FLUID POWER ACADEMY, Inc. LICENSE ("License")
Agreement. This License is an agreement between FLUID POWER ACADEMY, INC. ("FPA") and licensee ("You") who downloads images / illustrations / vectors / video footage / Powerpoint presentations / animations / e-books / posters, et al ("Content") from FLUIDPOWERACADEMY.COM. By downloading any Content, You acknowledge that You understand and accept the terms of the License.
FPA Representation -
FPA represents that it owns all rights and/or has all requisite authority to the Content, including copyrights, and is authorized to license the Content under the License. Unaltered and Standalone Content licensed to You will not infringe or violate the intellectual property, publicity or privacy rights of any third party. Copyright of Content belong to FPA.
- Licensee Representation - You represent and warrant that:
- You are at least 18 years of age and have the right to enter into this License
- You will not use Content in any way that is not permitted by this License
- Information You provide to FPA is accurate and true, including without limitation all payment and billing information
- Except as otherwise stated in this License, any account(s) opened or maintained by You on the Site will only be accessed and used by You for the purposes and on terms stipulated in this License.
Single User Account Only. This Agreement only allows the creation and registration of a Single User Account. You may not allow anyone else to use Your username or password. If You wish to create multiple seats to concurrently and/or separately access Your Account, You may only do so through FPA’s multi-seat license agreement.
"Licensed Work" means the genuine end-product or end derivative work that has been Reproduced or created by or on behalf of You or Your client, using independent skill and effort and that incorporates Content and other material, and which Content shall be inseparable (to the extent commercially and reasonably possible) from the Licensed Work to be standalone Content.
"Reproduce(d)" means the distortion, alteration, cropping, editing, incorporation or manipulation of any part of the Content to create a finished derivative product (the Licensed Work), whereby the reproduced Content will not be disassociated from the Licensed Work by the end user or any third party to be a Standalone Content.
"Standalone Content" means the unaltered and unmodified Content in the original form downloaded from the Sites, including the same Content at a different resolution.
"Vital Role" means the Content used form an integral part or core component of the Licensed Work and will substantially increase the value of Your Licensed Work
- Standard Permitted Uses. Examples of permitted uses include the use, modification, Reproduction and/or display of Content (in each case, without any rights of resale) in relation to the following Licensed Works:
|USES||EXAMPLES of LICENSED WORKS|
|Advertising / Marketing / Promotions (Business & Commercial Purposes)||
|Print / Publications / Education||
|"Editorial Use Only" Contents & Editorial Context||
|Design Elements & Art||
The representations and the warranties made by FPA in this Agreement apply only to the Content as delivered by FPA and will be invalid if the Content is used by You in any manner not specifically authorized in this Agreement or if You are otherwise in breach of this Agreement.
Governing Law and Dispute Resolution.
The establishment, effectiveness, interpretation and execution of this License agreement shall all be governed by the laws of the State of Utah, U.S.A., subject to its jurisdiction, and without regard to the conflict of laws principles.
All disputes arising in connection with the performance of this License shall be settled through friendly negotiations. If the parties are unable to resolve any such dispute within thirty (30) days after the commencement of negotiations, the parties agree to submit the dispute for arbitration in Salt Lake City, Utah, U.S.A. The number of arbitrators shall be one (1). The language of the arbitration shall be English. The arbitral award shall be final and binding upon both parties.
Assignment. Neither party shall assign its rights or interests under this Agreement to any Third Party without the other party’s prior written consent in each instance; except that a party may assign its rights, interests and obligations hereunder to any similarly financially responsible entity that is either (i) an affiliate of such party, (ii) the surviving entity of a merger, consolidation or plan or reorganization in which it participates, or (iii) to the purchaser of all or substantially all of the assets of the party, provided such assignee agrees to assume in writing such party’s rights and obligations under this Agreement.
Entire Agreement. This Agreement constitutes the entire agreement between You and FPA regarding its subject matter. Should any provision of this Agreement be held to be void or invalid, that fact will not affect any other provision, and the remainder of this Agreement will be construed to most closely give effect to the parties' intention. Failure by either party to enforce any provision of this Agreement will not be deemed a waiver of future enforcement of that or any other provision.
>Language. This License is written in English with a reference translation in another language (if necessary). In the event of any conflict in interpreting or construing the terms of this Agreement, the English version shall prevail.
Electronic Agreement. You have agreed and reaffirm Your agreement to this License electronically by downloading the Content(s).