Enterprise and Video License Addendum

This Addendum is part of the Marketplace License for every purchase of a video listing and every purchase that includes a sublicense to one client. In it the seller makes promises directly to the buyer and to the buyer's client. Graunt is the marketplace, not the seller: it is not a party to these promises, gives no warranty or indemnity for content, and has no liability under this Addendum. A purchase is covered by the version in effect when it was made.

What the seller warrants

The seller warrants to the buyer and its client, as of the sale, that it holds every right, license, consent and release needed to grant the License for the uses recorded with the entitlement, including training and evaluating models, commercially exploiting the models built, and the sublicense to the client; that the content, used as the License permits, infringes no one's copyright, trademark, trade secret, publicity or privacy rights, except where the listing discloses that a right is not cleared; and that it, and anyone it got the content from, collected and recorded it lawfully, not by unauthorized access, in breach of a website's terms, by deception, or by recording people without the consent the law requires.

The seller also warrants that the release status the listing declares is accurate; that every identifiable person who is a subject of the content signed a release covering the uses the License grants, including by the client, and that any person without one appears only incidentally; that no identifiable person under 18 appears unless the listing declares Evidence on file and the seller holds a release signed by a parent or guardian; that every other declaration is accurate, including whether the content is AI-generated, the clearance of third-party material, music, events and venues, and its technical specifications; and, for a listing delivered from the seller's storage, that the files match the list Graunt froze at the purchase. The seller makes no other warranty, express or implied, to the extent the law allows.

The seller's indemnity

The seller defends the buyer and its client against third-party claims, and pays what is finally awarded, including fines where the law allows them to be indemnified, or agreed in a settlement it accepts, including reasonable attorneys' fees, to the extent a claim says the content, used as the License permits, infringes an intellectual-property right, violates a person's publicity or privacy rights, was collected or recorded unlawfully, or is not as a warranty states. It does not cover use outside the License or its restrictions, content the buyer or client changed or combined where the claim would not exist without the change or combination, their own processing of the content, such as creating a face template or voiceprint from it (training or testing models as the License permits is not, by itself, their own processing), a person or material the listing disclosed as not released or not cleared where the claim rests only on that, or their own breach of law. The sentence on training and the words on fines apply to a purchase whose seller had accepted Seller Agreement 1.8 or a later version when it was made; for any other purchase, the indemnity reads as it did before them.

Notify the seller promptly through Graunt at support@graunt.com with the subject line "Indemnity notice"; Graunt passes the notice on. The seller controls the defense and settlement, but may not settle in a way that admits fault for the buyer or client, or requires more of them than stopping use of the affected content, without their consent. To defend a claim against the client, the seller may need to know who the client is, and the client agrees that Graunt and the buyer may tell the seller for that purpose. If content is challenged, the seller may secure the right to keep using it; if it does not, the purchase may be refunded in full under the Refund policy, which ends the License and any sublicense to the client.

Limits

The seller's total liability under this Addendum for a purchase, to the buyer and client together and including the indemnity, is no more than the price paid for that purchase, not counting tax or the processing fee. The cap does not apply to the seller's fraud or willful misconduct, or to a declaration it knew was false. The seller is not liable under this Addendum for indirect, consequential or punitive damages or lost profits, except as part of what it must pay on a claim. The Addendum does not limit the seller's duties to Graunt or the buyer's duties under the License and the Buyer Terms.

Records, Graunt's role, and governing law

The seller keeps the releases, licenses and other records behind its warranties for at least seven years after the last sale, and produces them to Graunt on request for a claim, a takedown or a dispute; Graunt may share them with the buyer, and the buyer with the client, to defend a claim. Graunt passes notices between buyer and seller and applies its own policies, the Refund policy, its takedown process, and holding or reversing the seller's payout as the Seller Agreement allows. The warranties and indemnity survive the end of the License for claims about use made while it was in effect. This Addendum is governed by the same law as the Marketplace License.

Contact

Questions about this Addendum: support@graunt.com. See also the Marketplace License, the Seller Agreement and the Buyer Terms.