License


This terms of service is a legal agreement between you or the company or other individual on whose behalf you are entering into this agreement and Color Space and sets forth the rights and obligations with respect to any photos licensed by you. By entering into this agreement, you agree that your country of residence is the same as your billing address.

Color Space reserves the right to modify the agreement at any time in its sole discretion. Prior to such changes becoming effective, Color Space will use its efforts to notify you of any such change. Such notice may be made by email to the email address on file in your Color Space account, an announcement on this page via the announcement bar, your login page, and/or by other means.

This is a single license authorising one person to license, download and use photos. No other persons (including employees, co-workers or independent contractors) may access your account or use content licensed through your account.

For clarity, if a user is acting in an employment capacity, the employer will be deemed the licensee for the purposes of the license.

  1. Photos means all images, photos, illustrations, drawings, vectors available for license from the Color Space website.

  2. Editorial means still photographs appearing under the Editorial category.

  3. Visual Content shall refer collectively to, image, photo, editorial.

 

VISUAL CONTENT LICENSES

  1. Color Space hereby grants you a non-exclusive, non-transferable right to use, modify (except as expressly prohibited herein) and reproduce visual content worldwide, as expressly permitted by the applicable license and subject to the limitations set forth herein:

Photo Licenses

A regular licence grants you the right to use photos as set below:

  1. As a digital reproduction, including on websites, in online advertising, in social media, in mobile advertising, e-cards, e-publications (e-books, e-magazines, blogs, etc.), email marketing.
  2. For your own personal, non-commercial use (not for resale, download, distribution, or any commercial use of any kind).

An extended licence grants you the right to use photos as set below:

  1. As a digital reproduction, including on websites, in online advertising, in social media, in mobile advertising, e-cards, e-publications (e-books, e-magazines, blogs, etc.), email marketing.
  2. For your own personal or commercial use (not for resale, download or distribution of any kind).

Editorial

  1. An editorial license grants you the right to make a single, editorial use of an item of editorial content, which single use may be distributed worldwide.

  2. A "single use" for the purposes of this license permits the use of editorial content in a single context (i.e., a news story, blog post, page of a publication) a single time, provided you shall have the right to distribute that use in-context across unlimited mediums and distribution channels. For example, the use of editorial content to illustrate a printed article, maybe reused on a blog, on social media, etc., provided it is in-context to the original printed article. Any use not in-context to the original printed article would require an additional license.

  3. An "editorial use" is for descriptive purposes in a context that is newsworthy or of human interest and expressly excludes commercial uses such as advertising or merchandising.

  4. All Editorial content shall be deemed for Editorial Use Only.

  5. Not all editorial content is available for license from the Color Space website. You understand that the editorial content available for license can change at any time and you shall have no right to demand to license any particular item of editorial content. If you want to license any editorial content not available for license from the website, please contact us on info@colorspace.co.za.

RESTRICTIONS ON USE OF VISUAL CONTENT

You may not

  1. Use visual content other than as expressly provided by the license you purchased.

  2. Portray any person depicted in visual content (a model) in a way that a reasonable person would find offensive, including but not limited to depicting a model: a) in connection with pornography, adult videos, adult entertainment venues, escort services, dating services, or the like; b) in connection with the advertisement or promotion of tobacco products; c) in a political context, such as the promotion, advertisement or endorsement of any party, candidate, or elected official, or in connection with any political policy or viewpoint; d) as suffering from, or medicating for, a physical or mental ailment; or e) engaging in immoral or criminal activities.

  3. Use any visual content in a pornographic, defamatory, or deceptive context, or in a manner that could be considered libellous, obscene, or illegal.

  4. Modify visual content designated "Editorial Use Only" in a manner that changes the context of what is depicted.

  5. Use visual content designated "Editorial Use Only" (including, but not limited to, Editorial content) for commercial purposes, including for reference, in any advertising, merchandise or other non-editorial contexts.

  6. Resell, redistribute, provide access to, share or transfer any visual content except as specifically provided. For example and not by way of limitation, the foregoing prohibits displaying content as, or as part of, a "gallery" of content through which third parties may search and select from such content.

  7. Use visual content in a manner that infringes upon any third party's trademark or other intellectual property, or would give rise to a claim of deceptive advertising or unfair competition.

