NEXX CONTENT LICENSE AGREEMENT

This is a license agreement between you and NEXX LLC (Wyoming, USA) that explains how you may use photographs, illustrations, vectors, video clips, music tracks and sound effects (collectively, “Content”) licensed through NexxPhotoStock. By purchasing and/or downloading Content from NEXX, you accept the terms of this agreement.

All Content is owned exclusively by NEXX LLC. NEXX does not offer custom/bespoke licenses beyond the license categories defined in this agreement.

1) What license types does NEXX offer?

Every file you obtain from NEXX includes a Standard license. For broader uses, NEXX offers Extended categories (licensed per file and for a named end-client):

Print-Extended — removes the 500,000 print-run limit; permits product packaging (by product line) and printed OOH.

Merchandising-Extended — allows products for resale, Print-On-Demand (POD) and electronic templates for resale (with proper protection of the source file). (Not available for Music—see Restricted Uses.)

Digital-Extended — covers paid digital advertising, boosted posts, DOOH and influencer whitelisting.

AV-Extended — covers TV/OTT/cinema/broadcast and in-store TV; PR stills from the same video are permitted.

Multi-Seat — grants source-file access to N users within a single legal entity (a right to the file; it does not add login seats to the service).

You may stack different license categories on the same file (rights are cumulative). However, you may not purchase more than one license of the same category for the same file for the same end-client and the same project. A new project for that client or a different client requires a new license of the applicable category.

2) How can I license files from NEXX? (Credits & Subscriptions)

You can license files with credits or via subscription.

Credits. Purchase preset credit packs to license files and Extended categories.

Subscriptions. Monthly or annual billing; credits are granted monthly.

Rollover. Unused subscription credits roll over only while the subscription remains active.

Cancellation. On cancellation, subscription and rollover credits expire at the end of the current paid period. If you re-subscribe within an active period after cancellation, your subscription and rollover credits are preserved.

Failed payment. NEXX may freeze subscription and rollover credits until payment issues are resolved. Licenses already issued and downloads already made remain valid.

Combined debiting order. For each purchase, credits are debited in a strict, combined order: (1) rollover → (2) subscription → (3) one-off pack. If one “bucket” is insufficient, the shortfall is taken from the next bucket automatically.

Refunds & EU cooling-off (at purchase).
Refunds for digital content/credits/subscriptions are not provided, unless required by mandatory law. EU customers: by completing a purchase of digital content/credits/licenses, you expressly consent to immediate performance (license activation/download access) and acknowledge the loss of your 14-day withdrawal right at the time of purchase. A separate confirmation is collected at checkout.

3) How may I use licensed Content?

You may use Content in any manner not restricted below. Subject to those restrictions and the rest of this agreement, the rights granted by NEXX are:

Perpetual — no expiry on rights for files obtained under this agreement.

Non-exclusive — you do not have exclusive rights; NEXX may license the same file to others.

Worldwide — usable in any territory (subject to sanctions/export controls).

Project-scoped — one project for one named end-client per license. A different project and/or end-client requires an additional license.

For purposes of this agreement, “use” means to copy, reproduce, modify, edit, synchronize (for Music), perform, display, broadcast, publish or otherwise exploit within the scope of rights granted.

Illustrative examples: websites; blog posts; organic social media; advertising (with the appropriate Extended category); marketing campaigns; corporate presentations; newspapers; magazines; books; film/TV productions (with AV-Extended); web/mobile apps; product packaging (with Print-Extended); merchandise and electronic templates for resale (with Merchandising-Extended).

Music/SFX — additional note: you may edit a track (cut/loop/retime) provided you do not alter the fundamental character of the used portion and you do not acquire ownership in the master or composition by virtue of such editing.

4) Restricted Uses (apply to all licenses and all Content)

4.1 No Unlawful Use

You may not use Content in a pornographic, defamatory, fraudulent or otherwise unlawful manner; to promote violence or hatred; in violation of laws, regulations or industry codes; or in violation of third-party rights (copyright/related rights, trademarks, rights of publicity/privacy, etc.).

4.2 No Commercial Use of “Editorial Use Only” Content

Content marked “Editorial Use Only” may not be used for commercial, promotional, advertorial, endorsement, advertising, gambling/betting/gaming or merchandising purposes. Such content is for descriptive/editorial contexts (e.g., news reporting, current events, human-interest topics). Model/property releases are generally not provided; you are responsible for legal compliance in your editorial context.

4.3 No Standalone File Use

You may not use Content in any way that allows others to download, extract or redistribute it as a standalone file (i.e., the file itself, separate from the end use). Protect source files (e.g., flatten/outline/rasterize/obfuscate). Source access is limited to your project team; concurrent multi-user source access requires Multi-Seat.

4.4 No Use in Trademarks or Logos

You may not use Content (in whole or part) as the distinctive element of a trademark, design mark, tradename, business name, service mark or logo, nor attempt to register such use or rely on any such registration/prior use/goodwill to prevent NEXX or third parties from using the same or similar content.

