Licensing Terms
THESE LICENSING TERMS (“TERMS”) ARE A LEGALLY BINDING AGREEMENT BETWEEN YOU AND LOS ANGELES TIMES COMMUNICATIONS LLC, L.A. TIMES STUDIOS, LLC AND THEIR AFFILIATES (collectively, “The Times Parties,” “we,” or “us,” or “our”) THAT SETS FORTH TERMS AND CONDITIONS THAT APPLY TO YOUR PURCHASE OF PRODUCTS AND SERVICES OFFERED BY THE TIMES PARTIES ON WWW.LATLICENSING.COM AND OTHER ONLINE SERVICES WHERE THESE TERMS ARE POSTED (the “Site”).
By clicking the PAY NOW or similar button or icon, you agree to be bound to these Terms, and our Terms of Service and Privacy Policy.
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License and Rights.
- General. During the License Term and subject to the terms and conditions of these Terms, we grant you a limited, non-exclusive, non-sublicensable, non-transferable, and revocable license to use the Licensed Materials solely for the Licensed Use. We expressly reserve all rights not expressly granted to you under these Terms. You acknowledge and agree that The Times Parties and their successors and assigns own and/or control all rights, title and interest with respect to the Licensed Materials and any goodwill accruing from your use of the Licensed Materials shall inure solely to The Times Parties’ benefit.
- License Term. These Terms take effect from and including the date of purchase and shall continue, subject to earlier termination in accordance with its provisions, until the end of the license term set forth on the Checkout Page (“License Term”) (e.g., 12-month term).
- Licensed Use. The license granted is for personal, non-commercial use (“Licensed Use”).
- Award. The award and/or category won is set forth on the Checkout Page (“Award”). You shall only reference the named Award for the Licensed Use and you shall not use the Licensed Materials except as expressly permitted herein.
- Licensed Materials. The licensed materials are set forth on the Checkout Page (“Licensed Materials”). E.g., digital article, digital logo, plaque.
- License Fee. For the Licensed Use, you shall pay to The Times Parties the fees set forth on the Checkout Page (“License Fee”), which are non-refundable, and which shall be remitted to The Times Parties or The Times Parties’ nominated representative on the date of purchase, regardless of your actual use of the Licensed Materials.
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Limitations on Licensed Use of the Licensed Materials.
- You shall not use the Licensed Materials other than as expressly permitted in these Terms. Unless otherwise agreed in writing by the parties, the Licensed Materials must be used as furnished by The Times Parties in their entirety, including (without limitation) any specification as to color, font, size and proportion. You shall not modify, alter, revise, edit, translate, overlay type, crop, retouch, create derivative works of, or otherwise change the substantive meaning of, the Licensed Materials in any manner, without The Times Parties prior written consent. If any changes or modifications are required to be made to any item to ensure compliance with The Times Parties’ usage guidelines, you agree to promptly make such changes or modifications.
- You shall not exploit the Licensed Materials in any way which (i) reflects adversely on The Times Parties and its Affiliates, (ii) is misleading as to ownership or origin of the Licensed Materials, (iii) violates or infringes any intellectual property rights or other rights of The Times Parties or any third party, or (iv) violates any applicable law, rule or regulation.
- You agree to immediately notify The Times Parties in writing in the event (i) any legal action is instituted against you related to the use of the Licensed Materials or (ii) you become aware of any infringement or illegal use by any third party of the Licensed Materials. You shall cooperate fully with The Times Parties in stopping such infringement or defending or instituting such legal action. The cost and expense of any litigation that ensues shall be borne by The Times Parties and The Times Parties shall be entitled to any monetary recovery which may result from legal action instituted by you.
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Representations and Warranties.
- You hereby represent and warrant that the materials you intend to incorporate the Licensed Materials into do not and shall not infringe or violate any third-party rights, and any and all activities you undertake in connection with these Terms shall be performed in compliance with all applicable laws, rules and regulations.
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Indemnification; Liability.
- You agree to indemnify, defend, and hold harmless The Times Parties and its Affiliates, and its and their respective officers, directors, employees, licensees, agents, successors and assigns, from and against any loss, liability, damage or expense, including attorneys’ fees, arising out of any third party claim, suit, demand, action or proceeding relating to (i) any actual or alleged breach of these Terms by you, including without limitation your representations, warranties, and covenants, (ii) any allegation that your use of the Licensed Materials constitutes false and deceptive advertising, (iii) your distribution, exploitation, advertising, marketing, publicity, promotion of the materials you create incorporating the Licensed Materials, and/or (iv) any personal injury, death, property damage or otherwise from your services and products, including but not limited to those services and products advertised by you using the Licensed Materials.
