This agreement, which I refer to as the "Agreement" has been carefully crafted to create a fair and respectful relationship between you and Simon Stratford, who we'll refer to as the "Licensor".
It outlines the terms and conditions that govern your ability to install and use my licensed software and any associated items that are part of Simon Stratford Property.
Acceptance of Terms and Conditions
When you choose to download, install, and use my licensed software, you verify that you have read, understand and agree to be bound by the terms of this agreement.
If you are entering into this agreement on behalf of your employer, or your customer/client, then “you” refers to that entity.
If not, then this agreement binds you personally. This agreement does not create third-party recipient rights for any parties. If you do not agree to the terms of this agreement, do not install the Licensed Software.
To enter into this Agreement, you must be:
- Eighteen years of age or older, and
- Be able to form binding contracts under the laws applicable to you.
Definitions
The parties agree that, for the purposes of this agreement, the following terms shall have the meanings described below:
“Commercial Document” means a document that is offered to the general public for sale such as an Ebook, newspaper or magazine.
“Computer” means any device capable of using the licensed software, regardless of where the licensed software is installed.
“Derivative Work” means any creation that is based on or derived from the licensed software. A derivative work shall also include any collection that includes the licensed software.
“Document” means a digital file, with human-readable text, that is not executable and is not an image file. Document formats include PDF, ePub, .folio, .iba, .azw, .KF8 and .mobi.
“Embedded Software Files” means any document or other software files that contain a copy of the licensed software.
“Simon Stratford Properties” means, collectively, the licensed software, the typefaces, and all of the licensor’s fonts, mockups, photography, textures, designs, software or other intellectual property.
“Image Files” means digital files that record images in the form of a fixed-resolution matrix of pixels. Image Files may not contain the Licensed Software.
“Licensed Software” means those computer programs and related data licensed pursuant to this agreement.
“Licensee” has the meaning set forth on the Order Document(s).
“Licensee Parties” means licensee, its agents, directors, employees, officers, successors, and assigns and any of their affiliates.
“Licensor” means Simon Stratford.
“Licensor Parties” means Licensor, its agents, employees, officers, directors, shareholders, advisors, successors, and assigns, and any of their affiliates.
“Non-Commercial Document” means a document that is created for the licensee’s personal use only.
“Order Document(s)” means the document(s) created by Licensor when Licensee enters into this agreement which features Licensee’s contact and payment information, products and services ordered, applicable fees, and any other relevant information. Order Document(s) may include invoices, receipts, statements and other documents, as applicable.
“Permitted Computer(s)” means the number of computer(s) specified on the order document(s).
“Person” means any individual, corporation, limited liability company, partnership, joint venture, estate, association, trust, unincorporated organisation, or government or any agency or political subdivision thereof.
“Software Distribution License” means a separate agreement granting rights to reproduce, distribute and display documents and embedded software files created pursuant to this agreement.
“Term” means the period commencing on the effective date.
“Trademarks” means the names of the licensor and the licensed software.
“Typefaces” means the typefaces designed, developed and owned by the licensor.
“Web Server” means a computer used to serve web pages.
“Rasterised” (or rasterised) means taking an image described in a vector graphics format (shapes) and converting it into a raster image (a series of pixels, dots or lines, which, when displayed together, create the image which was represented via shapes).
Grant of License
Subject to the terms of this agreement, Licensor grants to Licensee a limited, non-exclusive, non-transferable, revocable license, without the right of sublicense to do the following:
- Installation and archival copy.
- On one (1) or more permitted computers, as specified on your applicable order document.
- Install the licensed software on such permitted computer(s), and make one (1) backup copy for archival purposes only.
- In addition to the permitted computer(s) licensee may, at no additional charge, install the licensed software on up to five (5) additional computers.
- Image Files. Create, reproduce modify, display and distribute image files, using the permitted computer(s). All image files created pursuant to this subparagraph must not be used in conjunction with any software that, when combined with the image file, could emulate the functionality of the licensed software.
- Embedded Software Files. Create and modify embedded software files, using the permitted computer(s). Licensee is also permitted to reproduce, distribute and display non-commercial documents without obtaining an additional license.
- You may use the Font Software. To print multiple copies of products, including packaging, clothing, posters, postcards, t-shirts or similar commercial products, provided you do not exceed the 250,000 instance limit as defined in section 11 below or violate any of the other restrictions in this Agreement. You may use the Font Software to create a company logo, however, you may not include the typeface design in any trademark registration. Other restrictions to the use of the Font Software are set forth in Sections 10 and 11.
- The Font Software is not licensed for Webfont, app or e-pub usage unless it is in rasterised form. Restrictions are set forth in Section 10 and 11.
- Rights Reserved. This agreement does not grant to the Licensee any right, title or interest in or to the Simon Stratford properties, other than the grant of rights expressly provided in this agreement. All rights not granted by this license are expressly reserved.
- Restrictions. Licensee may not, and must ensure that no person is able to:
- Alter, remove or obscure licensor’s proprietary notices, including copyright, trademark, or other legal notices in any Simon Stratford property;
- Create any customisation, variant, adaptation or derivative work of any licensed software or other Simon Stratford property;
- Install or use the licensed software on any computer, except as specified on your order document(s), any Web Server, or in any manner that allows any person or computer to access the licensed software other than as expressly provided for in this agreement, including, without limitation, causing the licensed software to be displayed on a web page or computer to use the licensed software in any way; or
- Continue to use any licensed software, or Simon Stratford property after termination of your agreement.
