Megapixl

Site Usage Agreement

By using this site and/or downloading any material, you agree to be bound by this Agreement. This agreement applies to you and, if you are using this web site on your client`s behalf, to you and all your clients. We reserve the right to change this agreement at any time without further notice. We reserve the right to update and/or change our pricing structure as needed including but not limited to changes based on our community, imagery database or market trends. Your use of the site will be subject to the most current version posted on the site at the time of your use. By using this site or downloading, uploading or using any media listed under the Megapixl.com domain you agree to be bound by this Agreement. Should you disagree with anything stated here please discontinue your use of the site and erase all data you have downloaded.

Use of this site

This site is owned and operated by Dreamstime. All Media, audio and video material and related informational materials in any medium provided by Megapixl hereunder, including related text, captions, or information (collectively referred to as Media) are owned by Megapixl and by our Media providers (Contributors), members of our community. All Media is protected by US and international copyright laws.

This site contains both Media that depicts a visible watermark (Watermarked Media) and Media that does not contain a visible watermark (Non-Watermarked Media). Megapixl allows you to search for, view, and use Watermarked Media only as permitted below. If you have registered for a Megapixl account and Megapixl has approved your registration, you may be able to access Non-Watermarked Media, which shall be used only as permitted below. Megapixl reserves the right to revoke your authorization to view, download and use the Media and information available on this site at any time, and you agree to immediately discontinue your such use upon written notice from Megapixl. All rights not specifically granted under this Agreement are reserved to Megapixl. Additionally, we do not allow the use of automated software or other crawling techniques for searching our web site and/or retrieve Media or related information.

Megapixl may immediately revoke all licenses granted to you without notice if you fail to comply with any provision of this agreement. If a license is revoked, you agree to immediately stop using this site and the Media, delete all Media and all copies from all media and destroy all other copies. Your use of this site and any Media shall comply with all applicable law. Megapixl may restrict or remove your access to this site at any time, or restrict or remove the use of any Media for any reason, and may replace the Media with another Media, and you agree to immediately discontinue all use of the Media upon notification from Megapixl.

Despite our best efforts to provide accurate information, this site may contain technical or other mistakes, inaccuracies or typographical errors. Additionally, this site and any Media may include historically and culturally important Media and text that may contain subjects that reflect the social attitudes and circumstances of a particular time or location. You should be aware that your search may display results containing content that may seem inappropriate to its context, or text that could be potentially offensive. You are solely responsible for determining whether your use of any Media requires the consent of any third party or the license of any additional rights, and you should not rely solely on the information provided by Megapixl or its members. If you are unsure whether additional third-party rights are needed for your use, you are responsible for consulting with competent rights management professionals or legal counselors.

Megapixl makes reasonable efforts to comply with and solve all issues regarding potential copyrights and trademarks available on the US and international market. While the responsibility for the Media uploaded is entirely on the Contributor`s side, he/she being the one who holds all copyrights over the content submitted, we do our best to identify and solve any copyright or trademark infringements.

If you have found a file that represents such an infringement please notify us, in order that we may take the appropriate measures.

Children

Children (persons under the age of 18) are not eligible to use this site unsupervised and we ask that children do not register for an account or submit any personal information to us. By using this site unsupervised, and/or registering for an account, you warrant that you are 18 years of age or older.

Acknowledgements, Representations and Warranties

By using the Website or any other of Our services, You thereby affirmatively acknowledge, represent, and warrant the truth and accuracy of each of the following statements:

