MTNW! End User License Agreement
Opening:
This is an agreement between the Licensee and „make type not war!“ (hereafter “MTNW!”). The License, or “License Owner”, is the business entity for who the typeface is at service and in use (and not the commissioned designer or agency creating the work). By purchasing, or downloading, or installing, or using, or otherwise handling digital typeface software (hereafter “font(s)”) by MTNW!, the Licensee automatically accepts the terms of this agreement and acknowledges understanding and complying with its terms.
Acquiring a license from MTNW! grants the Licensee the right to use the specified font(s) on a specified number of work stations, and/or in a specified number of applications, used or visited by a specified number of visitors or users. The Licensee is not purchasing the copyright to the design or any other part of the fonts, but the right to use the font(s) as specified in this agreement, according to the Licensee’s specified license type(s). All uses not specifically licensed require a separate license.
License Types:
2.1 Web License
— The number of websites onto which the Licensee may install the font(s), and the number of visitors these website(s) may serve, is dependent on the license purchased and referenced on the Licensee’s invoice. In the case of an increase in visitor and view numbers, the license must be updated on an annual basis. In the case of the closure of a website, the font(s) and/or the license to use the fonts cannot be transferred.
— License metrics are views per month.
— The font(s) for a web license are provided in WOFF format and must be self-hosted on the Licensee’s server(s).
— Web-fonts have to be acquired as such and cannot be generated from print-fonts or other files. They cannot be used for any purpose other than that defined by the license.
2.2 Print License
— License Owner is the end client for who the typeface is in use – not the commissioned designer or agency.
— The Print License is calculated based on the total size of the company which owns font(s). The company size is referenced on the Licensee’s invoice. If the size of the company increases, the license must be updated. In the case of the closure or merging of business entities, the license and the fonts cannot be transferred.
— All licensed work-stations must legally belong to one business entity. If the business entity employs any third parties or self-employed or temporarily-employed freelancers, a separate license is necessary for those parties.
— The font(s) are provided in OTF format and may be used offline only. The Licensee can make security copies of the font(s) as long as they remain inaccessible to external parties.
— When embedded in production files, a copy of the font(s) may be shared with prepress and printing entities. If any of these external entities manipulate texts using MTNW! font(s), an individual license is necessary for those parties.
— The font(s) may be embedded into public PDF files as vector outlines.
— Print-font(s) must not be used to generate web-font(s).
2.3 Subcontractor License
— A subcontractor license is an optional supplement to the corporate license and allows the Licensee to pass on the font(s) to subcontractors involved in production(s) connected to the font(s) agreed use.
2.4 Logo License
— If a typeface is used in the logo or word mark of the company, an additional fee applies. It depends on the yearly gross revenue of the company.
General Limitations/Permissions
— Font(s) created by MTNW!, including Custom Typefaces, and all their constituents must not be amended, regenerated, or reformatted in any way. Any rights, including but not limited to copyrights and trademarks, remain with MTNW!.
— Font(s) created by MTNW!, including Custom Typefaces, and all their constituents must not be resold, lent, rented, distributed, or traded in any way to third parties.
— Any expansion or derivatives of Font(s) created by MTNW! must be done or authorised by MTNW!.
Warranty/Liability
— MTNW! guarantees its font(s) to be free of defect for fourteen (14) days upon purchase. Claims must include receipt and documentation of the defect.
— Refunds are granted only when software defects cannot be resolved by MTNW!. Any refund immediately terminates the Licensee’s right to use the font(s).
— Any use of MTNW! font(s) that may result in harm, death, injury, property or environmental damages is not permitted.
— In no event is MTNW! liable for any loss or damages caused by the use of their font(s), including lost profits, lost data, lost business opportunities, or lost savings.
— Some jurisdictions do not allow the exclusions of limitations of incidental, consequential, or special damages, so the above exclusion may not apply to the Licensee. Some 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 the Licensee. To the extent permitted by law, any implied warranties are limited to fourteen (14) days.
— The Licensee agrees that font(s), its design, structure, organisation, encoding, and all its copies are owned by and valuable property of MTNW! and protected under German law, by the copyright and trademark laws of other countries and international treaties.
— The fonts are not warranted to operate on all computer operating systems. MTNW! is not responsible for operating system errors or inoperability faults.
Termination
— Any breach of this agreement immediately voids and annuls the complete license and any usage right of the font(s) with immediate effect.
— In the event of termination, all fonts and back-up copies must be deleted; this act has to be documented/assured upon request of MTNW!.
Confidentiality
— The Licensee is obliged to undertake all steps to prevent unauthorised access to the fonts and its copies.
— If the Licensee grants employees or representatives access to the font software, the Licensee is required to inform them of this EULA.
Final Provisions
— This EULA represents the complete agreement between the parties; all verbal communications and prior communications regarding the application of the licensed font(s) are not valid or effective. Any and all rights not expressly granted in this agreement are reserved to MTNW!.
— This license agreement cannot be amended without written permission of MTNW!. Any amendment will be supervised by MTNW!’s attorney; attorney fees are at the expense of the licensee.
— All disputes arising from this agreement are exclusive subject of the law of the Federal Republic of Germany. The rights and obligations of the parties arising from this contract are based on German law as it relates to contracts made in Germany and fully performed therein. The conflict of law provisions of Germany nor the conflict of law provisions of any other jurisdiction do not apply. The Licensee expressly consents to the jurisdiction of the German Courts over any dispute arising out of this agreement, even if the breach of contractual rights takes place in a foreign country. Place of jurisdiction is Berlin, Germany.
– All legal fees arising from a dispute over or breach of this agreement are to be covered by the Licensee; the Licensee will reimburse MTNW! for any legal fees arising from a dispute over violations of this EULA
– Any violation of this license entitles MTNW! to payment by the licensee of all costs incurred by it, to investigate and address the violation, enforce the License and/or finalise a settlement, including reasonable investigators’ and attorneys’ fees.
— The invalidity or inoperativeness of one or more provisions of this contract does not affect the validity of the rest of the contract and the remaining other provisions shall thereby remain unaffected. An invalid provision shall be replaced by a provision that is permitted by law and which approaches the invalid provision and economic interests intended by the parties.
— This agreement is not governed by the “United Nation Convention on Contracts for the International Sale of Goods.”