SOUVENIR PIXELS MEDIA

TERMS OF SERVICE ("TOS")

BASIC LICENSE

The Basic License Terms of Service are printed below. We also offer an Extended License, with expanded rights of use, which you may review by clicking here.

Dear Valued Customer,

The following is a legal agreement between you or the employer or other entity on whose behalf you are entering into this agreement ("you") and Souvenir Pixels Media ("Souvenir Pixels"). Please read this agreement carefully before downloading any Souvenir Pixels Images and/or content ("Image" or "Images"). By downloading any Image, you agree to be bound by the terms of this agreement, the Souvenir Pixels Privacy Statement and Souvenir Pixels' Website Terms of Use, which documents are incorporated herein and made a part hereof by this reference. Souvenir Pixels reserves the right to change any of the terms of this agreement at any time, and you agree to be bound by such changes. If you do not agree to these Terms of Service, as same may be amended from time to time, do not download or use any Images. If the use you are contemplating is not permitted by this license agreement, please review our Extended License which contains fewer restrictions on the use of Images. Please note that Images downloaded as part of your Basic License subscription may only be used in compliance with these Basic License TOS even if you also subscribe to the Extended License service. To obtain the right to use an Image(s) pursuant to the Extended License, you must download that Image(s) as part of your Extended License subscription.

Except as expressly provided herein, you may not directly or indirectly use, copy or reproduce any Image (in whole or in part) more than three hundred thousand (300,000) times.

PART I

LIMITED LICENSE

1. All Images on the Souvenir Pixels website are protected by United States and international copyright laws and treaties. Souvenir Pixels and/or the various artists who provide content and/or Images to Souvenir Pixels ("Submitters") own all rights, including the copyrights in and to the Images. Souvenir Pixels and/or its Submitters reserve all rights in and to the Images not expressly granted to you by the terms of this license. Your rights to use any Image are subject to this license agreement and are conditioned upon your payment to Souvenir Pixels for your use of the Images. If you fail to make any payment to Souvenir Pixels when due, or if any check is dishonored or credit card charge refused or charged back, your account will be deemed delinquent. Provided that your account was current at the time you downloaded an Image and you were not otherwise in breach of any of the terms hereof (or of the terms of any other agreement between you and Souvenir Pixels), you have the right to use the downloaded Image, subject however, to the terms of this agreement. If your account becomes delinquent, your right to use any Images downloaded at any time shall automatically terminate unless all payments together with any interest thereon and Souvenir Pixels's costs of collection, bank charges and credit card processing fees are received by Souvenir Pixels no later than fifteen (15) days from the date that your account became delinquent.

2.  By this Agreement, Souvenir Pixels grants you a personal, non-exclusive, non-transferable, right to use and reproduce Images in the following ways, subject to the limitations set forth herein and in Part II hereof:

a) On web sites, provided that no Image is displayed at a resolution greater than 1500 x 1000 pixels;

b) As toolbar skins, screensavers and mobile phone "wallpaper" for your own personal, non-commercial use, not for resale, download or distribution;

c) As prints, posters (i.e. a hardcopy) and other reproductions for your own personal and for decoration in a home, office, restaurant, public area, or store owned or rented by you or by a client for whom you render design services;

d) In coordination with opt-in email marketing. However, Images cannot be used in connection with unsolicited email - or linked from unsolicited email and no Image may be reproduced or used more than 300,000 times;

e) On letterhead and business cards, pamphlets, brochures, catalogs and on pop up and/or panel displays for use in conventions and trade shows, provided that no individual Image is reproduced more than 300,000 times in the aggregate;

f) In the artwork for the packaging of any product provided that the print and/ or manufacturing run does not exceed three hundred thousand (300,000) copies in the aggregate;

g) Incorporated into software as a background image or splash screen, provided that the Image or any digital files containing the Image cannot be unincorporated from the software and further provided that the manufacturing or duplication run(s)of such software (including downloads of such software) does not exceed three hundred thousand (300,000) copies in the aggregate;

h) In multimedia presentations and incorporated into film and video for television and/or internet broadcast, and theatrical display only where the intended audience will consist of fewer than three hundred thousand (300,000) viewers;