- Install or use the licensed software on any computer, except as specified on your order document(s), any Web Server, or in any manner that allows any person or computer to access the licensed software other than as expressly provided for in this agreement, including, without limitation, causing the licensed software to be displayed on a web page or computer to use the licensed software in any way; extended web or
- Continue to use any licensed software, or Simon Stratford property after termination of your agreement.
Licensee shall be fully responsible for all use of the licensed software by any person who gains access to it pursuant to the terms and conditions of this agreement.
11. Extended licenses
Large volume commercial use of more than 250,000 instances
More than 250,000 instances of use of either print or digital
- A) Products, documents, promotional campaigns and/or related materials;
- B) Advertising campaigns and/or related materials; or
- C) Product packaging and/or related materials; is not permitted without a Large Volume Commercial license extension.
This includes, but is not limited to, each interior and/or exterior store/business sign, billboard and/or electronic billboard, product package, social media post, gas pump display, billboard, coupon, media case, book cover, etc. in which the font appears in a static, rasterised, non-moving manner.
If you require this type of use, please contact me for a quote.
Creating alphabet/letterform products for resale
Creation of Alphabet/Letterform products for resale including, but are not limited to;
- Scrapbooking—involving reproductions of individual letterforms
- Digital alphabets
- Adhesive sticker alphabet products;
- Embroidery letters or fonts
- Creation of signage or numbering products
- Monogram products
- Rubber stamps
- Die-cut products
- Stencil products
- Die-cut devices and plotters
or any other product rendering or holding any copy of the letterforms or images derived from the design of the typeface embodied in the Font Software of which any likeness of the alphabet can be reproduced where the letterform or alphabet product will be distributed or resold is not permitted.
(This limitation does not apply to inkjet or laser printers used for those purposes commonly associated with professional design or to sign-making facilities, provided the end product is a finished, work of design.)
If you require this type of use, please contact me for a quote.
Use on personalised or customisable products
Creation of personalised or otherwise customised products for resale including, but not limited to, physical goods for retail sale such as greetings cards, T-shirts, mugs, stickers, postcards, business cards, invitations on a customised, per order basis for retail sale such as by way of, but not limited to, Zazzle, Café Press, or other similar services is not permitted without a license extension.
If you require this type of use, please contact me for a quote.
Using font software to create content tat is broadcast or streamed
The use of Font Software to create content that is broadcast or streamed, including, but not limited to, content that is broadcast, displayed and/or streamed via any terrestrial, satellite or internet service that exists now or in the future, including television, YouTube, Facebook, Instagram, Vine, digital billboards, gas pump screens, aircraft or taxi entertainment screens, Jumbotrons, movie theatres, or public spaces, etc. requires a license extension.
If you require this type of use, please contact me for a quote.
Webfont License
The use of Font Software to create content for the web requires a license extension, please select Webfont License when buying.
App License
Using the font software for embedding into desktop apps, games, and mobile apps are not permitted unless it is in rasterised form. To embed the font software requires a license extension, please select App License when buying.
Digital Ad/Email
Using the font software for embedding into digital advert or email not permitted unless it is in rasterised form. To embed the font software requires a license extension, please select Digital Ad/Email when buying.
E-pub License
Using the font software for a commercial ePub (e-publications) is not permitted unless it is in rasterised form. To embed the font software requires a license extension, please select Electronic Doc License when buying.
Server License
Using the font software on a server requires a license extension, please contact me for a quote.
12.Intellectual Property
Licensee acknowledges that Licensor is the exclusive owner of all worldwide right, title and interest in and to the Simon Stratford Property, including all copies of the licensed software, regardless of the format in which they are expressed or the media on which they are recorded.
Licensee acknowledges that licensor shall be the exclusive owner of all worldwide right, title and interest in and to any and all modifications, customisation, variations, or adaptations of the Simon Stratford property, based on or substantially similar to, the Simon Stratford property, inclusive of all derivative works, regardless of who made such modifications or derivative works.
Licensee agrees not to challenge licensor’s rights in or to the Simon Stratford property, or the validity of any intellectual property or other rights of licensor therein, or to infringe licensor’s rights therein.
13.Updates and Upgrades
Nothing in this agreement shall be construed to obligate the Licensor to provide upgrades or updates of the licensed software to the licensee under any circumstances. To the extent upgrades or updates are provided, they shall be provided to the licensee on a license exchange basis, and the licensee agrees that by using an upgrade or update licensee voluntarily terminates the licensee’s right to use any previous version of the licensed software. upgrades and updates may be licensed with additional or different terms and fees.
14.Transfer of Rights Prohibited
Licensee may not sell, lease, sublicense, or otherwise assign or transfer any rights, duties or obligations under this agreement, in whole or in part, to any person, including by merger or operation of law.
Any transfer in violation of this agreement will be null and void.
15.No Warranty
The licensed software is provided “as is.” To the extent permitted by applicable law, Licensor disclaims all warranties, representations and guarantees, express or implied, as to merchantability, fitness for any particular purpose, or otherwise with respect to the licensed software. In addition, there is no warranty of non-infringement, title or quiet enjoyment.
Licensee understands and agrees that Licensee downloads and/or uses the licensed software at licensee’s discretion and risk and that licensee will be solely responsible for any damages to any computer or loss of data that results from the download or use of the licensed software.
16.Force Majeure
Licensor shall not be liable for damages and licensee shall not have the right to terminate this agreement for any delay or default in delivery of the licensed software resulting directly or indirectly from acts of nature, forces or causes beyond its reasonable control.
17.Entire Agreement
This agreement, with its order document(s), constitutes the entire understanding between the parties concerning the licensed software and supersedes all previous agreements.