Terms of Use
The following Terms & Conditions is a legal agreement between 'you' (the customer) and James Abadi Design ('we', 'us', 'our'), and governs your use of the Content (as defined below) licensed by you and any customer support or services provided by James Abadi Design in connection with any such Content. Your use of the Content is subject to these Terms & Conditions and all applicable laws, rules and regulations. Please read the Terms & Conditions carefully.
1. Content - This meaning the particular medial (EG, video files, audio files, image files, project files, data files, templates etc) that you choose to license through any Websites, along with any related updates, materials or modifications (if any) that are provided to you by us.
1.1 - 'End Product' - Meaning a work created by you in which the Content is to be incorporated pursuant to the license granted within these Terms & Conditions. Certain examples of 'End Products' include websites, presentations, games, online videos, films, corporate videos, television shows and advertisements.
1.2 - 'Website' meaning jamesabadi.com or any other associated websites.
2. Subject to your own compliance with these Terms & Conditions, we therefore grant you nonexclusive, worldwide, perpetual, non-transferable license to use, modify (except as stated expressly prohibited herein), display and distribute the Content solely as incorporated into End Products, this is subject to any limitations set forth herein. Subject to these Terms & Conditions (included but not limited) to the restrictions set forth in Section 5, the license that is granted hereunder will apply on an unlimited basis and will convey the right to display, distribute or otherwise embody the Content in any multiple End Products with no further payments to us.
3. As stated between 'you' and 'us', we retain all rights, title and interest in and to the Content, also any derivatives or modifications thereof, whether this be in whole or part. You do not acquire any rights, title or interest in any of the Content by virtue of anything other than the permitted uses allowed under these Terms & Conditions. You shall thereby not claim ownership of the Content as incorporated in the End Product through any Content Identification Systems or any similar systems. Unauthorized reproduction or any other use of the Content could infringe our or any third parties copyrights, trademarks, privacy or other rights. With regards to the 'End Product' you retain all rights, title and interest in and to the End Product other than any Content incorporated therein.
4. Employer Or Client Use - A license may be purchased to the Content pursuant to these Terms & Conditions on behalf of you Clients/Employer, this is provided that you are able to represent and warrant that you therefore have the authority of which to bind your Clients/Employer to these Terms & Conditions. In order to respect a client, the license must be transferred to your client via an enforceable written agreement that shall include terms that are no less restrictive than these Terms & Conditions. You are solely reliable and responsible for any use of Content by your Clients/Employer. These Terms & Conditions thereby grant you the right to use the same Content for the benefit of other clients in other End Products, this is subject to any restrictions set out in Section 5.
5. You May Not - 'Proceed to take any action in connection with the Content that would thereby infringe the intellectual property or any other rights of any person or entity'
'Transfer, use or in any case otherwise distribute the Content in any way that would allow a third party to use, extract, download or access any Content as a stand alone file, this being either alone or bundled with any other Content, this is regardless of any modification you make to the Content (EG, Content may not be modified and distributed as part of a VJ Look Pack, stylized or recoloured and then presented as your own product).
'Incorporate the Content into a trademark, service mark, logo or otherwise claim trademark or service mark rights in the Content whether this be alone or as incorporated in the End Product.
'Use the Content in a obscene, defamatory, pornographic or unlawful manner.
'The Content must not be used in an application allowing an end user to customize a digital or physical product to their specific need, such as things like 'On Demand', 'Made To Order' or 'Build It Yourself' application, for example, the use of online videos or animation rendering services, e-card generals or slideshow apps unless you purchase a separate license for each individual final product incorporating the Content that is created by using the application.
'Use the Content for merchandising or any portion therefore (EG, screensavers, T-shirts or calendars)
'Use or grant any rights to the Content in any way that frustrates the intent hereof.
6. Your Warranties & Responsibilities - You are warranting and representing that 'You have the authority and the right to enter into these Terms & Conditions whether that be individually or on behalf of your Client/Employer' and 'The End Product or use of the Content shall violate any which law or infringe upon any common law or statutory rights of any third party, this includes without limitation contractual rights, copyrights, intellectual property rights and privacy rights.
7. Your Indemnification Obligations - You will indemnify, defend and hold us and our subsidiaries, officers, agents, affiliates, employees, partners or any licensors from any claim, loss, demand or damages, also including reasonable attorney fees that arise to your violation of the Terms & Conditions, the End Product or use of the Content (unless as indemnified by us) again including without limitation your violation of any common law or statutory rights of any third parties, including without limitation contractual rights, copyrights, intellectual rights and privacy rights.
