1. Extended Permitted Uses (Extended License). In the event You require the following extended rights to use the Content, in addition to the usages permitted pursuant to paragraphs 7 and 8 herein, You may license any of the following Extended Licenses according to Your relevant usage:
PRINT ONLY EXTENDED LICENSE
In any manner permitted under the Standard License without any print run limitation; and
In any printed (not for electronic distribution) material, merchandise or product for personal use or resale (for e.g. calendars, T-shirts, posters and mugs) and product packaging up to a limit of 10,000 copies in aggregate per licensing. Each additional print up to 10,000 copies under this subparagraph requires a new licensing.
ELECTRONIC ONLY EXTENDED LICENSE
In any manner permitted under the Standard License without any print run limitation;
As design elements in video, film or television broadcast for the resale purpose; and
In any electronic distribution (not in its original but in its final form) or items for personal use or resale, including design elements or constituents in eBooks, licensed software, website templates, flash templates and documents provided such use does not allow the re-distribution or re-use of the Content by the third party.
COMPREHENSIVE EXTENDED LICENSE
In any manner permitted under Standard License, Print Only Extended License and Electronic Only Extended License without any print run limitation.
10. Restrictions. Other than as specifically permitted in paragraphs 7 and 8 herein, You may NOT:
|Sublicense, sell or transfer any rights in License||The rights in the License are personal to You
You may not transfer any rights in this License to third parties without Good Info Network consent
|Sell, share, license, assign or distribute Standalone Content||Conveyance of Content to third parties must always be in a Reproduced Licensed Work and never as Standalone Content
You must ensure with adequate technological measures that Standalone Content may not be extracted/copied from Licensed Works by third parties
|Infringe Intellectual Property Rights||In connection with the Content / Licensed Work, You may not infringe or misappropriate the intellectual property rights (e.g., copyright, design right or trademark) of any party
You may not remove any Copyright Notice, watermark, author attributions, legal notices, proprietary designations or other intellectual property information in any Content
|Editorial Use Only” Content||Content marked “Editorial Use Only” may not be used for commercial / advertising / promotional purposes.|
|Extract Contents Illegally||You must not download Contents from the Site using methods other than provided by iSupport
|Use Content in Logos / Trademarks / Service Marks||Content cannot be used for or incorporated into logos, trademarks or service marks|
|Use Contents Illegally||You may not use Contents in any way that violates any law, regulation or statute in any applicable jurisdiction|
|Use Content for Immoral / Obscene / Illegal / Defamatory Purposes||Content and Licensed Works (incorporating Contents) may not be used in any way (by itself or with other content / context) that is pornographic, offensive (e.g. implying any person suffering from a mental or an emotional condition), politically endorsing, racist, ethnically or culturally offensive, obscene or indecent, sexually explicit, immoral, defamatory, intrusive of privacy or illegal; or in a manner which endorses violence or acts of terrorism, adult entertainment services or venues, tobacco products, medical products for treating health issues related to sex, mental condition or terminal illness, dating sites or apps, is discriminatory towards race, gender, religion, faith or sexual orientation|
|Use Content to Derogate Persons / Property||You may not use Content in connection with a subject that would be unflattering or unduly controversial to a reasonable person unless You accompany each use with a statement that clearly indicates that (i) the Content is being used for illustrative purposes only and (ii) any person depicted in the Content, if any, is a model
You may not imply that the creator of the Content endorses any political, immoral or offensive inclinations
|Resell Reproduced Licensed Works||Subject to paragraph 9 (Extended License), Licensed Works may not be resold|
11. Termination. This License is effective until it is terminated. You can terminate this Agreement by:
deleting and destroying all Contents downloaded by You and in Your possession, and any Licensed Work(s), and copies / accompanying materials thereof; and ceasing to use the Contents for any purpose.
iSupport can terminate this Agreement without notice to You if You fail to comply with any of the terms and conditions of the Agreement. Upon such termination, You must immediately carry out paragraphs 11(a) and (b) above with or without further notice by iSupport .
12.Disclaimer. You agree that neither iSupport nor their respective affiliates, nor any of their respective officers, directors, employees, owners, agents, representatives, licensors and (sub)licensees (other than You), shall be liable for any general, punitive, special, incidental, indirect or consequential damages or loss of profits or any other damages, costs or losses arising from any use or non-use of the Contents, even if such parties have been advised, or advised of the possibility, of such damages.
THE CONTENTS AND SITES ARE PROVIDED “AS IS, AS AVAILABLE, WITH ALL FAULTS” BASIS AND, EXCEPT AS EXPRESSLY SET FORTH IN THIS LICENSE, NEITHER PARTY MAKES ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
13. Licensee Indemnity. Notwithstanding anything to the contrary in this License, You agree to fully defend, indemnify and hold iSupport and its officers, directors, employees, owners, agents, representatives, licensors, and anyone else associated with iSupport and each of their successors, (sub)licensees (other than You), and assigns free and harmless from any and all claims (including, without limitation, third party claims), liabilities, costs, losses, damages, or expenses, including reasonable attorneys’ fees and expenses, arising in connection with Your use of the Contents or any breach or alleged breach of any representation, warranty, or other promise / obligation made by You in this License.
14. iSupport Indemnity. Provided that You have not breached the terms of this License, Good Info Network agrees to defend, indemnify, and hold You harmless up to the Liability Cap (defined below). Such indemnification shall only apply to claims for damages directly attributable to Good Info Network breach of the warranties and representations in this Agreement, together with the expenses (including reasonable attorneys’ fees), arising out of or directly connected to any valid actual or threatened third party lawsuit, claim, or legal proceeding alleging that the possession, distribution, or use of unaltered Contents downloaded and used by You pursuant to this Agreement violate iSupport’s warranties and representations contained herein. This indemnification is on the condition that You give iSupport:
No later than five (5) business days written notice from the date You know or reasonably should have known of the claim or threatened claim, where such notification must include all details of the claim then known to You and emailed to ADMON@iSupport.com, Attention:lincese ; full information, assistance and cooperation for the defense or settlement thereof; and at iSupport’s option, sole control of any defense, settlement or action related thereto.
15. Liability Cap. isupport’s maximum aggregate obligation and liability to You for all claims (assessed collectively) under paragraph 14 shall be limited to Twenty Five Thousand United States Dollars (US$25,000.00) or the total amount of the license fees paid by You for the Contents, whichever the higher (“Liability Cap”).
16. Unauthorized Use. The representations and the warranties made by isupport in this Agreement apply only to the Content as delivered by isupport 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.
17. Governing Law and Dispute Resolution.
The establishment, effectiveness, interpretation and execution of this License agreement shall all be governed by the laws of United States, 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 to Hong Kong International Arbitration Centre for arbitration in USA. 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.
You acknowledge and agree that any breach of any covenant, representations and warranties contained in this License would cause irreparable injury to ISUPPORT such that damages and remedies under Hong Kong Law for any breach of any such covenant would be inadequate. You further acknowledge and agree that the arbitral tribunal may order any interim measure it deems necessary or proper in accordance with the applicable laws of the United States , including without limitation, any injunctive or enjoining procedural orders or interlocutory awards.
18. 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.
19. No Third Party Rights. Any person who is not a party to this Agreement (whether or not such person is named, referred to, or otherwise identified, or shall form part of a class of persons so named, referred to or identified, in this Agreement) shall have no right whatsoever to enforce this Agreement or any of its terms.
20. Entire Agreement. This Agreement constitutes the entire agreement between You and isupport 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.
21. 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.
22. Electronic Agreement. You have agreed and reaffirm Your agreement to this License electronically by downloading the Content(s).