Klim Type Foundry End User Licence Agreements

2 August 2014

 

Desktop Font Licence Agreement
Webfont Licence Agreement
Appfont Licence Agreement

 

Desktop Font Licence Agreement

The Terms of this End User Licence Agreement (Agreement) will apply between Klim Type Foundry (Klim) and You (You) if you purchase a licence or licences to use Klim’s Font Software (Fonts).

When you purchase a Font, you are purchasing the right to use that Font under a particular set of conditions. These conditions range from, for example, how many computers the font can be installed on to whether it can be embedded in digital documents. It is important to read and understand this Agreement because it defines your rights, the acceptable uses of our Fonts, and the rights Klim reserves. If you believe your usage or need is not addressed, or if you are unsure of the meaning of any term or condition, please ask us before making a purchase.

 Klim agrees to grant You a licence or licences to use the Fonts on the terms of this Agreement and provided that You comply with these terms. This licence is not exclusive to You, may not be transferred by You, and can be revoked by Klim.

 You agree that Klim owns all rights, including (without limitation) intellectual property rights, and title in and to the Fonts and all trademarks, registered and unregistered which are used in or in relation to the Fonts.

1. Definitions.

1a. “Klim” is the Klim Type Foundry, the trading brand of The Letterheads Limited.

1b. “You”, “Your” and the “End User” are defined as and refer to a customer who has purchased a licence to use the Font. An End User is not defined as a distributor, reseller, dealer, sub-licensee, original equipment manufacturer (“OEM”), or other wholesale buyer, etc. Klim Fonts and products may not be distributed and/or sold to third parties without prior written consent from Klim.

1c. “Font”, “Fonts” or “Font Software” have identical meanings in this agreement. They are defined as the designs of the Fonts and the Software identified on your sales receipt that produces a typeface design(s) together with any other artworks that may be associated with the Font.

2. Permitted Uses and Restrictions.

2a. Installation

The Fonts may be installed and used on the number of computing devices identified on your invoice. For example, the purchase of a 1-3 CPU Licence allows for the installation and use of the Font on up to three (3) computing devices. Fonts may not be stored or used in any manner that makes them accessible to the public or non-licensed third parties. For the purposes of clarity, this licence is for individual users or organisations purchasing for employees only. Under no circumstances may the licensed Fonts be shared with contractors, freelance employees, or affiliates. You may add more computing devices to your licence by purchasing additional licences.

2b. Servers

You may install the Fonts on a single file server for use on a local area network (“LAN”) within your business or household. The number of computing devices that can access the fonts on the server must not exceed the number of computing devices identified on your invoice.

2c. Font File Protection

You agree to use reasonable measures to protect the Fonts from access and use by unlicensed third-parties.

2d. Authorised Use

Authorised uses of the Fonts includes the production of paper publications like newspapers, books and magazines, print and broadcast advertising, vinyl or printed signage, logos and logotypes, newsletters and annual reports.

2e. Service Bureau/Printers

To reproduce a particular document, you may provide a copy of the specified Fonts to a commercial printer or service bureau. Afterwards, the printer or service bureau must destroy the copies of the Fonts.

2f. Back-up Copies

You may make one (1) copy of the Fonts for back-up purposes only. Copies must contain the same documentation, copyright, trademark, and other proprietary notices that appear on, in or with the Fonts. You must keep this back-up copy secure and must not allow any third party to have access to it. You will indemnify Klim for all costs, damages or losses incurred as a result of your failure to comply with this clause.

2g. Embedding of Fonts

The embedding of Fonts into digital documents, like PDFs, is permitted so long as i) the Font Software is subset, ii) the document text can be viewed and printed but not edited, and iii) reasonable measures are taken to ensure recipients of such documents cannot extract or use the embedded Fonts. Rasterized copies of images showing the Font are permitted provided the images do not result in all or substantially all of the characters comprising the Font. If the resulting images show most or all of the Font characters, a rasterized showing of the Font is not permitted.

2h. Webfonts, @font-face and Font Linking

Using Klim Fonts with the CSS rule @font-face, Cufòn, or other forms of font linking, regardless of format, are strictly prohibited under this Agreement. A separate Webfont licence and accompanying software are each available from Klim for this purpose.

