Commercial License—End User License Agreement (EULA)

Overview

  • License price is based on the number of employees in the end user’s organization.
  • Once purchased, you can use the Font commercially in desktop applications, for print materials, advertising, websites, apps, product design, apparel, logos, and broadcasting.
  • You may not alter the Font files or redistribute the Fonts in any way.
  • You may not use the Font for any service or product that grants access to the Font to users outside of your company staff and employees.

General

This End User License Agreement (the “Agreement”) is a contract between Alphabets Patrick Nell (“Licensor”) the individual or organization identified during the checkout or sale process (“Licensee”). If you’re licensing fonts for your own use, the licensee is you (or your company). If you’re a designer or agency, it’s your client.

By purchasing, downloading, installing, or otherwise using the Fonts (computer software containing typeface designs), you agree to the terms of this Agreement. Upon receipt of full payment for the applicable license, Licensor grants you a limited, non-exclusive, and non-transferable right to use the Fonts in accordance with the terms of this Agreement. You agree that all rights not expressly granted to you by this Agreement are reserved by Licensor.

Definitions

  • Licensee Size: The number of employees, including temporary staff, working for the Licensee.
  • Designer: Any entity (e.g., design agency, individual designer, service bureau) creating work for the Licensee that involves using the Fonts.
  • Subcontractor: Any third party using the Fonts on behalf of the Licensee. Unless the Designer and Licensee are the same entity (i.e. the Designer is creating work for their own organization), the Designer is a Subcontractor of the Licensee.

Licensee Size

The price of the license is determined by the number of employees in the licensee’s organization, which is the entity that will ultimately benefit from the Fonts. Here are some examples:

  • Own Use: If a company purchases the Fonts for its own use, the number of employees in that company counts.
  • Client Use: If a designer purchases the Fonts for one of their client companies, then the number of employees in that client company counts.
  • Corporate Group Use: If a subsidiary of a corporation purchases the Fonts for use by the entire corporate group (including subsidiaries), then the total number of employees in the entire group counts.
  • Holding Company Use: If a holding company purchases the Fonts for use by one of its subsidiaries, then the number of employees in the subsidiary counts.

License Scope

A Commercial License permits you to use the Fonts within your organization for the following purposes:

  • Install the Fonts on any number of devices within your organization.
  • Use the Fonts on any number of websites that you own and control.
  • Embed the Fonts in static documents (such as PDFs), eBooks, digital products, installable applications, apparel, and other media produced by your organization.

Font Formats

  • The Fonts are provided in OTF (OpenType CFF), WOFF, and WOFF2 formats.
  • Alternative formats might be provided upon request, at the discretion of Alphabets Patrick Nell.

Web Embedding

  • You may only serve the Fonts on websites using the CSS @font-face rule and in WOFF or WOFF2 formats.
  • Embedding Fonts in the OTF format on websites is not permitted.

License Cost and Validity

  • The cost of a Commercial license is determined based on the Licensee Size.
  • A Commercial license remains valid if the Licensee Size increases, provided the Licensee Size was correctly stated at the time of purchase.

Subcontractors

A Commercial License permits a reasonable number of Subcontractors to use the Fonts on behalf of the Licensee, provided they comply with this Agreement. You may send copies of the Fonts to Subcontractors for this limited purpose.

Licensee Responsibility

You are responsible for ensuring that any Subcontractor has read and agreed to the terms of this Agreement before receiving the Fonts. You must also ensure that Subcontractors destroy all copies of the Fonts upon termination of their work for you.

Restrictions on Subcontractors

  • Subcontractors may not use the Fonts on their own behalf or for any other party besides you.
  • Subcontractors cannot be subsidiaries, parent organizations, or other affiliates of the Licensee, unless a specific exception is granted by Alphabets Patrick Nell.

