This License Agreement between the content purchaser (licensee, you) and CoverThoughts.com (we, us, our) explains how you can use photos you license from us.
By purchasing and downloading content from us, you accept the terms of this agreement.
1. What types of licenses do CoverThoughts offer?
1.1. Our standard licence includes exclusive, full use of the image, with very few restrictions. Every file downloaded from us comes with a standard license, unless stated otherwise.
1.2. You can license files from us individually, or as part of a pre-agreed package.
1.3. You may use watermarked content from our site on a complimentary basis to test designs only. Watermarked content cannot be used in any final materials or any publicly available.
2. How can I use licensed content?
2.1. You may use content in any way that is not restricted (see Restricted Uses). Subject to those restrictions and the rest of the terms of this agreement, the rights granted to you by CoverThoughts are:
2.1.1. Perpetual, meaning there is no expiration or end date on your rights to use the content.
2.1.2. Exclusive, meaning that you have exclusive rights to use the content. We will not license the same content to other customers.
2.1.3. Unlimited, meaning you can use the content in an unlimited number of projects and in any media.
2.1.4. For purposes of this agreement, "use" means to copy, reproduce, modify, edit, synchronize, perform, display, broadcast, publish, or otherwise make use of.
2.1.5. Examples of how you can use licensed content include: book covers; websites; blog posts; social media; advertisements; marketing campaigns; corporate presentations; newspapers; magazines; books; film and television productions; web and mobile applications; product packaging.
2.1.6. Please make sure you read the Restricted Uses section for exceptions.
3. Restricted Uses.
3.1. No Unlawful Use. You may not use content in a pornographic, defamatory or other unlawful manner.
3.2. No Standalone File Use. You may not use content in any way that allows others to download, extract, or redistribute content as a standalone file (meaning just the content file itself, separate from the project or end use).
3.3. No Use in Trademark or Logo. You may not use content as part of a trademark, design mark, tradename, business name, service mark, or logo.
3.4. No Standalone Resale. You may not resell any content in standalone form (meaning just the content file itself, separate from the project or end us).
3.5. No False Representation of Authorship. You may not falsely represent that you are the original creator of a work that is made up largely of licensed content. For instance, you cannot create a painting based solely on licensed content and claim that you are the author.
4. Who, besides me, can use the licensed content?
4.1. The rights granted to you are non-transferable and non-sublicensable, meaning that you cannot transfer or sublicense them to anyone else. There are some exceptions:
4.1.1. Employer, client. If you are purchasing on behalf of your employer or client, then your employer or client can use the content. In that case, you represent and warrant that you have full legal authority to bind your employer or client to the terms of this agreement. If you do not have that authority, then your employer or client may not use the content.
4.1.2. Subcontractors. You may allow subcontractors (for example, your printer, publishing house, promo teams, or mailing house) or distributors to use content in any production or distribution process related to your final project or end use. These subcontractors and distributors may not use the content for any other purpose.
4.1.3. Publisher. Your publisher may use content you licence from us in relation to your books only. Your publisher may not use the content for any other purpose.
4.1.4. Regardless of the circumstances, if the licenced content is passed to any third party, pursuant to 4.1.1, 4.1.2 or 4.1.3, and any misuse or breach of this agreement occurs, the licensee remains fully liable and responsible, as any such liability cannot be transferred to another party.
4.1.5. We reserve the right to use images on our website, promotional material, or products.
5. Intellectual property rights.
5.1. All of the licensed content is owned by either CoverThoughts, or content providers. All rights not expressly granted in this agreement are reserved.
5.2. You do not need to include a photo credit, but we always appreciate if you do!
6.1. This agreement is effective until it is terminated by either party. You can terminate this agreement by ceasing use of the content and deleting or destroying any copies. CoverThoughts.com may terminate this agreement at any time if you fail to comply with any of the terms, in which case you must immediately: cease using the content; delete or destroy any copies; and, if requested, confirm to us in writing that you have complied with these requirements.
6.2. Social Media Termination. If you use the content on a social media platform or other third party website and the platform or website uses (or announces that it plans to use) the content for its own purpose or in a way that is contrary to this agreement, this agreement shall immediately terminate.
6.3.1. File Download Refunds – CoverThoughts.com does not offer refunds for downloaded files. File returns will only be considered based on technical issues with the file at our sole discretion.