2i. Apps, Games, Hardware and Software

This licence expressly prohibits the embedding, inclusion, calling or linking of the Fonts within hardware and software in any form whatsoever. This includes, but is not limited to, video games, server-side applications, online document creation, mobile apps, kiosks, and OEM products or software. If you wish to use the Fonts for such purposes, a separate licence is available from Klim. Notwithstanding, rasterized images of limited text and/or logos created using the Font Software are permitted.

2j. Modifications

You may create outline artworks based upon the Fonts for your personal or business use. However, the use of any font creation or font manipulation program or any attempt to modify the Font for the purposes of creating a usable, derivative or substitute version of the Font is prohibited. Under no circumstances may you modify, adapt, translate, reverse engineer, decompile, disassemble, alter, or otherwise attempt to discover the source code of the Fonts or the designs embodied therein. You further agree not to commission or authorise any third party to undertake modifications to the Fonts without prior written consent from Klim. Consent may or may not be granted at our sole discretion.

2k. Restriction of Alphabet Products

This licence expressly prohibits the use of the Fonts in the creation of alphabet products such as, but not limited to: house numbers, stamp sets, rub-on letters, adhesive alphabet letters, alphabet punch and die sets or other methods for use in making such products. Any such use requires the purchase of a special licence.

3. Rights Reserved

3a. You expressly acknowledge that the Font Software, the designs embodied therein, the trade names and/or trademarks and copyrights associated therewith are each the exclusive property of Klim. All rights not expressly granted under this licence are reserved to Klim.

3b. You agree that the Fonts and the design of the Fonts embodied therein are owned by Klim and the Fonts’ structure, organisation and code are the valuable trade secrets of Klim. You acknowledge that the Fonts are, among other means, protected under New Zealand trademark and/or copyright law, by the trademark and/or copyright and design laws of other nations, and by international treaties.

4. Warranties and Limitations

4a. Klim represents and warrants that the Fonts will perform substantially in accordance with the representations made herein. To make a warranty claim, you must notify the source from which you obtained the Fonts together with a copy of your sales receipt. If the Font does not perform substantially in accordance with the representations, the entire and exclusive liability and remedy shall be limited to the replacement of the Font Software or the refund of the licence fee you paid for the Fonts, as an authorised officer of Klim may elect. Klim and its suppliers do not and cannot warrant the performance or results you may obtain by using the Fonts. It is your responsibility to ensure that the Fonts are fit for your purpose.

4b. Klim expressly disclaims all warranties, express and implied, including, but not limited to, the implied warranties of merchantability and fitness for a particular purpose. Klim does not warrant that the operation of the fonts will be unimpeded, uninterrupted or error-free, or that the fonts are without defects. Without limiting the foregoing under no circumstances shall process be liable to you or any other party, whether in contract or tort (including negligence) or otherwise, for any special, consequential, or incidental damages, including lost profits, lost saving, loss of data, savings or business interruption as a result of the use of or the inability to use the fonts even if notified in advance of such possibility.

4c. If You are a business or in trade and the fonts are acquired for use in business or in trade, You agree to contract out of the provisions of the Consumer Guarantees Act 1993 and sections 9, 12A and 13 of the Fair Trading Act 1986, to the effect that those provisions shall have no effect between us.

5. Termination

Any breach of the terms of this licence shall be cause for immediate termination without the obligation of notice or opportunity to cure. Klim shall be entitled to seek any and all remedies under law or equity, without limitation, including injunctive relief without the obligation of posting security or bond. You agree to immediately discontinue using and delete the Fonts and certify that no copy remains in your possession or control.

6. Choice of Law and Agreements

6.1 You agree that the Contract between us was formed in Wellington, New Zealand, and any cause of action arising from it, arises in Wellington, New Zealand and will be governed by and construed in accordance with the laws of New Zealand and within the exclusive jurisdiction of the New Zealand courts.