  • Megapixl provides access to an online service comprising information and materials created and posted by You and other users.
  • Media on the Website that is available for license is stored on Megapixl`s servers at the direction of Megapixl`s users.
  • Megapixl correctly presumes that the Contributor uploading an Media is the sole holder of all exclusive rights to that Media, except where the Media alone bears some obvious indication to the contrary, such as a visible proprietary marking identifying a Person other than the Contributor as the exclusive rights holder.
  • Where an Media has no obvious proprietary marking that indicates an exclusive owner, Megapixl cannot be deemed to have actual knowledge that the Media infringes upon any third party`s rights.
  • In collecting license fees on behalf of Contributors, and retaining a portion of those license fees, Megapixl does not derive a direct financial benefit from any particular Media. Megapixl`s only direct financial benefit comes from operating its Website, which allows Contributors to market their Media to potential license purchasers. Contributors are the only parties receiving a direct financial benefit from their creation and uploading of Media for licensing by Megapixl`s users.
  • Megapixl has no right or ability to control the activities of Contributors who create and upload Media to the Website. In the event that a Contributor infringes upon a third party`s rights by creating or uploading an Media, that Contributor is the sole responsible party for such infringement, and Megapixl has no control over such activity.
  • Apart from identifying an obvious proprietary marking in anMedia that indicates an exclusive owner, Megapixl has no other ability to determine whether the rights appurtenant to a particular Media may belong to a party other than the uploading Contributor. As its only other means of identifying Media that may infringe upon a third party`s rights, Megapixl relies entirely on properly presented notifications from third parties claiming that their rights have been violated.

Use of Watermarked Media - Using Media for comping

Media includes without limitation all digital images, audio, audiovisual, video works and any related textual information (including captions and credits). Media includes visibly or electronically watermarked and reduced resolution Media (Non-Watermarked or Watermarked Media) or higher resolution non-watermarked Media (Non-Watermarked Media).

Conditional upon your compliance with this Agreement, Megapixl grants you a limited license to download Watermarked Media solely for evaluating/comping whether you wish to purchase a license to the Non-Watermarked Media according to the Standard Terms and Conditions applicable to your use. You may not use a Watermarked Media in any final materials distributed within your company or any materials distributed outside of your company or to the public or in any online or other electronic distribution system. You may not modify, alter, or remove any visible or electronic watermark, or disassemble, reverse engineer, or decompile any Media. Except for this limited, internal testing and sample use, Megapixl grants you no other rights, and you may not distribute, sublicense or make available for use or distribution any Watermarked Media.

Registering For A Megapixl Account

To obtain access to our Media as well as upload any Media, you have to apply for a Megapixl account and you agree to provide complete, true and accurate information. Megapixl reserves sole discretion over whether to grant you an account, and you agree to access the authorized sections of the web site and your account only by using the account number and password supplied to you by Megapixl. Our privacy policy can be reviewed at the following link.

You are responsible for maintaining the confidentiality of your account number and/or password, if applicable, and you shall not distribute this access information or allow others to use this access information to gain access to this site. You agree to take reasonable steps to prevent others from obtaining your access information and to notify Megapixl of any unauthorized access or need to update or remove access for any of your employees or agents. You shall be liable for payment for all Media downloaded by others using your account, with or without your permission or knowledge prior to the time that you notify Megapixl of any unauthorized use. You agree that you shall not acquire any rights of use, ownership, or bailment as a result of using any Megapixl account or web site or related services.

At anytime, you may request your account access to be restricted, but Megapixl reserves the right to delay your request until all requirements of this Agreement are met. Only accounts without any activity related to the site`s services or products, can be permanently deleted. Accounts with activity will be blocked and archived on our servers for further reference. Access to these accounts is limited and provided only to a part of the Megapixl admin staff, for legal purposes.

After acquiring a subscription, you can download Media using various licenses available on our site. These licenses are awarded to the account owner (person or organization). This is a one-person license and can be used only by the account owner or his employee, for the company`s own projects or clients and cannot be transmitted to another party. If the Media is to be used by more employees, then an Unlimited Extended License (U-EL) is required.

None of our Media may be resold or redistributed by any means, or made available for redistribution or resale by a third party without Megapixl`s separate written consent.

