Last updated: November 15, 2023
This is a license agreement (“Agreement”) between you (“you”, a “User” or “Subscriber”) and Footage Firm, Inc. d/b/a Storyblocks (“Storyblocks”) that describes how you can use Storyblocks’ Stock Files, including, without limitation, graphics, pictures, video clips, font files, audio clips, and other media content (collectively “Stock Files”) you download from any Storyblocks’ Footage family of websites, including, without limitation, storyblocks.com and any other websites of Storyblocks, its affiliates and/or agents that allow downloading of Stock Files (collectively, the “Platform”) based on the subscription plan you select. By downloading any Stock Files, you accept the terms of this Agreement, the Platform Terms of Service and the subscription plan you select.
1. Licenses to Use Stock Files
1.1 Storyblocks offers users the ability to license Stock Files through the Platform via several different subscription options, each with its own set of rights and restrictions as described on the subscription page and subject to the license provisions set forth below.
1.2 Each license under an applicable subscription plan grants the user a worldwide, non-exclusive, non-sub-licensable, non-transferable and perpetual royalty-free license to reproduce, distribute, publish, transmit and display, in whole or in part, the Stock Files, and create derivative works from the Stock Files in all media, including, educational, print, multimedia, games, merchandise, and the internet, and for all legal purposes other than those uses prohibited by the restrictions in this Agreement. For the avoidance of doubt, licenses granted under this Agreement do not include the right to use Stock Files in Broadcast, Television, or OTT platforms unless explicitly set forth in the subscription plan that you selected.
1.3 Subject to the limitations set forth in the subscription plan you choose, and the restrictions set forth in this Agreement, Individual Licenses include access to Storyblocks’ entire collection of Stock Files for your personal, portfolio and commercial use. For the avoidance of doubt, our Individual License is written for and indemnifies the individual person who originally signed up for the account. It does not cover any other individual, entity, and/or company. If you need a Business License that is written for and indemnifies you and your entity, company, or client, please contact our Enterprise team on our website here.
2. License Restrictions
2.1 No Standalone File Use: You may not: (i) make the Stock Files (including, without limitation, audio-based Stock Files), or any portion thereof, available (separate from its incorporation in any larger work) in any medium accessible by persons other than authorized Users; or (ii) make the Stock Files (including, without limitation, audio-based Stock Files) available in a manner intended to allow or invite a third party to download, extract, redistribute or access the Stock Files as a standalone file. For the avoidance of doubt, this includes sharing raw files with clients and/or colleagues who do not have active subscriptions.
2.2 No Unlawful Use: You may not use the Stock Files for any pornographic, political, defamatory, or otherwise unlawful purpose, whether directly or in context or juxtaposition with other material or subject matter.
2.3 No False Representation of Authorship: You may not falsely represent, expressly or impliedly, that you are the original creator of a work that derives a substantial part of its artistic components from the Stock Files.
2.4 No Trademark Use: You may not incorporate the Stock Files into a logo, corporate ID, trademark, or service mark.
2.5 No Sensitive Use Stock Files may not be used in connection with a subject that would be unflattering or unduly controversial to a reasonable person. and any such use is a material breach of this Agreement.
2.6 No Competing Use: You may not use Stock Files to compete with Storyblocks or create a library of content for distribution.
2.7 Electronic Template Use or On Demand Product Use: You may not (i) include the Stock Files in an electronic template for use by third parties on electronic or printed products, cut files, digital scrapbooking or digitized embroidery files intended for multiple distribution; or (ii) use or display the Stock Files on websites (such as Café Press or Zazzle) or in any other medium designed to induce or involving the sale, license or other distribution of “on demand” products (e.g., products in which Stock Files are selected by a third party for customization of such product on a made-to-order basis, including, without limitation, postcards, mugs, t-shirts, calendars, posters, screensavers or wallpapers on mobile telephones, or similar items, including through the sale of custom design websites.
2.8 NFTs: You may not use any Stock Files in connection with an immutable digital asset intended for sale or distribution (such as a non-fungible token).
2.9 Restrictions on Machine Learning, AI, or Biometric Technology Uses: You may not use Stock Files (including any caption information, keywords or other metadata associated with content) for machine learning and/or artificial intelligence purposes (i.e., to train AI systems), or for any technologies designed or intended for the identification of natural persons. The foregoing is not meant to serve as a restriction on your ability to use AI to assist in your selection of Stock Files or in the creation of projects that do not transform the underlying Stock Files.
3. Additional Restrictions on Use of Audio Stock Files
You may use audio-based Stock Files within other projects, however in no event may Subscriber upload or share any portion of an audio-based Stock File with any digital streaming platform (i.e. Spotify, Apple Music, Pandora, etc.), any online music service of any kind, or other public directory. When using our audio-based Stock Files you may incorporate the audio into another audiovisual work but you only have intellectual property rights as to the creative value you add. For example, if you make a trivial change to a music track, such as trimming its length, you are not the owner of the copyright in that music track and you cannot then resell the trimmed track as your own work of authorship on a service like Spotify (or anywhere else). Some audio-based Stock Files may be owned by writers or publishers who are affiliated with a Performance Rights Organization (each a “PRO”). Such files will be marked accordingly, and in such cases, public performance uses may need to be reported, and royalties may need to be reported. Some of our music is PRO-Free, including our wholly owned Library, also known as Storyblocks Label.
