Photography License Agreement Template
This Photography License Agreement (the “Agreement”) is entered into as of [Effective Date] (the “Effective Date”), by and between: [Licensor Name], a [entity type, e.g., individual/corporation/LLC/partnership] with principal place of business at [Licensor Address] (“Licensor”), and [Licensee Name], a [entity type] with principal place of business at [Licensee Address] (“Licensee”). Licensor and Licensee may be referred to individually as a “Party” and collectively as the “Parties”.
WHEREAS, Licensor is the creator and owner, or has the legal rights to license, certain photographic works described herein (the “Photographs”); and
WHEREAS, Licensee desires to obtain, and Licensor agrees to grant, a license to use the Photographs pursuant to the terms and conditions set forth in this Agreement;
NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
Grant of License
Licensor hereby grants to Licensee a limited, non-exclusive, non-transferable, revocable license to use, reproduce, display, distribute, and otherwise exploit the Photographs solely in accordance with the terms and conditions set forth in this Agreement.
The license granted hereunder extends only to those Photographs specifically identified and described as follows: [Insert detailed description of Photographs and/or attach a list of filenames, reference numbers, or other identifying information].
This license is granted for the territory of [Insert territory, e.g., worldwide, specific country, or region], and solely for the purpose(s) of [Insert description of permitted use, e.g., marketing, editorial, internal use].
The license shall commence on the Effective Date and continue for a term of [Insert duration or specify perpetual or term-based license], unless terminated earlier as provided herein.
The license granted is subject to the timely and full payment of all fees as provided in this Agreement.
No rights are granted to Licensee except as expressly set forth herein. All rights not expressly granted are reserved by Licensor.
The license is personal to Licensee and may not be assigned, transferred, or sublicensed except as provided in this Agreement.
Scope of Licensed Rights
The Licensed Rights granted to Licensee under this Agreement include the following activities: reproduction, display, transmission, and distribution of the Photographs in [Insert media/platforms/mediums, e.g., print, digital, web], subject to the restrictions herein.
Licensee may create derivative works or adaptations of the Photographs only to the extent expressly authorized in writing by Licensor or as described in [Insert description or leave blank for none].
The license is limited to the number of copies, impressions, or distributions as follows: [Insert quantity, e.g., unlimited, up to X units, website views, etc.].
The license is granted solely for the following purpose(s): [Insert permitted uses, e.g., advertising, editorial, corporate communications].
Licensee may permit its employees, contractors, or agents to use the Photographs solely on Licensee’s behalf and within the scope of this Agreement, provided that Licensee remains fully responsible for compliance.
Explicit permission must be obtained from Licensor for any use outside the Scope of Licensed Rights, including but not limited to use in connection with sensitive subjects, endorsements, or resale.
Licensee acknowledges that any use of the Photographs beyond the Scope of Licensed Rights constitutes a material breach of this Agreement.
Restrictions on Use
Licensee shall not use the Photographs for any unlawful, defamatory, obscene, or immoral purpose, nor in any manner that would infringe upon the rights of any third party.
Licensee is strictly prohibited from selling, sublicensing, redistributing, or otherwise making the Photographs available to any third party, except as expressly permitted by this Agreement.
No Photograph may be used in connection with any product or service that is pornographic, defamatory, or otherwise likely to bring Licensor into disrepute.
Licensee may not alter, modify, crop, manipulate, or create derivative works of the Photographs except as expressly permitted in writing by Licensor.
The Photographs may not be used in any manner that suggests endorsement, sponsorship, or association with any product, service, entity, or individual without Licensor’s prior written consent.
Licensee shall not remove, obscure, or alter any copyright, trademark, or other proprietary notices affixed to the Photographs.
Any usage of the Photographs for purposes not explicitly set forth in this Agreement is strictly prohibited, and may result in immediate termination of the Agreement.
Ownership and Intellectual Property
Licensor retains all rights, title, and interest in and to the Photographs, including but not limited to all copyrights, moral rights, and other intellectual property rights, subject only to the rights expressly granted to Licensee herein.
Nothing in this Agreement shall be construed to transfer ownership of any intellectual property right from Licensor to Licensee.
Licensee acknowledges that the Photographs constitute valuable intellectual property, and agrees not to challenge or assist others in challenging Licensor’s ownership or rights in the Photographs.
All goodwill arising from Licensee’s use of the Photographs shall inure solely to the benefit of Licensor.
Licensee shall promptly notify Licensor of any actual or suspected infringement, unauthorized use, or misappropriation of the Photographs that becomes known to Licensee.
Upon expiration or termination of this Agreement for any reason, Licensee shall immediately cease all use of the Photographs and destroy or return all copies, materials, and derivatives containing the Photographs, except as otherwise expressly permitted.
Licensee shall maintain records of its use of the Photographs and make such records available to Licensor upon reasonable request to verify compliance with this Section.
Term and Termination
This Agreement shall commence on the Effective Date and continue in effect for a period of [Insert term, e.g., one (1) year, perpetual, etc.], unless terminated earlier in accordance with the terms herein.
Either Party may terminate this Agreement for material breach by the other Party, provided that the breaching Party fails to cure such breach within [Insert cure period, e.g., thirty (30) days] after receiving written notice thereof.
Licensor may terminate this Agreement immediately in the event of Licensee’s breach of any provision relating to intellectual property rights, payment, or restrictions on use.
Upon termination or expiration of this Agreement, all rights granted to Licensee shall immediately revert to Licensor, and Licensee shall cease all use of the Photographs.
Termination of this Agreement shall not relieve Licensee of its obligations with respect to any outstanding payments or any provisions that by their nature should survive termination.
In the event of early termination, Licensee shall not be entitled to any refund of fees paid to Licensor, except as otherwise expressly provided herein.
Any termination of this Agreement shall be without prejudice to any other rights or remedies available to either Party at law or in equity.