Royalty-Free License - Concept Info

What Royalty-Free means is that you pay for the Media only once and then you can use it as many times as you like, with just a few restrictions. In other words, there are no license fees except the initial fee to be paid except those included in the initial cost. Note that the maximum number of copies for printed materials is 500,000 copies.

The Royalty-Free license is granted ONLY for the non-watermarked Media you buy using the Download button; all the other versions (small watermarked and non-watermarked thumbnails which are visible on the public site) are entirely copyrighted.

The free files downloaded from the Free Media section may be used in commercial projects under our limited Royalty Free (RF-LL) license and according to our terms and conditions. This is a one-person license and is given to you as a designer, your employer (client) or any employed persons.

Royalty-Free License of use of Non-Watermarked Media and Restrictions

The high-resolution Media that you download under the regular Royalty Free (RF) license may be used to make fine art prints, to illustrate and visually enhance website pages and headers, magazine pages and articles, newspapers, books, ebooks and booklets, book/ebook covers, flyers, blog articles, newsletters, documentaries and motion pictures, application software (apps), social media posts and any other advertising and promotional material, in either printed or electronic media, as long as the item in which the Media appears does not contradict any of the restrictions below. The list is not exhaustive and if you have any uncertainty regarding the use of the Media in a correct way please email support using the help form.

Web templates, greeting cards or postcards especially designed for sale, similar print-on-demand services, canvas, t-shirts, mugs, calendars, postcards, mouse pads or any other items incorporating the Media in an essential manner, intended to be sold are considered redistribution (if the Media is used in an essential manner). The use of Megapixl.com Media for these purposes under the regular Royalty Free license is not permitted. It is also forbidden to make the Media available on a website for download (as wallpapers for example), although you may use the Media in a concept in as many websites as you want, for any number of clients. For Web use, you must not use the Media at a width exceeding 1080 pixels unless it is included in your site`s design. If the Media is part of a design and manipulated accordingly, the Media width can be higher than 1080 pixels.

If you use the Media for printed materials, the number of copies must not exceed 500,000. You may modify the Media in any way required for reproduction, or include them in your own personal creations.

Buying the high-resolution Media (purchasing the license) does not transfer the copyright. You may not claim that the Media is your own and you may not sell, license for use, or in any way distribute the Media for reuse. We recommend that you credit the agency and the Contributor when you use an Media. By this you benefit the community at Megapixl.com, of which you are an integral part, and help increase your success as part of the community, which, by growing contributions, gains quantity and quality.

Limited Royalty Free Licenses (RF-LL) for using Media downloaded within the Free section of the website

Megapixl may offer offer from time to time a free section, fully searchable. Its use may be available to all registered users or to a specific niche of members, depending on the agency`s strategy. The Media downloaded from the free section may be used under the terms mentioned for the regular Royalty Free license, with a single additional restriction: the maximum amount of physical copies in any form is limited to 10,000 copies. If you exceed this amount and you already purchased credits you may request to download the Media under the regular RF license.

Extended Licenses for Using Our Media

The following licenses offer extended types of usage for our regular Royalty Free or Editorial licenses. Note that not all media is available for this type of license. You may use the image according to the following licenses only if the image was available under the appropriate license AND you downloaded it using the appropriate download button.

Unlimited seats (U-EL):

This license extends our regular Royalty Free / Editorial license to an unlimited number of seats within the same organization. It is an additional license to the usage included within the regular Royalty-Free / Editorial license that awards rights for a single person within the same company. The U-EL license is applied only for the staff of the organization that holds the account. The number of copies allowed is unlimited for each designer/employee.

Increase Max Copies (I-EL):

Extends our regular Royalty Free / Editorial license to an unlimited amount of physical copies in any form.

This is an additional license to the rights included within the regular Royalty-Free / Editorial license. Note that the other restrictions still apply.

