Commercial Product License

LetteringDelights.com
Terms of Service (“TOS-CL”)
Commercial License

The following is a legal agreement between you ("you" or "Customer") and Inspire Graphics, Inc., DBA Lettering Deliights (“LD”), a Utah corporation.

Please read these TOS-CL carefully before purchasing, downloading and using any LD fonts, alphabets, graphic designs, cut-its or any other digital content (“Product”). By downloading any product, you agree to be bound by the terms of these TOS-CL, as well as any other terms published on the Lettering Delights website. You also agree that the products are the property of LetteringDelights.com and licensed (not sold) to you only for limited commercial use. THIS IS A COMMERCIAL LICENSE. IT AUTHORIZES ONE NATURAL PERSON TO LICENSE, DOWNLOAD AND USE IMAGES AS OUTLINED BELOW. If you are contemplating simpler usage rights, please review the Single License.

DERIVATIVE WORK

You are granted a license to use and modify the products to create a derivative work for limited commercial and personal use.  Cut files (cutting files, cut-it files, or any file intended to be cut) has exceptions to the derivative work requirements.  Please read all terms carefully below.

In copyright law , a derivative work is an expressive creation that includes major, basic copyrighted aspects of an original, previously created first work. The derivative work is a recasting, transformation or adaptation of that original work and includes new copyrightable elements.

We retain the right to review, remove, withdraw, or discontinue any product at our discretion.

We retain the right to review and deny certain usages based on our interpretation of what constitutes a derivative work.

PART 1 – LIMITED LICENSE

1. All image designs and the downloadable digital files are protected by United States Copyright law and international treaties. LD and sub-licensed artists own or control all rights, including the copyrights in and to the Product. LD and/or its sub-licensed artists reserve all rights in and to the Images not expressly granted to you by the terms of these TOS-CL. Your rights to use any Image are subject to this license agreement and are conditioned upon you making payment to LD for your use of the Images.
2. LD hereby grants you a non-exclusive, non-transferable, worldwide, perpetual right to use, modify, and reproduce Product in the following ways, subject to the limitations and restrictions set forth in Part II:
   1. On websites;
   2. For use in scrapbook pages, cards, written letters, signs, name tags, invitations, announcements, gifts, candy bar wrappers, etc. for personal use only, not for resale, exchanging or commercial distribution., provided that no Product is reproduced more than one hundred thousand (100,000) times in the aggregate, and that the Product cannot be readily unincorporated or disassembled from such digital media or software;
   3. If your desired usage is not set forth above, or if you need enhanced use, please see our Commercial License or contact customer support.
3. In the event that you create a derivative work based on or incorporating one or more Images, all rights in and to such Images shall continue to be owned by LD or its sub-licensed artists, subject to your rights to use such Product(s) pursuant to the terms and limitations set forth herein.
4. All other rights in the Images are expressly reserved by LD or its sub-licensed artists.

PART II – LIMITATIONS

THE LIMITATIONS FOR COMMERCIAL USE INCLUDE:

5. A maximum of $1,000 resulting from the sale of the derivative work. Contact us for a separate Business License If sales of a derivative work reach more than $1,000.
6. Only the licensee may sell or generate commercial value for the derivative work. The derivative work cannot be resold or relicensed to another individual or company for resale.
7. These files are to be considered a design tool rather than a final design product. They are licensed to the purchaser only and are not to be shared, loaned, rented, resold, distributed, transferred, or posted across a bulletin board, network, modem, Internet or web page in their original form. The purchaser has a license to create derivative designs using these files - but is not licensed to re-distribute them either physically or digitally in their original format.
8. The license is for individual designers and not for companies with multiple employees.
9. Companies or individuals who do not meet the limitations or have additional special applications and wish to obtain a business license must contact LD or IG directly for specific licensed uses.Cut files (cutting files, cut-it files, or any file intended to be cut) may be used to sell finished physical product cut out of paper, vinyl, or other materials.  They need not be part of a derivative product, but under no circumstance may the cutting file by sold or by allowed to be downloaded.  This includes all formats of cutting files, including .pdf files. We do not allow the sale of pre-cut kits for assembly by the consumer.
10. The products you create using our cuts can be sold locally (in your city, town, from your cabana) with no restrictions or on your own website.  However, we do not allow sales on sites like Etsy, Ebay, CafePress, Zazzles.

PART III – COMMERCIAL LICENSE

YOU AGREE TO:

11. Include recognition of the LetteringDelights.com brand with any and every product where the design is used as part of the sales promotion (for example, "xxxcomponents licensed from LetteringDelights.com"). Recognition should appear in advertisements, brochures, websites, etc., where product is displayed.
12. Include recognition of the LetteringDelights.com brand with a link to LetteringDelights.com on your website and printed materials displaying the derivative work.Share, loan, rent, resell, or distribute the products.

