1. Definitions Top
1.1 "Affiliate Program" means the affiliate program described at https://eu.fotolia.com/Info/Agreements/Affiliation, as amended from time to time.
1.2 "API Client" means any software, such as a website or application that uses the API in any manner, either directly or indirectly.
1.3 "Contributor" means a Member who owns the Works (and all intellectual property rights in the Works) and has uploaded Works to the Website.
1.4 "End User" means a user of an API Client.
1.5 "Member" means a member of the Website.
1.6 "Specifications" means all information and documentation that we provide as relates to the API.
1.7 "Website" means any and all websites that we and our affiliates own or control.
1.8 "Work" means a photograph, illustration, image, or other pictorial or graphic work available on the Website.
2. Description of the API Top
2.1 Generally. The API allows the API Client to query the Website and display the results of such query. The API includes the Partner API, the Print-On-Demand API, the Intranet API and the Developer API.
2.2 The Partner API. The Partner API may be used by any participants in the Affiliate Program, to send a search query to Website and to display the results of such query, including the details about any retrieved Works, on its API Client.
2.3 The Print-On-Demand API. The Print-On-Demand API allows a Member to sell Works as part of an end product that constitutes a derivative work of the Works (the “End Product”). Works may only be purchased and used in the End Products pursuant to the applicable Download Agreement.
2.4 The Intranet API. The Intranet API allows a Member’s internal personnel to view and download Works on the company intranet. Works may only be purchased and used pursuant to the applicable Download Agreement.
2.5 The Developer API. The Developer API allows a developer to create non-commercial API Clients, such as widgets, plugins, addons, extensions, web services, or other APIs, that allow End Users to: (a) query the Website for details about Works; (b) upload Works to the Website; (c) query information about an End User, if the End User is a Member. No works may be displayed on the API Client using the Developer API.
2.6 Obtaining the API
(a) You must be a member before you can request an API key. Your request must describe the purposes for which you intend to use the API and which type of key you need.
(b) We may reject any request to use the API for any reason. We are not liable for damages of any sort resulting from its decision to reject such a request.
3. Licensed uses and restrictions Top
3.1 API license. We own all right and title the API and the Specifications (collectively the "Licensed Materials"). If we grant you access to the API, then we also grant you a limited, non-exclusive, non-sublicensable, non-transferrable, and revocable license to the specific API, subject to the restrictions below and further subject to your compliance with the terms of this Agreement. We reserve all rights not under this Agreement.
3.2 General license restrictions
The license granted in Section 3.1 above is subject to the following restrictions:
- You must be a Member with good standing.
- Works are our and our Contributors’ property and are protected by intellectual property laws, including laws related to copyrights, trademark and other similar rights. You must ensure that Works cannot be copied, distributed, displayed or altered. You must ensure that the Contributors’ names are visible on each Work displayed on your API Client and are preceded by the copyright symbol (“©”).
- You must secure all transfer of account information and related data using a minimum of 128 Bit SSL encryption.
- You must not attempt to mislead or conceal your identity or the identity of your API Client.
- The API Client must not, and you must not use the Licensed Materials to develop an API Client that constitutes, promotes, contains, transmits, or is used in connection with spyware, adware, viruses, worms, Trojan horses, or other malicious programs or code.
- You must not use the Licensed Materials in any manner or for any purpose that violates any law or regulation, any right of any person, including but not limited to intellectual property rights, rights of privacy, or rights of personality.
- You must not use the Licensed Materials in a manner that adversely impacts, interferes with, or disrupts our Website or servers, or use an unreasonable amount of bandwidth. We may, at any time and without notice, to limit the number and manner of queries you send via the API.
- Except as permitted in this Agreement, you may not sell, lease, or derive revenue from the Licensed Materials or access thereto.