Purchase by Designer

A Designer can purchase a Commercial License on behalf of their client (the Licensee) under the following conditions:

  • Accurate Information: The Designer must correctly specify the Licensee and Licensee Size during checkout.
  • Client Agreement: The Licensee must have read and agreed to the terms of this Agreement.
  • Authorized Purchase: The Licensee must have expressly authorized the Designer to complete the purchase on their behalf.
  • Transparent Pricing: The Designer cannot quote or invoice the Licensee for a price exceeding the actual cost of the license they purchased.

General Restrictions

You must take all reasonable precautions to ensure the Fonts are not accessible to unlicensed third parties or the general public. This includes, but is not limited to, avoiding uploading the Fonts to online storage platforms (such as GitHub or Amazon S3) where they could be accessed by unauthorized users.

You are not permitted to:

  • Decompile, Modify, etc.: Decompile, disassemble, modify, reverse-engineer, deconstruct, translate, or create derivative works of the Fonts without prior written permission from Alphabets Patrick Nell.
  • Distribute: Distribute (share, rent, lend, gift, sell, sublicense, etc.) the Fonts or any copy thereof to any unlicensed third party.
  • Transfer: Assign or transfer this Agreement or any of your rights hereunder to any third party without the prior written permission of Alphabets Patrick Nell.
  • Restricted Use: Use the Fonts for promoting violence, anti-democratic tendencies, or any type of discrimination.
  • Unlicensed Use: Use the Fonts in any application where an unlicensed third party could use them to customize their own designs or create static documents or images (e.g., online design applications, iron-on lettering products, or print-on-demand services).

Termination and Remedies

This Agreement is effective in perpetuity, unless terminated pursuant to this Section.

Alphabets Patrick Nell reserves the right to terminate this Agreement, and your license to use the Fonts, in the event of any material breach by you of the terms of this Agreement. Upon termination, you shall cease all use of the Fonts.

In addition to termination, Alphabets Patrick Nell reserves the right to seek any and all remedies available at law or in equity for a breach of this Agreement, including, without limitation, the right to recover from you all damages suffered or incurred by Alphabets Patrick Nell as a result of such breach (including reasonable attorneys’ fees).

Warranty

Ownership

Alphabets Patrick Nell is the sole owner of all rights in the Font(s) which are to be licensed under this License and the rights assigned hereunder are free from any third party rights.

Warranty Disclaimer

Alphabets Patrick Nell makes no warranties, express or implied, as to merchantability, fitness for a particular purpose, or otherwise. If you encounter an issue or problem with the Fonts, Alphabets Patrick Nell will make a good faith effort to provide a fix or replacement within 60 days of being notified. If the issue cannot be reasonably remedied, Alphabets Patrick Nell may at their discretion offer to refund you, at which point this Agreement will immediately terminate.

Limitation of Liability

Alphabets Patrick Nell shall in no event be liable to you or any other third party for any direct, indirect, consequential or incidental damages arising out of the use or inability to use the Fonts, even if notified in advance. Under no circumstances shall Alphabets Patrick Nell’s liability exceed the cost of the license you purchased.

Indemnification

You agree to indemnify and hold Alphabets Patrick Nell harmless from and against any claims or damage which may result from your misuse of the Fonts or breach of this Agreement.

Legal

Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of Austria, as applied to contracts entered into and performed within Austria.

Entire Agreement

This Agreement constitutes the complete and exclusive agreement between Alphabets Patrick Nell and you regarding the use of the Fonts. It supersedes any prior or contemporaneous communications, whether oral or written.

Amendments and Waivers

No changes or exceptions to this Agreement will be valid unless set forth in a written agreement signed by Alphabets Patrick Nell.

Severability

If any provision of this Agreement is found to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect.

Waiver

Alphabets Patrick Nell’s failure to enforce any provision of this Agreement at any time shall not be construed as a waiver of its right to enforce such provision in the future.

Headings

The headings and section titles used in this Agreement are for reference only and shall not be deemed to affect the meaning or interpretation of any provision hereof.