4. Additional Restrictions on Use of Template Stock Files
4.1 Identifiable People and/or Property. When Stock Files contain depictions of identifiable people and/or property, Storyblocks will clearly mark whether the people and/or property depicted are the subjects of release agreements that enable you to use such Stock Files without further clearance (e.g., either “Model Released” or “Property Released”). If a Stock File depicting identifiable people and/or property is not marked as “Model Released” or “Property Released” (as applicable) you may still use such Stock Files, however, you must obtain any releases that you may need for use in your specific project, and your use of such Stock Files is at your own risk.
4.2 Seat License. Each user is required to have a unique password and user ID to access the Stock Files on the Platform. You may not share your login information with anyone else.
4.3 Credit and Intellectual Property. Storyblocks may publicly refer to you, either orally or in writing, as a customer. No ownership or copyright in any Stock Files shall pass to you by the issuance of the license contained in this Agreement. Except as expressly stated in this Agreement, Storyblocks grants you no right or license, express or implied, to the Stock Files. You may not assert any right to revenue from a collecting society in respect of photocopying, digital copying or other secondary uses of the Stock Files contained in a work incorporating the Stock Files. You must notify Storyblocks if you become aware of any unauthorized use of the Stock Files.
4.4 License and Subscription Payment. No licenses are granted until payment of Storyblocks’ license or subscription fee is received in full. Unless credit terms have specifically been agreed to directly between Storyblocks and you, payment of fees (or Storyblocks’ invoices if applicable) must be received prior to the publication or other use of any Stock Files. You agree to pay Storyblocks a service charge of 1.5% per month on any unpaid balance after the first use of the Stock Files. Any disputes concerning any invoice must be submitted in writing, within 10 business days of the invoice date, or you shall be deemed to have accepted the invoice as issued. You are responsible for paying any collection fees charged to Storyblocks to collect past due amounts.
4.5 Subscriptions are billed to you either monthly or annually, depending on the subscription plan you pick, on the date of purchase and subsequently on a renewal date until canceled. “Renewal Date” means the calendar day of the /month as noted on the subscription order. A subscription will be automatically renewed for consecutive subscription terms unless canceled at least 48 hours before the Renewal Date in order to avoid being charged for the next subscription period. If you cancel your subscription after the applicable Renewal Date, it will not take effect until the end of the following subscription period. All fees are exclusive of any applicable sales, use, withholding or other transactional taxes, which are your sole responsibility.
5. Term and Termination. The term of your subscription will continue according to the subscription plan purchased so long as your fees are paid on time. If your subscription expires you shall have no further right or authorization to download and use any additional Stock Files from the Platform.
5.1 A download limit may be put in place per product/subscription. This limit may change at any time and without notice. The license contained in this Agreement will terminate automatically without notice from Storyblocks if you fail to comply with any provision of this Agreement. Upon written notice of such termination from Storyblocks (email to suffice), you must immediately (i) stop using the Stock Files, (ii) delete or remove the Stock Files from your premises, computer systems, back-ups, and storage (electronic or physical).
6. Revocation. Storyblocks reserves the right to revoke the license to use any Stock Files for good cause and may elect to replace such Stock Files with alternate Stock Files. Upon notice of any revocation of a license for any Stock Files, you shall immediately cease using such Stock Files, shall take all reasonable steps to discontinue use of the revoked Stock Files in products that already exist and shall inform all end-users and clients of same. The replacement Stock Files is subject to the terms and conditions of this Agreement.
7. Warranty and Limitation of Liability.
Storyblocks warrants that: (i) the Stock Files will be free from defects in material and workmanship for thirty (30) days from delivery and your sole and exclusive remedy for such breach is the replacement of the Stock Files; (ii) it has all necessary rights and authority to enter into and perform this Agreement.
7.1 STOCK FILES ARE PROVIDED “AS IS.” STORYBLOCKS MAKES NO REPRESENTATION OR WARRANTY, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, QUALITY OF CONTENT, OR COMPATIBILITY WITH ANY COMPUTER HARDWARE OR OTHER EQUIPMENT, OPERATING SYSTEM, OR SOFTWARE PROGRAM. FOOTAGE FIRM MAKES NO REPRESENTATION OR WARRANTIES THAT THE USE OF THE STOCK FILES WILL BE UNINTERRUPTED OR ERROR FREE.