6.2 Klim may at any time amend the terms under which it licences the use of the Fonts to You. Klim will provide you with such amended terms and You agree that your continued use of the Fonts after receipt of the amended terms shall be deemed to be your acceptance of the amended terms. Non-acceptance of the amended terms terminates this licence agreement.

6.3 This Agreement embodies the entire understanding between Klim and You and supersedes all prior arrangements or understandings. If an applicable Court declares any part of it to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

7. Contact

All inquiries of Klim may be sent by email to kris@klim.co.nz. The Klim Type Foundry website is located at www.klim.co.nz.

 

Webfont License Agreement

The Terms of this End User Licence Agreement (Agreement) will apply between Klim Type Foundry (Klim) and You (You) if you purchase a licence or licences to use Klim’s Font Software (Webfonts).

When you purchase a Webfont, you are purchasing the right to use that Webfont under a particular set of conditions. These conditions range from, for example, how many domains the font can be used on to whether it can be embedded in digital applications. It is important to read and understand this Agreement because it defines your rights, the acceptable uses of our Webfonts, and the rights Klim reserves. If you believe your usage or need is not addressed, or if you are unsure of the meaning of any term or condition, please ask us before making a purchase.

Klim agrees to grant You a licence or licences to use the Webfonts on the terms of this Agreement and provided that You comply with these terms. This licence is not exclusive to You, may not be transferred by You, and can be revoked by Klim.

You agree that Klim owns all rights, including (without limitation) intellectual property rights, and title in and to the Webfonts and all trademarks, registered and unregistered which are used in or in relation to the Webfonts.

1. Definitions

1a. “Klim” is the Klim Type Foundry, the trading brand of The Letterheads Limited.

1b. The user, “You”, “Your” and the “End User" are understood as the licensee of the Webfonts and the party that owns the domain of a website using or planning to use Klim Webfonts. It is understood that you also control the content of the licensed websites. An end user cannot be a distributor, reseller, dealer, sub-licensee, original equipment manufacturer (“OEM”), server administrator, or other wholesale buyer of software, etc. Klim Webfonts and software products may not be distributed and/or sold to third parties without Klim’s prior written consent.

1c. A “Webfont” is type face font software that has been created, optimised, translated or otherwise specially modified for use on the Internet for styling or viewing text on a website.

1d. The “domain” is the host name of a website’s home page. The domain may be comprised of one unique second-level domain name (as in “example” of http://www.example.com), multiple top-level domains (as in .com, .org, .fr, etc.), and multiple sub-domains (as in “shop” of shop.example.com, or “blog” of blog.example.com, etc.). Under this licence you must own the domain and control the content of the licensed websites.

1e. A “website” is defined as a collection of related web pages organised under a single domain. The website may be viewed with a web browser and/or via a web-based mobile app provided that the Webfonts are not included or embedded as explained in section 2f. A web-based mobile app is restricted to operating on a hand-held device running one of the following operating systems: Android, bada, Blackberry OS or Blackberry 10, Brew, iOS, Symbian OS, Windows Phone or Windows RT.

2. Permitted Uses and Restrictions

2a. Allowed Domains and Implementation

The Webfonts may be used for styling text on your website via the CSS @font-face rule for the domain specified on your sales receipt. Only the WOFF (“.woff”, Web Open Font Format) and EOT (“.eot”, Embedded OpenType) Webfont files provided by Klim may be used. The use of alternate formats (such as TTF, SVG, or OTF) is expressly prohibited. Viewing and printing pages of the website using the Webfonts is allowed. However, providing the ability for a remote user to edit text using the Webfonts is not allowed if the result is a new document, such as a personalised invitation, greeting card, customised portfolio or customised product. These are merely examples. The Webfonts are licensed for your use only. You may not use the Webfonts as a tool or resource for third parties to create customised products or documents. Further, the Webfonts may not be served to unlicensed domains, even if they are hosted on a licensed domain.

2b. Page View Limitations

A page view is one request for the viewing of a page of your website. The average monthly traffic of your website, measured in page views over the span of six consecutive months, must not exceed the amount shown on your sales receipt. If it does, you must purchase a licence upgrade for the increased page view amount.

