This Client Image Acknowledgment and Indemnification Agreement ("Agreement") is entered into as of 03/22/2025 by and between **Absolute 0, Ltd., LLC** ("Company") and {text-1} ("Client").
Acknowledgment of Image Ownership and Permissions
The Client acknowledges that they have provided images, graphics, or other visual content ("Images") to the Company for use on the Client's website, social media platforms, and other digital or print materials. The Client represents and warrants that:
- They are the rightful owner of the Images, or
- They have obtained all necessary permissions, licenses, or rights to use the Images, including but not limited to copyright permissions, model releases, and property releases.
Assumption of Risk
The Client understands and agrees that if they have not obtained proper permissions or licenses for the Images, they assume all risks associated with the use of such Images. This includes, but is not limited to, claims of copyright infringement, trademark infringement, violation of publicity or privacy rights, or any other legal claims arising from the use of the Images.
Indemnification
The Client agrees to indemnify, defend, and hold harmless Absolute 0, Ltd., LLC, its officers, directors, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or related to:
- The Client's use of the Images, including any claims that the Images infringe on the intellectual property rights, privacy rights, or publicity rights of any third party;
- The Client's failure to obtain proper permissions or licenses for the Images; or
- Any breach of this Agreement by the Client.
No Warranty by Company
The Company makes no representations or warranties regarding the ownership, legality, or appropriateness of the Images provided by the Client. The Client acknowledges that the Company is relying solely on the Client's representations regarding the Images.
Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of Ohio, without regard to its conflict of law principles.
Entire Agreement
This Agreement constitutes the entire understanding between the parties with respect to the subject matter herein and supersedes all prior or contemporaneous agreements, representations, or understandings, whether written or oral.
Severability
If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
Acknowledgment
By signing below, the Client acknowledges that they have read, understood, and agree to the terms of this Agreement.