Web Usage (W-EL):

Electronic Items for Resale/Distribution: this license includes the right to use the media in webtemplates that are sold to more customers, screensavers, e-cards, powerpoint presentations or as wallpapers on cell phones. Maximum number of electronic items is unlimited (applies as a total of each type of usage).

This is an additional license to the rights included within the regular Royalty-Free license. Note that the other restrictions still apply.

Print Usage (P-EL):

Physical Items for Resale/Distribution: includes the right to use the photos or stills comprising media for t-shirts, postcards, greeting cards, mugs, mousepads, posters, calendars, framed artwork that is to be sold to other customers for an unlimited number of copies (applies as a total of each type of usage).

This is an additional license to the rights included within the regular Royalty-Free license. Note that the other restrictions still apply.

Sell the Rights (SR-EL):

This license represents a full ownership of the downloaded media. The buyer can use it exclusively (exclusivity applies from the moment that the file was downloaded using this license; buyer must take into account potential past downloads made for media and choose it accordingly or investigate further via support), and include it in any type of design with just a few restrictions: sensitive subjects may still apply and the buyer may not claim that the file was created by him nor resell it as his work. The agency will disable the media immediately after the buyer acquired this license. The Contributor is required to disable the file permanently from all other places where he may sell it, as soon as possible after the sale occurred, but no longer than 72 hours. This license grants the buyer exclusivity so the Contributor needs to keep in mind that exclusive media is represented by concepts, models, wardrobe, and subject matter which provide a unique creative message and small variations in the image (variations in camera angle, model posture or gesture, for example) do not enable other files as being different. All such variations rendering the media very similar in concept and message to the one sold under SR-EL should be removed from sale as well. The photographer acknowledge and agrees to provide the buyer with full ownership for the file retrieved using the SR-EL license.

Time Limited Exclusivity (SR-EL1, SR-EL3):

This license represents an exclusive right to use the downloaded media, but such exclusivity will only last for a limited period of time. The buyer can use the media exclusively (exclusivity applies from the moment that the file was downloaded using this license) during the time period selected, and include it in any type of design with just a few restrictions: sensitive subjects may still apply and the buyer may not claim that the file was created by him nor resell it as his work [photo/media].

Megapixl will disable the image immediately after the buyer acquired this license. The Contributor will be required to disable the file permanently from all other places where he or she may sell it, as soon as possible after the sale occurred, but no longer than 72 hours. The Contributor acknowledges and agrees to provide the buyer with the exclusive right to use the file retrieved using the SR-EL1 or SR-EL3 licenses, for the duration of the selected exclusivity period.

The length of time for the exclusivity period depends on which license is selected. SR-EL1 will grant an exclusive right to use the media for one year. Similarly, SR-EL3 will grant an exclusive right to use the image for three years. The print run for both licenses is unlimited and continues after the exclusivity expired. At the end of the exclusivity period, the buyer`s license will continue as before, with all of the same rights, except for the right of exclusivity, and the image will again be added to the available library of media on Megapixl.com and again be made available to all users for purchase. After the end of the exclusivity period, the Contributor will also be free to offer the media for download from other places where the Contributor sells his or her media.

If a Model Release is available on file, it will remain within our database, a proof about its existence can be forwarded to the buyer, however, the MR info will still not be disclosed in respect of the Contributors` and models` privacy.

These are additional licenses to the rights included within the regular Royalty-Free license.

For any other details regarding usage or these licenses, you are strongly advised to contact Megapixl.

Editorial license for using our Media

Editorial License:

The editorial section provides news worthy Media reflecting events from social, cultural and political scenes. Media downloaded under the Editorial section of our site, as well as Media downloaded with our Royalty Free license can be used within editorial context as long as the current terms are met. Sensitive usage restrictions also apply.

The Media that you download with the editorial license may be used to illustrate truthful articles or broadcasts appearing in magazines, newspapers or any other editorial context, in either printed or electronic media. Buying the high-resolution image (purchasing the license) does not transfer the copyright. You may not claim that the image is your own and you may not sell, license for use, or in any way distribute the image. Click here for Credit line requirements.

