Last updated February 27, 2024. Replaces all prior versions.
These Additional Terms govern your use of the JDQCreative Services and the Stock Assets (as defined below) and are incorporated into the JDQCreative General Terms of Use (“General Terms”) located at https://jdqcreative.com/terms-of-use/ (these Additional Terms and the General Terms are collectively referred to as “Terms”). All rights and licenses granted to you under these JDQCreative Additional Terms are subject to your compliance with the Terms. Capitalized terms not defined here have the same meaning as defined in the General Terms.
1. Definitions
1.1. “Affiliate” ” means, for an entity, any other entity that controls, is controlled by, or is under common control with, that entity. For purposes of this definition, the term “control” means the direct or indirect power to direct the affairs of an entity through a least 50% of the shares, voting rights, participation, or economic interest in that entity.
1.2. “Audio Work(s)” means the audio tracks (including all sound recordings, musical compositions, and any other recordings containing sounds or a series of sounds, embodied therein).
1.3. “Assets” means (A) photographs, illustrations, vectors, 3D assets, and template files made available to you for license and (B) any other asset type made available for licensing by us.
1.4. “Editorial Work(s)” means any Stock Assets designed as “editorial use only” on the Website(s).
1.5. “Grace Period” means the 30 days immediately following the termination or expiration of your Subscription.
1.6. “Indemnified Stock Asset” means a Stock Asset (excluding Editorial Works) that you have licensed and downloaded, whether paid for or free.
1.7. “Stock Asset(s)” means one or both of Audio Work(s) and Work(s).
1.8. “Website(s)” means JDQCreative Services available at www.jdqcreative.com (or successor URL), or other JDQCreative websites or applications that make available Stock Assets for license.
1.9. “Work(s)” means the Assets as well as the photographs, illustrations, images, vectors, videos, 3D assets, template assets, and other pictorial or graphic works designated as Stock assets on any Websites, and for clarity, does not include any Audio Work(s).
2. Ownership.
Except as expressly granted in the Terms, we and our licensors retain all rights, title, and interest in and to the Stock Assets. No title or ownership interest in or to the Stock Assets is transferred to you by virtue of the Terms.
3. License Terms and Specific Restrictions Applicable to Works
3.1. Single Sales License and Specific Restrictions for Works. The license described in this section 3.1 is referred to as a “Single Sales License”. This license applies to all non-audio Works offered by JDQCreative whether purchased or offered for free.
(A) Single Sales License for Works. Under a Single Sales License, we grant you a non-exclusive, perpetual, worldwide, non-transferable and non-sublicensable (except pursuant to section 6 (Additional Rights)) license to use, reproduce, archive, modify, and display the Work, in all media, for (1) advertising, marketing, promotional and decoration purposes; and (2) personal and non-commercial uses, with restrictions as further described in section 3.1(B) (“Single Sales License Specific Restrictions”).
You may use the Work in connection with (a) electronic templates and design template applications; (b) merchandise such as mugs, t-shirts, posters, and greeting cards; and (c) “print on demand” services only so long as the Work is modified so as to qualify as an original work of authorship, subject to the restrictions in section 7 (Restrictions), section 3.1(B) (“Single Sales License Specific Restrictions”) and restrictions on use of Assets for print on demand services.
(B) Single Sales License Specific Restrictions for Works. In addition to the restrictions in section 7 (Restrictions), the following restrictions apply to your use of any Work under a Single Sales License:
(1) you may not incorporate a Work into merchandise intended for sale or distribution, including on-demand products, unless (a) the Work has been modified to the extent that the new work, as incorporated into such merchandise, is not substantially similar to the Work and can qualify as an original work of authorship; or (b) the primary value of such merchandise does not lie with the Work itself;
(2) you may not use, reproduce, distribute, or display the Work with a press release that includes the distribution of the stand-alone image file.
4. License Terms and Specific Restrictions Applicable to Audio Works.
If there is a conflict between this section 4 and any other section of the Terms, this section 4 controls with respect to Audio Works only.
