Derivative Work Requirement Clause Samples

Derivative Work Requirement. Any and all uses of the Stock Files is subject to the limitation that the Stock Files must be incorporated into any work with substantial value added by the Licensees such that transformed or derivative work is not recognizable as the Stock File nor is the Stock File capable of being downloaded, extracted or accessed by a third party as a stand-­‐alone file (satisfaction of these conditions will constitute the work as a “Derivative Work” for the purposes of this Agreement). Thus, the Licensees must incorporate Stock Files in Derivative Works that include promotional materials, packaging, web page design, broadcast, products for sale, electronic and print publication, comps, and layouts. "Nontransferable" as used herein means that except as specifically provided in this Agreement, the Licensees may not sell, rent, load, give, sublicense, or otherwise transfer to anyone, the Stock File or the right to use the Stock File. Except as otherwise provided in this Agreement, Licensees shall not cause or permit unauthorized copying, reproduction or disclosure of any portion of the Stock Footage, or the delivery or distribution of any part thereof to any third party, for any purpose, without the prior written permission of Footage Firm. This restriction shall continue beyond the termination of this Agreement.