- You must not use our trademarks, service marks, logos, or domain names in any manner that implies a relationship or affiliation with, sponsorship, certification or endorsement by us, other than your use of the API, or that can be reasonably interpreted to suggest that we authored the editorial content, or represents our views or opinions. You must place the following disclaimer on your API Client: “This product uses the Fotolia API, but is not certified, endorsed or sponsored by Fotolia. [Your Name] is not affiliated with or related to Fotolia.”
- You must not cache or store any Works or other data obtained via the API other than for reasonable periods and no longer than as necessary to operate the API Client.
- You must not use the API to demonstrate a comparison between Fotolia and its competitors in relation to pricing or any other aspect, or to otherwise promote the goods or services of any Fotolia competitor.
- Unless expressly permitted in this Agreement, You may not use the API in conjunction with our subscription plan. For example, you may not use the API in order to display Works to End Users, and then download the selected Works for such End Users by way of a subscription plan.
3.3 Additional license terms for Partner API
Partner API license is subject to the following additional terms:
- You may not sell Works or allow Works to be downloaded from your API Client. You shall use the Partner API solely to redirect End Users to the Website for such End Users to purchase or download Works. You may not use the Partner API to illustrate or provide content to Your API Client.
- You may only derive revenue from your use of the Partner API through Your participation in the affiliate program. You may not use the Partner API for any other commercial purpose and no fee shall be charged to End Users that use your API Client.
- You may only derive revenue from the Affiliate Program in accordance with its terms and conditions. You will only receive payments under the Affiliate Program if the link redirecting the End User to the Website contains the affiliate ID in the manner described in the Specifications.
- Your API Client must display a link to the homepage of the Website at all times.
- Your API Client must be publicly available and not require login or any other type of restricted access credentials.
3.4 Additional license terms for the Print-On-Demand API
Print-On-Demand API license is subject to the following additional terms:
- You may only use the Print-On-Demand API in order to sell End Products.
- All End Products must be derivative works of the Works as defined under United States copyright law.
- You must be the licensee for all Works contained in an End Product that is purchased or downloaded by an End User and your use of the Works is subject to and governed by the applicable Download Agreement.
- Notwithstanding anything to the contrary in this Agreement, you may purchase a specially customized subscription for use in connection with the Print-On-Demand API under a separate agreement.
3.5 Additional license terms for the Developer API
Developer API license is subject to the following additional terms:
- You may use the Developer API solely for non-commercial purposes. If your API Client derives revenue, or contemplates deriving revenue, then your use would be deemed a commercial use. If you wish to use the Developer API for commercial purposes, then you must send your request to us at email@example.com.
- You must not store, read or process any account information of any End User. Such information must be transmitted through the Developer API in a manner that is consistent with this Agreement and the Specifications.
- With the exception of End Users’ Membership Names and Membership Passwords, your API Client must not ask for any other information from End Users.
3.6 Additional License terms for the Intranet API. You may purchase a specially customized subscription for use in connection with the Intranet API under a separate agreement.
4. Modifications Top
We may release subsequent versions of the Licensed Materials and may require you to obtain and use the most recent version thereof.
5. Term and termination Top
5.1 We may change, suspend, or discontinue all or any aspects of the Licensed Materials, including their availability at any time without notice or liability to you.
5.2 We may terminate the Agreement at any time and without notice, for any reason, or for no reason including, but not limited to: presentation of any action that reflects poorly on us, or otherwise disparages our reputation or goodwill.
5.3 Upon the termination of the Agreement, all license rights granted herein automatically terminate and you must promptly remove the API from your API Client.
5.4 Sections 5, 6, 7, 8, 9, and 10 shall survive termination. Neither party is liable to the other party for damages of any sort resulting solely from terminating the Agreement as provided herein.
6. Indemnification Top
6.1 You will indemnify us and our subsidiaries, affiliates, officers, agents, employees, partners, and licensors from any claim, demand, loss, or damages, including reasonable attorneys’ fees, arising out of or related to your Works or other content that you provide to us, your use of the Services or Website, or your violation of these terms.
