This is a licensing agreement (Agreement) between you (“Licensee”) and ShopMcKenzie Sue Makes. This Agreement is effective when you purchase a template product from this shop. This Agreement is controlled by the following terms and conditions:
Shop McKenzie Sue Makes is an online business that designs and creates templates, documents, presets and marketing devices for use by entrepreneurs and photographers. All of Shop McKenzie Sue Makes designs are available for download directly from Shop McKenzie Sue Makes website for paying customers. Shop McKenzie Sue Makes and Licensee agree that will provide its services to Licensee in accordance with this Agreement upon the date this Agreement becomes effective.
- Template – as used in this Agreement, template(s) includes any graphic design, template, logo, branding image, email, card, wedding announcement, document, studio tool, font, or texture that is designed and created by ShopMcKenzie Sue Makes and that is available for licensing or present on ShopMcKenzie Sue Makes website.
- Customized Template – a template that contains characteristics requested by Licensee.
- Client – a person or entity who pays Licensee to provide him, her or it with Licensee’s services.
- Licensing of Templates – ShopMcKenzie Sue Makes will permit Licensee to license its templates. Licensee may license ShopMcKenzie Sue Makes templates by paying for them individually.
- Necessary Software – Please read the product descriptions carefully for what software is necessary to edit the document or template. Most of Shop McKenzie Sue Makes templates require the latest version of Adobe Photoshop, Adobe InDesign, Adobe Acrobat, or any combination of the three. Shop McKenzie Sue Makes does not, will not and has no obligation to design its templates to work on any other platform. It is your responsibility to read the product description and specs, and agree that you have necessary software to use a template before you finalize your purchase.
- Image Usage – All images in our templates and guides are copyrighted and the property of McKenzie Sue Makes. You can not use our images in your own materials, they are placeholders for your own brand images. Claiming these images as your own would be in violation of said copyrights. The only exception to this includes the purchase of stock photos that may be used in any templates or guides.
4. Copywriting Usage – All text included in our templates is yours to use. Each piece is written by McKenzie Sue Makes and created to make your job easier, however, it is highly suggested to edit such text to fit your voice, your brand, and your vision. It will translate even better when it’s coming from you, so use our copywriting as a starting point of inspiration.
This Agreement gives Licensee the right to use ShopMcKenzie Sue Makes templates or customized templates as established below:
- Permitted Uses – Effective upon this Agreement and receipt of payment from Licensee, Shop McKenzie Sue Makes grants Licensee a non-exclusive license to download, reproduce and use Shop McKenzie Sue Makes templates as necessary for Licensee’s personal or internal business purposes, provided Licensee complies with the terms of this Agreement, including Sections IV(B) and VI, below. Internal business purposes do not include use by a third party or any parent, subsidiary, affiliate, partner, or licensee of Licensee. Licensee is entitled to provide ShopMcKenzie Sue Makes templates to Licensee’s clients in accordance with Section IV(B)(2), below.
2. Downloading: Licensee may download a template from ShopMcKenzie Sue Makes website up to three (3) times at one (1) IP address.
3. Restrictions on Use – Shop McKenzie Sue Makes templates are licensed, not sold. In signing this Agreement, Licensee receives no title to, ownership of or legal rights to any of Shop McKenzie Sue Makes templates, except those rights expressly granted in Section IV(A), above. Licensee agrees that Licensee will not:
4. Modify, create derivative works from, or otherwise alter any of Shop McKenzie Sue Makes templates. Licensee has no right to use Shop McKenzie Sue Makes templates to develop a different template, even to the slightest extent.
5. Distribute to parties other than Licensee’s clients, display publicly, sublicense, share or make available for use any of Shop McKenzie Sue Makes templates. Licensee must not distribute Shop McKenzie Sue Makes templates to its client(s) in a way that allows the client(s) to reproduce or re-use the template.
6. Reverse engineer, disassemble, decompile or attempt to derive any source code or base construction of Shop McKenzie Sue Makes templates.
7. Download and use a template at more than one IP address, unless otherwise agreed to with Shop McKenzie Sue Makes in writing.
DELIVERY AND ACCEPTANCE
Once Licensee signs this Agreement by clicking “Agree” at the bottom of this form, Licensee will be entitled to download templates for which Licensee has paid in accordance with Section VI, below. By making the templates available for download from its website, Shop McKenzie Sue Makes satisfies its responsibility to deliver its templates to Licensee. By downloading the templates, Licensee accepts full delivery of the templates by Shop McKenzie Sue Makes.
- Per Template – Licensee may pay for individual templates. Payment for the template is due in full at the time of this Agreement.
- No Refund – Licensee is not entitled to a refund of any kind once template has been purchased and downloaded.
Shop McKenzie Sue Makes reserves the right to change or amend this Agreement. In such an event, Shop McKenzie Sue Makes will notify Licensee of the modified Agreement.
- Download – Shop McKenzie Sue Makes warrants that Licensee will be able to download its templates from Shop McKenzie Sue Makes website.
- Ownership – Shop McKenzie Sue Makes warrants that it is the owner of the templates offered for licensing on its website. It has full power and authority to license its templates. Licensee warrants that no third party has ownership rights to any materials Licensee requests for use in a customized template.
- Disclaimer – Except as provided in this Agreement, Shop McKenzie Sue Makes makes no warranties, whether express or implied, of merchantability, usefulness or fitness for a particular purpose of its templates. Shop McKenzie Sue Makes does not warrant that its templates will function without interruption or in accordance with Licensee’s intentions.
- Limitation of Liability – Besides as otherwise authorized in this Agreement, Licensee agrees to hold Shop McKenzie Sue Makes harmless in any cause for damages, negligence, strict liability or tort, even if such damages were foreseeable. Nothing in this Agreement shall create additional liabilities, remedies or causes of action against Shop McKenzie Sue Makes. Shop McKenzie Sue Makes shall not be held liable for any claims by third parties against Licensee. Shop McKenzie Sue Makes shall not be held liable for any claims by third parties based on any material requested by Licensee for use in a customized template.
- Choice of Law – Any claim brought against Shop McKenzie Sue Makes or Licensee under or pertaining to this Agreement shall be governed by Wisconsin law.
- Entire Agreement – This Agreement constitutes the entire Agreement between the Parties. No other communications or prior writings shall have any bearing on this enforceability of this Agreement.
- Severability – The Parties agree to waive any provision of this Agreement that would render this agreement invalid or unenforceable. If a provision is determined to be invalid, it will be enforced to the extent permissible under the law.
- Indemnity – Except where Licensee has breached this Agreement, Shop McKenzie Sue Makes will indemnify Licensee, including any of Licensee’s employees, shareholders, insurers, agents or officers, against any third-party claim, suit or proceeding against Licensee or the above-mentioned parties, for infringement of a patent, copyright or other intellectual property by one of Shop McKenzie Sue Makes templates, upon prompt notice by Licensee to Shop McKenzie Sue Makes.
In such an event, Shop McKenzie Sue Makes will control the defense of its template. Licensee agrees to indemnify Shop McKenzie Sue Makes, its employees, shareholders, insurers, agents or officers, against any third-party claim, suit or proceeding against Shop McKenzie Sue Makes for infringement of a patent, copyright, other intellectual property or any other rights of the third party based on any actions of Licensee or based on any material in a customized template that was requested by Licensee.
This Agreement will become effective when Licensee completes checkout in this shop. At that time, Licensee will be obligated to abide by the aforementioned terms and conditions of this Agreement.