Commercial Licensing Agreement 1. Grant of License 1.1 Scope of Usage: The licensor grants the licensee a non-exclusive license to use images, illustrations, and photos ("Content") for commercial purposes, including but not limited to promotional campaigns, advertising, and usage on websites and blogs. 1.2 Territory: This license is valid for use within the state of Ohio and globally. 2. Usage Guidelines 2.1 Perpetual Use: There is no specific timeframe for the usage of each photo. The license is perpetual unless otherwise agreed upon in writing. 2.2 Digital Use: The licensee is authorized to use the Content for web and digital applications. Physical reproduction or distribution requires prior written consent. 2.3 Crediting: The licensee is not required to provide credit to the owner of the photo when using the Content. 3. Retention of Rights 3.1 Ownership: The licensor retains all rights to the Content. This license does not transfer ownership of the Content to the licensee. 3.2 Exclusive Rights: The licensor reserves the right to grant similar licenses to other parties for the same Content. 4. Pricing and Payment 4.1 Pricing Structure: The pricing for each photo is determined based on the size, resolution, and specific requirements of the Content. Pricing details are to be agreed upon separately. 4.2 Payment Terms: The licensee shall pay the agreed-upon fees promptly upon receipt of an invoice. Late payments may incur additional charges. 5. Usage Restrictions 5.1 No Unauthorized Alterations: The licensee shall not modify, alter, or edit the Content in any way that distorts or misrepresents the original content. 5.2 No Resale or Transfer: The licensee shall not sell, transfer, or sublicense the licensed Content to third parties without the prior written consent of the licensor. 6. Governing Law and Jurisdiction 6.1 Governing Law: This agreement is governed by the laws of the state of Ohio. 6.2 Jurisdiction: Any disputes arising under or in connection with this agreement shall be subject to the exclusive jurisdiction of the state and federal courts located within Ohio. 7. Entire Agreement 7.1 This agreement constitutes the entire understanding between the parties concerning the subject matter hereof and supersedes all prior discussions, negotiations, and agreements.