NEXX does not offer custom/individual licenses for logo/trademark use.

4.5 Sensitive Use Disclaimer Required

If Content featuring people or property is used with subjects a reasonable person may find unflattering or unduly controversial (e.g., sexually transmitted diseases, addiction, crime, politics, religion), you must clearly state: (1) the Content is used for illustrative purposes only, and (2) any person depicted is a model. Example: “Stock photo. Posed by model. For illustrative purposes only.” (For purely editorial use of editorial-only assets, such a disclaimer is typically not required.)

4.6 No False Representation of Authorship

You may not claim to be the original creator of a work made up largely of licensed Content without substantial creative contribution.

4.7 Additional Restrictions for Music/SFX

No music-listening experiences. Do not use Music as standalone listening content (including compilations with negligible visuals).

No audio products. Do not manufacture/distribute/sell products whose primary value is the Music itself (CD, vinyl, cassettes, digital albums/compilations).

No separate use of titles/lyrics or theme songs. Do not use Music as an official theme of a program/production, nor use a track’s title or lyrics separate from the Music.

No political campaigns. Music may not be used in political campaigning.

No logos/trademarks. Do not incorporate Music into a logo, trademark or service mark.

No Merch/Templates for Music. Extended rights for merchandise/POD/electronic templates are not available for Music; such uses are prohibited for Music.

4.8 Restricted Uses — unless an Extended category is purchased

Unless you purchase the corresponding Extended category for the file and for the named end-client, the following uses are not permitted:

Products for resale / POD / electronic templates → Merchandising-Extended required. (Not available for Music—prohibited for Music.)

Paid digital advertising / DOOH / whitelisting → Digital-Extended required.

TV/OTT/cinema/broadcast / in-store TV → AV-Extended required.

Print run over 500,000 / packaging / printed OOH → Print-Extended required.

Print run limit (Standard). With Standard, total print run per layout is up to 500,000. Above that requires Print-Extended.

Packaging (by product line). Print-Extended covers packaging for one product line of the named end-client: a cohesive set of SKUs under the same brand/positioning within one product category (e.g., a drink line with multiple flavors/sizes/multipacks and regional versions). A different line (including sub-brand/co-brand/a self-standing seasonal line) requires an additional Print-Extended for the same file.

4.9 No Machine Learning, AI or Biometric Use

You may not use Content (including captions/keywords/metadata) for machine learning or artificial intelligence (training, fine-tuning, testing, validation, embeddings, weights, LoRA/checkpoints), nor for technologies designed for or intended to identify natural persons (biometric/face/voice identification).

5) Who, besides me, can use the licensed Content?

The rights granted are non-transferable and non-sublicensable. Two limited exceptions:

Employer or client. If you purchase on behalf of your employer or end-client, that employer/client may use the Content. You represent that you have legal authority to bind them to this agreement. Without such authority, they may not use the Content.

Subcontractors. You may allow subcontractors/distributors to use Content only in production/distribution processes related to your final project. They may not use Content for any other purpose.

Seat/User limits apply. Multi-user source-file access requires Multi-Seat (see below).

6) Seat/User restrictions

The Standard license or subscription is for a single user. Seat/user limits refer to the source file, not the finished project.

If licensed with credits (Standard). You may share within your legal entity, but the source file may be available to only one person at a time. For concurrent access by multiple users, purchase a Multi-Seat license for the file.

If licensed via subscription (Standard). Only one person (the same person) may access, license and use the Content. For teams, add a Multi-Seat license for the file.

Multi-Seat (credits). Allows storage on the legal entity’s server and simultaneous source-file access by multiple users within the same legal entity and the same end-client project.

7) User accounts

You are responsible for all activity under your user account and agree to: (1) maintain the security of usernames/passwords; (2) notify NEXX immediately of any unauthorized use or breach; and (3) accept responsibility for account activity. NEXX may monitor downloads and user activity to ensure compliance and may suspend access and pursue legal remedies for breaches.

8) Intellectual property rights & attribution

Ownership. All licensed Content is owned exclusively by NEXX LLC. All rights not expressly granted are reserved by NEXX LLC.

Attribution.

Commercial use: not required.

Editorial use (where appropriate): credit as “© NexxPhotoStock / NEXX LLC.”

Music (where credits are customary): “Music: © NEXX LLC (NexxPhotoStock).”

9) Termination / Cancellation / Withdrawal

Termination. Except for subscriptions, this agreement remains in effect until terminated by either party. You may terminate by ceasing use and deleting/destroying all copies. NEXX may terminate at any time if you breach; you must immediately cease use, delete/destroy all copies and, if requested, confirm compliance in writing.

Subscription termination. Unless renewed, subscriptions terminate at the end of the subscription term. NEXX may terminate licenses before term end if it reasonably believes this agreement is violated or the account is abused; you must immediately cease use, delete/destroy copies and confirm compliance.