2c. Webfonts File Protection

You agree to use reasonable measures to ensure the Webfonts are available only for the process of styling text on your website. At a minimum, and by way of illustration not limitation, reasonable measures include a.) preventing unlicensed third-party access and use, i.e. hot-linking and b.) not allowing direct download of the Webfonts unrelated to the process of styling text for your website.

2d. Third Party Webfont Services

The hosting or serving of the Webfonts by any third party service, like “TypeKit”, “FontDeck”, “WebINK” or “Webtype” for example, is strictly prohibited.

2e. Back-up Copies

You may make one (1) copy of the Webfonts for back-up purposes only. Copies must contain the same documentation, copyright, trademark, and other proprietary notices that appear on, in or with the Webfonts. You must keep this back-up copy secure and must not allow any third-party to have access to it. You will indemnify Klim for all costs, damages or losses incurred as a result of your failure to comply with this clause.

2f. No Modifications, No Embedding

You are not permitted to modify, adapt, translate, reformat, reverse engineer, decompile, disassemble, alter or attempt to discover the computer code of the Webfonts or the designs embodied therein. The embedding or inclusion of Klim Webfonts, or the designs forming the Webfonts, in software, hardware, digital documents, apps, applications, devices or in any other form is prohibited. A separate licence and accompanying software are each available from Klim for this purpose.

2g. Web Usage Only

The use of Klim Webfonts on a desktop, laptop, workstation computer, or for any uses not expressly permitted herein is prohibited. If you wish to use the Webfonts in a manner not permitted by this licence, you must secure a separate licence and/or a licence extension by contacting Klim directly.

3. Rights Reserved

3a. You expressly acknowledge that the Webfonts, the designs embodied therein, the trade names and/or the associated trademarks and copyrights are each the exclusive property of Klim. All rights not expressly granted under this licence are reserved to Klim.

3b. You agree that the Webfonts and the designs embodied therein are owned by Klim and the Webfonts’ structure, organisation and code are the valuable trade secrets of Klim. You acknowledge that the Webfonts are, among other means, protected under New Zealand trademark and/or copyright law, by the trademark and/or copyright and design laws of other nations, and by international treaties. Furthermore, you are not permitted to regenerate or translate the Webfonts into other formats and the creation of any derivative works based upon the Webfonts or the designs of the Webfonts are expressly prohibited.

4. Warranties and Limitations

4a. Klim represents and warrants that the Webfonts will perform substantially in accordance with the representations made herein. To make a warranty claim, you must notify the source from which you obtained the Webfonts together with a copy of your sales receipt. If the Webfonts do not perform substantially in accordance with the representations, the entire and exclusive liability and remedy shall be limited to the replacement of the Webfonts or the refund of the licence fee you paid for the Webfonts. Klim does not and cannot warrant the performance or results you may obtain by using the Webfonts. It is your responsibility to ensure that the Webfonts are fit for your purpose.

4b. Klim expressly disclaims all warranties, express and implied, including, but not limited to, the implied warranties of merchantability and fitness for a particular purpose. Klim does not warrant that the operation of the Webfonts will be unimpeded, uninterrupted or error-free, or that the Webfonts are without defects. Without limiting the foregoing under no circumstances shall Klim be liable to you or any other party, whether in contract or tort (including negligence) or otherwise, for any special, consequential, or incidental damages, including lost profits, lost saving, loss of data, savings or business interruption as a result of the use of or the inability to use the Webfonts even if notified in advance of such possibility.

4c. If You are a business or in trade and the fonts are acquired for use in business or in trade, You agree to contract out of the provisions of the Consumer Guarantees Act 1993 and sections 9, 12A and 13 of the Fair Trading Act 1986, to the effect that those provisions shall have no effect between us.

5. Transfer of Licensed Domain

You may transfer the rights to use the Webfonts to a different domain owned by you and the content of which you control. You must notify Klim, in writing, of the transfer and the new domain identity. Further, you must delete the Webfonts from the server on the previously licensed domain immediately upon transfer to the new domain. Transfer of this licence to a third party is not permitted.