- You acknowledge and agree that any breach by you of these Terms will cause The Times Parties irreparable harm such that money damages alone will be inadequate, and therefore, that The Times Parties and its Affiliates, successors, assigns and licensees will be entitled to injunctive or equitable relief (without obligation of posting bond or surety or establishing harm) in addition to all other remedies available at law or in equity, in any court of competent jurisdiction.
- IN NO EVENT WHATSOEVER SHALL THE TIMES PARTIES BE LIABLE TO YOU FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING ANY LOST PROFITS, LOST REVENUES OR LOST SAVINGS, UNDER ANY TORT, CONTRACT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY ARISING OUT OF OR PERTAINING TO THE SUBJECT MATTER OF THESE TERMS, WHETHER OR NOT THE TIMES PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN SUCH DAMAGES. IN NO EVENT WHATSOEVER SHALL THE TIMES PARTIES BE LIABLE UNDER THESE TERMS FOR ANY AMOUNT GREATER THAN THE ACTUAL AMOUNT OF LICENSE FEES RECEIVED AND RETAINED BY THE TIMES PARTIES.
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Termination.
- The Times Parties may terminate these Terms for convenience, at any time, upon fifteen (15) days’ written notice to you, provided that in the event The Times Parties terminates these Terms for convenience, The Times Parties shall refund to you a pro rata portion of the License Fee.
- The Times Parties may terminate these Terms immediately upon written notice for your material breach of these Terms or our Terms of Service.
- Upon expiration or earlier termination of these Terms, (i) your right to use or display the Licensed Materials shall immediately terminate, (ii) you shall cease all use and display of the Licensed Materials, (iii) you shall destroy any physical copies or digital replicas of the Licensed Materials, and (iv) you shall immediately remove any online Licensed Materials including any social media posts incorporating them.
- In the event you wish to renew this license, your continued use of the Licensed Materials shall be subject to a license agreement and payment of additional license fees to The Times Parties.
- Sections 3, 4, 5, 6C, 6E and 7 shall survive the expiration or termination of these Terms for any reason.
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Miscellaneous.
- “Affiliates” means, in relation to The Times Parties, any entity that directly or indirectly controls, is controlled by, or is under common control with The Times Parties from time to time. In this Section “control” means the direct or indirect ownership of more than 50% of the voting shares in any entity or the power to direct or cause the direction and management of the policies of an entity, whether as a result of the ownership of shares, control of the board of directors, contract or any powers conferred by the articles of association or other constitutional documents.
- You may not assign or transfer any or all of your rights or obligations under these Terms, in whole or in part, without the prior written consent of The Times Parties. The Times Parties may assign or otherwise transfer these Terms to its Affiliates, or pursuant to a merger, sale or other transfer of all or substantially all of the assets of the business to which these Terms relates. Any permitted assignment is subject to the terms and conditions of these Terms, and any assignment made in violation of these Terms shall be deemed invalid.
- These Terms shall be construed, interpreted and enforced in accordance with the laws of the State of California, without giving effect to the laws of choice thereof.
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MANDATORY ARBITRATION AND CLASS ACTION WAIVER.
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
You and The Times Parties agree that these Terms affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions.
This Section is intended to be interpreted broadly and governs any and all disputes between us, including but not limited to claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory; claims that arose before these Terms or any prior agreement (including, but not limited to, claims related to advertising); and claims that may arise after the termination of these Terms. The only disputes excluded from this broad prohibition are the litigation of certain intellectual property and small court claims, as provided below.
By agreeing to these Terms, you agree to resolve any and all disputes with The Times Parties as follows:
Initial Dispute Resolution. Most disputes can be resolved without resort to litigation. You can reach our Customer Support Department at latimesawards@wrightsmedia.com. Except for intellectual property and small claims court claims, the parties agree to use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation with our Customer Support Department, and good faith negotiations shall be a condition to either party initiating a lawsuit or arbitration. Within sixty (60) days after either side has provided notice of a dispute, the party that has provided the notice shall request a remote settlement conference (via telephone or video conference service such as Zoom) that requires personal participation of each party (you and The Times Parties) and, if represented, each party’s counsel.