  8. Use any visual content (in whole or in part) as a trademark, service mark, logo, or other indication of origin, or as part thereof.

  9. Falsely represent, expressly or by way of reasonable implication, that any visual content was created by you or a person other than the copyright holder(s) of that visual content.

CREDIT AND COPYRIGHT NOTICES

  1. The use of photos in connection with news reporting, commentary, publishing, or any other "editorial" context, shall be accompanied by an adjacent credit to the contributor and to Color Space in substantially the following form:

    "Name of artist/colorspace.co.za"

  2. Editorial credits shall take the following form:

    "Name of artist/Agency/Color Space"

  3. Attribution is always required for Editorial content.

  4. In all cases the credit and attribution shall be of such size, colour and prominence so as to be clearly and easily readable by the unaided eye.

 

WARRANTIES AND REPRESENTATIONS

  1. Color Space warrants and represents that:

    1. Color Space's contributors have granted Color Space all necessary rights.

    2. Photos in its original unaltered form and used in full compliance with this agreement and applicable law, will not: i) infringe any copyright, trademark or other intellectual property right; ii) violate any third parties' rights of privacy or publicity; iii) violate any law, statute, ordinance, or regulation; or iv) be defamatory, libellous, pornographic or obscene.

    3. Editorial content in the original unaltered form and used in full compliance with this agreement and applicable law, will not infringe a third party’s copyright, it being understood that the foregoing warranty does not apply to elements depicted in the editorial content.

 

INDEMNIFICATION AND LIABILITY

  1. Subject to the terms hereof, and provided that you have not breached the terms of this or any other agreement with Color Space, Color Space will defend, indemnify, and hold you harmless up to the applicable "Limit of Liability" set forth below. Such indemnification is solely limited to customer’s direct damages arising from a third-party claim directly attributable to Color Space’s breach of the express warranties and representations made in part III hereof, together with associated expenses (including reasonable attorneys’ fees). Indemnification is conditioned upon you notifying Color Space, in writing, of any such claim or threatened claim, no later than five (5) business days from the date you know or reasonably should have known of the claim or threatened claim. Such notification must include all details of the claim then known to you (e.g., the use of content at issue, the name and contact information of the individual and/or company making the claim, copies of any correspondence received and/or sent in connection with the claim). The notification must be emailed to Color Space at info@colorspace.co.za, attention: Legal team. Color Space shall have the right to assume the handling, settlement of any claim or litigation to which this indemnification applies. You agree to cooperate with Color Space in the defense of any such claim and shall have the right to participate in any litigation at your own expense. You agree that Color Space is not liable for any legal fees and/or other costs incurred by you or on your behalf prior to Color Space having a reasonable opportunity to analyse such claim’s validity.

  2. Color Space shall not be liable for any damages, costs or losses arising as a result of modifications made to the content or due to the context in which you use the content.

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

 

ADDITIONAL TERMS

  1. Except when required by law, Color Space shall be under no obligation to issue refunds under any circumstances. In the event that Color Space determines that you are entitled to a refund of all or part of the fees you paid, such refund shall be made using the payment method originally used by you to make your purchase.

  2. If Color Space is required to collect indirect and/or transactional taxes (such as sales tax, value-added tax, goods and services tax, et al) under the laws of your state or country of residence, you shall be liable for payment of any such indirect tax. Where Color Space or you are required to collect or remit direct or indirect taxes, you may be required to self-assess said tax under the applicable laws of your country of residence.

  3. "Non-transferable" as used herein means that except as specifically provided in this agreement, you may not sell, rent, load, give, sublicense, or otherwise transfer to anyone, content or the right to use content. You may however, make a one-time transfer of content to a third party for the sole purpose of causing such third party to print and/or manufacture your goods incorporating content subject to the terms and conditions herein. If you become aware that any social media website uses any content in a manner that exceeds your license hereunder, you agree to remove all derivative works incorporating content from such social media site, and to promptly notify Color Space of each such social media website's use. You agree to take all commercially reasonable steps to prevent third parties from duplicating any content. If you become aware of any unauthorised duplication of any content please notify us via email at info@colorspace.co.za.

