matter that would be offensive to a reasonable person or unduly controversial, a disclaimer is needed. As the Content download from A1 I MAGES is for Editorial Use, no disclaimer is needed in any editorial production.

You can not falsely represent that you are the original creator of an end-use that primarily consists of Editorial Licensed Content.

You can not use the Content in electronic or digital templates such as website templates, business card templates, e-card templates and brochure design intended for resale or other distribution.

You can make unlimited copies of the Content in physical print form. Another Editorial License is needed if the same content is used in another physical form production.

Unless expressly authorized by A1 IMAGES, You can not use the Content including any title information, keywords or other metadata associated with the Content for any machine learning or artificial intelligence purposes or for any technology designed or intended to identify a natural person. With respect to Content for which a model release or a property release has been obtained, A1 IMAGES does not represent or warrant that consent has been obtained for such use.

Non-transferable Rights

You cannot transfer or sub-license the Content to anyone else unless you are purchasing on behalf of an employer or client who may use the Content. In this 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 such authority your employer or client may not use the Content.

You may permit subcontractors, for example your printing, mailing company or distributors to use the Content in any production or distribution process related to your end use. On the other hand these subcontractors and distributors can not use the Content for any other purpose.

Intellectual Property

All Editorial Licensed Content is owned by A1 IMAGES or the contributors who provided it. All rights not expressly granted in this Agreement are reserved by A1 IMAGES and the contributors.

Content in A1 IMAGES may not come with model release or property release which may be subjected to a third-party infringement. You and any entity involved should consider the risk of using such Content in the production.

A1 IMAGES, its parent, subsidiaries, affiliates and content providers, and all of their respective officers, directors and employees will have no liabilities for You and any entity involved for using the Content without model release or property release.

You should credit the Content in your production by adding “A1images.online/name of contributor”.

Termination of Rights

This Agreement remains effective until terminated by either party. You may terminate this Agreement by ceasing all use of the Content and deleting or destroying any copies. A1 IMAGES may terminate this Agreement at any time if you fail to comply with any of its terms, in which case you must immediately cease all use of the Content, delete or destroy any copies and upon request, confirm in writing to A1 IMAGES that you have complied with these terms.

This Agreement will terminate immediately if you use Content on a social media platform or other third-party website and that platform or website uses the Content for its own purposes or in a manner that violates this Agreement.

Refund

A1 IMAGES does not process refunds or re-credits for downloaded files. A1 IMAGES will only consider returning files based on technical issues with the file as determined by A1 IMAGES in its sole discretion.

Content Revocation

A1 IMAGES may in its sole discretion terminate the license to any Content item at any time. Upon notice from A1 IMAGES or upon your knowledge that any Content may be subject to a third-party infringement claim for which A1 IMAGES may be legally liable.

A1 IMAGES may require you to immediately and at your own expense cease use of the Content, delete or destroy any copies and ensure that your customers, distributors or employers doing the same.

A1 IMAGES may provide you with replacement Content as determined by A1 IMAGES in its reasonable business discretion free of charge which are subject to the other terms of this Agreement.

Representations and Warranties

Warranty Disclaimer

A1 IMAGES warrants that the Content will not infringe any copyright or moral rights of the contributors. A1 IMAGES does not grant any rights or warranties regarding the use of names, persons, trademarks, logos, designs, works of art or architecture depicted in the Content.

In such cases you are solely responsible for determining whether a license is required for your intended use of content with an Editorial License and for obtaining such license. You acknowledge that content with an Editorial License is generally not licensed for other usage and that some jurisdictions provide legal protections against the commercial use of personal image, likeness or property without a license.

Title and Metadata Disclaimer

A1 IMAGES make reasonable efforts to accurately categorize, keyword, and caption Content. A1 IMAGES does not guarantee the accuracy of such information or any metadata provided with the Content.

No Other Warranties are Provided

In some jurisdictions the use of content depicting culturally significant works of art, architecture or landscapes may require additional authorization and payment of applicable fees from the relevant authorities. You are solely responsible for obtaining such authorization and paying any associated fees. A1 IMAGES disclaims any liability arising from your failure to fulfill this responsibility.

THE CONTENT FROM A1 IMAGES IS PROVIDED “AS IS” WITHOUT REPRESENTATIONS, WARRANTIES OR CONDITIONS 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. A1 IMAGES DOES NOT REPRESENT OR WARRANT THAT THE CONTENT WILL MEET YOUR REQUIREMENTS OR THAT USE OF THE CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE.

Indemnity and Limitation of Liability.

You agree to defend, indemnify and hold harmless to A1 IMAGES, its parent, subsidiaries, affiliates and content providers, and all of their respective officers, directors, and employees and against all damages, liabilities and expenses arising out of or related to any breach or alleged breach by you of any term of this Agreement.