6. Termination

Any breach of the terms of this licence shall be cause for immediate termination without the obligation of notice or opportunity to cure. Klim shall be entitled to seek any and all remedies under law or equity, including injunctive relief without the obligation of security or bond. You agree to immediately discontinue using and delete the Webfont software and certify that no copy remains in your possession or control.

7. Choice of Law and Agreements

7.1 You agree that the Contract between us was formed in Wellington, New Zealand, and any cause of action arising from it, arises in Wellington, New Zealand and will be governed by and construed in accordance with the laws of New Zealand and within the exclusive jurisdiction of the New Zealand courts.

7.2 Klim may at any time amend the terms under which it licences the use of the Webfonts to You. Klim will provide you with such amended terms and You agree that your continued use of the Webfonts after receipt of the amended terms shall be deemed to be your acceptance of the amended terms. Non-acceptance of the amended terms terminates this licence agreement.

7.3 This Agreement embodies the entire understanding between Klim and You and supersedes all prior arrangements or understandings. If an applicable Court declares any part of it to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

8. Contact

All inquiries of Klim may be sent by email to kris@klim.co.nz. The Klim Type Foundry website is located at www.klim.co.nz.

 

Appfont License Agreement

The Terms of this End User Licence Agreement (Agreement) will apply between Klim Type Foundry (Klim) and You (You) if you purchase a licence or licences to use Klim’s Font Software (App Fonts).

When you purchase an App Font, you are purchasing the right to use that App Font under a particular set of conditions. These conditions range from, for example, how many applications the font can be used in and on what mobile operating systems. It is important to read and understand this Agreement because it defines your rights, the acceptable uses of our App Fonts, and the rights Klim reserves. If you believe your usage or need is not addressed, or if you are unsure of the meaning of any term or condition, please ask us before making a purchase.

Klim agrees to grant You a licence or licences to use the App Font on the terms of this Agreement and provided that You comply with these terms. This licence is not exclusive to You, may not be transferred by You, and can be revoked by Klim.

You agree that Klim owns all rights, including (without limitation) intellectual property rights, and title in and to the App Fonts and all trademarks, registered and unregistered which are used in or in relation to the App Fonts.

1. Definitions

1a. “Klim” is the Klim Type Foundry, the trading brand of The Letterheads Limited.

1b. The user, “You”, “Your” and the “End User" are understood as the licensee of the App Fonts and the party that owns the Application. It is understood that you also control the content of the licensed applications. An end user cannot be a distributor, reseller, dealer, sub-licensee, original equipment manufacturer (“OEM”), server administrator, or other wholesale buyer of software, etc. Klim App Fonts and software products may not be distributed and/or sold to third parties without Klim’s prior written consent.

1c. An “App Font” is type face font software that has been created, optimised, translated or otherwise specially modified for embedding within an App for styling, viewing or editing text.

1d. The “Application”, “App” is your mobile application software designed to run and function on Android, iOS, Windows Phone and other such mobile device operating systems. A single App Font licence covers Apps that are functionally equivalent across multiple mobile operating systems.

2. Permitted Uses and Restrictions

2a. Allowed Apps and Implementation

The App Fonts may embedded in the App specified on your sales receipt. Only the App Font files provided by Klim may be used. The use of alternate formats is expressly prohibited. You may use the App Fonts for styling, viewing or editing text in your App. However, providing the ability for a user to edit text using the App Fonts is not allowed if the result is a new document, such as a personalised invitation, greeting card, customised portfolio or customised product. These are merely examples. The App Fonts are licensed for your use only. You may not use the App Fonts as a tool or resource for third parties to create customised products or documents.

2b. Download and Distribution Limitations

There are no App download and distribution limitations with this licence.

2c. App Fonts File Protection

You agree to use reasonable measures to protect the App Fonts from access and use by unlicensed third-parties.

2d. Back-up Copies

You may make one (1) copy of the App Fonts for back-up purposes only. Copies must contain the same documentation, copyright, trademark, and other proprietary notices that appear on, in or with the App Fonts. You must keep this back-up copy secure and must not allow any third-party to have access to it. You will indemnify Klim for all costs, damages or losses incurred as a result of your failure to comply with this clause.