7.1 - Our Indemnification Obligations - Provided the Content is used in accordance with the set out Terms & Conditions, we will thereby defend any third party claim, action or legal proceedings made against an entity or person during the term of the Terms & Conditions that arises from any alleged infringement by the Content of the third parties copyright or trademark rights. Notwithstanding the foregoing, we have no liability to you for any claim of which arises from 'Modifications of the Content', 'Any combination of the Content with any other Content' or 'Any context in which you have used the content'.
8. Disclaimer Of Warranties - The Content is provided 'AS-IS' and this will be to the maximum extent permitted by law, we do disclaim all warranties whether that is expressed or implied, including the implied warranties of merchantability, non-infringement and fitness for a particular purpose. We are making no commitments about the Content. We also further disclaim any warranty that 'The Content will be constantly available, meet your requirements, be uninterrupted, secure, timely, error free or compatible with third party software', 'That the results obtained from the Content will be accurate, effectives or reliable', 'The Content quality will meet your expectations' or 'Any defects or errors in the Content will be corrected'. We do specifically disclaim all liability for any actions that result from your use of the Content. Purchases are only valid for products at the time of sale and do not grant license to future updates, alterations or on going support.These Terms & Conditions may be used and accessed at your own risk and discretion.
9. Warranties & Liability - We will ensure to make every effort our products are accurate, authoritative and fit for the use of our customer, however, we will take no responsibility at all for the suitability of the product, we also provide no warranties as to the function or the use of the product whether that be expressed, implied or statutory this is included, without limitation, any warranties or merchantability or fitness for particular purposes. You are agreeing to indemnify us against all claims, liabilities, demands, actions, costs, expenses, damages or any loss that arises out of your breach of these Terms & Conditions. Therefore, we will not be liable to you or any party for indirect, consequential, special or exemplary damages including but not limited to damages that result in loss of profits or business/anticipated benefits whether arising under tort, negligence, contract or whether or not foreseen also reasonably foreseeable or advised under the possibility of such damages.
10. Refunds - Once you have purchased any product, there will be no right of cancellation or any refunds that exist under the 'Consumer Protection (Distance Selling) Regulations 2000', this is due to the electronic nature of our products. Any refunds/refund requests will be at our sole and full discretion. By agreeing to these Terms & Conditions you are accepting that under no circumstances at all shall you initiate any chargebacks via your payment provider. You are agreeing that any payment made from you to us for any of our products are absolutely final and will not be charged back. We do reserve all rights to alter/amend any of our prices from time to time.
11. If we have reason to believe that the Content has be subjected to a third party claim or otherwise if the Content is in any violation of these Terms & Condition, we then may instruct you to cease all use, modification, reproduction, distribution, display and any possession of the Content, you must promptly and accordingly comply with these instructions. At any time, we may 'Deny Content downloading' or 'Discontinue the licensing of the Content'. James Abadi Design reserves all rights that are not expressly granted within these Terms & Conditions.
12. Termination - We may terminate these Terms & Conditions or your right to use the Content upon notice to you in the event of your breach of these Terms & Conditions, if this occurs, you must cease all use, reproduction, display, distribution, modification and any possession of the Content, this does include the End Product incorporating the Content.
13. If any provision in these Terms & Conditions are invalid or unenforceable or contrary to the applicable law, such provision shall be constructed or altered as necessary, to eliminate the invalidity, un-enforceability or the conflict with applicable law and all other provisions of the Terms & Conditions will remain in effect.
14. Unless set fourth, you may not assign, sublicense or transfer these Terms & Conditions, any rights or obligations hereunder without our prior written consent. Any attempted assignment, sublicense or transfer will be null and void, this is in our sole discretion and shall have the right to immediately terminate these Terms & Conditions also we may transfer our rights under these Terms & Conditions to a third party.
15. Entire Agreement - These Terms & Conditions set the entire understanding and the agreement between the relevant parties relating to its subject matter. Any waiver of or promised not to enforce any right under the Terms & Conditions will not be enforceable unless evidenced by a writing signed by the party making said waiver or promise.
If you have any questions regarding these Terms & Conditions please contact info@jamesabadi.com