Stock Standard License
This is a stock media licensing service operated by Mekel.
Your Rights in the Content
Content is protected by United States and international copyright laws and treaties. Mekel and the artists who provide Content to Mekel (“Contributors”) own all rights, including the copyrights, in and to the Content. Mekel and its Contributors reserve all rights in and to the Content not expressly granted to you in this agreement. Your rights to use any Content are subject to the terms and conditions set forth in the Agreement.
Mekel grants you a worldwide, non-exclusive, and non-transferable right in perpetuity to use, make derivative works incorporating, display, reproduce and distribute Content, subject to the exceptions and limitations set forth in this Paragraph 2 and Paragraph 3. The rights granted under this Paragraph are limited to ten (10) people employed by the same legal entity (“Users”) entering into this Agreement. If you intend to grant access to more than ten (10) Users, please contact our sales team at firstname.lastname@example.org to customize your Agreement. “Non-transferable” in this Agreement means that You may not sell, rent, load, give, sublicense, or otherwise transfer any standalone Content or the right to use such Content to a third party. The work you produce with the Content must be used for yourself, your direct employer, client, or customer, who must be the end user of your work.
Content may not be used for more than one client unless you purchase a separate license for each separate client.
A legal entity entering into this License may share Content internally by creating an image library, network configuration or similar arrangement; however, use of the Content is restricted to Users as set forth in paragraph 2.
If you create a derivative work based on or incorporating any Content, all rights in and to such Content will continue to be owned by Mekel or its Contributor(s), subject to your rights to use such Content under this Agreement.
Restrictions on Your Use of the Content
There are restrictions on your use of Content. If your intended use of Content requires rights restricted by this section, we encourage you to contact our sales team at email@example.com.
You may not:
Incorporate Content into merchandise or products for distribution and/or sale. Merchandise includes, by way of example but not limitation, t-shirts, mugs, posters, postcards, cellphone covers, computer skins, and other items, including so-called “print on demand” services. However, you may incorporate Content into printed publications, including but not limited to books, book covers, magazines and newspapers;
Make Content available or use the Content in a digital format so that the Content can be reused by multiple third parties via templates or similar products;
Use any Content 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 rights;
Use any Content in such a way as to imply that any model depicted in the Content personally uses or endorses a product or service, or endorses any political candidate or controversial opinion without a clear and conspicuous disclaimer that the person depicted in the Content is a model;
Use any Content depicting any model in a way that implies that the depicted person suffers from any physical or mental infirmity, ailment or condition, unless accompanied by a clear and conspicuous statement indicating that the person is a model and the Content is being used for illustrative purposes only;
Falsely represent, expressly or by way of reasonable implication, that any Content was created by you or a person other than the copyright holder(s) of such Content;
Use any Content (in whole or in part) as a trademark, service mark, logo, or other indication of origin, or as part thereof; or
Use any Content marked “Editorial Use Only” for non-editorial purposes.
Credit Attributions and Copyright Notices
If you use Content in connection with a book, e-book, magazine, newspaper, or on the internet, you must give credit and provide a copyright attribution to the copyright holder and Stock. Such credit and attribution must be in substantially the following form:
“Image or Footage (as applicable) Copyright Mekel”
If you use Content in connection with a film, television broadcast, documentary or other video or multimedia presentation, you agree to use reasonable commercial efforts to accord the copyright holder and Stock a credit as provided above if any other provider of images or footage is accorded credit in such work.
All credits must appear on the copyright page or in the copyright section of the work into which the Content is incorporated. If there is no copyright page or section, the credit may be located any place on the work. In all cases the credit must be of a size, color and prominence that is clearly and easily readable by the unaided eye.
Mekel may waive credit attributions and copyright notices on a case by case basis. If you have any questions regarding credit attributions and copyright notices, or would like to request that Mekel grant you a waiver of such requirements, please contact Mekel Customer Support at firstname.lastname@example.org. No waiver of such requirements will be effective unless confirmed in an email or other writing from Mekel to you.
Payments, Invoices and Refunds
Your rights to use the Content are conditioned upon making timely payment to Mekel for all amounts due to Mekel. If you fail to make a payment to Mekel when due, if a check is dishonored, or if a credit card charge is refused or charged back, your account will be considered delinquent.
If your account becomes delinquent, your right to use any Content downloaded but not paid for will terminate unless all payments together with any interest accrued, and all costs incurred by Mekel to obtain payment from you, are received by Mekel no later than forty five (45) days from the date that Mekel sends you notice that your account has become delinquent.
