Corporate / Industrial License Agreement
CORPORATE / INDUSTRIAL INTERNAL VIDEO LICENSE AGREEMENT
Axiom Images, Inc. represents and warrants to [Customer Name / Company Name] (hereinafter collectively referred to as “Licensee”) that as the copyright holder, or authorized representative of the copyright holder, Axiom Images hereby grants Licensee the non-exclusive rights to incorporate and use the footage in multiple internal Corporate Videos for all media, worldwide, in perpetuity.
By licensing footage from Axiom Images, Licensee expressly acknowledges and agrees to abide by the terms of this Agreement and certifies that all information provided to Axiom Images is true and accurate.
Order #: [Invoice #]
Licensee: [Customer Name / Company Name]
Corporate Video / Industrial: [Project Name]
“Footage” means all types of video, digital images and any and all other visual images associated therewith.
“Corporate / Industrial Video” - An internal, non-publicly viewable video produced for a corporation or organization but would not be considered an advertisement.
1. Footage may be used within multiple internal use, non-publicly viewable, Corporate / Industrial Videos created by Licensee that are not used for advertising products or services for commercial purposes.
2. Footage may not be used in any way, and no rights are granted, until payment of all fees stated on the Invoice(s) are received by Axiom Images whether footage is used or not.
3. Footage shall remain the property of Axiom Images and/or the copyright owner.
4. Footage may not be publicly viewable or publicly displayed in any form. Any use by Licensee (or third parties) other than the use provided on the Invoice shall be considered a material breach of this Agreement.
5. Licensee may not sell, rent, lend, sublicense, or otherwise transfer any footage or the right to use or reproduce footage, and will take all commercially reasonable efforts to prevent third parties from doing same.
6. Footage may not be used for any libelous, defamatory or other unlawful purpose; or in a manner that would tarnish, damage or harm the rights of another; or as a trademark or service mark; or in violation of the trademark or copyright rights of others.
7. No model releases, clearances or other releases exist on any footage unless the existence of such release is specified in writing by Axiom Images. Axiom Images gives no rights or warranties with respect to the use of names, trademarks, logo types, designs or works of art depicted in any footage, or the registrations or copyrights thereof, and Licensee must satisfy itself that all necessary rights, consents or permission as may be required for reproduction are secured.
8. Licensee may, without Axiom Images’ prior consent, transfer the license granted hereunder in conjunction with an assignment or transfer of the Industrial / Corporate Video for the purposes of sale or distribution. In that event, the transferee or assignee shall be bound, as though they were the Licensee, to all of the terms and conditions of this Agreement.
9. All rights not specifically granted herein to Licensee are reserved for Axiom Images’ use and disposition without any limitations whatsoever.
10. Licensee shall indemnify Axiom Images and hold Axiom Images harmless from all claims, damages, liabilities, and/or lawsuits, including reasonable attorneys' fees, arising from or relating to the use of the footage by Licensee (or third parties). Axiom Images shall indemnify Licensee against all claims relating to or arising from the Axiom Images warranty that it has the right to grant the rights specified herein.
11. These terms and the terms of any subsequent invoice/copyright license supersede any and all prior agreements and understandings pertaining hereto.
12. Where credits are given to other licensed material providers, credit shall also be given to Axiom Images in equal and comparable placement to such credit. (e.g. “Footage provided by Axiom Images”)
CLAIMS OR DISPUTES
13. Axiom Images hereby agrees that its sole remedy shall, in the event of a breach by Licensee be in the form of monetary damages. Axiom Images agrees that it shall not seek any relief at equity including specific performance or any other type of injunctive relief.
14. Any and all disputes, with the exception of copyright claims, arising out of, under or in connection with this Agreement, including, without limitation, the validity, interpretation, performance and breach hereof, shall be settled by arbitration in Los Angeles, California, pursuant to the rules of the American Arbitration Association. Judgment upon the award rendered may be entered in the highest court of the State having jurisdiction. This Agreement, its validity and effect, shall be interpreted under and governed by the laws of the State of California. If Axiom Images is caused to present claims or suit as a result of any breach of the above terms set forth, it shall be made whole by Licensee for such reasonable legal fees or costs.