Special ethical considerations apply to editorial usage. When using or submitting editorial Media, you are solely responsible for any claims related to or arising from any visual adjustments of the Media. Standard manipulation such as cropping the image or regular brightness/contrast corrections are allowed only if doing this will not affect the visual message of the image. We reserve the right to refuse any image submission that we consider as not marketable.

Additional requirements for buyers:

Media included within the editorial section may include visible logos, or identifiable persons who didn`t sign a model release document. You are solely responsible for the usage given to such Media. Please consider that editorial Media are not meant for commercial usage and using them in a commercial context is against editorial terms.

Unauthorized Use

Without limitation, Media may not be used as a trademark or service mark (unless the appropriate extended license is being used), for any pornographic or unlawful purpose, to defame a person, to violate a person`s right to privacy or publicity, to infringe upon any copyright, trade name, trademark, or service mark of any person/entity. Unauthorized use of these Media constitutes copyright infringement and shall entitle Megapixl to exercise all rights and remedies under applicable copyright law, including an injunction preventing further use and monetary damages against all users and beneficiaries of the use of such Media. The foregoing is not a limiting statement of Megapixl`s rights or remedies in connection with any unauthorized use.

Credit Line Requirements

All media used within editorial context or related must be accompanied by a visible credit line. You are required to include a copyright notice and author/agency credit next to each image used within editorial purposes. The credit line format is specified on the Download page.

Sensitive Subjects

Any license granted by Megapixl shall not constitute a representation that a Media is compatible for use with any other material. You are solely responsible for the use of any Media in combination with any other material, and you agree not to use Media with sensitive topics without Megapixl`s separate written agreement. Such sensitive topics include, but are not limited to: models with mental or physical health issues, social issues, sexual activity, sexual orientation or related, substance abuse, crime or other subjects that can be considered to be offensive or unflattering to any of the models included in the image.

You must contact Megapixl for additional information prior to any use of an Media with any sensitive topic.

Each Contributor that contributes to our site and community is entirely responsible for the materials he/she uploads. By uploading files you agree to hold all copyrights for the image and to have previously obtained a model release from each person included in your picture. This includes children, deceased persons, natives of another language; cases in which a parent, a guardian or another authorized person should read, agree and sign the model release.

Megapixl will not be held responsible for any of the materials you upload to the site.

Model and Property Releases/Clearances

With respect to Media for which you have purchased a license through Megapixl, the rights that Megapixl grant to you do not include a license to any person, place, property, or subject matter depicted in a Media, which may be subject to copyrights, trademarks, rights of publicity, moral rights, property rights or other rights belonging to third parties. Megapixl makes no representations or warranties that it owns or licenses any rights nor does Megapixl grant you any rights including copyright, trademarks, or rights of publicity belonging to any person, place, property, or subject matter depicted in any Media. Furthermore, Megapixl makes no representation or warranty as to the accuracy of any information provided with the Media. You are solely responsible for determining whether your use of any Media requires the consent of any third party or the license of any additional rights, and you should not rely solely on the information provided by Megapixl. If you are unsure whether additional rights are needed for your use, you are responsible for obtaining competent legal counsel.

Megapixl prefers that its contributing users provide copies of release documents that include physical signatures for the individuals consenting to the capture and reproduction of the contributed Media. Recognizing that many of Megapixl`s contributing users desire to submit location and model releases that have been e-signed, rather than printing documents for physical signature by a releasing individual, Megapixl has determined to accept, under certain circumstances, e-signed release documents from certain qualifying contributors. Acceptance by Megapixl of an e-signed release from a particular user shall not constitute a guarantee that future e-signed releases will be accepted from such user. Megapixl reserves the right to refuse e-signed releases, whether for a particular Media or from a particular user, for any reason.