6.2 We have the right to control the defense of any claim, action or matter subject to indemnification by you with counsel of our own choosing. You will fully cooperate with us in the defense of any such claim, action or matter.
7. Disclaimer of Warranties Top
7.1 The Services, Works, and Website are provided “AS-IS.” To the maximum extent permitted by law, we disclaim all warranties express or implied, including the implied warranties of non-infringement, merchantability, and fitness for a particular purpose. We make no commitments about the Works or content within the Services. We further disclaim any warranty that (a) the Services or Works will meet your requirements or will be constantly available, uninterrupted, timely, secure, or error-free; (b) the results that may be obtained from the use of the Services will be effective, accurate, or reliable; (c) the quality of the Services or Works will meet your expectations; or that (d) any errors or defects in the Services will be corrected.
7.2 We specifically disclaim any liability for any actions resulting from your use of any Services or Works. You may use and access the Services or Works at your own discretion and risk, and you are solely responsible for any damage to your computer system or loss of data that results from the use and access of any Service or Works.
8. Limitation of Liability Top
We are not liable to you or anyone else for any special, incidental, indirect, consequential, or punitive damages (even if we have been advised of the possibility of these damages), including those (a) resulting from loss of use, data, or profits, whether or not foreseeable, (b) based on any theory of liability, including breach of contract or warranty, negligence or other tortious action, or (c) arising from any other claim arising out of or in connection with your use of or access to the Services or Works. Nothing in these terms limits or excludes our liability for gross negligence or for our (or our employees’) intentional misconduct. Except stated in applicable Download Agreement or Upload Agreement, the total liability in any matter arising out of or related to these terms is limited to US $100. The limitations and exclusions in this section apply to the maximum extent permitted by law.
9. Publicity Top
You may not market or promote your API Client, or make any public statements, including announcements or press releases, regarding your API Client, except with our prior written permission.
10. General Provisions Top
10.1 Entire Agreement. These terms constitute the entire agreement between you and us regarding your use of API and supersede any prior agreements between you and us relating to the API.
10.2 Governing Law. Your relationship is with Fotolia LLC, a United States company, and the Services and these terms are governed by the law of California. You may have additional rights under the law. We do not seek to limit those rights to the extent prohibited by law.
10.3 Dispute Resolution. For any concern or dispute you may have, you agree to first try to resolve the dispute informally by contacting us. If a dispute is not resolved within 30 days of submission, you or Fotolia must resolve any claims relating to the Agreement or the Software through final and binding arbitration, except that you may assert claims in small claims court if your claims qualify. JAMS will administrate the arbitration pursuant to its Comprehensive Arbitration Rules and Procedures. The arbitration will be held in Santa Clara County, California, or any other location we agree to. Judgment upon the award rendered may be entered and will be enforceable in any court of competent jurisdiction having jurisdiction over the parties.
10.4 No Class Actions. You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action.
10.5 Injunctive Relief. Notwithstanding the foregoing, in the event of your or others’ unauthorized access to or use of the API in violation of these terms you agree that we are entitled to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
10.6 No Agency. The relationship between you and us under these terms is that of independent contractors. For clarification purposes, the parties are not joint venturers, partners, principal and agent, or employer and employee. Neither party has the power to bind or obligate the other in any manner.
10.7 No Waiver. Our failure to enforce or exercise any of these terms is not a waiver of that section.
10.8 Assignment. We have the right, in our sole discretion, to assign any or all of its rights or obligations under these terms. You have no right to assign any of your rights or obligations under these terms and any such attempt will be void.
10.9 Severability. If a particular term is not enforceable, the unenforceability of that term will not affect any other terms.
10.10 Modification. We may modify these terms that apply to the API to, for example, reflect changes to the law or changes to our services. You should look at the terms regularly. We’ll post notice of modifications to these terms on this page. By continuing to use or access the API after the revisions come into effect, you agree to be bound by the revised terms.
16.10 English Version. The English version of this Agreement will be the version used when interpreting or construing this Agreement.