i) In multimedia presentations and incorporated into film and video for distribution and/or sale in the home video market, provided that the manufacturing or duplication run (including downloads) of such home videos does not exceed three hundred thousand (300,000) copies in the aggregate;

j) As CD or DVD cover art and/or artwork, provided that the manufacturing or print run of such CDs or DVDs (including downloads of such artwork) does not exceed three hundred thousand (300,000) copies in the aggregate;

k) As part of editorial or advertising copy in magazines, newspapers, books, book covers, textbooks, editorials and directories provided that the print or manufacturing run(s) of such magazines, newspapers, books , book covers, textbooks, editorials and directories does not exceed three hundred thousand (300,000) copies in the aggregate;

l) In eBooks, including multi seat license electronic textbooks, provided that the number of potential seat licenses or end users is fewer than three hundred thousand (300,000) in the aggregate; and

m) As advertising posters for use in promoting the sale of other products (as opposed to promoting the sale of the prints, posters, etc. containing the Images), provided that such prints and/or posters and/or other reproductions combine words and an Image or Images and further provided that the print or manufacturing run(s) of such posters does not exceed three hundred thousand (300,000) copies in the aggregate.

3. In the event that you create a commercial derivative work based on or incorporating one or more Images, all rights in and to such Images shall continue to be owned by Souvenir Pixels or its Submitter(s), subject to your rights to use such Image(s) pursuant to the terms and limitations set forth herein.

4. All other rights in the Images are expressly reserved by Souvenir Pixels for itself and its Submitters.

PART II

RESTRICTIONS

YOU MAY NOT:

5. Use an Image other than as specified in PART I.

6. Except as expressly provided in Part I hereof, directly or indirectly copy or reproduce any Image (in whole or in part) more than three hundred thousand (300,000) times. Nor may you produce or otherwise create for resale or distribution, printed reproductions of any Image on canvas, paper, plastic or any other medium unless expressly permitted by this agreement.

7. Use or display any Image on websites or in connection with any service designed to sell or induce sales of "print on demand" products using or incorporating Image(s), including, by way of example only, postcards, mugs, t-shirts, posters, giclee prints, wallpaper, artwork and other items.

8. Use an Image together with pornographic, defamatory, or otherwise unlawful or immoral content or in such a manner that it infringes upon any third party's trademark or intellectual property.

9. Use an Image in a way that places any person depicted in the Image in a bad light or in a way that they may find offensive - this includes, but is not limited to the use of Images: a) in pornography, "adult videos" or the like; b) in ads for tobacco products; c) in ads or promotional materials for adult entertainment clubs or similar venues, or for escort, dating or similar services; d) in connection with political endorsements; e) in advertisements or promotional materials for pharmaceutical or healthcare, herbal or medical products, including, but not limited to dietary supplements, digestive aids, herbal supplements, personal hygiene or birth control products; and f) uses that are defamatory, or contain otherwise unlawful, offensive or immoral content. You may not use an Image containing the likeness of a person if such use implies that the model engages in any immoral or illegal activity or suffers from a physical or mental infirmity, ailment or condition.

10. Resell, redistribute or transfer any Image except as specifically provided herein. Displaying any Image in any digital format or for any digital use at a resolution greater than 1500 x 1000 pixels, except in preliminary design work, will be deemed to be an attempt to redistribute the Image and could result in the termination of your rights under this agreement.

11. Share an Image by providing access to such Image on shared disk drives, computer networks, intranets of any nature or otherwise.

12. You may not create a digital or print greeting card line based on Souvenir Pixels Images - or use our Images as the basis for any individual or collection of physical or digital objects which you then offer for sale. However, you may use up to ten (10) Images per paid monthly subscription for manufacturing or producing physical items for promotional use only, including paper greeting cards, magnets, etc., provided that you do not produce more than 1,000 copies of any single item that bears one or more Images and further provided that such items combine text with any Images. Promotional uses must comply, in all respects, with the restrictions set forth in these TOS. You may not sell or distribute items (e.g., mousepads, calendars, mugs, t-shirts, bookmarks, etc.) that incorporate Images.  If you wish to use an Image or Images in connection with the production of any items prohibited by this Basic License, you may purchase an Extended License, which provides a broader grant of rights. Click here to view the Extended License

13. Use an Image marked "Editorial Use Only" for commercial purposes. If an Image is marked, "Editorial Use Only", additional permissions may be required for commercial use. Souvenir Pixels does not provide such permissions.