2e. No Modifications, No Embedding

You are not permitted to modify, adapt, translate, reformat, reverse engineer, decompile, disassemble, alter or attempt to discover the computer code of the App Fonts or the designs embodied therein. The embedding or inclusion of Klim App Fonts, or the designs forming the App Fonts, in non-mobile software, hardware, digital documents, applications, devices or in any other form is prohibited. A separate licence and accompanying software are each available from Klim for this purpose.

2f. App Usage Only

The use of Klim App Fonts on a desktop, laptop, workstation computer, website or for any uses not expressly permitted herein is prohibited. If you wish to use the App Fonts in a manner not permitted by this licence, you must secure a separate licence and/or a licence extension by contacting Klim directly.

3. Rights Reserved

3a. You expressly acknowledge that the App Fonts, the designs embodied therein, the trade names and/or the associated trademarks and copyrights are each the exclusive property of Klim. All rights not expressly granted under this licence are reserved to Klim.

3b. You agree that the App Fonts and the design of the fonts embodied therein are owned by Klim and the App Fonts’ structure, organisation and code are the valuable trade secrets of Klim. You acknowledge that the App Fonts are, among other means, protected under New Zealand trademark and/or copyright law, by the trademark and/or copyright and design laws of other nations, and by international treaties. Furthermore, you are not permitted to regenerate or translate the App Fonts into other formats and the creation of any derivative works based upon the App Fonts or the designs of the App Fonts are expressly prohibited.

4. Warranties and Limitations

4a. Klim represents and warrants that the App Fonts will perform substantially in accordance with the representations made herein. To make a warranty claim, you must notify the source from which you obtained the App Fonts together with a copy of your sales receipt. If the App Fonts do not perform substantially in accordance with the representations, the entire and exclusive liability and remedy shall be limited to the replacement of the App Fonts or the refund of the licence fee you paid for the App Fonts. Klim does not and cannot warrant the performance or results you may obtain by using the App Fonts.

4b. Klim expressly disclaims all warranties, express and implied, including, but not limited to, the implied warranties of merchantability and fitness for a particular purpose. Klim does not warrant that the operation of the App Fonts will be unimpeded, uninterrupted or error-free, or that they are without defects. Without limiting the foregoing under no circumstances shall Klim be liable to you or any other party, whether in contract or tort (including negligence) or otherwise, for any special, consequential, or incidental damages, including lost profits, lost saving, loss of data, savings or business interruption as a result of the use of or the inability to use the fonts even if notified in advance of such possibility.

4c. If You are a business or in trade and the fonts are acquired for use in business or in trade, You agree to contract out of the provisions of the Consumer Guarantees Act 1993 and sections 9, 12A and 13 of the Fair Trading Act 1986, to the effect that those provisions shall have no effect between us.

5. Transfer of licenced Application

You may not transfer the rights to use the App Fonts to a different App. Transfer of this licence to a third party is not permitted.

6. Termination

Any breach of the terms of this licence shall be cause for immediate termination without the obligation of notice or opportunity to cure. Klim shall be entitled to seek any and all remedies under law or equity, including injunctive relief without the obligation of security or bond. You agree to immediately discontinue using and delete the App Font software and certify that no copy remains in your possession or control.

7. Choice of Law and Agreements

7.1 You agree that the Contract between us was formed in Wellington, New Zealand, and any cause of action arising from it, arises in Wellington, New Zealand and will be governed by and construed in accordance with the laws of New Zealand and within the exclusive jurisdiction of the New Zealand courts.

7.2 Klim may at any time amend the terms under which it licences the use of the App Fonts to You. Klim will provide you with such amended terms and You agree that your continued use of the App Fonts after receipt of the amended terms shall be deemed to be your acceptance of the amended terms. Non-acceptance of the amended terms terminates this licence agreement.

7.3 This Agreement embodies the entire understanding between Klim and You and supersedes all prior arrangements or understandings. If an applicable Court declares any part of it to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

8. Contact

All inquiries of Klim may be sent by email to kris@klim.co.nz. The Klim Type Foundry website is located at www.klim.co.nz.