If Media is designated as model-released, it means the contributing member posting such Media has represented to Megapixl that the depicted individual(s) has/have signed a release permitting reproduction of the Media, subject to the restrictions contained in this Agreement, including, without limitation, sensitive subject uses. You expressly acknowledge and agree that Megapixl is not responsible for instances where a contributing member has misrepresented that he or she has obtained a signed model release for all individuals depicted in a particular Media. If Megapixl incorrectly indicates that a Media is model-released when it is not, Megapixl`s liability shall be limited to the amount you paid Megapixl for the use of the Media. If a Media depicts an individual and you use such Media in a manner that implies the use or endorsement of a product or service by depicted individual, you must indicate wherever the Media is publicly visible that the individual depicted is a model and used only for illustrative purposes. Under no circumstances may you use an Media depicting one or more individuals in a context suggesting that such individual(s) are endorsing a subject that might be seen as sensitive (as described above). Any license obtained through Megapixl is conditioned upon your obtaining all necessary third-party rights, releases and permissions. You agree to provide Megapixl with proof of such releases and permissions upon request.

Refund Policy

For individual Media purchases, you may ask for a refund of your purchase within 30 days from the purchase date. Note that this is possible only if you are able to immediately remove all uses of the downloaded Media, for example as may be used in different designs, and that you must provide a well founded reason for your request and your Megapixl username.

If you have downloaded a piece of Media that has technical flaws, please contact us for a refund of all credits used for downloading the Media. If you are not able to download a particular piece of Media, we will refund the credits, provided that Megapixl determines that you have been unable to download the Media successfully. If several credits are deducted from your account, due to multiple unsuccessful attempts of retrieving the file, you should email support for a full refund of the extra credits. Downloads are not refunded if more than 7 days from the download date have passed.

Automatic Renewals

Subscriptions renew on a periodic basis, based on the term that you choose (e.g., monthly), at the rate disclosed at the time of purchase and are billed to the payment method associated with your user account up to 48 hours in advance of the current subscription period end date. Discount and promo plans renew at regular rates, unless specified otherwise.

To continue your downloads without interruption, credit packages and subscriptions that you purchase will renew automatically. Until canceled, renewal purchase prices will remain the same as your initial purchase price, except for promo and discount purchases unless otherwise specified, even if credit package or subscription prices are later increased.

Refunds will not be given for the first subscription fee charged after a free trial subscription if any Media has been downloaded during the free trial period. If you elect not to continue your subscription after any trial period, you must cancel your subscription until the renewal charge date, as specified in your account and after the purchase, to avoid paying a subscription fee. If you do not cancel until the renewal charge date, your account will be charged the periodic fee associated with the chosen subscription.

Subject to the foregoing, you may cancel automatic renewals at any time from the "My Account" page. If your permitted cancellation request is not received in time, and your credit card is billed despite your desire to cancel your subscription, please contact customer support by phone (+1-615.771.5611) or email so that we may refund your subscription fee, provided you have not yet used any of the download credits associated with such subscription renewal and provided the fee is not the first one charged after a trial subscription. Fees charged to your payment method may be split into multiple charges, the aggregate of which shall not exceed the amount currently due for your particular purchase.

Notification of copyright infringement

Megapixl may terminate the accounts of users who infringe the intellectual property rights of others. If you believe that your work has been used or copied in a way that constitutes copyright infringement and such infringement is occurring on Megapixl`s site, send Megapixl a notice containing: (i) a physical or electronic signature of the copyright owner or person authorized to act on behalf of the copyright owner; (ii) a description of the copyrighted work or works that you claim have been infringed and identification of what material in such work(s) is claimed to be infringing; (iii) a description of where the material that you claim is infringing is located on the Megapixl site; (iv) information sufficient to permit Megapixl to contact you, such as your physical address, telephone number, and email address; (v) a statement that you have a good faith belief that the use of the material you identified is not authorized by the copyright owner, its agent, or the law; and (vi) a statement by you that the information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner`s behalf.