6.3.2. All requests for refunds/cancellations must be made in writing. If the request is approved, we will issue a credit to your account or credit card.
6.3.3. Content Withdrawal - We may discontinue licensing any item of content at any time at our sole discretion. Upon notice from us, or upon your knowledge, that any content may be subject to a claim of infringement of a third party's right for which we may be liable, we may require you to immediately, and at your own expense: cease using the content, delete or destroy any copies; and ensure that your clients, distributors and/or employer do likewise. We will provide you with replacement content (determined by us in our reasonable commercial judgment) free of charge, subject to the other terms of this agreement.
6.4. Should the agreement be terminated pursuant to clause 2, 3 or 4, as licensee has willingly violated the terms of the Licence Agreement, CoverThoughts reserve the right to restock the image for sale at a reduced cost and exclusivity rights become null and void.
7. Representations and Warranties.
7.1. We make the following representations and warranties:
7.1.1. Warranty of Non-Infringement. Your use of the content in accordance with this agreement and in the form delivered by us will not infringe on any copyright, moral right, trademark or other intellectual property right and will not violate any right of privacy or right of publicity; and all necessary model and/or property releases for use of the content in the manner authorized by this agreement have been obtained. Note that you are solely responsible for any edits made to the content.
7.1.2. No Other Warranties. Except as provided in the "warranty of non-infringement" section above, the content is provided "as is" without representation, warranty or condition of any kind, either express or implied, including, but not limited to, implied representations, warranties or conditions of merchantability, or fitness for a particular purpose. CoverThoughts does not represent or warrant that the content will meet your requirements or that its use will be uninterrupted or error free.
8. Indemnification/Limitation of Liability.
8.1. Indemnification of CoverThoughts.com by you. You agree to defend, indemnify and hold harmless CoverThoughts.com, and content suppliers, and each of their respective officers, from all damages, liabilities and expenses (including reasonable outside legal fees) arising out of or in connection with any breach or alleged breach by you (or anyone acting on your behalf) of any of the terms of this agreement.
8.2. Indemnification of you by CoverThoughts.com. Provided that the content is only used in accordance with this agreement and you are not otherwise in breach of this agreement, and as your sole and exclusive remedy for any breach of the warranties set forth in Section 8(a) above, We agree, subject to the terms of this Section 9, to defend, indemnify and hold harmless you, your corporate parent, subsidiaries and affiliates, and each of your respective officers, directors and employees from all damages, liabilities and expenses (including reasonable outside legal fees) arising out of or in connection with any breach or alleged breach by us of our warranty in Section 8(a) above. This indemnification does not apply to the extent any damages, costs or losses arise out of or are a result of modifications made by you to the content or the context in which the content is used by you. This indemnification also does not apply to your continued use of content following notice from us, or upon your knowledge, that the content is subject to a claim of infringement of a third party's right.
8.3. Limitation of Liability. WE WILL NOT BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY PUNITIVE, SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL OR OTHER SIMILAR DAMAGES, COSTS OR LOSSES ARISING OUT OF THIS AGREEMENT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, COSTS OR LOSSES. SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES OR LIABILITY.
9. General Provisions.
9.1. Assignment. This agreement is personal to you and is not assignable by you without CoverThoughts.com’s prior written consent. We may assign this agreement, without notice or consent, to any corporate affiliate or to any successor in interest, provided that such entity agrees to be bound by these terms.
9.2. Audit/Certificate of Compliance. Upon reasonable notice, you agree to provide to us sample copies of projects or end uses that contain licensed content, including by providing us with free of charge access to any pay-walled or otherwise restricted access website or platform where content is reproduced. In addition, upon reasonable notice, we may, at our discretion, either through our own employees or through a third party, audit your records directly related to this agreement and your use of licensed content in order to verify compliance with the terms of this agreement. Where we reasonably believe that content is being used outside of the scope of the license granted under this agreement, you agree, at our request, to provide a certificate of compliance signed by an officer of your company, in a form to be approved by us.
9.3. Electronic storage. You agree to retain the copyright symbol, the name of CoverThoughts.com, the content's identification number and any other information that may be embedded in the electronic file containing the original content, and to maintain appropriate security to protect the content from unauthorized use by third parties. You may make one copies of the content for back-up purposes.