4.1. Audio Standard License and Specific Restrictions. The license described in this section 4.1 is referred to as an “Audio Standard License”.
(A) Audio Standard License. Under an Audio Standard License, we grant you a non-exclusive, perpetual, worldwide, non-transferable (except pursuant to section 6 (Additional Rights)), non-sublicensable (except as to 4.1(A)(3) below) license to:
(1) synchronize and otherwise combine the Audio Work with video, audio, and other materials, to create an unlimited number of Audio Projects;
(2) adapt, edit, and modify the Audio Work in Audio Projects (including converting the file format, pitch-shifting, time compression, cutting, and trimming);
(3) reproduce, copy, transmit, broadcast, display, publicly perform, and otherwise distribute the Audio Work as incorporated into an Audio Project (except as specified in 4.2(A) (Audio Extended License)); and
(4) subject to any and all applicable restrictions, use Audio Projects for any purpose, including advertising, marketing, promotional, and commercial.
(B) Audio Standard License Specific Restrictions. In addition to the restrictions in section 4.3 (Audio Work Restrictions) and section 6.1 (General Restrictions), you may not use an Audio Work in any Audio Project as specified in sections 4.2(A)(1)-(7) (Audio Extended License) without first obtaining an Audio Extended License.
4.2. Audio Extended License and Restrictions. The license described in this section 4.2 is referred to as an “Audio Extended License”.
(A) Audio Extended License. Under an Audio Extended License, we grant you the same rights as under an Audio Standard License, in addition to the right to reproduce, copy, transmit, broadcast, display, publicly perform, and otherwise distribute Audio Projects in:
(1) radio;
(2) television;
(3) paid-access streaming video services;
(4) paid-access on-demand video services;
(5) theatrical releases;
(6) computer software applications (including mobile applications and video games); and
(7) physical point of sale locations (such as shopping malls, point of sale systems, in-store displays, and showroom videos).
(B) Audio Extended License Restrictions. The restrictions in section 4.3 (Audio Works Restrictions) and section 6.1 (General Restrictions) apply to any Audio Work under an Audio Extended License.
4.3. Audio Work Restrictions. In addition to the restrictions in section 6.1 (General Restrictions) and any restrictions specific to a license type, you must not:
(A) use any Audio Work in a way that alters its fundamental character, such as to create remixes or mashups; make any other alterations for the purpose of creating new music; or otherwise alter the Audio Work except as expressly permitted in section 4.1(A) (Audio Standard License);
(B) use any Audio Work as a theme song in an Audio Project specified in sections 4.2(A)(1)-(7) (Audio Extended License);
(C) incorporate any Audio Work into any electronic template or design template application (e.g., a web design or presentation template, or templates for electronic greeting cards or business cards);
(D) offer any Audio Work on a stand-alone basis or as a listening-only experience, such as a track on an album; or
(E) upload or make available any Audio Work as combined solely with a still image or simple one-shot video on a streaming platform (e.g. creating a playlist by using an Audio Work in combination with a visual element, where the visual element adds little to no value).
5. Additional Rights.
Subject to the Terms and any applicable restrictions, you may have the following additional rights:
(A) Employer Use. You may obtain a license to a Stock Asset for the benefit of your employer (“Employer Assets”), in which case you:
(1) represent and warrant that you have full legal authority to bind your employer to these Terms;
(2) are solely responsible and liable for use of the Employer Assets; and
(3) must obtain additional licenses for any Employer Asset(s) you intend to use for yourself.
(B) Employee and Contractor Use. You may share Stock Assets with your employees or subcontractors, provided that:
(1) such employees and subcontractors agree in an enforceable written agreement to abide by the restrictions in the Terms;
(2) such employees and subcontractors only use the Stock Asset on your behalf; and
(3) you are solely responsible and liable for use of the Stock Asset by your employee or contractor.