7.2 STORYBLOCKS SHALL NOT BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY GENERAL, PUNITIVE, SPECIAL, DIRECT, INDIRECT, CONSEQUENTIAL, OR INCIDENTAL DAMAGES, OR LOST PROFITS OR ANY OTHER DAMAGES, COSTS OR LOSSES ARISING OUT OF YOUR USE OF THE STOCK FILES, OR OTHERWISE, EVEN IF FOOTAGE FIRM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, COSTS OR LOSSES. SUBJECT TO THE PROVISIONS OF STORYBLOCKS’ INDEMNIFICATION OBLIGATIONS SET FORTH BELOW, STORYBLOCKS’ MAXIMUM LIABILITY ARISING OUT OF OR IN CONNECTION WITH USE OF OR INABILITY TO USE THE STOCK FILES (WHETHER IN CONTRACT, TORT OR OTHERWISE) SHALL, TO THE EXTENT PERMITTED BY LAW, BE LIMITED TO THE AMOUNT OF THE LICENSE FEE PAID TO STORYBLOCKS BY YOU FOR YOUR USE OF THE APPLICABLE STOCK FILES. STORYBLOCKS SHALL NOT BE LIABLE FOR ANY DAMAGES, COSTS OR LOSSES ARISING OUT OF OR AS A RESULT OF MODIFICATIONS MADE TO THE STOCK FILES BY YOU OR THE CONTEXT IN WHICH STOCK FILES ARE USED BY YOU. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
8.1 By You. You agree to defend, indemnify, and hold Storyblocks and its parent, subsidiaries and affiliates and their respective officers, directors, and employees harmless from all damages, liabilities, and expenses (including attorneys' fees and costs), arising out of or as a result of claims by third parties relating to your use of any Stock Files or any other breach by you of this Agreement. You warrant that you will use best efforts to protect the Stock Files from improper usage. You agree to maintain firewalls and other security measures to prevent the accidental or intentional theft, misappropriation, or unauthorized copying of the Stock Files.
8.2 By Storyblocks. Storyblocks agrees to defend, indemnify, and hold you harmless from all damages, liabilities and expenses (including attorneys' fees and costs), arising out of or as a result of third-party claims that any unaltered Stock Files, as downloaded from the Platform, infringe the copyright, patent and/or trade secret rights of such third party. NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH ABOVE, (I) ANY SUCH CLAIMS ARISING OUT OF OR RELATING TO ANY THIRD-PARTY COPYRIGHTS, TRADEMARKS OR LOGOS DEPICTED WITHIN ANY STOCK FILES ARE EXEMPT FROM THE FOREGOING INDEMNIFICATION OBLIGATION, AND (II) THE MAXIMUM AGGREGATE AMOUNT FOOTAGE FIRM SHALL BE OBLIGATED TO PAY PURSUANT TO THIS SECTION IN CONNECTION WITH ALL SUCH CLAIMS ARISING UNDER THIS AGREEMENT IS $20,000. For the avoidance of doubt, this indemnification only applies to the individual account holder, and cannot be transferred to or used by any other organization or individual.
8.3 Procedure. Upon becoming aware of a claim, as applicable, the corresponding indemnified Party will (i) provide prompt written notice to the indemnifying Party of such claim; (ii) allow the indemnifying Party to control the defense and settlement of each such claim, and (iii) provide reasonable assistance to the indemnifying Party in connection with the defense and settlement of each such claim. Neither Party, as applicable, may settle such a claim without the prior written consent of the indemnifying Party (which consent shall not be unreasonably withheld, conditioned or delayed) if any settlement or compromise (i) admits to liability on the part of the indemnified Party; (ii) agrees to an injunction against the indemnified Party; or (iii) settles any matter in a manner that separately apportions fault to the indemnified Party. The failure of any indemnified Party to give notice of a claim as provided herein shall not relieve the indemnifying Party of its obligations under this section, the extent the failure to give such notice is not prejudicial to the indemnifying Party’s ability to defend the claim.
9. Miscellaneous Terms.
9.1 Assignment: This Agreement is personal to you and is not assignable by you without Storyblocks’ prior written consent. Storyblocks may assign this Agreement, without notice or consent, to any corporate affiliate or to any successor in interest, provided that such entity agrees to be bound by these terms.
9.2 Electronic Storage: For all Stock Files that are delivered to you in electronic form, you must retain the copyright symbol, the name of Storyblocks, the content identification number and any other information as may be embedded in the electronic file containing the Stock Files. You shall maintain a robust firewall to safeguard against unauthorized third-party access to the Stock Files.
9.3 Governing Law/Dispute Resolution:
This Agreement is governed by and construed in accordance with the internal laws of the State of Delaware, without reference to principles of conflicts of laws. Any controversy or claim arising out of or relating to this Agreement shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules. Claims shall be heard by a single, neutral arbitrator, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof, accompanied by a reasoned opinion of the arbitrator. The place of arbitration shall be Wilmington, Delaware, and the arbitration shall be governed by the laws of the State of Delaware. Except as may be required by law, neither a party nor an arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties.
9.4 Severability: If one or more of the provisions contained in the Agreement is found to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not be affected. Such provisions shall be revised only to the extent necessary to make them enforceable.
9.5 Waiver: No action of either party, other than express written waiver, may be construed as a waiver of any provision of this Agreement. A delay on the part of either party in the exercise of its rights or remedies will not operate as a waiver of such rights or remedies, and a single or partial exercise by either party of any such rights or remedies will not preclude other or further exercise of that right or remedy. A waiver of a right or remedy on any one occasion will not be construed as a bar to or waiver of rights or remedies on any other occasion.