What We Represent and Warrant to One Another
Mekel represents and warrants that:
- Unaltered Content which is downloaded and used in full compliance with this Agreement and applicable law will not infringe any copyright, trademark or other intellectual property right, and such unaltered Content does not violate any third parties’ rights of privacy or publicity;
- Unaltered Content does not and will not: (i) violate any AU law; (ii) be defamatory or libelous; or (iii) be pornographic or obscene
These representations and warranties do not apply to Content designated “Editorial Use Only”.
While Mekel makes commercially reasonable efforts to ensure the accuracy of keywords and descriptions on its sites, Mekel makes no warranties and/or representations regarding such keywords or image descriptions.
You represent and warrant that if you are entering into this Agreement on behalf of an employer or other entity, 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 Mekel for any breach of the terms of this Agreement.
What Happens If Legal Issues Arise
Indemnification by Mekel:
Provided that you have not breached the terms of this Agreement or any other agreement with Mekel, Mekel will defend, indemnify and hold you harmless, up to the “Limit of Liability” defined hereafter, from those legal claims for direct damages which are directly attributable to Mekel’s breach of its representations and warranties in this Agreement, together with reasonable attorneys’ fees arising out of any lawsuit, claim, or legal proceeding alleging that your use or distribution of downloaded Content under this Agreement violates Mekel’s warranties in this Agreement.
Mekel’s total maximum aggregate obligation and liability (the “Limit of Liability”) arising out of each of your Stock Content licenses shall be AUD Fifty Thousand Dollars ($50,000). Mekel’s liability under any individual license purchased hereunder shall not exceed the “Limit of Liability”, and is without regard to the number of times the subject Visual Content is licensed or used by you.
Mekel is not liable for any damages, costs or losses resulting from claims arising out of: a) modifications made by you to Content, b) as a result of the context in which the Content is used by you, or c) the use of Content designated “Editorial Use Only”.
Mekel will indemnify you on the condition that you notify Mekel, in writing, of a legal claim or threatened legal claim, no later than ten (10) business days from the date you know or reasonably should have known of the claim or threatened claim. The notification must: i. Include all details of the claim known to you at that time (such as the Stock Content identification number, a copy of the Content as used, name and contact information of person and/or entity making the claim, nature and date of alleged claim, and copies of any correspondence received and/or sent in connection with the claim); and ii. Be mailed to Mekel, PO Box 499, Mt Lawley Western Australia 6050
Mekel has the right to assume the handling, settlement or defense of any claim or litigation to which this indemnification applies. You agree to cooperate with Mekel in the defense of any such claim. You have the right to participate in any litigation at your own expense. Mekel is not liable for any legal fees and/or other costs incurred prior to receiving complete notification of the claim as provided in this Agreement.
Indemnification by You:
You agree to indemnify and hold Mekel harmless against any damages or liability of any kind arising from any use of any Content other than the uses expressly permitted by the Agreement. You further agree to indemnify Mekel for all costs and expenses that Mekel incurs in the event that you breach any of the terms of the Agreement or any other agreement with Mekel.
What Happens If We Change Our Terms of Service
In order to best provide its services, Mekel reserves the right to modify these terms at any time and to notify you of material changes at the email address which you provided to Mekel. If you do not agree with the changes, do not download any Content after the effective date of such changes. By downloading Content after such changes are effected, you consent to the changes.
If you breach any of the terms of this Agreement or any other agreement with Mekel, Mekel has the right to terminate your account without further notice. Mekel is under no obligation to refund any fees paid by you in the event that your account is terminated by reason of any such breach.
Mekel does not warrant that the Content, the Stock 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 foregoing is solely with you.
You understand that you should seek competent counsel before using Content in connection with any commercial endeavors.
The validity, interpretation and enforcement of this agreement, matters arising out of or related to this agreement or its making, performance or breach, and related matters shall be governed by the internal laws Australia. Any legal action or proceeding concerning the validity, interpretation and enforcement of this agreement, matters arising out of or related to this agreement or its making, performance or breach, or related matters shall be brought exclusively in the courts of Australia, and all parties consent to the exclusive jurisdiction of those courts, waiving any objection to the propriety or convenience of such venues.
Except as expressly contained herein, neither Mekel nor its officers, employees managers, members, shareholders, directors or suppliers will be liable for any damages, including actual, indirect, special, or consequential damages arising from the download or use of Content or the termination of your Stock account.
Updated February 21, 2018