Standard License Agreement

STANDARD LICENSE KEY FEATURES

This is an agreement between Georgia Clegg, trading as lumabox.com (“Luma Box”) and you, the Licensee (“you”). If you are entering into this agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these terms and conditions, in which case the terms “you” or “your” shall refer to such entity.

By purchasing and/or downloading or receiving digital files from Luma Box, you agree to be bound by the terms and conditions of the following Standard License Agreement (the “Agreement”):

Definitions

For the purpose of this Agreement, the following definitions will apply:

A “Product” is any item (or part thereof) licensed by Luma Box, including but not limited to videos, images, graphics, templates, project files, 3D models and audio files.

An “End Product” is a production or service which makes use of the Product as part of a larger work.

Ownership

You hereby acknowledge that no ownership or copyright of any Products shall pass to you by the issuance of the license contained in this Agreement. All Luma Box products are protected by and subject to United Kingdom and international copyright laws and treaties. Luma Box retains the right to sell licenses to the Products to third parties at its discretion.

Luma Box ‘Standard License’

Luma Box hereby grants you a personal, non-exclusive, non-transferable, non-sublicensable, perpetual, worldwide right to use each Product licensed by you in an End Product.

The Product is not being sold; it is being provided to the Licensee under the terms of this Agreement which allows for use of the Product but does not transfer ownership.

Unauthorized use will result in immediate termination of this license including, but not limited to, legal action.

Restrictions & Limitations of Use

You may use the Product to create an End Product for yourself or for a client, as long as the end product will be distributed for free.

You may distribute multiple copies of the End Product, as long as the copies are not offered for sale and the number of copies does not exceed 8 per month.

You may not sell the End Product, or sell access to the End Product. This does not prevent you from charging a client for your services to create the End Product, in which case the client will be bound by the terms of this license, preventing them from selling the End Product.

You may modify or manipulate the Product as part of a new End Product. The resulting derivative work is still subject to the terms of this license, regardless of how much the Product has been modified or how much of the new design it makes up.

You may not sell, assign, transfer, share, sublicense or otherwise redistribute the Product or the right to use any Product on its own (e.g. not incorporated in an End Product, or as stock, in a tool or template, with source files) under any circumstances, not even for free.

You may not sell, assign, transfer, share, sublicense or otherwise redistribute any Product in a manner that is competitive with Luma Box.

You may not use the Product for educational material, online tutorials, training videos and e-learning tools, even those offered for free.

You may not make the Product available on a digital asset management system, shared drive, or the like for the purposes of sharing or transferring the Product, and you must not permit an end user of the End Product to extract the Product and use it separately from the End Product.

You may not publicly display the Product: (a) as a standalone file in any digital format on the internet; or (b) in any digital format without imposing technical or written restrictions to prevent the unauthorized use of the Product by third parties. You agree to take all commercially reasonable steps to prevent third parties from accessing and/or duplicating the Product. If you become aware of any unauthorized duplication of any Product please notify us via email at info@lumabox.com.

You may not use the Product in connection with any End Product that is pornographic, defamatory, or could be considered libelous, obscene, or illegal.

You may not use the Product in a manner that infringes upon any third party’s trademark or other intellectual property right, or would give rise to a claim of deceptive advertising or unfair competition.

You may not use the Product, or any part thereof, as a trademark, service mark, logo, or other indication of origin.

You may not render the Product through a service that allows a third party to customize a digital or physical product to their specific needs, such as an “on demand”, “made to order” or “build it yourself” service.

You may not falsely represent, expressly or by way of reasonable implication, that any Product was created by you or a person other than the copyright holder(s) of that Product.

If you wish to use the Product in a manner that is not allowable under the Standard License, you will need to purchase an Extended or Commercial License from Luma Box. Please contact info@lumabox.com to discuss how to obtain one of these licenses.

Warranties and Representations

All Products are provided “as is” without warranty of any kind, either express or implied, including, but not limited to the implied warranties of non-infringement, merchantability, fitness for a particular purpose, or that use will be uninterrupted or error free. The entire risk as to the quality, performance and use of the Product is solely with you.

Limitation of Liability

Luma Box disclaims all liability for incidental, consequential, and special damages arising out of any defects in materials and workmanship.

In the event of a claim arising from the use of a Product, Luma Box’s total liability to you under this Agreement shall be limited to the fee paid hereunder by you to Luma Box for the license to the Product.

In the event that Luma Box receives a notice that any Product may be subject to a claim of infringement, upon notice from Luma Box, you will immediately stop using the Product, delete or remove the Product from your premises, computer systems and storage (electronic or physical), and ensure that your clients do likewise. In such event, Luma Box’s sole obligation will be to provide you with a comparable Product (which comparability will be determined by Luma Box in its reasonable commercial judgment) free of charge, but subject to the other terms and conditions of this Agreement.

Availability

Luma Box makes no representations or warranties that all Products will be available at all times. Luma Box may discontinue licensing any Product at its sole discretion.

General Provisions

If you create the end product for a client, your client must comply with these License Terms.

Nothing in the present Agreement shall be interpreted as constituting or creating a joint venture or partnership between the parties.

If any provision of the Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of that part of the Agreement shall not affect the validity of the remaining provisions of the Agreement, which shall remain in full force and effect.

It is expressly understood and agreed that this Agreement is entered into solely for the mutual benefit of the parties herein and that no benefits, rights, duties, or obligations are intended by this Agreement as to third parties.

If you breach any of the terms of the Agreement, Luma Box will have the right to terminate the license in addition to Luma Box’s other rights at law and/or equity. If that happens, you must immediately stop using the Product or any End Product in which it is used. You must delete or remove all instances of the Product and confirm you have done so in writing to Luma Box. Luma Box shall be under no obligation to refund any fees paid by you in the event that your license is terminated by reason of a breach.

Luma Box reserves the right to revoke the license to use the Product for good cause and elect to replace the Product with an alternative Product. Upon notice of any revocation of such license, you shall immediately cease using the Product and shall delete or remove the Product from your premises, computer systems and storage (electronic or physical) and confirm you have done so in writing to Luma Box.

If there is an inconsistency between the terms of this license and the Terms of Service, the license terms will apply to the extent necessary to resolve the inconsistency.

Luma Box’s failure to assert any right or provision under this License shall not constitute a waiver of such right or provision.

With the payment for the Product, you accept automatically our Terms of Service and license terms referred to above.

Revision date: 1st February 2021