EULA

This is a legally binding agreement between you (an individual), referred to herein as “YOU”, and STUDIO 42, referred to herein as “STUDIO 42”. This License Agreement Applies without limitation, to the website currently located at the domain Studio42.ca and any other version of the foregoing, and/or any content delivered via any storage media. This software entitled Studio42.ca and all documents and materials included in it are referred to herein as the “SOFTWARE” or the “CONTENT”.

Accessing, downloading and/or using all or any portion of any CONTENT or the SOFTWARE from STUDIO 42 confirms your acceptance of these terms and forms a legal contract between you and STUDIO 42.

STUDIO 42 RESERVES THE RIGHT TO CHANGE ANY OF THE TERMS OF THIS AGREEMENT AT ANY TIME, AND YOU AGREE TO BE BOUND BY SUCH CHANGES. IF YOU DO NOT AGREE TO THE FOLLOWING TERMS, AS MAY BE AMENDED, DO NOT DOWNLOAD OR USE ANY CONTENT.

Accessing, registering or using all or any portion of the SOFTWARE or CONTENT indicates your acceptance of all the terms and conditions of this End-User License Agreement referred to herein as “EULA” and that this agreement is equivalent to a written agreement signed by you. This agreement is enforceable against you and any legal entity that obtained the SOFTWARE or CONTENT and on whose behalf it is used. If you do not agree to the terms of this agreement, please do not use this SOFTWARE and/or CONTENT.

IT IS ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER PARTY, THIS SOFTWARE OR THE CONTENT IN HARD COPY, DIGITAL FORM OR ANY OTHER MEDIUM WHETHER EXISTING OR NOT YET EXISTING, EXCEPT AS SPECIFICALLY PERMITTED BELOW.

The use of this SOFTWARE and CONTENT is governed by the terms and conditions set forth herein. Please read them carefully. This EULA is applicable to all of the Documents included in the CONTENT and to the SOFTWARE in its whole part. You are deemed to have read, understood and accepted the terms of this EULA when you access or use the SOFTWARE and the CONTENT.

STUDIO 42 permits you to download, install, use, or otherwise benefit from the functionality or intellectual property of the CONTENT only in accordance with the terms of this EULA.

