Royalty Free Agreement, Standard

This is a license agreement between you and SKYTIMELAPSE, the sole proprietorship of Timothy Kronberger (U.S. citizen),  that explains how you can use video clips that you license from SKYTIMELAPSE. By checking the box on the order page (not shown here) that indicates you have read and accepted this agreement, you accept the terms of this agreement and agree to its allowed uses and restrictions under a standard license:

1. What types of licenses does SKYTIMELAPSE offer?
   SKYTIMELAPSE offers two types of licenses: standard and extended. Every file downloaded from SKYTIMELAPSE comes with a standard license. Elevated licenses allow for more resale of certain categories of items. Elevated licenses are available by checkout, but not to the public person without an account with SKYTIMELAPSE.
2. You may download watermarked content from the SKYTIMELAPSE site on a complimentary basis for test or sample layout (composite) use only. You may request RAW proofs from Tim here.
3. How can I use licensed content?
   You may use content in any way that is not restricted (see Restricted Uses below). Subject to those restrictions and the rest of the terms of this agreement, the rights granted to you by SKYTIMELAPSE are:
   1. Perpetual, meaning there is no expiration or end date on your rights to use the content downloaded during your agreement.
   2. Non-exclusive, meaning that you do not have exclusive rights to use the content. SKYTIMELAPSE can license the same content to other customers.
   3. Worldwide, meaning content can be used in any geographic territory.
   4. Unlimited, meaning you can use the content in an unlimited number of projects and in any media.
4. For purposes of this agreement, “use” means to copy, reproduce, modify, edit, synchronize, perform, display, broadcast, publish, or otherwise make use of.
   
5. Examples of how you can use licensed content include: websites; blog posts; social media; advertisements; marketing campaigns; corporate presentations; newspapers; magazines; books; film and television productions; web and mobile applications; product packaging.
   Please make sure you read the Restricted Uses section below for exceptions.
6. Restricted Uses for both standard and elevated:
   1. No Unlawful Use. You may not use content in an unlawful manner, or in violation of any applicable regulations or industry codes.
7. 1. 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).
   2. No Use in Trademark or Logo. Unless you purchase a custom license, you may not use content (in whole or in part) as the distinctive or distinguishing feature of a trademark, design mark, tradename, business name, service mark, or logo. Additionally, you shall not be entitled to register (in any jurisdiction) such content (in whole or in part) as a trademark or rely on any such registrations, prior use, and/or accrued goodwill to prevent any third party use of the content or any similar content (including by us, our customers, or the copyright owner of such content).
   3. No False Representation. You may not falsely represent that you are the original creator of an end use 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. No malicious purpose. Additionally, you may not use this footage in a project that is intended to defame or smear anyone, or spread unsubstantiated claims. This may not fully define all malicious purposes, however no malicious purpose is allowed.
   5. No Use in Trademark or Logo. You may not incorporate any footage into a logo, trademark or service mark.
      Restricted Uses – unless extended license purchased. Extended licenses are only available for purchase with sale on a file by file basis.
   6. No Products for Resale. Unless you purchase an extended license, you may not use content in connection with any goods or services intended for resale or distribution where the primary value lies in the content itself including, without limitation, cards, stationery items, paper products, calendars, apparel items, posters (printed on paper, canvas, or any other media), DVDs, mobile applications or other items for resale, license or other distribution for profit. This includes “on demand” products (meaning products in which content is selected by a third party for customization on such product on a made-to-order basis), including, without limitation, postcards, mugs, t-shirts, posters and other items (this includes the sale of products through custom designed websites, as well as sites such as zazzle.com and cafepress.com). 
   7. No Electronic Templates. Unless you purchase an elevated license, you may not use content in electronic or digital templates intended for resale or other distribution (for example, website templates, business card templates, electronic greeting card templates, brochure design templates).

Restriction	Products for resale/ Electronic templates
Standard License	Not permitted
Elevated License	Up to 10,000 postcards, greeting cards or other cards, stationery, stickers and paper products; Up to 1,000 posters, calendars or other similar publications, mugs or mousepads; or Up to 200 t-shirts, sweatshirts, or other apparel, games, toys, entertainment goods like CDs or DVDs, framed or mounted artwork. Unlimited for electronic products such as mobile applications and electronic templates.

10. Limited print run. Unless you purchase an extended license, you may not reproduce the content more than 100,000 times in physical print form. This restriction does not apply to electronic reproduction.

Restriction	Print run
Standard License	500,000
Extended License	Unlimited

11. Unless expressly authorized, you may not use any items of content in connection with an immutable digital asset intended for sale (such as a non-fungible token).
12. No Machine Learning, AI, or Biometric Technology Use. Unless expressly authorized by SKYTIMELAPSE, you may not use content (including any caption information, keywords or other metadata associated with content) for any machine learning and/or artificial intelligence purposes, or for any technologies designed or intended for the identification of natural persons. Additionally, SKYTIMELAPSE does not represent or warrant that consent has been obtained for such uses with respect to model-released content.

7. Who, besides me, can use the licensed content?
   The rights granted to you are non-transferable and non-sublicensable, meaning that you cannot transfer or sublicense them to anyone else. There are two exceptions:
   1. Employer or 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.
   2. Subcontractors. You may allow subcontractors (for example, your printer 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.
      