(C) Social Media Use. You may use a Stock Asset on a third-party social media platforms or websites in accordance with the applicable third-party user agreement, provided that doing so does not exceed the scope of the license granted to you hereunder.
(D) Client Use. You may purchase a license to a Stock Asset on behalf of your client, and your client may use the asset subject to these terms. In that case, you represent and warrant that you have full legal authority to, and will, bind your client to these terms. If you do not do so, then your client may not use the Stock Asset. The rights purchased may only belong to you or your client. If you purchase a license to a Stock Asset used by a client, you must purchase additional licenses for any other use by you or additional clients. In other words, only one of you (and not both) may re-use a Stock Asset in multiple projects. You must not resell licenses to Stock Assets.
6. Restrictions.
6.1. General Restrictions. You must not:
(A) use the Stock Assets in any way that allows a third party to use, download, extract or access the Stock Assets (1) as a stand-alone file; or (2) in a way that exceeds the scope of the license to the Stock Assets;
(B) use the Stock Assets with material that violates any third-party rights, or otherwise take any action in connection with the Stock Assets that infringes the intellectual property or other rights of any person or entity, such as the moral rights of the creator of the Stock Assets or the rights of any person who, or any person whose property, appears in or is associated with the Stock Assets;
(C) register, or apply to register, a trademark, design mark, service mark, sound mark, or tradename, that uses any Stock Asset (in whole or in part); or claim ownership rights in an attempt to prevent any third party from using a Stock Asset;
(D) use the Stock Assets in a manner that is pornographic or defamatory, or that violates any applicable laws, rules, or regulations;
(E) use the Stock Assets in a manner, or in connection with a subject, that a reasonable person could consider unflattering, immoral, offensive, obscene, or controversial, taking into account the nature of the Stock Assets, examples of which could include ads for tobacco; adult entertainment clubs or similar venues or services; implied or stated endorsements of political parties or other opinion-based movements; or implying mental or physical impairment;
(F) use the Stock Assets contrary to any additional restrictions displayed on the Website in the details panel of such Stock Assets;
(G) remove, obscure or alter any proprietary notices associated with the Stock Assets, or give any express or implied misrepresentation that you or another third party are the creator or holder of Intellectual Property Rights in any Stock Assets;
(H) use (or allow third parties to use) the JDQCreative Services (or any content, data, output, or other information received or derived from the JDQCreative Services, such as Stock Assets): (1) to directly or indirectly create, train, test, or otherwise improve any machine learning algorithms or artificial intelligence systems, including any architectures, models, or weights; or (2) with technologies designed or intended for the identification of natural persons;
(I) access Stock Assets filtered out by safe search unless you are over 18 and live in a country where adult content is legal; or
(J) use or exploit the Stock Assets in any manner other than as expressly provided in these Terms.
6.2. Editorial Works Restrictions. . For Editorial Work(s):
(A) you may only use these Editorial Works (1) in a manner that maintains the editorial context and meaning of the Editorial Works; (2) in relation to events or topics that are newsworthy or of general interest to the public; and (3) in compliance with any additional third-party licensor restrictions displayed on the Website in the details panel of such Editorial Works;
(B) you must not (1) use these Editorial Works for any commercial (e.g., promotional, endorsement, advertorial or merchandising) purpose including use in connection with any non-fungible tokens (NFTs) or similar technology for the sale of digital assets; or (2) modify these Editorial Works, except for minor adjustments for technical quality or slight cropping or resizing; and
(C) to use Editorial Works for a commercial purpose, you must first (1) obtain a license directly from the copyright owner of the Editorial Works; and (2) secure additional permissions as necessary.
