READYIMAGESTM
TRIAL LICENSE AGREEMENT
Thank you for requesting a free trial of the ReadyImages licensing service ("ReadyImages") offered by Copyright Clearance Center, Inc. ("CCC").
Purpose. The purpose of this trial is to give the organization identified below ("You") the opportunity to access ReadyImages through the ReadyImages website at http://images.copyright.com/ (the "Website") for evaluation purposes only. This trial license agreement, together with the ReadyImages Terms of Use, available at http://images.copyright.com/terms_conditions.asp (collectively, the "Trial Agreement") govern the terms of Your use of ReadyImages during the Trial Period (as defined below).
License Grant. During the Trial Period and subject to the terms of this Trial Agreement, CCC hereby grants You the non-exclusive rights for Your employees and onsite contractors under Your control to access and download images available through the Website (the "Images"), and to use downloaded Images in accordance with the Permitted Uses and Excluded Uses described below. You agree to inform Your employees and onsite contractors who use ReadyImages of the scope of uses and limitations under this Trial Agreement. Unless terminated earlier as provided below, this license is effective for a period of 30 days from the date CCC grants You access to the Website (the "Trial Period"), and You are eligible for only one free trial. You may not assign or sublicense this Trial Agreement or any of your rights or obligations hereunder. This Trial Agreement covers up to 30 Image downloads from the Website during the Trial Period. Each use of an image in new materials requires a separate download. CCC will provide a means on the Website for You to track the number of downloads transacted during the Trial Period.
Usage Information. You acknowledge and agree that CCC and/or its licensors may track and retain records of Your activities on the Website (including Image downloads, page views, search terms entered and similar usage information) for purposes of evaluating and improving the ReadyImages service, and for related business purposes. Upon CCC's request, User agrees to reasonably cooperate to provide CCC with additional usage information to be used for such purposes, which may include paper or online questionnaires or other reasonable means of collecting such information. Such information will be used in a manner consistent with the ReadyImages Privacy Policy, posted at http://images.copyright.com/privacy_policy.asp.
Termination. This Agreement will terminate automatically at the end of the Trial Period. You acknowledge and agree that CCC may also terminate this Trial Agreement and suspend or terminate Your access to the Website prior to the end of the Trial Period if You violate the terms of this Trial Agreement. Upon termination of this Trial Agreement, (i) the limited licenses granted hereunder will immediately terminate and (ii) unless you have entered into an Annual Image License Agreement with CCC prior to the termination date, in which case You may continue to use any Images downloaded during the Trial Period under such agreement, You agree to delete any electronic copies of downloaded Image(s) from Your internal servers, content management system and any other storage media.
Entire Agreement; Governing Law. This Trial Agreement constitutes the entire agreement between You and CCC with regard to its subject matter. This Trial Agreement will be governed by and construed under the laws of the State of New York, without regard to the principles thereof of conflicts of law. Any case, controversy, suit, action or proceeding arising out of, in connection with, or related to this Agreement will be brought in any federal or state court located in the County of New York, State of New York. You expressly submit to the personal jurisdiction and venue of any such court.
Authority and Acceptance. By clicking "submit" and submitting the ReadyImages Trial License application form, you represent that you have full authority to enter into this Trial Agreement on behalf of the organization identified in the application form and that such organization accepts the terms of this Trial Agreement.
Permitted and Excluded Uses. During the Trial Period and subject to the terms of the Trial Agreement, You, Your employees and onsite contractors may use ReadyImages and the Images downloaded from the Website as follows:
A. Download, Storage and Editing
to access the Website for purposes of viewing and downloading Images;
to download and store Images within Your internal electronic network, including any server or Content Management System (CMS) utilized by Your company;
to edit and manipulate Images (including cropping, modifying and marking up Images) in a manner and for uses consistent with the Trial Agreement;
B. Internal Distribution
to distribute Images to any employee or onsite contractor by means of Your internal electronic network (including by means of electronic mail) for display, viewing and other uses within the scope of these terms;
to print hard copies of downloaded Images and to distribute such copies to employees or onsite contractors for uses within the scope of the Trial Agreement;
C. Internal Display
to display electronic or hard copies of Images inside Your company offices;
to display the Images on Your intranet for Your company's general "internal business purposes" (which internal business purposes shall not include the reproduction and distribution of copies of Images, or of Print Materials or Electronic Materials (as defined below) to, or their use by, persons other than Your employees or onsite contractors);
D. Use in Print Materials
to create and use for internal business purposes printed materials incorporating or derived from the Images (collectively "Print Materials"), such as training materials, internal product descriptions, internal presentation materials and the like;
to use, display and distribute such Print Materials, solely to the extent they embody or are incorporated into client presentation materials, externally to current and prospective vendors, distributors, agencies, clients, consultants and other similar entities with which You engage in business;
E. Use in Electronic Materials
to create and use for internal business purposes electronic presentations, videos and other multimedia into which downloaded Images are incorporated ("Electronic Materials");
to display and otherwise use (but not to distribute) such Electronic Materials externally (including on an access-controlled extranet) in connection with client presentations, customer visits, and other similar corporate activities, including industry conferences, trade shows, and the like;
to distribute such Electronic Materials to current and prospective vendors, distributors, agencies, clients, consultants and other similar entities with which You engage in business; provided that an Image may be distributed to such entities only as part of the Electronic Materials into which it is incorporated and not independently from such Electronic Materials.
Excluded Uses. The Images may not be used for any of the following Excluded Uses:
Use of an Image on the Internet, including areas of Your corporate website that are accessible to the general public;
Use of an Image in external promotions or public display of the Image, except to the extent expressly described above;
Use of an Image in external advertising, packaging, direct mail or other external marketing materials;
Use of an Image in any tradeshow handouts, tradeshow booth artwork or the like (except to the extent expressly described in Section D or E above);
Personal uses of Images by Your employees or by other persons;
Distribution to or use of Images by third parties other than as expressly authorized under these terms;
Any offensive use of an Image, including, without limitation, any use of an Image that is defamatory, violates the rights of third parties, or is otherwise illegal, sexually explicit or obscene.