Social media termination. If a platform/website where you post Content uses or announces it will use the Content for its own purposes or contrary to this agreement, the license for that placement terminates immediately.

Content withdrawal. NEXX may discontinue licensing any item at its sole discretion. Upon notice from NEXX, or if you become aware, that Content may be subject to a third-party claim, NEXX may require you to immediately cease using the Content, delete/destroy copies and ensure your clients/distributors/employer do likewise. NEXX will provide replacement content (commercially reasonable) free of charge, subject to this agreement.

10) Refunds and EU withdrawal right (cooling-off)

No refunds. Unless required by mandatory law, there are no refunds for subscriptions, credit packs or licensed files.

EU cooling-off waiver at purchase. For EU users: when purchasing digital content/credits/licenses, you expressly consent to immediate performance (activation) and confirm you lose the 14-day right of withdrawal upon purchase. A separate non-pre-checked checkbox is presented at checkout.

This does not affect any statutory rights that cannot be waived under applicable law.

11) License Certificate (what NEXX shows)

Your license certificate/receipt shows only: (i) File ID (and may show a preview/title), (ii) License category, (iii) your account ID, (iv) purchase date, (v) the end-client name (licensee designation), and (vi) transaction/invoice ID and/or a link to this agreement.

NEXX does not list product type, SKU, campaigns, channels or geographies on the certificate. You must keep such details in your own records and provide them to NEXX upon reasonable request (audit).

12) Records, electronic storage & audit

Record-keeping. Keep evidence of lawful licensing and use (order/license IDs, end-client name, and your internal registers such as layouts/SKUs within the covered product line, placements, channels, territories, dates, versions).

Electronic storage. Retain embedded copyright notices/file IDs and maintain appropriate security to protect against unauthorized use. One (1) backup copy is permitted.

Audit. Upon reasonable notice, NEXX may request samples of projects/end uses (including access to pay-walled placements) and your internal registers to verify compliance. If an audit reveals an underpayment of 5% or more, you will also reimburse NEXX’s reasonable audit costs.

13) Warranties, indemnification, limitation of liability

As-is. Except as required by law, Content is provided “as is” without warranties of merchantability, fitness for a particular purpose, uninterrupted availability or error-free operation.

Editorial-only disclaimer. For editorial-only content, NEXX does not grant rights or make warranties regarding names, people, trademarks, trade dress, logos, protected designs/architecture depicted. You are responsible for determining if releases/permissions are needed for your proposed use.

Metadata. NEXX does not warrant the accuracy of titles, captions, keywords or other metadata.

Your indemnity. You agree to defend, indemnify and hold harmless NEXX LLC and its affiliates, and each of their officers, directors and employees, from damages, liabilities and expenses (including reasonable attorneys’ fees) arising out of or related to your breach of this agreement or violation of law/third-party rights.

Limitation of liability. NEXX’s total aggregate liability is limited to the amounts you paid to NEXX for the specific file/license in the 12 months preceding the event giving rise to liability. NEXX will not be liable for punitive, special, indirect, consequential or incidental damages, or lost profits, even if advised of the possibility. Some jurisdictions do not allow such exclusions; in those jurisdictions, the limits apply to the maximum extent permitted.

14) General provisions

No custom licenses. NEXX does not offer individual/custom licenses beyond the categories set out in this agreement.

License stacking without duplication. You may combine different categories on the same file; duplicate purchases of the same category for the same file/client/project are not permitted. A new project for that client or a different client requires a new license.

Sanctions & export controls. You represent that you and your beneficial owners are not on any sanctions lists and are not located in restricted jurisdictions. NEXX may restrict access, payments and licensing to comply with sanctions/export controls.

Assignment. This agreement is personal to you and may not be assigned without NEXX’s prior written consent. NEXX may assign to an affiliate or successor in interest.

Governing law & forum. This agreement is governed by the laws of the State of Wyoming, USA (without conflict-of-laws rules). Courts of Laramie County, Wyoming have exclusive jurisdiction, unless mandatory consumer-protection rules require otherwise.

Taxes. Prices are shown exclusive of tax (per U.S. practice). You are responsible for all applicable taxes, VAT/GST, duties. Processors may calculate/collect taxes based on your jurisdiction.

Interest on overdue amounts. A service charge of 1.5% per month (or the maximum allowed by law, if lower) may be applied to overdue balances.

Subscriptions—Auto-renewal & payment failure. If set to auto-renew, you authorize NEXX to charge fees and taxes at the then-current rate at term end. You can change auto-renewal in your account. NEXX may deactivate a subscription without prior notice if payment cannot be processed.

Severability; waiver; changes. If a provision is invalid, the remainder remains effective. Waivers must be in writing. NEXX may update this agreement prospectively; continued use after posting constitutes acceptance. Updates do not diminish rights already granted for previously licensed files.

Licensing entity & notices. Licensing entity: NEXX LLC, Wyoming, USA. Legal inquiries: support@nexxphotostock.com