  4. Upon notice from Color Space or if you learn that any content is subject to a threatened or actual claim of infringement, violation of another right, or any other claim for which Color Space may be liable, or if Color Space removes any content due to perceived business risk as determined in Color Space's reasonable discretion and gives you notice of such removal, you will remove the content from your computer systems and storage devices (electronic or physical) and, if possible, cease any future use of the removed content at your own expense. Color Space shall provide you with comparable content (which comparability will be determined by Color Space in its reasonable commercial judgment) free of charge, but subject to the terms and conditions of this agreement.

  5. If you use any content as part of work product created for or delivered to a client or customer, you will disclose the identities of such clients or customers to Color Space, upon Color Space’s reasonable request.

  6. 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 Color Space for any breaches of the terms of this agreement. You hereby grant Color Space a worldwide, non-exclusive, limited license to use your trademarks in Color Space's promotional materials, including a public customer list. Color Space's use of your trademarks shall at all times conform to your then-current trademark use policies as made available to Color Space and shall at all times inure to your benefit. Color Space further agrees that it will use commercially reasonable efforts to terminate any particular use of your trademark no later than thirty (30) days from the date of receipt by Color Spaceof your email request to info@colorspace.co.za.

  7. The number of content downloads available to you is determined by the product you purchase. For the purposes of this agreement, a day is defined as the twenty four (24) hour period beginning at the time your product is purchased/download. A month is defined as a calendar month beginning on and including the date that you purchase/download your product and ending on that date which is the earlier of (i) the same date as your purchase in the following month or (ii) the last day of the following month.

  8. Neither party may assign this agreement, without the prior written approval of the other party, except that Color Space may assign this agreement to a subsidiary, an affiliated company within the Color Space network of business, the entity that results from a merger or other corporate reorganisation involving Color Space, or an entity that acquires all or substantially all of Color Space’s assets or capital stock.

  9. Unless otherwise specified in the coupon/discount, any coupon or discount code applied to a purchase hereunder shall apply only to the first payment made in connection with such purchase.

  10. If any individual term of this agreement is found to be invalid or unenforceable by any legal or regulatory body of competent jurisdiction, such finding will be limited solely to such invalid or unenforceable part, without affecting the remaining parts of such individual term, or any other part of this agreement, so that this agreement shall otherwise remain in full force and effect.

  11. You expressly agree that any feedback provided to you by Color Space or its representatives regarding any questions you may have about this agreement or your use of content licensed hereunder, is solely for the purpose of interpreting this agreement and is not legal advice. Color Space cannot render legal advice to you and expressly disclaims any liability of any kind related to any feedback provided by Color Space or its representatives.

  12. It is expressly understood and agreed that this agreement is entered into solely for the mutual benefit of the parties herein and that no benefits, rights, duties, or obligations are intended by this agreement as to third parties.

  13. In the event that you breach any of the terms of this or any other agreement with Color Space, Color Space shall have the right to terminate your account without further notice, in addition to Color Spaces other rights at law and/or equity. Color Space 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.

  14. Except as expressly set forth herein, Color Space grants no rights and makes no warranties, with regard to the use of personally identifiable information that may be contained in the content, music or other audio, trademarks, trade dress or copyrighted designs or works of art or architecture depicted in any visual content. Color Space only has model or property releases where expressly indicated on the Color Space website.

  15. Color Space's liability under any individual license purchased hereunder shall not exceed the "Limit of Liability" applicable to the license in effect at the time customer knows or should have known of the claim, and is without regard to the number of times the subject content is licensed or used by you.

  16. In no event, will Color Space's total aggregate liability to you or any third party claiming through you, arising out of or in connection with your use of or inability to use the Color Space websites and/or content contained thereon (whether in contract, tort or otherwise) exceed the monetary amount actually received by Color Space from you for the applicable content license.

  17. Neither Color Space 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 content, Color Space's breach of this agreement, or otherwise, unless expressly provided for herein, even if Color Space has been advised of the possibility of such damages, costs or losses.

  18. All content is 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. Some content may contain elements that require additional clearance if the content is modified or used in a particular context. If you make such modification or use content in such context, you are solely responsible for obtaining any additional clearances thereby required.

  19. Color Space does not warrant that the content, Color Space website, 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 content is solely with you.

EFFECTIVE DATE: 03 July 2020