Straple - Product Licence Agreement
1. Straple Design System
2. Grant of Rights
4. Confidential Information
6. Representation and Warranties
8. Limitation of Liability
9. Governing Law
This agreement is made effective as of purchase by and between “Licensee” with principal address
”(Company) Address”(“Licensee”); and Gravita Creative Ltd. a private limited company formed under the
laws of England and Wales, (“Licensor”), with a principal address at 64 Carlton Lane, Rothwell, Leeds, LS26 0SX
1. Straple Design System.
Licensor is the owner, or a duly authorized distributor of Straple Design
System, including any and all formats (software, web, print, mobile etc.) and all updates thereto, known as
“Straple” Licensor desires to grant Licensee Non-Exclusive rights, as follows, to utilize as a desktop
licence. This agreement is limited to 1 user. If the number of users is to ever increase the above mentioned, a further updated licence is required prior to the increase.
2. Grant of Rights.
Licensor hereby grants to Licensee a Non-Exclusive license (but not the obligation) to use in conjunction with a single output device on one local area network. This licence allows (but not limited to) use for creating digital designs, brand collateral, brand marketing, design concepts.
You are licensed to use the product in personal and commercial work. You can create any products for yourself or for your clients. You can use it as many times as you want. You cannot however resell or redistribute our product as is (Sketch, Illustrator and Photoshop files). You can’t re-distribute our products as stock, in a tool or template, or with source files, or lease, license, sub-license. You can’t do this with an product either on its own or bundled with other items, and even if you modify the item.
You can’t re-distribute or make available our products as-is or with superficial modifications. These things are not allowed even if the re-distribution is for free. The Licensor reserves the right to exclude a device/object from the list of what is acceptable. You may provide the Straple Design System to a graphic designer, printer or other service that is working on your behalf only if agreed to use the Straple Design System exclusively for your work, agree to the terms of this licence, and retain no copies of the Straple Design Framework upon completion of the work.
You may not provide the Straple Design System or make is accessible to any other third party.
The Licence also includes use (i) as part of a copyrighted logo or trademark, (ii) as part of an electronic template such as website design or presentation template, both which may be sold on to then make products. The Licensee does not own the rights to the Straple Design System, unless expressed so in this agreement. That shall remain the property of the Licensor. The Licensee grants the Licensor “limited/full” rights to promote the use of the Straple Design System software in a broadcast scenario once completed via advertising mediums (such as a website, social media platforms). The Licensee agrees to credit the Licensor for the Straple Design System in use (such as the footer of a presentation, or footnote of a document).
In consideration of the rights granted herein, Licensee agrees to pay to Licensor a
one-time flat fee amount of “Alphabetical amount” (“Currency and numerical amount”) which shall be
payable by Licensee within “Alphabetical amount” (“Numerical amount”) days following the receipt of
Licensor’s appropriate invoice.
4. Confidential Information.
During production, the Licensor will not disclose or use any confidential or proprietary information that it obtains from or about Licensee or its products, including, without limitation, the terms of this Agreement. Licensor shall keep such information confidential and shall not disclose any such information without Licensee’s prior written consent. Upon release of the creation however, the Licensor is then free without prior consent to promote the Font and creation.
Except for Licensor’s copyright interest in the Straple Design System, as between Licensee and Licensor, Licensee is the owner of all intellectual property in and to the Licensee Products. Except for the rights granted to Licensee hereunder, the Straple Design System and its contents shall remain the sole intellectual property of Licensor and/ or its licensors.
6. Representations and Warranties.
Licensor represents and warrants that (i) it has the full right and authority to grant Licensee the rights set forth herein; (ii) all right, title and interest in and to the Straple Design System is either owned or validly licensed by Licensor with all necessary authority to grant the license created hereunder; (iii) the Straple Design System and the license granted herein do not infringe upon any intellectual property right or other proprietary rights of any third party; (iv) the Straple Design System is Non-Exclusive; and (v) Licensee’s exercise of the rights granted to it with respect to the Font Software according to the terms of this Agreement will not infringe the rights of any third party. The Licensor agrees to provide the Licensee with technical support for up to 90 days after completion to correct any reasonable errors occurring from production or design. Following such 90 day period, all work will be charged at a set rate per hour.
Licensor agrees to indemnify and hold harmless Licensee from any and all claims, damages, costs, judgments, penalties and expenses of any kind (including reasonable legal fees and disbursements) which may be obtained against, imposed upon or suffered by any of them as a result of any information or material supplied by Licensor to Licensee in connection with this Agreement or the breach or alleged breach by Licensor of any of its representations or warranties under this Agreement.
8. Limitation of Liability.
Except for a breach of Section 4 and Section 7, neither party will be liable to the other party for indirect, special, incidental, consequential, or punitive damages, or the loss of anticipated profits rising out of, or relating to any breach of this agreement by such party. Even if such party is notified of the possibility of such damages and regardless of whether any remedy set forth herein fails of its essential purpose.
9. Governing Law.
This Agreement is governed by the law of England and Wales, and is subject to the exclusive jurisdiction of the courts of England and Wales. This Agreement constitutes the entire agreement between the parties and supersedes all prior negotiations, understandings, correspondence and agreements with respect to the same subject matter between the parties.