YOU MAY:

13. Use the licensed product to create a derivative work that you may sell or profit from.
14. Use the licensed product to create a derivative work to include in a digital kit. The derivative work may be included but not the licensed product.
15. Design projects for customers that will be the end user of the product. Projects may include products such as cards, invitations, candy bar wrappers, scrapbook pages/albums, websites, etc.
16. Complete design work for samples, examples, and for resale.
17. Use the licensed product to create word art, quotes, vinyl lettering designs, etc.
18. (These examples are not to be considered a complete list, but are used as illustrations of permissible usage. Product must always be protected so that it cannot be duplicated. Proper recognition must be given to LetteringDelights.com and the artist must retain the rights to the derivative work. )

PART IV – RESTRICTIONS

YOU MAY NOT:

19. Sell Cut files (cutting files, cut-it files, or any file intended to be cut) as a pre-cut kit for assembly by customer. 
20. Provide cutting files of any type to be purchased or downloaded even if it is part of a derivative work.
21. Sell your derivative works on sites like Etsy, Ebay, CafePress, Zazzles, or Spoonflower.  We reserve judgment to what sites fit that description.
22. Simply change the color or fill pattern without adding your own art and consider it a derivative work. You must add a substantial amount of new material to create a new derivative product.
23. Use the licensed designs for derivative works that will be turned over to another company or individual with the intention that the other company or individual will profit from the derivative work of for any other reason.
24. Digitize or convert the licensed design for embroidery and resell the design or the design file. It must be part of a derivative work.
25. Remove any notice of copyright, trademark, or other proprietary right from these files.
26. Digitize for embroidery or cross stitch kits and resell in the original format.
27. Recolor and/or add patterns and/or modify and/or repackage and/or reformat our creations without adding your own art to make it a derivative work.
28. Repackage or reformat designs in different form, such as tubes or brushes, and redistribute them in any way.
29. Use the files for obscene, defamatory, libelous or immoral works or any other purpose which is prohibited by law.
30. Make Rubber Stamps with the original designs.
31. Make Stickers with the original designs.
32. Make Scrapbook Kits with the original designs.
33. Use the products to make Cross stitch kits for resale or distribution.
34. Add them to software programs.
35. Add them to collections in subscription based models.
36. Use them on website pages without protecting the image from being copied.
37. Offer any product images on any cloud or webpage for download, distribute them through a group or social media site such as Facebook or Pinterest or include them in any graphics collection either on the Internet or otherwise.
38. Obtain any LD Product through fraud or any deceptive manner. This would include taking unfair advantage of a software error or marketing offer. If such occurs and the deceptive manner is egregious, Inspire Graphics reserves the right to remove offending purchases or to suspend your customer account.
39. Use the Product in a manner that competes with LD's business.
40. Use the Product in a way that depicts any person therein in a way that a reasonable person might find offensive - this includes, but is not limited to the use of Product a) in pornography, "adult videos" or the like; b) in ads for tobacco products; c) in ads or promotional materials for adult entertainment clubs or similar venues, or for escort, dating or similar services; d) in connection with political endorsements; e) uses that are defamatory, or contain otherwise unlawful, offensive or immoral content.

LIMITED WARRANTY

LD warrants that our artwork and digital files shall be free from defects for 30 days from the time the products are downloaded or are sent to you. If you detect a problem within 30 days, please contact us by e-mail: support@LetteringDelights.com or through our Facebook page. If you have any copyright questions, please contact us by email: copyright@LetteringDelights.com.

LIMITATION OF LIABILITY

LD’s sole responsibility to you shall be to abide by the limited warranty as stated above. Under no circumstances, including negligence, shall LD be responsible for any damages or loss that result from the use of, or inability to use the Product. If any legal action arises out of copyright infringement, LD shall be indemnified and held harmless of any and all costs or damages that you or LD incurs.

You hereby acknowledges that you are licensing the products for limited commercial. You hereby agree to pay liquidated damages to LD in the amount of $5,000.00 per individual Product for each individual violation to this TOS-CL. In addition, should LD incur any attorney fees or other costs in collecting and/or enforcing this liquidated damages provision, you agree to reimburse LD for all such fees and/or costs. The parties acknowledge that the liquidated damages set forth above are reasonable in amount, that actual damages would be extremely difficult or impractical to determine and that any dispute or potential dispute over actual damages would be disruptive to the businesses of the parties so that it is in both parties' best interest to have determined the amount of such reasonable liquidated damages.