Subject to the use of the Content solely in accordance with this Agreement and without breach by you, and as your sole and exclusive remedy for any breach of any of the warranties set forth in this license, A1 IMAGES agrees, subject to the provisions of this license to defend, indemnify and hold harmless to A1 IMAGES, its parent, subsidiaries, affiliates and content providers, and all of their respective officers, directors, and employees and against all damages, liabilities and expenses arising out of or related to any breach or alleged breach by you of any term of this Agreement.

This indemnification does not apply to any damages, expenses, or losses arising out of or resulting from your modification of the Content or the circumstances in which you use the Content. This indemnification also does not apply to your continued use of the Content after A1 IMAGES has notified You that the Content is subject to a third-party claim of infringement.

The party seeking indemnification must promptly notify the other party in writing of any claim. The indemnifying party will be responsible for handling, settling, or defending any claim or action in which event the indemnified party must cooperate in any manner reasonably requested by the indemnifying party. The indemnifying party will not be liable for legal expenses including attorneys’ fees and other costs incurred by the other party prior to giving notice of the claim seeking indemnification.

A1 IMAGES AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY PUNITIVE, SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL OR OTHER SIMILAR DAMAGES, EXPENSES OR LOSSES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, EVEN IF A! IMAGES OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, EXPENSES OR LOSSES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES OR LIABILITY.

General Provisions

Assignment

This Agreement is personal to you and may not be assigned by you without A1 IMAGES’s prior written consent. A1 IMAGES may assign this Agreement to any of its affiliates or any successor without notice or consent provided that such entity agrees to be bound by these Terms.

Audit and Certificate of Compliance

Upon reasonable notice you agree to provide A1 IMAGES with sample copies of projects or end-uses containing the Editorial Licensed Content including providing A1 IMAGES with free access to any website or platform in which the Content is reproduced and to which access is restricted by a paywall or other means.

Furthermore, upon reasonable notice, A1 IMAGES may at its discretion have its employees or a third party audit your records directly related to this Agreement and your use of the Editorial Licensed Content to verify your compliance with the terms of this Agreement.

If any audit reveals that you have underpaid A1 IMAGES by 5% or more of the amount due, you agree to reimburse A1 IMAGES for the audit’s costs in addition to paying A1 IMAGES the amount underpaid.

If A1 IMAGES reasonably believes that the Content is being used outside the scope of the license granted in this Agreement, you agree to provide A1 IMAGES with a certificate of compliance signed by an officer of your company in a form approved by A1 IMAGES upon A1 IMAGES’s request.

Electronic Storage

You agree to preserve the copyright symbol, A1 IMAGES’s name, the Content’s identification number, and any other information that may be embedded in electronic files containing the original Content and to properly safeguard such Content from unauthorized use by third parties. You may make one copy of the Content for backup purposes.

Governing Law and Arbitration

This Agreement will be governed by the laws of Hong Kong SAR China without regard to its conflicts of law provisions. Any dispute arising out of or relating to this Agreement shall be finally settled by binding and confidential arbitration before a single arbitrator.

The arbitration proceedings shall be conducted in English and all documents shall be submitted and filed in English. The arbitrator’s decision shall be final and binding upon the parties. Judgment may be entered on the arbitration award, and such judgment may be enforced in any court of competent jurisdiction.

The prevailing party shall be entitled to reasonable legal expenses incurred in connection with the successful claim or defense and shall be offset against any adverse award for costs. Notwithstanding the foregoing, A1 IMAGES shall have the right to commence and prosecute any legal or equitable action or proceeding against you in any court of competent jurisdiction to obtain injunctive or other relief if A1 IMAGES determines that such action is necessary or advisable to protect its intellectual property rights.

The parties agree that, notwithstanding any otherwise applicable limitations, any arbitration proceeding shall be commenced within two years after the act, event, or occurrence giving rise to the claim occurred.

Server-ability

If one or more provisions of this Agreement are found to be invalid, illegal, or unenforceable in any respect, the validity, legality, and enforce-ability of the remaining provisions shall not be affected. Such provisions shall be reformed only to the extent necessary to make them enforceable.

Wavier

No conduct by either party shall be construed as a waiver of any provision of this Agreement unless expressly waived in writing.

Inconsistency

No terms or conditions of this Agreement may be added to or deleted unless in writing by both parties, or electronically issued by A1 IMAGES and accepted by you in writing. In the event of any inconsistency between the terms of this Agreement and the terms contained in any purchase order you transmit, the terms of this Agreement will govern.

Notice

All notices required to be given to A1 IMAGES under this Agreement shall be sent by email to hello@a1images.online. All notices to You will be sent by email to the email address listed in Your account.

You agree to pay and be responsible for any and all sales, use, value-added and customs duties imposed by any jurisdiction in connection with the Editorial License granted to You or Your use of the Editorial Licensed Content.

Interest on Late Invoice

If you fail to pay your invoice in full within the specified period, A1 IMAGES may add a service fee of 3% per month or such lesser amount as permitted by law to any unpaid balance until payment is received.

 

 

Editorial License Edition : 20260101