Licensing Terms and Conditions
These Licensing Terms and Conditions ("Agreement") govern the licensing of images provided by Oedipa Agency Ltd ("Oedipa Agency", "Oedipa", "we", "our", "us") to you ("Licensee", "you", "your"). By downloading, purchasing, or otherwise using our Images, you agree to be bound by the terms of this Agreement. If you do not agree with these terms, you should not use our Images.
If you have additional questions or require more information about our Privacy Policy, do not hesitate to contact us.
1. LICENSE GRANT
1.1 Types of License
Subject to payment of the applicable fee, Oedipa Agency grants the Licensee a non-exclusive, non-transferable, revocable license to use the Image(s) solely in accordance with the terms specified in this Agreement. The type of use and permitted media shall be clearly outlined in the accompanying order or invoice.
1.2 Usage Rights
The rights granted are for specific uses only, as detailed below:
Editorial Use: The Image(s) can be used for editorial purposes in publications, books, newspapers, magazines, and online content related to current events, news, or informational purposes.
Commercial Use: The Image(s) may be used for advertising, marketing, promotions, and other commercial uses.
Licensing for Third-Party Use: You may not sublicense, sell, or transfer the Image(s) to any third party without prior written consent from Oedipa Agency Ltd.
Other Uses: Any other uses not specified in this Agreement are not permitted unless separately agreed upon in writing.
1.3 Permitted Media
The Image(s) may be used in the following media:
• Print (newspapers, magazines, brochures, etc.)
• Digital (websites, social media, apps, etc.)
• Broadcast (television, online videos, etc.)
• Other media as expressly agreed.
2. RESTRICTIONS
2.1 Prohibited Uses
The Licensee shall not:
• Use the Image(s) in a way that may be deemed defamatory, illegal, obscene, or offensive.
• Use the Image(s) to create misleading, false, or deceptive content.
• Use the Image(s) in any product or service that competes with Oedipa Agency or misrepresents the Image(s).
• Modify, alter, or create derivative works of the Image(s) except where explicitly allowed under the terms of the license (e.g., for cropping or resizing for editorial content).
• Use the Image(s) in connection with any hate speech, political campaigns, or any other use that may damage the reputation of the subjects in the images or Oedipa Agency.
2.2 No Ownership Rights
This Agreement grants the Licensee a license to use the Image(s), but it does not transfer ownership of the Image(s) or any intellectual property rights to the Licensee. Oedipa retains full ownership and copyright of the Image(s).
3. LICENSE TERM
3.1 License Duration
The term of the license is as agreed upon at the time of the purchase. Unless otherwise stated, the license is granted for a perpetual period, but may be revoked or terminated by Oedipa Agency under certain circumstances outlined in Section 6 below.
4. LICENSE FEES AND PAYMENT
4.1 Payment Terms
The Licensee agrees to pay the license fee as specified at the time of purchase. Fees may vary based on the intended use, duration, and distribution scope of the Image(s).
4.2 Late Payment
Any late payment may result in the suspension of the license or the termination of this Agreement. The Licensee shall also be responsible for any costs incurred by Oedipa Agency in the collection of overdue payments.
5. CREDITING THE IMAGE(S)
5.1 Attribution
The Licensee agrees to credit Oedipa Agency Ltd as the source of the Image(s) whenever possible and in accordance with industry standards. Example of crediting:
"[Artist’s Name] / Oedipa Agency"
6. TERMINATION AND REVOCATION
6.1 Termination by Oedipa
Oedipa Agency reserves the right to terminate this Agreement immediately upon notice to the Licensee if:
• The Licensee breaches any provision of this Agreement and fails to remedy the breach within 7 days after notice.
• The Licensee uses the Image(s) in an unlawful or unethical manner.
• The Licensee engages in activities that damage the reputation of Oedipa or its artists.
6.2 License Revocation
In cases of misuse, Oedipa Agency has the right to revoke the License and require the Licensee to cease all use of the Image(s) immediately. The Licensee must confirm in writing that all copies of the Image(s) have been deleted, destroyed or returned.
7. WARRANTIES AND REPRESENTATIONS
7.1 Warranty
Oedipa Agency represents and warrants that it has the right to grant the License to the Image(s) and that, to the best of our knowledge, the Image(s) do not infringe upon any third-party rights. Oedipa Agency will indemnify the Licensee against any claims related to the Image’s copyright infringement.
7.2 No Other Warranties
Oedipa Agency makes no warranties, express or implied, regarding the use of the Image(s), including but not limited to their fitness for a particular purpose, accuracy, or suitability for the Licensee’s needs. The Licensee accepts the Image(s) "as is."
8. LIMITATION OF LIABILITY
8.1 Liability Cap
Oedipa Agency’s liability for any claim arising out of this Agreement shall be limited to the total amount paid by the Licensee for the Image(s) in question. Oedipa shall not be liable for any indirect, consequential, or incidental damages, including loss of revenue, profits, or business interruption.
9. GOVERNING LAW AND DISPUTE RESOLUTION
9.1 Governing Law
This Agreement shall be governed by and construed in accordance with the laws of England and Wales.
9.2 Dispute Resolution
Any dispute arising from or relating to this Agreement shall first be attempted to be resolved through good-faith negotiations. If the dispute cannot be resolved within 30 days, the parties agree to submit to binding arbitration under the rules of the London Court of International Arbitration (LCIA).
10. MISCELLANEOUS
10.1 Entire Agreement
This Agreement constitutes the entire agreement between the parties regarding the licensing of the Image(s) and supersedes all prior agreements or understandings, whether written or oral.
10.2 Severability
If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
10.3 Amendments
Oedipa reserves the right to modify or update these Licensing Terms and Conditions at any time. Any changes will be posted on our website, and the Licensee’s continued use of the Image(s) after such changes will constitute acceptance of the new terms.