END USER LICENSE AGREEMENT
Domin8 Media (Domin8 Designs) (ABN 11 098 313 754)
THIS AGREEMENT made
This End User License Agreement (EULA) together with the applicable “Review and Confirm” page (during order checkout) and Domin8 Media licensing (collectively the "Agreement"), sets forth the terms and conditions between you, the individual or organisation identified in the applicable “Review and Confirm” page as the licensee ("You" or "Licensee")
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Domin8 Media (Domin8 Designs) (ABN 11 098 313 754) of 57 Warwick Street, Hobart, Tasmania, 7000 ("Licensor") ("We", "Us" or "Domin8 Media") in respect of the Content (defined below) listed therein.
1. Definitions and interpretation
In this Agreement (including the recitals) unless the context otherwise requires: Agreement means this agreement and its schedule;
Product means Stock Video as detailed in Schedule 1; Terms means the terms and conditions of this Agreement.
In this Agreement unless the context otherwise requires:
(a) headings are for convenience only and do not affect its interpretation and construction;
(b) the singular includes the plural and vice versa;
(c) words importing a gender include other genders;
(d) where any word or phrase is defined, any other part of speech or other grammatical form of that word or phrase has a cognate meaning;
(e) a reference to any statute, proclamation, rule, code, regulation or ordinance includes any amendment, consolidation, modification, re-enactment or reprint of it or any statute, proclamation, rule, code, regulation or ordinance replacing it;
(f) "includes" is not a word of limitation;
(g) a reference to any thing is a reference to the whole and each part of it;
(h) a reference to a group of persons is a reference to all of them collectively and to each of them individually; and
(i) a reference to a document includes all amendments or supplements to, or replacements or novation of, that document.
2.1. This Agreement is between you and the Licensor, and governs the Products made available to you.
(a) selecting the 'Accept' option on the Checkout page;
(b) payment of the license fee for the Product at the point of purchasing the licence for the Product; or
(c) upon downloading or using the Product (whichever comes first),
you are granted a revocable, non-transferable, non-exclusive and limited licence ("Licence") strictly in accordance with the Terms of this Agreement.
2.3. If you do not agree to the Terms of this Agreement, you must not install, use, or copy the Product.
3. License grant
3.1. This Agreement entitles you to;
(a) You a limited, non-exclusive, non-transferrable and non-sub licensable right and license to use the Product, conditioned upon and subject to: (i) Your compliance with the terms of this Agreement; and (ii) Domin8 Media's receipt of full payment of the amounts identified in the applicable “Review and Confirm” page.
3.2. This Agreement does not permit the use of the Product;
(a) to be stored or shared via a database, library, image or video storage network, service or similar arrangement;
4.1. Limitations on transfer
You may not assign your rights and obligations under this Agreement, or redistribute, encumber, sell, rent, lease, sublicense, or otherwise transfer your rights to the Products.
4.2. Limitations on use
You may not:
(a) share the Licence, or contents of the Product, with others;
(b) sub-license, sub-distribute, re-record, transfer, assign, sell, redistribute or provide to others the Product in full, in part or in any other way;
(c) permit the Product to be available in any medium in a manner that enables additional parties to download, extract or access the Product as a standalone file unless you hold multiple, validly, licensed copies;
(d) upload a single version of the Product to file-sharing websites or social networking websites such as YouTube, Facebook, Twitter, etc., unless authorised by Domin8 Media;
(e) use the Product in any way that might be considered defamatory, obscene, pornographic, immoral or illegal;
(f) use Product(s) that features models or property in connection with a subject that would be unflattering or unduly controversial to a reasonable person (e.g. sexual health products or services);
(g) incorporate the Product into any logo or trademark. Any trademarks, design marks , or logos included in the Product re subject to the rights of the owners of such marks or logos and no license to such marks are logos is granted by this Agreement;
(h) use the Content for any product that is intended for resale;
(i) use Watermarked Products in any finished client work, whether public or internal use. Watermarked Products may be used only for evaluation purposes;
Domin8 Media (Domin8 Designs) or its subsidiaries, affiliates, and suppliers retain all rights, title and interest, including all copyright and intellectual property rights, in and to, the Product and all copies thereof.
6. Warranties and exclusions
6.1. Provisions of the Competition and Consumer Act 2010 and other laws in force from time to time in Australia may imply guarantees, warranties, conditions, and impose obligations on Domin8 Media (Domin8 Designs) and its subsidiaries, affiliates, and suppliers ("Implied Terms"). If these Implied Terms apply, Domin8 Media (Domin8 Designs)'s liability will be limited at its option to resupply, repair or replacement of the Product or the cost of such resupply, repair or replacement, to the extent permitted by law.
6.2. Unless otherwise explicitly agreed to in writing by Domin8 Media (Domin8 Designs), subject to the Implied Terms, all representations, guarantees, conditions and warranties of any nature are expressly excluded.
6.3. Nothing in this clause excludes, restricts or modifies your rights under an Implied Term.
7. Exclusion of damages
Subject to any Implied Term, Domin8 Media (Domin8 Designs), its directors, officers, employees, or agents will not be liable to you or any other party for indirect, consequential, special, incidental, punitive or exemplary damages of any kind (including lost of revenues or profits or loss of business) arising in connection with these Terms, the Product, any software for the Product or any support services for the Product, whether based on contract, tort, statute, or any other legal theory.
8. Limitation of liability and remedies
To the extent that the applicable jurisdiction limits Domin8 Media (Domin8 Designs)'s ability to disclaim any implied warranties, this disclaimer shall be effective to the maximum extent permitted.
9. Licensee indemnity
You will indemnify Domin8 Media (Domin8 Designs), its directors, officers, employees, agents and contractors in full against any liability, loss, damages, costs and expenses as a result of or in connection with your use of the Product, including but not limited to, any modification by you of the Product which causes the Product to infringe the intellectual property rights of a third party.
10. Variation of Terms
Domin8 Media (Domin8 Designs) reserves the right to amend these Terms from time to time without notice to you and you will be subject to the Terms in force at the time you purchase the Licence for the Product or download the Product whichever is applicable.
Without prejudice to any other rights, Domin8 Media (Domin8 Designs) may terminate this Agreement immediately and without further notice if you fail to comply with the Terms of this Agreement. In such event, you must destroy all copies of the Product.
12. General provisions
12.1. Any provision of, or the application of any provision of this Agreement, which is prohibited in any jurisdiction is, in that jurisdiction, ineffective only to the extent of that prohibition.
12.2. Any provision of, or the application of any provision of this Agreement which is void, illegal or unenforceable in any jurisdiction does not affect the validity, legality or enforceability of that provision in any other jurisdiction or of the remaining provisions in that or any other jurisdiction.
12.3. The failure, delay, relaxation or indulgence on the part of a part in exercising, in part or whole, any power, right or remedy conferred upon that party by these Terms shall not operate as a waiver of that power, right, or remedy.
12.4. This Agreement contains the entire Agreement between the Parties and supersedes any previous understandings, commitments or agreements, oral or written.
12.5. If a clause is void, illegal or unenforceable, it may be severed without affecting the enforceability of the other provisions in this Agreement.
12.6. This Agreement shall be governed by and construed in accordance with the laws of Tasmania.
SCHEDULE 1 PRODUCT
Name of Product: Stock Video
Details of Product: Short video clips that can be used individually or as a part of a wider production.