7. Attribution.
7.1 for Editorial Works or if a Stock Asset is used in an editorial manner, then a credit line must be placed in a way that is reasonable to the applicable use, in this format: “[Contributor Name]/jdqcreative.com” or “jdqcreative.com” if published directly by the Website or as designated on the Website;
7.2 if the Stock Asset is used in an audiovisual production, you must use commercially reasonable efforts to include attribution for JDQCreative in accordance with industry standards, and where possible in the following format: (1) For Works: [Contributor Name]/jdqcreative.com; and (2) For Audio Works: “[“Song Title”] performed by [Artist’s Name]/jdqcreative.com”; and
7.3 if attribution is not already provided and a Stock Asset is used in a context where any other stock content provider receives attribution, you also must include substantially similar attribution for JDQCreative.
8. Special Terms for Subscription Users.
8.1 Subscription User Account. You may not transfer your subscription or allow others to use your subscription, even if they are your affiliates, colleagues, contractors, or employees. However, you may license Stock Assets multiple times through the subscription.
9. Indemnification
9.1 . Conditions to Indemnification. We will have no liability for any Infringement Claim:
(A) that arises from: (1) any modification of a Stock Asset, including with any JDQCreative Products and Services; ; (2) any combination of a Stock Asset with any other materials, content or information; (3) any use of a Stock Asset in violation of these Terms; (4) any use of a Stock Asset after we have instructed you to stop using it; (5) the context in which the Stock Asset or Output is used;
or
(B) if you fail to: (1) notify us in writing of the Infringement Claim promptly upon the earlier of learning or receiving notice of it, to the extent we are prejudiced by this failure; (2) provide us with reasonable assistance as requested for the defense or settlement of the Infringement Claim; (3) provide us with the exclusive right to control, and the authority to settle, the Infringement Claim; or (4) refrain from making admissions about the Infringement Claim without our prior written consent.
10. Your Indemnification Obligations.
Without limiting the obligations in the General Terms, you will indemnify us and our subsidiaries, affiliates, officers, agents, employees, partners, and licensors from any claim, demand, loss, or damages, including reasonable attorneys’ fees, arising out of or related to your use of the Stock Assets or Output (except as indemnified under section 10 (Our Indemnification Obligations)) or your violation of the Terms.
11. Disclaimers.
. We are not responsible, and expressly disclaim any liability, for:
(A) the accuracy of any Stock Asset, including any related descriptions, categories, captions, titles, metadata, or keywords included with any Stock Asset; and
(B) feedback, materials, or answers to questions provided to you by us or our representatives, whether about these Terms, your use or proposed use of a Stock Asse, or otherwise, all of which are provided as a courtesy only and do not constitute legal advice.
12. Reservation.
12.1. If you have actual knowledge, or if you reasonably believe, that a Stock Asset may be subject to a third-party claim, then you must promptly notify JDQCreative in writing. If JDQCreative reasonably believes that a Stock Asset may be subject to a third-party claim, then JDQCreative may instruct you to cease all use, reproduction, modification, display, performance, distribution, and possession of such Stock Asset, in which case you must (1) promptly comply with such instructions; and (2) ensure your clients, distributors, employees, and employers, as applicable, also stop using the Stock Asset.
12.2. We may, at any time (1) discontinue the licensing of any Stock Asset; and (2) deny the downloading of any Stock Asset.
13. Effect of Termination
13.1. If your subscription ends, or upon termination of these Additional Terms, then:
(A) you will forfeit all rights, title and interest in and to any and all unused standard assets from a subscription plan, as applicable;
(B) , any perpetual licenses granted as to Stock Assets will survive and you may continue to use those licensed Stock Assets;
(C) you should download any Stock Assets that you have licensed, as such Stock Assets may not be available after termination or expiration; and
(D) you should make note of any license validation codes issued upon license of an Audio Work, as such license validation codes may not be available after termination or expiration.
13.2. If we terminate your right to use any Stock Asset(s) due to your breach of the Terms, you must cease all use, reproduction, modification, display, performance, distribution, and possession of any such Stock Asset(s).
14. Injunctive Relief. f. In the event of your or others’ unauthorized access to, or use of, the Stock Assets in violation of these Terms, you agree that we are entitled to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction, without providing notice or opportunity to cure.