This Copyright License Agreement (this “Agreement”) is made effective as of January 21, 2021. between [SimplyMakiko • PaperLuv • Makiko Orser], of [P.O.Box], [Rochester], [48308] and [SimplyMakiko • PaperLuv USERS].
This Agreement shall be governed by the laws of Michigan. This Agreement will commence on the [immediate] and continue until the [SimplyMakiko • PaperLuv] terminate it.
In this Agreement, the party granting the right to use the [Licenced Property] — paper flower digital templates available through SimplyMakiko & PaperLuv website. [Licenced Property] will be referred to as “Templates”. [SimplyMakiko • PaperLuv • Makiko Orser], will be referred to as the “Owner” and the party who is receiving the right to use the licensed property, [USER], will be referred to as the “User.”
1. Owner owns all proprietary rights in and to the copyrightable and/or copyrighted works described in this Agreement. The copyrighted works will collectively be referred to as “Work” or “Templates”.
2. Owner owns all rights in and to the Work and retains all rights to the Work, which are not transferred herein, and retains all common law copyrights and all federal copyrights which have been, or which may be, granted by the Library of Congress.
3. Owner desires to obtain, and Licensor has agreed to grant, a license authorizing the use of the Work by Licensee in accordance with the terms and conditions of this Agreement.
The parties agree to abide by the terms as follows:
I. GRANT OF LICENSE. Owner owns [PaperLuv Paper Flower Templates available through SimplyMakiko & PaperLuv websites] (“Templates”). In accordance with this Agreement, the Owner grants the User a non-exclusive license to Use the Templates. The Owner retains title and ownership of the Templates. User will own all rights to materials, products, or other Physical Works (the Physical Works) created by User in connection with this license.
II. RIGHTS AND OBLIGATIONS. User shall be the sole owner of the physical Work created using the licensed Templates; however, such ownership shall not include ownership of the copyright in and to the Templates or any other rights to the Templates. Reselling, contributing in any form of the digital Templates are prohibited.
III. COMMERCIAL USE. User agrees to use the Templates ONLY for personal purposes and to inform the Owner in the case of the commercial use of the Templates. The User also agrees to pay the royalty to the Owner in such cases.
IV. DEFAULTS ON AGREEMENT. If User fails to abide by the obligations of this Agreement, Owner shall have the option to cancel User’s subscription to SimplyMakiko • PaperLuv without notice.
V. TRANSFER OF RIGHTS. Neither party shall have the right to assign its interests in this Agreement to any other party unless the prior written consent of the other party is obtained.
VI. INDEMNIFICATION. Each party shall indemnify and hold the other harmless for any losses, claims, damages, awards, penalties, or injuries incurred by any third party, including reasonable attorney’s fees, which arise from any alleged breach of such indemnifying party’s representations and warranties made under this Agreement, provided that the indemnifying party is promptly notified of any such claims. The indemnifying party shall have the sole right to defend such claims at its own expense. The other party shall provide, at the indemnifying party’s expense, such assistance in investigating and defending such claims as the indemnifying party may reasonably request. This indemnity will survive the termination of this Agreement.
VII. TERMINATION. This Agreement may be terminated by the Owner at any time without notice.
i. Upon termination or expiration of this Agreement, Licensee User shall keep the Templates and continue to use ONLY for personal purposes, and the agreement [II. and III] still apply.
VIII. SEVERABILITY. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid or enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
This Agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties.
SimplyMakiko • PaperLuv • Makiko Orser