BRAND X PICTURES ROYALTY-FREE LICENSE AGREEMENT

THIS IS A BINDING LEGAL AGREEMENT BETWEEN PICTUREARTS AND YOU, OR, IF YOU MAKE THIS AGREEMENT ON BEHALF OF YOUR EMPLOYER, THE SAME RIGHTS, LIMITATIONS AND RESTRICTIONS APPLY TO YOUR EMPLOYER. PLEASE READ THIS LICENSE AGREEMENT CAREFULLY BEFORE USING ANY IMAGES. BY BREAKING THE DISC PACKAGING SEAL, OR DOWNLOADING AN IMAGE FROM THIS WEBSITE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE WITH THE TERMS OF THIS LICENSE AGREEMENT, PROMPTLY RETURN THE UNUSED DISC IN THE ORIGINAL PACKAGE FOR A FULL REFUND, OR CLICK ON YOUR BROWSER’S BACK BUTTON TO DECLINE THIS AGREEMENT.

GRANT OF RIGHTS

PictureArts grants you (or your employer) a personal, non-transferable, non-exclusive right to transfer an image, or collection of images (collectively “Images”) on your personal computer. Images may be shared by creating an Image library so long as no more than 10 specific individuals, all of whom must be employed by the same entity, have access to the Images. When calculating this user limitation, please note that no more than 10 individuals may have access to the Images, even if only 10 people are accessing the Images at any particular time. To use this product with more than 10 individuals, please contact our customer support team at sales@picturearts.com or 1-800-720-9755.

PERMITTED USES

The Images may be used in perpetuity on a worldwide basis in personal or commercial uses in: advertising, promotional materials, and/or packaging; broadcast or theatrical exhibition; online or electronic distribution including web design; for electronic or print publication; or for personal noncommercial use including test, sample, comp or layout. Images may be incorporated in products offered for sale where the image is a significant part of the product (such as T-shirts, book covers, non-disposable packaging, coffee mugs, posters, greeting cards etc.) You will not need to purchase an additional resale illustration license to incorporate an image into these types of products.

PROHIBITED USES

You may not use the Images in any manner that is not expressly permitted in this agreement. All rights not expressly granted by this agreement are retained by PictureArts

Images may not be incorporated into a derivative artwork for which a claim of new copyright may be sought or obtained. Images may not be incorporated in a product for the purpose of redistributing, sublicensing or re-selling the image, and the Images themselves may not be re-sold, licensed, or rented.

PROHIBITED SENSITIVE USE

Pornographic, defamatory, or libelous use of the Images is prohibited. Use of the Images as a trademark or service mark, is prohibited. You may not use the Images that depicts or identifies a real person in connection with sensitive subject matter (e.g. sex, promiscuity, abortion, birth control, physical and mental ailments, illicit drugs, tobacco, firearms, infectious diseases, or the disparagement of a product or person.) The Images may not otherwise be used in a manner that is unlawful or misleading.

GENERAL

All rights in and title to the Images and software involved in the distribution of the Images are owned by PictureArts and its licensors and protected by copyright and other laws. No title to or intellectual property rights in the Images are transferred to you. All rights not expressly granted are reserved. The Images may not be transferred by you without the prior written consent of PictureArts. This license will terminate automatically without notice from PictureArts if you fail to pay in full for an image or breach any of its provisions. For purposes of this license, the singular includes the plural and vice-versa. This agreement may not be modified except in writing, duly signed by PictureArts. This agreement will be governed in all respects by the laws of the State of California, and venue for all disputes arising under this agreement, or your use of the Images, shall lie exclusively in the Superior or Federal Courts of the State of California, County of Los Angeles.

LIMITED WARRANTY AND LIMITATIONS OF LIABILITLY

PictureArts warrants the Images to be free from defects in material and workmanship for 30 days from delivery. Your sole and exclusive remedy for a breach of this warranty is the replacement of the Image(s) or refund of the purchase price, at PictureArts’ option. PICTUREARTS MAKES NO OTHER WARRANTY, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. NEITHER PICTUREARTS, ITS DISTRIBUTORS NOR ITS LICENSORS SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY GENERAL, SPECIAL, DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR OTHER DAMAGES ARISING OUT OF THIS AGREEMENT OR YOUR OR ANY THIRD PARTY’S USE OF THE IMAGES. IF PICTUREARTS SHALL HAVE ANY LIABILITY OF ANY KIND TO YOU OR ANY THIRD PARTY BY VIRTUE OF THIS LICENSE OR YOUR OR ANY THIRD PARTY’S USE OF THE IMAGES, YOU AGREE THAT THE TOTAL AGGREGATE LIABILITY OF PICTUREARTS SHALL NOT EXCEED THE LICENSE FEE YOU PAID FOR THE IMAGE. THIS LIMITATION OF LIABILITY REFLECTS AN ALLOCATION OF RISK BETWEEN YOU AND PICTUREARTS IN VIEW OF THE NOMINAL LICENSE FEE CHARGED.

Copyright 2004 PictureArts. All rights reserved.