PROPRIETARY RIGHTS. STUDIO 42, its suppliers, and other affiliated entities that STUDIO 42 works with and/or uses resources from retain all title, ownership, and intellectual property rights in the SOFTWARE and CONTENT, including but not limited to all supporting documentation, files, marketing material, images and multimedia. The SOFTWARE and CONTENT may be protected by copyright and other intellectual property laws and by international treaties. The SOFTWARE and CONTENT may include security measures designed to control access and prevent unauthorized copying and use. You agree not to interfere with any such security components. Use of third party material included in the SOFTWARE or the CONTENT may be subject to the terms and conditions typically found in the party’s own license agreement.
LIMITED LICENSE. You are granted a perpetual, limited, non-exclusive, non-transferable license to use the SOFTWARE and the CONTENT for the ALLOWED USAGE (3). You are not allowed to use the CONTENT and SOFTWARE except for that which is specifically listed in section ALLOWED USAGE (3).
ALLOWED USAGE. Subject to the restrictions and limitations described under NOT ALLOWED USAGE (4) , the following are “allowed usages” of CONTENT and SOFTWARE:
1. Create derivative works or modifications from the CONTENT, provided that such works is not intended to be re-sold or published publicly for free distribution, in editable format.
2. Not for sale or license: Advertising, Brochures, Promotional collateral, promotional projects, included printed materials, packaging, presentations, commercials, promotional cards, postcards.
3. Banners (physical print), Posters (physical print) and any other reproduction specified in (b.) above, but not for sale, license or other distribution.
4. Professional, business, personal, educational presentations that may be viewed by a public audience, within a learning or e-learning platform, internal network or any other content delivery platform that can be sold or licensed to the audience, if and only if the purpose of the redistribution or sale is not the purpose of gaining access to the CONTENT specifically.
5. Publishing of entertainment application, as books, book covers, e-books, magazines, newspapers, editorials, newsletters, posters and videos, multimedia broadcast.
6. Online or electronic publications, including web sites and web pages (personal and professional use), blogs (personal and professional use) as long as the CONTENT is not being licensed, redistributed or resold.
  1. Note: In case questions exist over the use in this clause, please contact STUDIO 42 for specific examples or analysis of the intended use situation.
7. Any other uses approved in writing by STUDIO 42.
  1. Note: To request a written permission for a specific use of CONTENT please contact STUDIO 42 through the contact section provided by the SOFTWARE.
8. Modify the CONTENT to fit your own needs and the contractual relationship you are entering.
NOT ALLOWED USAGE.
1. Copy or reproduce the CONTENT, except as specifically provided for in Section ALLOWED USAGE (3).
2. Sell, distribute, sub-license, transfer or assign the CONTENT or rights to the CONTENT.
3. Sell, distribute, sub-license, and transfer access to the SOFTWARE.
4. Use or display the CONTENT on websites or web pages (or similar) to induce or involving sale, license or other distribution of physical products, including postcards, mugs, t-shirts, posters and other items.
5. Use, display, incorporate or bundle the CONTENT on any product that results in a re-distribution or re-use of the CONTENT websites or web pages (or similar) to induce or involving sale, license or other distribution of digital products including presentation templates, websites templates, websites designs, stock images (this includes custom designed websites).
6. Use the CONTENT in design template applications intended for resale, online or not, including without limitations, website templates, Flash, Applets, business card templates, electronic greeting card templates, brochure templates and any editable document template.
7. Use the CONTENT in any posters, banner or printed media (in any physical support) for resale, license or other distribution for profit.
8. Remove any copyright, trademark or watermark from any place in the CONTENT.
9. Use the CONTENT in any way that could be considered defamatory, pornographic, libelous, immoral, obscene or fraudulent, or illegal, either by making physical changes to it, in the juxtaposition to accompanying text or images, or otherwise.
10. Use the CONTENT for corporate or business identity, logo or branding.
11. Use the CONTENT to compete with STUDIO 42.
CONFIDENTIALITY. Each party agrees that it shall not disclose to any third party any information concerning the customers, trade secrets, methods, processes or procedures or any other confidential, financial or business information of the other party, which it learns during the course of its performance of this EULA, without the prior written consent of such other party. This obligation shall survive the cancellation or other termination of this EULA.
NON-TRANSFER OF RIGHTS. You may not rent, lease, sell, sublicense, assign or transfer your rights in the SOFTWARE or CONTENT.
PUBLICITY. You shall not refer to the existence of this EULA in any press release, website, advertising or any publicly distributed or accessible material, without the prior written consent of STUDIO 42.
LIMITATION OF LIABILITY. EXCEPT AS REQUIRED BY LAW, STUDIO 42 AND ITS EMPLOYEES, DIRECTORS, LICENSORS, CONTRIBUTORS AND AGENTS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS EULA OR THE USE OF OR INABILITY TO USE THE SOFTWARE OR CONTENT, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, LOST PROFITS, LOSS OF DATA, AND COMPUTER FAILURE OR MALFUNCTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH SUCH CLAIM IS BASED. STUDIO 42’S LIABILITY UNDER THIS EULA IS LIMITED TO RESTORATION OF ACCESS TO DOWNLOADABLE CONTENT CONTAINING THE CONTENT AND WILL NOT EXCEED FIVE DOLLARS (US$5.00).
DISCLAIMER OF WARRANTY. YOU ACCEPT THE SOFTWARE AND CONTENT “AS IS” AND WITH ALL FAULTS (IF ANY). STUDIO 42 DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. STUDIO 42 MAKES NO WARRANTY OR REPRESENTATIONS WHATSOEVER REGARDING THE CONTENT AND YOUR USE OF IT, OR THE SUITABILITY OF THE CONTENT TO MEET YOUR SPECIFIC NEEDS. THE CONTENT IS DETAILED, BUT GENERIC IN FORM. THERE MAY BE LAWS APPLICABLE IN YOUR STATE/PROVINCE/COUNTRY THAT NEED TO BE ADDRESSED IN ANY FINAL CONTENT.
VIOLATIONS OF THIS EULA. STUDIO 42 reserves all rights not specifically granted to you above. STUDIO 42 will have the right to proceed against you in the event that you infringe against STUDIO 42’s rights. Any use not within the precise scope of the license set forth herein will be considered an infringement. You acknowledge and agree that STUDIO 42’s damages in the event of your violation of this EULA will be substantial and that STUDIO 42 will suffer irreparable harm in such event. As such, STUDIO 42 shall have the right to obtain equitable remedies, including but not limited to recovery of damages, obtaining injunctions, recovering statutory damages, recovering attorney fees, and any other available legal remedy.
TERMINATION.
1. STUDIO 42 shall have the sole and exclusive right to immediately terminate this EULA and suspend your license to use the SOFTWARE and CONTENT should you fail to perform any obligation required under this EULA, engage in activity that STUDIO 42 deems harmful to its well-being or if you become bankrupt or insolvent. This EULA takes effect upon your installation of the SOFTWARE and CONTENT and remains effective until terminated. Upon termination of this EULA by STUDIO 42, you shall return to STUDIO 42 the original and all copies of the SOFTWARE and CONTENT including partial copies and modifications.
2. YOU can terminate this EULA by destroying the CONTENT downloaded, any digital storage or accompanying materials, and ceasing all use of the CONTENT and SOFTWARE for any purpose.
3. An active STUDIO 42 subscription is NOT REQUIRED to keep this EULA effective. YOU may continue to use the CONTENT under this EULA if your account should expire. You will not be permitted to access the SOFTWARE or additional CONTENT if your account should expire.
WAIVER & SEVERABILITY. STUDIO 42’s waiver of any breach of this EULA shall not constitute an amendment to this EULA or STUDIO 42’s waiver of subsequent breaches. If any part of this EULA is found void and unenforceable, it will not affect the validity of the balance of this EULA, which will remain valid and enforceable according to its terms.
ELECTRONIC NOTICES. You consent that STUDIO 42 may provide you with information and notices regarding the SOFTWARE, CONTENT and STUDIO 42 via the email address you designate when registering your account or thereafter. STUDIO 42 may provide notices to you via (i) email if you have provided STUDIO 42 with a valid email address, or (ii) by posting the notice on the STUDIO 42 website or the CONTENT download site which STUDIO 42 owns and operates. You may withdraw your consent for electronic notices.
AMENDMENTS. STUDIO 42 reserves the right to unilaterally amend all offers, pricing terms or other matters pertaining to the SOFTWARE and CONTENT, STUDIO 42’s website or this EULA. No course of dealing or trade usage shall be deemed to amend the terms of this EULA.
COMPLETE AGREEMENT. This is the entire EULA between STUDIO 42 and you relating to the SOFTWARE and CONTENT and it supersedes any prior representations, discussions, undertakings, warranties, communications or advertising relating to the Software.