Megapixl has designated and registered with the United States Copyright Office the following agent for receipt of notices of alleged copyright infringement appearing on the Megapixl site:

Mark J. Bryn, Esq.
Bryn & Associates, P.A.
One Biscayne Tower, Suite 2680
Two Biscayne Boulevard
Miami, Florida 33131
Tel: (305) 374-0501
Fax: (305) 372- 8068
Email: copyright(a)dreamstime.com

No Waiver / Severability

No action of Megapixl, other than an express written Waiver or Amendment, may be construed as a waiver or amendment of this Site Usage Agreement. Should any clause of this Agreement be found unenforceable, wherever possible this will not affect any other clause and each will remain in full force and effect.

Free Media section:

Megapixl may offer from time to time Media for free download and will not charge any fees from customers for downloading the high resolution file.

Megapixl Trademarks

The trademarks, services and logos used and displayed in Megapixl.com are registered and unregistered trademarks of Megapixl.com its subsidiaries and affiliates. Megapixl.com trademarks may only be used publicly with the permission of Megapixl, Inc. with proper acknowledgment. Except as expressly granted Megapixl, Inc. does not grant any express or implied rights under any patents, copyrights, trademarks or trade secret information.

Disclaimers

Megapixl PROVIDES YOU WITH ITS SITE AND MEDIA ON AN AS IS BASIS. WE OFFER NO WARRANTY, EXPLICIT OR IMPLIED, REGARDING ANY IMAGES, THE SITE, THE ACCURACY OF ANY INFORMATION, OR ANY RIGHTS OR LICENSES UNDER THIS AGREEMENT INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR NON-FRINGEMENT, OR THAT THE SITE OR ANY SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.

EXCEPT FOR ANY LIABILITY WHICH CANNOT BY LAW BE EXCLUDED OR LIMITED, NEITHER MEGAPIXL NOR ANY AFFILIATES OR MEMBERS SHALL BE LIABLE TO YOU OR ANY OTHER THIRD PARTY CLAIMING THROUGH IT FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF, OR RELATING TO THE USE OF THE IMAGES, WHETHER FRAMED AS A BREACH OF WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT, UPON ANY LEGAL THEORY, IN TORT, CONTRACT, FAILURE OF ESSENTIAL PURPOSE, OR OTHERWISE. IN NO EVENT SHALL MEGAPIXL`S OR ITS AFFILIATES` LIABILITY FOR YOUR USE OF ANY MEDIA PROVIDED HEREUNDER EXCEED THE GREATER OF THE AMOUNT INVOICED AND PAID BY YOU FOR THE USE OF THAT MEDIA.

Indemnification

Indemnification Subject to a maximum amount of $10,000 per Media license and all other conditions set forth below, Megapixl agrees to indemnify, defend, and hold you harmless against any third-party claim that the licensed Media, when used in accordance with these Terms, infringes upon such third party’s rights or intellectual property. In order to be eligible for the indemnity described in the preceding sentence, you must: (i) notify Megapixl within 5 days after you become aware of any claim for which you seek indemnification; (ii) give Megapixl sole and exclusive control over the defense of such claim; and (iii) fully cooperate with Megapixl in defending such claim including, without limitation, by promptly responding truthfully to any requests for information that Megapixl may reasonably make. To the extent that you determine to participate in the defense of any claim, such participation shall be done through counsel that you may select and retain, but at your sole expense, and your participation shall not impact Megapixl’s sole and exclusive control over such defense. All decisions made by Megapixl relating to any indemnity claim shall be final.

You agree to indemnify, defend, and hold harmless Megapixl against all claims, liability, damages, costs and expenses, including reasonable legal fees and expenses, arising out of or related to a breach of this Agreement, the use of this site, your failure to abide by any restriction regarding the use of an Media, or any claim by a third party related to the use of a Media, alone or in combination with any other material.