8. Intellectual property rights.
   1. Who owns the content?
      All of the licensed content is owned by SKYTIMELAPSE, the sole proprietorship of Timothy Kronberger. All rights not expressly granted in this agreement are reserved by SKYTIMELAPSE and the content suppliers.
   2. Attribution.
      1. Do I need to include a photo credit?
      2. You do not need to include a photo credit for commercial use, but if you are using content for editorial purposes, you must include the following credit adjacent to the content or in visual production credits: “SKYTIMELAPSE.com” or “Tim Kronberger”
      3. Do I need to include a video credit?
      4. Yes, if technically feasible, you must include the following credit in visual productions: “SKYTIMELAPSE” or “Tim Kronberger”
9. Termination/Cancellation/Withdrawal.
   1. Termination.
      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. SKYTIMELAPSE 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 SKYTIMELAPSE in writing that you have complied with these requirements.
      1. 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.
   2. Refunds/Cancellation.
      1. File Download Refunds – With reasonable exception SKYTIMELAPSE does not offer refunds or re-credits for downloaded files, unless reasons make it impossible to deliver footage digitally in a timely manner. File returns will only be considered based on technical issues with the file at the sole discretion of SKYTIMELAPSE. Full 4K samples are available in the sample gallery. Contact SKYTIMELAPSE prior to agreement if any clip needs further quality checks.
   3. All requests for refunds/cancellations must be made in electronic writing. If the request is approved, SKYTIMELAPSE will issue a credit to your account or credit card. In the event of cancellation, your rights to use the content terminate, and you must delete or destroy any copies of the content.
10. Representations and Warranties.
    SKYTIMELAPSE makes the following representations and warranties:
    1. Warranty of Non-Infringement. Except with respect to content identified as “editorial use only,” your use of the content in accordance with this agreement and in the form delivered by SKYTIMELAPSE 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 (whether using an SKYTIMELAPSE editing tool or otherwise).
    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. SKYTIMELAPSE does not represent or warrant that the content will meet your requirements or that its use will be uninterrupted or error free.
11. Indemnification/Limitation of Liability.
    1. Indemnification of SKYTIMELAPSE by you. You agree to defend, indemnify and hold harmless SKYTIMELAPSE from all damages, liabilities and expenses (including reasonable legal costs including attorney 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.
    2. Limitation of Liability. SKYTIMELAPSE 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 SKYTIMELAPSE HAS 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.
12. General Provisions.
    1. Assignment. This agreement is personal to you and is not assignable by you without SKYTIMELAPSE’s prior written consent. SKYTIMELAPSE 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.
    2. Because there may be factors outside of control that may limit fulfilling an order SKYTIMELAPSE RESERVES THE RIGHT TO CANCEL THIS AGREEMENT BY REFUNDING THE SALE PRIOR TO DELIVERING FOOTAGE.
    3. Electronic storage. You agree to maintain appropriate security to protect the content from unauthorized use by third parties. You may make one (1) copy of the content for back-up purposes.
    4. Governing Law/Arbitration. This agreement will be governed by the laws of the State of CALIFORNIA, U.S.A., without reference to its laws relating to conflicts of law. Any disputes arising from or related to this agreement shall be finally settled by binding, confidential arbitration by a single arbitrator selected using the rules and procedures for arbitrator selection under the JAMS’ Expedited Procedures in its Comprehensive Arbitration Rules and Procedures (“JAMS”) if you are in North America, or of the International Centre for Dispute Resolution (“ICDR”) or JAMS if you are outside of North America (the applicable rules to be at your discretion), in effect on the date of the commencement of arbitration to be held in one of the following jurisdictions (whichever is closest to you): New York, New York; London, England; Paris, France; Munich, Germany; Madrid, Spain; Milan, Italy; Sydney, Australia; Tokyo, Japan; or Singapore. The arbitration proceedings shall be conducted in English and all documentation shall be presented and filed in English. The decision of the arbitrator shall be final and binding on the parties, and judgment may be entered on the arbitration award and enforced by any court of competent jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not govern this agreement. The prevailing party shall be entitled to recover its reasonable legal costs including attorney fees relating to that aspect of its claim or defense on which it prevails, and any opposing costs awards shall be offset. Notwithstanding the foregoing, SKYTIMELAPSE shall have the right to commence and prosecute any legal or equitable action or proceeding before any court of competent jurisdiction to obtain injunctive or other relief against you in the event that, in the opinion of SKYTIMELAPSE, such action is necessary or desirable to protect its intellectual property rights. The parties agree that, notwithstanding any otherwise applicable statute(s) of limitation, any arbitration proceeding shall be commenced within two years of the acts, events or occurrences giving rise to the claim.
    5. Severability. If one or more of the provisions in this agreement is found to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions should not be affected. Such provisions should be revised only to the extent necessary to make them enforceable.
    6. Waiver. No action of either party, other than express written waiver, may be construed as a waiver of any provision of this agreement.
    7. Entire Agreement. No terms of conditions of this agreement may be added or deleted unless made in writing and accepted in writing by both parties, or issued electronically by SKYTIMELAPSE and accepted in writing by you. In the event of any inconsistency between the terms of this agreement and the terms contained on any purchase order sent by you, the terms of this agreement will apply.
    8. Notice. All notices required to be sent to SKYTIMELAPSE under this agreement should be sent via email to TK@SKYTIMELAPSE.com. All notices to you will be sent via email to the email set out in your account.
    9. Taxes. You agree to pay and be responsible for any and all sales taxes, use taxes, value added taxes and duties imposed by any jurisdiction as a result of the license granted to you, or of your use of the licensed content