14. Use any Image (in whole or in part) as a trademark, service mark, logo, or other indication of origin, or as part thereof , or to otherwise endorse or imply the endorsement of any goods and/or services.

15. Use or display an Image in such a manner that gives the impression that the Image was created by you or a person other than the copyright holder of that Image

PART III

MISCELLANEOUS

16. Souvenir Pixels shall be under no obligation to refund your subscription fee under any circumstances. However, in the event that Souvenir Pixels determines that you are entitled to a refund of all or part of your subscription fee, such refund shall only be made to the credit card account originally used by you to purchase your subscription. 

17. "Non-transferable" as used herein means that except as specifically provided in these TOS, you may not sell, rent, load, give, sublicense, or otherwise transfer to anyone, the Image or the right to use the Image. You may however, transfer Images to a third party for the sole purpose of causing such third party to produce and/or manufacture your goods incorporating Images subject to the terms and conditions herein. In addition, the work you produce with the Image must be used for yourself, your direct employer, client, or customer, who must be the end user of your work. You agree to take all commercially responsible steps to prevent third parties from duplicating any Image. If you become aware of any unauthorized duplication of any Souvenir Pixels Image(s) please notify us.

18. If you plan on using or do use Images as part of work for a client or customer, you must keep accurate and detailed records of the use of each Image. These records must include the name of the client or customer, the Souvenir Pixels Image number as well as the date or dates on which the Images were used. You shall deliver copies of such records to Souvenir Pixels at Souvenir Pixels's request. 

19. You agree to indemnify and hold Souvenir Pixels, its officers, employees, shareholders, directors, managers, members and suppliers, harmless against any damages or liability of any kind arising from any use of the Image other than the uses expressly permitted by this Agreement. You further agree to indemnify Souvenir Pixels for all costs and expenses that Souvenir Pixels incurs in the event that you breach any of the terms of this or any other agreement with Souvenir Pixels.

20. Notwithstanding any thing to the contrary contained herein, Souvenir Pixels shall not be liable for any damages, costs or losses arising as a result of modifications made to Images or the context in which the Images are used by you.

21. This contract is governed by and shall be construed in accordance with the laws of the Province of British Columbia, Canada. The United Nations Convention on Contracts for the International Sale of Goods does not apply to or otherwise affect these TOS. You hereby consent to the personal jurisdiction of the province and federal courts located within such province. All actions, controversies and disputes arising from or relating to this agreement shall be heard and decided exclusively before the courts located within the Province, County and City of Vancouver and not elsewhere. You agree that service of process in any actions, controversies and disputes arising from or relating to these TOS may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the other party however, nothing herein shall affect the right to effect service of process in any other manner permitted by law. This agreement shall be construed neither against nor in favor of any party, but rather in accordance with the fair meaning of the language hereof. The invalidity or unenforceability of any part of this agreement shall not affect the validity or enforceability of the balance hereof.

22. If you are entering into this agreement on behalf of your employer or other entity, you warrant and represent that you have the full right and authority to do so. In the event that you do not have such authority, you agree that you will be personally liable to Souvenir Pixels for any breaches of the terms of this agreement.

23. Credit Attributions and Copyright Notices for Editorial Uses of Images

a) You shall provide a link back to www.souvenirpixels.com (where applicable) -or- provide a credit to the Souvenir Pixels contributor and to Souvenir Pixels in connection with the editorial use of any Image. Such credit shall be in substantially the following form: "Name of Artist/souvenirpixels.com"

b) In the event that an Image is used in connection with a film, television broadcast, documentary or other audio-video or multimedia project, you shall use reasonable commercial efforts to accord the Souvenir Pixels contributor and Souvenir Pixels a credit as provided above.

c) The unintentional omission of the aforesaid credit will not be a breach of the terms hereof provided that Subscriber cures such omission following email notice from Souvenir Pixels.

IN THE EVENT THAT YOU BREACH ANY OF THE TERMS OF THIS OR ANY OTHER AGREEMENT WITH SOUVENIR PIXELS, SOUVENIR PIXELS SHALL BE UNDER NO OBLIGATION TO REFUND ANY FEES PAID BY YOU IN THE EVENT THAT YOUR ACCOUNT IS TERMINATED BY REASON OF A BREACH ANY SUCH BREACH OR BREACHES.

