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AMBIENT IMAGES INC WEBSITE USER AGREEMENT

THIS IS A LEGAL AGREEMENT BETWEEN YOU AND AMBIENT IMAGES INC.
READ THIS AGREEMENT IN ITS
ENTIRETY BEFORE YOU CONTINUE TO USE THIS SITE OR
DOWNLOAD ANY IMAGE. BY CONTINUING TO USE THIS SITE
OR BY DOWNLOADING ANY IMAGE YOU AGREE TO BE BOUND
BY THE TERMS OF THIS AGREEMENT.

THE COPYRIGHTS TO THE IMAGES ON THIS AMBIENT IMAGES SITE ARE
OWNED BY AMBIENT IMAGES INC AND/OR THE INDIVIDUAL PHOTOGRAPHERS.

GRANT OF RIGHTS
AMBIENT IMAGES INC grants you a personal, nontransferable, nonexclusive
right to copy the images you have selected onto your
computer hard drive and to use the AMBIENT IMAGES INC image and any
derivative works or copies (collectively, the "Image") on
one computer and with one user at a time.
The Image may only be copied, modified
and incorporated in materials for comprehensive layouts
("Comps"). The Comps can only be used as in-house
presentations, story boards, or rough draft designs for
yourself or your clients. NO REPRODUCTION RIGHTS
ARE GRANTED OR IMPLIED HEREIN. The Image cannot
be sold or distributed or used for advertising, brochures,
editorial publications, multimedia, or any other use
without the prior written permission of AMBIENT IMAGES INC.
Pornographic, defamatory, libelous or otherwise
unlawful use of the Image is prohibited.

To obtain reproduction rights you MUST contact AMBIENT IMAGES INC to
arrange and pay for such rights:

AMBIENT IMAGES INC
(800) 627-8057 phone
(310) 312-6640 phone
e-mail: sales@ambientimages.com

Usage of the Image beyond the limited Comps granted
herein constitutes willful copyright infringement and is
punishable to the fullest extent of the law. AMBIENT IMAGES INC and its
licensors retain all rights not expressly granted by this
agreement.

DERIVATIVE WORK
A derivative work is anything sourced from or referenced
from a pre-existing Image. If you use any Image and
manipulate, clone, copy, trace, retouch, shrink, stretch,
darken, or lighten the Image you create a derivative
work. If you include any Image in a montage or use the
Image as the basis for an artist reference, you create a
derivative work. You also create a derivative work if you
change an original Image in any other way. Under the
United States Copyright Act, the creator of the original
work also owns the copyright to all derivative works. If
you have created any derivative work, you must contact
AMBIENT IMAGES INC to purchase reproduction rights.

TERMINATION
The rights contained in this Agreement will terminate
automatically without notice from AMBIENT IMAGES INC if you fail to
comply with any provision of this Agreement. Upon
termination, you must immediately (i) stop using the
Image and (ii) delete the Image and all copies from all
electronic and/or magnetic media and destroy all other
copies of the Image, or upon request of AMBIENT IMAGES INC, return all
such copies to AMBIENT IMAGES INC. Your use of the Image must be in
compliance with all applicable law, including but not
limited to laws and regulations relating to currency and
the law of moral rights. Use, duplication or disclosure of
the Image by the United States government is subject to
"Restricted Rights," as that term is defined in the
Department of Defense Supplement to the Federal
Acquisition Regulations ("FAR"), and to paragraph
52.227-19(c)(2) of the FAR.

WARRANTIES
AMBIENT IMAGES INC MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY
KIND ABOUT ITS IMAGES OR ONLINE SYSTEM, INCLUDING,
BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY
AND FITNESS FOR A PARTICULAR PURPOSE. NEITHER AMBIENT IMAGES INC
NOR ITS LICENSORS SHALL BE LIABLE TO YOU FOR ANY
GENERAL, SPECIAL, DIRECT, INDIRECT, CONSEQUENTIAL,
INCIDENTAL, OR OTHER DAMAGES ARISING OUT OF THE
RIGHTS GRANTED HEREIN.

LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES WILL AMBIENT IMAGES INC BE LIABLE FOR ANY
DAMAGES WHATSOEVER (INCLUDING WITHOUT LIMITATION,
DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS
INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR
OTHER PECUNIARY LOSS) ARISING OUT OF (A) THE USE OF
OR INABILITY TO USE THE IMAGES OR (B) THE INABILITY
TO OBTAIN ADDITIONAL RIGHTS TO THE IMAGES
(INCLUDING MAKING ADDITIONAL COPIES) EVEN IF AMBIENT IMAGES INC HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN
ANY EVENT, THE LIMIT OF LIABILITY OF THE COPYRIGHT
OWNER OF THE IMAGE, THEIR REPRESENTATIVE, AND AMBIENT IMAGES INC
SHALL BE THE FEE PAID FOR THE IMAGE TO AMBIENT IMAGES INC.

INDEMNIFICATION
You agree that you will not use the Images for any
unlawful purpose, or to defame any person, or to violate
any person's right of privacy or publicity, or to infringe
upon any trade name, trademark or service mark or any
entity. You agree to hold AMBIENT IMAGES INC harmless against all claims,
liability, damages, costs and expenses arising out of any
breech of this Agreement.

SOFTWARE
The software incorporated into this site, (the
"Software"), is provided by AMBIENT IMAGES INC and contains copyrighted
material, trade secrets and other proprietary material
and in order to protect them you may not decompile,
reverse engineer, disassemble or otherwise reduce the
Software to a human-perceivable form. You may not
modify, distribute or create derivative works based upon
the Software in whole or in part.

GOVERNING LAW
The interpretation of this Agreement shall be governed
by the laws of the State of California, United States. In
the event that any matter related to this Agreement is
brought to court, you agree to fully reimburse AMBIENT IMAGES INC for its
reasonable legal fees and disbursements if AMBIENT IMAGES INC is
successful in the suit. We both designate the Southern
District of California as the jurisdiction for Federal suits
and Los Angeles County as the jurisdiction for State suits.