MDGROTESQUE

License (EULA)

Font Software End User License Agreement

FONT SOFTWARE END USER LICENSE AGREEMENT

WE RECOMMEND THAT YOU PRINT THIS FONT SOFTWARE END USER LICENSE AGREEMENT FOR FURTHER REFERENCE. This Font Software End User License Agreement (the “Agreement”) becomes a binding contract between you and Foundry when you click on the area marked “ACCEPT LICENSE AGREEMENT,” or similar language or when you accept the Agreement by other means (for instance referring to the Agreement in a purchase order, a confirmation email etc.). If you do not wish to be bound by the Agreement, you cannot access, use or download the Font Software. Please read this entire Agreement before agreeing to be bound. The Agreement contains capitalized terms that are defined in Section 14 of the Agreement.

You hereby agree to the following:

1. Binding Agreement

You are bound by the Agreement and you acknowledge that all use of the Font Software supplied to you by Foundry for the purposes set forth under this Agreement is governed by this Agreement.

2. License Grant

You are hereby granted a non-exclusive, non-assignable, non-transferable (except as expressly permitted herein) license to install, access and Use the Font Software (i) only in a Licensed Unit, (ii) only for your Personal or Internal Business Use, and (iii) only subject to all of the terms and conditions of the Agreement. Foundry reserves all rights not expressly granted to you in this Agreement.

3. Embedding Font Software and Representations of Typeface and Typographic Designs and Ornaments

You may embed the Font Software only into an electronic document that (i) is not a Commercial Product, (ii) is distributed in a secure format that does not permit the extraction of the embedded Font Software, and (iii) in the case where a recipient of an electronic document is able to Use the Font Software for editing, only if the recipient of such document is within your Licensed Unit. You may embed static graphic images into an electronic document, including a Commercial Product, (for example, a “gif”) with a representation of a typeface and typographic design or ornament created with the Font Software as long as such images are not used as a replacement for Font Software, (i.e. as long as the representations do not correspond to individual glyphs of the Font Software and may not be individually addressed by the document to render such designs and ornaments.)

4. Server Use

The Font Software may not be installed or Used on an internal or external (i.e., internet accessed) server unless all Workstations that can access such server are part of a Licensed Unit.

5. Commercial Printers

You may embed the Font Software in an electronic document solely for print and view and provide such electronic document to a commercial printer for printing only. You may take a copy of the Font Software used for a particular document to a commercial printer provided that the printer represents to you that it has been granted a license to use that particular Font Software.

6. Alterations to the Font Software

You may not alter the Font Software for the purpose of adding any functionality that such Font Software did not have when delivered to you by Foundry. If the Font Software contains embedding bits that indicate that the Font Software is only authorized for certain purposes, you may not change or alter the embedding bits.

7. Transfer of the Font Software

You may not rent, lease, sublicense, give, lend, or further distribute the Font Software, or any copy thereof. If you are a business or organization, you agree that in case of a reasonable doubt with regard to the proper use of the Font Software within your organization, upon request from Foundry or its authorized representative, you will within thirty (30) days fully document and certify that use of any and all Font Software at the time of the request is in conformity with your valid licenses from Foundry.

8. Copies

You may not copy the Font Software, except as expressly provided herein. You may make a reasonable number of back-up copies of the Font Software for archival purposes only, and you shall retain exclusive custody and control over such copies. Any copies that you are expressly permitted to make pursuant to the Agreement must contain the same copyright, trademark, and other proprietary notices that appear on or in the Font Software. Upon termination of the Agreement, you must destroy the original and any and all copies of the Font Software.

9. Intellectual and Industrial Property Rights

• You agree that the Font Software is protected by the copyright law and other intellectual and industrial property rights of the United States and its various States, by the copyright law and other intellectual and industrial property rights of other nations, and by international treaties. You agree to treat the Font Software as you would any other copyrighted material.

• You agree that Foundry owns all right, title and interest in and to the Font Software, its structure, organization, code, and related files, including all intellectual and industrial property rights therein such as copyright, design and trademarks rights. You agree that the Font Software, its structure, organization, code, and related files are valuable property of Foundry or its third party licensors and that any intentional or negligent use of the Font Software not expressly permitted by the Agreement constitutes an infringement of intellectual and industrial property rights.

• You agree not to adapt, modify, alter, translate, convert, or otherwise change the Font Software, or to create Derivative Works from the Font Software or any portion thereof. You further agree not to use the Font Software in connection with software and/or hardware which create Derivative Works of such Font Software.

• You agree not to reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or instructions of the Font Software, provided, however, that if you are located in a European Community member country or any other country which provides rights materially similar to the rights set forth in this provision, you may reverse engineer or decompile the Font Software only to the extent that sufficient information is not available for the purpose of creating an interoperable software program (but only for such purpose and only to the extent that sufficient information is not provided in a timely manner free of charge by Foundry upon written request.)

10. Trademarks

You agree to use trademarks associated with the Font Software according to accepted trademark practice, including identification of the trademark owner’s name. Trademarks can only be used to identify printed output produced by the Font Software. The use of any trademark as herein authorized does not give you any rights of ownership in that trademark and all use of any trademark shall inure to the sole benefit of Foundry. You may not change any trademark or trade name designation for the Font Software. Nothing contained herein shall be deemed as granting you a license to use any trademark or trade names associated with the Font Software.