SOUVENIR PIXELS  MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER, AS TO THE LEGALITY OR VALIDITY OF YOUR USE OF ANY IMAGE OR OF ANY RELEASE ASSOCIATED WITH AN IMAGE. THE IMAGES, AND ANY STORAGE MEDIA AND ACCOMPANYING MATERIALS (IF APPLICABLE), ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE.

SOUVENIR PIXELS  GRANTS NO RIGHTS AND MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE USE OF ANY NAMES, TRADEMARKS, SERVICE MARK, LOGOTYPES, COPYRIGHTED DESIGNS OR WORKS OF ART OR ARCHITECTURE DEPICTED IN ANY IMAGE. IT IS YOUR RESPONSIBILITY TO ASSURE THAT ALL NECESSARY RIGHTS, CONSENTS, OR PERMISSIONS THAT MAY BE REQUIRED FOR YOUR USE OF ANY IMAGES ARE OBTAINED. 

SOUVENIR PIXELS  DOES NOT WARRANT THAT THE IMAGE(S), SOUVENIR PIXELS WEBSITES, OR OTHER MATERIALS, WILL MEET YOUR REQUIREMENTS OR THAT USE WILL BE UNINTERRUPTED OR ERROR FREE. THE ENTIRE RISK AS TO THE QUALITY, PERFORMANCE AND USE OF THE IMAGE(S) IS SOLELY WITH YOU.

YOU UNDERSTAND THAT YOU SHOULD SEEK COMPETENT COUNSEL BEFORE USING IMAGES ON OR IN CONNECTION WITH ANY GOODS OR SERVICES OR FOR ANY OTHER COMMERCIAL PURPOSES.

IN NO EVENT, SHALL SOUVENIR PIXELS TOTAL AGGREGATE LIABILITY TO YOU, OR TO ANY THIRD PARTY CLAIMING THROUGH YOU, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SOUVENIR PIXELS WEBSITE AND/OR IMAGE(S) CONTAINED THEREON (WHETHER IN CONTRACT, TORT OR OTHERWISE) EXCEED THE MONETARY AMOUNT ACTUALLY RECEIVED BY SOUVENIR PIXELS FROM YOU FOR YOUR USE OF THE APPLICABLE IMAGE(S). NEITHER SOUVENIR PIXELS NOR ANY OF ITS OFFICERS, EMPLOYEES MANAGERS, MEMBERS, SHAREHOLDERS, DIRECTORS OR SUPPLIERS SHALL BE LIABLE TO YOU OR TO ANY OTHER PERSON OR ENTITY FOR ANY GENERAL, PUNITIVE, SPECIAL, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES, OR LOST PROFITS OR ANY OTHER DAMAGES, COSTS OR LOSSES ARISING OUT OF YOUR USE OF THE IMAGE(S), SOUVENIR PIXELS'S BREACH OF THIS AGREEMENT, OR OTHERWISE, UNLESS EXPRESSLY PROVIDED FOR HEREIN, EVEN IF SOUVENIR PIXELS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, COSTS OR LOSSES. IN NO EVENT, SHALL SOUVENIR PIXELS' TOTAL AGGREGATE LIABILITY TO YOU, OR TO ANY THIRD PARTY CLAIMING THROUGH YOU, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SOUVENIR PIXELS WEBSITE AND/OR IMAGE(S) CONTAINED THEREON (WHETHER IN CONTRACT, TORT OR OTHERWISE) EXCEED THE LIMITS OF LIABILITY.

IN THE EVENT THAT YOU USE FRAUDULENT CREDIT CARD INFORMATION OR OTHERWISE ENGAGE IN ANY CRIMINAL ACTIVITY AFFECTING SOUVENIR PIXELS, SOUVENIR PIXELS WILL PROMPTLY FILE A COMPLAINT WITH www.ic3.gov, THE INTERNET CRIME COMPLAINT CENTER, A PARTNERSHIP BETWEEN THE FEDERAL BUREAU OF INVESTIGATION (FBI) AND THE NATIONAL WHITE COLLAR CRIME CENTER.

Effective 30 July 2013