THESE TERMS AND CONDITIONS (THE "AGREEMENT") APPLY TO ALL IMAGE DOWNLOADS, INCLUDING PRODUCT IMAGES, FROM THIS WEB SITE OR ANY OTHER APC - OWNED ELECTRONIC MEANS. PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE DOWNLOADING ANY IMAGES. "You" means the legal person downloading images from this Web site and "APC" or "we" means APC, or any of its affiliates that you may be doing business with. By Clicking "I agree" below, or downloading any image, you agree on your own and your company/employer's behalf, if applicable, for every APC image you download:
You have the authority to agree to this Agreement on behalf of your company/employer, if applicable.
APC's license to you and/or your company to use the images is a nonexclusive, revocable, nontransferable right to use the images solely in conjunction with your marketing of APC products and services in the manner described in the APC guidelines for use as may be prescribed by APC from time to time.
The license right set forth in this Agreement above is personal and you or your company, if applicable, shall not assign, transfer or sublicense the use of the images (or any right granted herein) in any manner without the prior written consent of APC.
You and your company, if applicable, may not use or reproduce the images in any manner whatsoever other than as expressly described in the APC guidelines. You and your company, if applicable, further agree that you will not use the images for promotional goods or for products which, in APC's reasonable judgment, will diminish or otherwise damage APC's goodwill or have any adverse effect on APC's image, including, but not limited to, uses which could be deemed to be in poor taste or unlawful, the purpose or objective of which is to encourage unlawful activities.
You and your company, if applicable, agree and acknowledge that APC retains all right, title, and interest in and to the images. You and your company, if applicable, shall have no rights in the images other than the limited license in this Agreement. Under no circumstances will anything in this Agreement be construed as granting, by implication, estoppel or otherwise, a license to any APC technology or proprietary right other than the permitted use of the images pursuant to this Agreement.
You and your company, if applicable, shall have no right to incorporate any image downloaded into your or your company's name or tradename.
THE IMAGES ARE PROVIDED "AS IS" AND WITH ALL FAULTS. APC MAKES NO WARRANTIES. ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE WITH RESPECT TO THE IMAGES, INCLUDING ANY WARRANTY OF NON-INFRINGEMENT, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY EXPRESSLY DISCLAIMED. IN NO EVENT SHALL APC BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES (INCLUDING LOSS OF BUSINESS PROFITS) ARISING FROM OR RELATED TO YOUR OR YOUR COMPANY'S, IF APPLCABLE, USE OF THE IMAGES, REGARDLESS OF WHETHER SUCH LIABILITY IS BASED ON BREACH OF CONTRACT, TORT, STRICT LIABILITY, BREACH OF WARRANTIES, INFRINGEMENT OF INTELLECTUAL PROPERTY, FAILURE OF ESSENTIAL PURPOSE OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL APC BE LIABLE FOR ANY DAMAGES FOR YOUR OR YOUR COMPANY'S, IF APPLCABLE, USE OF THE IMAGES.
On behalf of yourself and your company, if applicable, you recognize that you are releasing APC from all manner of causes of actions, suits, claims and demands, whatsoever directly or indirectly arising from your use of the downloaded images.
On behalf of yourself and your company, if applicable, you agree to defend, indemnify and hold harmless APC, its parents, subsidiaries, affiliates, successors, and assigns and the officers, directors, agents, employees and shareholders of APC (the "Indemnitees"), from and against such third party losses, obligations, liabilities, penalties, damages (including but not limited to compensatory and punitive damages), and reasonable costs and expenses (including reasonable legal fees) with which they may be faced arising out of and to the extent of any 3rd party claims or demands on your use of the images.