Binding Arbitration. If the parties do not reach an agreed-upon solution within a period of sixty (60) days from the time informal dispute resolution is initiated under the Initial Dispute Resolution provision above, then either party may submit the matter to the American Arbitration Association (“AAA”) for mediation, and if the matter is not resolved through mediation, it shall be submitted to AAA for binding arbitration as the sole means to resolve claims, subject to the terms set forth below. Specifically, all claims arising out of or relating to these Terms (including our Terms of Service’s or Privacy Policy’s formation, performance, and/or breach), the parties’ relationship with each other, and/or your use of the Site shall be finally settled by binding arbitration administered by AAA in accordance with its Consumer Arbitration Rules and, if applicable, the Supplementary Rules for Multiple Case Filings in effect at the time the arbitration is initiated, excluding any rules or procedures governing or permitting class actions. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms, or our Terms of Service or Privacy Policy, including but not limited to any claim that all or any part of these Terms, or our Terms of Service or Privacy Policy is void or voidable, whether a claim is subject to arbitration, or the question of waiver by litigation conduct. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be written and shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. To start an arbitration, you must do the following: (a) write a Demand for Arbitration that includes a description of the claim and the amount of damages you seek to recover (you may find a copy of a Demand for Arbitration at www.adr.org ); (b) send one copy of the Demand for Arbitration, plus the appropriate filing fee, to AAA Case Filing Services, 1101 Laurel Oak Road, Suite 100, Voorhees, NJ 08043 (or through AAA WebFile® located at www.adr.org, or at any AAA office); and (c) send one copy of the Demand for Arbitration to The Times Parties at 2300 E. Imperial Highway, ATTENTION: LEGAL, El Segundo, CA 90245.
To the extent the filing fee for the arbitration exceeds the cost of filing a lawsuit, The Times Parties will pay the additional cost. If the arbitrator finds the arbitration to be non-frivolous, The Times Parties will pay the fees invoiced by AAA, including filing fees and arbitrator and hearing expenses. You are responsible for your own attorneys’ fees unless the arbitration rules and/or applicable law provide otherwise.
The parties understand that, absent this mandatory arbitration provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.
If you are a resident of the United States, arbitration may take place in the county where you reside at the time of filing. For individuals residing outside the United States, arbitration shall be initiated in Los Angeles County in the State of California, United States of America, and you and The Times Parties agree to submit to the personal jurisdiction of any federal or state court in Los Angeles County, California to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.
Class Action Waiver. The parties further agree that the arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND THE TIMES PARTIES AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provisions set forth above shall be deemed null and void in their entirety and the parties shall be deemed to have not agreed to arbitrate disputes on a class basis.
Exception. Litigation of Intellectual Property and Small Claims Court Claims: Notwithstanding the parties’ decision to resolve all disputes through arbitration, either party may bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court or in the U.S. Patent and Trademark Office to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.
30-Day Right to Opt Out. You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice of your decision to opt out to termsofservice@latimes.com with the subject line, “MANDATORY ARBITRATION AND CLASS ACTION WAIVER OPT-OUT.” The notice must be sent within thirty (30) days of (a) the Effective Date of these Terms; or (b) the date of purchase, whichever is later. Otherwise, you shall be bound to arbitrate disputes in accordance with the terms of those paragraphs. If you opt out of these arbitration provisions, The Times Parties also will not be bound by them.
Changes to This Section. Any changes to this section will be made in the same manner as described in clause (j) below; however, such changes will only become effective sixty (60) days after the revised Effective Date of these Terms and only will apply prospectively to claims arising after the sixtieth (60th) day. If a court or arbitrator decides that this subsection on “Changes to This Section” is not enforceable or valid, then this subsection shall be severed from the section entitled “Mandatory Arbitration and Class Action Waiver,” and the court or arbitrator shall apply the first Mandatory Arbitration and Class Action Waiver section in existence after your use of or access to the Site or the services.
Survival. This Mandatory Arbitration and Class Action Waiver section shall survive any expiration or termination of the License Term. - The parties are independent contractors, and these Terms does not create a partnership, agency, employment, joint venture or similar relationship between the parties hereto.
- If any provision of these Terms is for any reason declared to be invalid or unenforceable, the validity and enforceability of the remaining provisions shall not be affected thereby. Such invalid or unenforceable provision shall be deemed modified to the extent necessary to render it valid and enforceable and to achieve the intent of the parties, and if no modification shall render it valid and enforceable, these Terms shall be construed as if not containing such provision and the rights and obligations of the parties shall be construed and enforced accordingly.
- No failure or delay by any Party in exercising any right hereof shall operate as a waiver thereof. Any waiver by you or The Times Parties of any condition, party, term or provision of these Terms, shall not be construed as a waiver of any other condition, part, term or provision or a waiver of any future event or circumstance.
- These Terms are not intended to confer upon any person other than you and The Times Parties any rights or remedies hereunder (other than the indemnified persons with respect to the indemnities specifically set forth in Section 5 above).
- These Terms, and our Terms of Service and Privacy Policy, constitute the entire agreement between you and The Times Parties with respect to the subject matter hereof, and supersedes any prior agreement or understanding relating to the subject matter hereof.
- You can review the most current version of these Terms at any time at this page. We reserve the right, at our sole discretion, to update, change or replace any part of these Terms by posting updates and changes to the Site. Your continued use of or access to the Site or the services following the posting of any changes to these Terms constitutes acceptance of those changes.
Effective Date: March 20, 2026