11. Limited Warranty

Foundry warrants to you that the Font Software will perform substantially in accordance with its documentation for the thirty (30) day period following delivery of the Font Software. To make a warranty claim, you must, within the thirty (30) day warranty period, contact Foundry and provide sufficient information regarding your acquisition of the Font Software so as to enable Foundry to verify the existence and date of the transaction. The entire, exclusive and cumulative liability and remedy shall be that Foundry will use commercially reasonable efforts to cause the Font Software to conform to the documentation as soon as commercially practicable. FOUNDRY DOES NOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE FONT SOFTWARE. THE FOREGOING STATES THE SOLE AND EXCLUSIVE REMEDIES FOR FOUNDRY’S BREACH OF WARRANTY. EXCEPT FOR THE FOREGOING LIMITED WARRANTY, FOUNDRY MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, AS TO NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY, OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT WILL FOUNDRY BE LIABLE TO YOU OR ANYONE ELSE (I) FOR ANY CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES, INCLUDING WITHOUT LIMITATION ANY LOST PROFITS, LOST DATA, LOST BUSINESS OPPORTUNITIES, OR LOST SAVINGS, EVEN IF FOUNDRY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (II) FOR ANY CLAIM AGAINST YOU BY ANY THIRD PARTY SEEKING SUCH DAMAGES EVEN IF FOUNDRY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some states or jurisdictions do not allow the exclusions of limitations of incidental, consequential or special damages, so the above exclusion may not apply to you. Also, some states or jurisdictions do not allow the exclusions of implied warranties or limitations on how long an implied warranty may last, so the above limitations may not apply to you. To the greatest extent permitted by law, any implied warranties not effectively excluded by the Agreement are limited to thirty (30) days. Some jurisdictions do not permit a limitation of implied warranties where the product results in physical injury or death so such limitations may not apply to you. The Font Software is non-returnable and nonrefundable.

12. Termination

Upon failure by you to comply with the terms of this Agreement, Foundry shall be entitled to terminate this Agreement upon notice by regular mail, telefax or email. The termination of the Agreement shall not preclude Foundry from suing you for damages of any breach of the Agreement. The Agreement may only be modified in writing signed by an authorized officer of Foundry.

13. Terms and Conditions

You have separately agreed to LocalFonts’ standard Terms and Conditions ( https://localfonts.eu/terms-of-service/ ) which include provisions relating to governing law and jurisdiction, export restrictions and U.S. government contracts. In the case of a conflict between the Terms and Conditions and this Agreement, this Agreement shall control.

14. Definitions

“Basic Licensed Unit” means up to five (5) Workstations connected to no more than one (1) printer with a non-volatile memory (for example, a hard drive). If you intend to use the Font Software on more equipment than permitted by a Basic Licensed Unit, you must create an Expanded Licensed Unit by obtaining from Foundry through www.localfonts.eu, for an additional fee, a license extension for all such equipment.

“Commercial Product” means an electronic document or data file created by Use of the Font Software which is offered for distribution to the general public (or to some subset of the general public) as a commercial product or other result of your business activity.

“Derivative Work” means binary data based upon or derived from Font Software (or any portion of the Font Software) in any form in which such binary data may be recast, transformed, or adapted including, but not limited to, binary data in any format into which Font Software may be converted.

“Expanded Licensed Unit” means the number of Workstations and/or printers with a non-volatile memory contained in your Licensed Unit as agreed between you and Foundry.

“Font Software” means software or instructions which, when used on an appropriate device or devices, generates typeface and typographic designs and ornaments. Font Software shall include all bitmap representations of typeface and typographic designs and ornaments created by or derived from the Font Software. Font Software includes upgrades or updates (each of which may be provided to you by Foundry in its sole discretion), related files, permitted modifications, permitted copies, and related documentation.

“Foundry” means the foundry that is listed by the product number or product name of the Font Software when you license the Font Software from www.localfonts.eu.

“Licensed Unit” means a Basic Licensed Unit or an Expanded Licensed Unit as is appropriate to the context in which the term is used.

“LocalFonts” means collectively Context Ltd., its successors and assigns, its parent and affiliated corporations.

“Personal or Internal Business Use” means Use of the Font Software for your customary personal or internal business purposes and shall not mean any distribution whatsoever of the Font Software or any component thereof. “Personal or Internal Business Use” shall include Use of the Font Software within your Licensed Unit by persons that are members of your immediate household, your authorized employees, or your authorized agents.

“Use” of the Font Software shall occur when an individual is able to give commands (whether by keyboard or otherwise) that are followed by the Font Software, regardless of the location in which the Font Software resides. “Use” of the Font Software shall also occur when the software or instructions are executed.

“Workstation” means a hardware component in which an individual is able to give commands (whether by keyboard or otherwise) that are followed by the Font Software or implement the Font Software, regardless of the location in which the Font Software resides.

LAST UPDATED: OCTOBER 12, 2017

“LocalFonts” is a trademark of Context Ltd. All other trademarks are the property of their respective owners.