Desktop EULA
General Information
This Desktop End User Licence Agreement (hereafter referred to as the “EULA,” “Licence,” “Agreement”, or “Licence Agreement”) is a legal agreement between Cracel Unipessoal Lda, doing business under the commercial name Cracel Type (Cracel Type), with a business registration number PT517012413 (hereafter referred to “Cracel Type”) and You (hereafter referred to “You”, “Your”, and “Licence Holder”) for the Font Software and the design of the Fonts embodied therein (collectively, “Font Software”), together with any printed materials, artworks, media, electronic documentation, add-ons, updates, web services, mobile services, and any other material that may be associated with the product now or in the future.
1 - Binding Agreement
By acquiring the Font Software, or when You install, copy, access or otherwise handle the Font Software, You confirm that You understand and agree with the terms of this Agreement, and that You have the authority to bind the person or entity registered on Your Sales Receipt to the terms of this Agreement.
When You purchase the Font Software, You are purchasing the right to use that Font Software under a particular set of conditions. If You do not agree to the terms of this Agreement, do not purchase, download, install, access or use in any form the Font Software. If You consider that Your needs are not addressed, or if You are unsure about any meaning regarding the terms of this Agreement, please enquire Cracel Type before making a purchase.
Please read this document carefully and keep a copy for further reference.
2 - Definitions
“Font Software” is digital software that generates typeface and typographic designs and/or illustration designs, symbols and ornaments when used together with computers and other software (hereafter referred to as “Font Software”, “Font” or “Font[s]”).
“Licence Holder” is the individual, company, or legal entity who has purchased a Licence or Licences to use the Font Software (hereafter referred to as “You”, “Your”, “User” or “User[s]” and “Licence Holder”). Each computer on which the Font Software is installed constitutes one (1) User. The Licence Holder is not defined as an original equipment manufacturer (“OEM”), distributor, wholesale buyer, reseller, dealer, sub-Licensee, other wholesale buyer or any similar entity.
“Cracel Type” is a trading brand of Cracel Unipessoal Lda.
“Sales Receipt” refers to the electronic document You received upon the purchase of your Font Software.
“Third-Party” is defined as anyone not You or a member of Your organisation.
3 - Licence Grant
Upon payment in full, Cracel Type grants You a non-exclusive, non-transferable, non-assignable, terminable Licence or Licences to use the Font Software and the designs embodied therein together with any printed or electronic documentation, each in accordance with the terms and conditions of this Agreement, provided that You comply with these terms. Each Licence grants you the right to install the Font Software solely on the maximum number of computers registered in the Cracel Type purchase Sales Receipt. The Font Software stated in this agreement remains the intellectual property of Cracel Type and their respective creators at all times. This Licence is not exclusive to You. This Licence may not be transferred, sub-licenced, or resold by You. It can be revoked by Cracel Type.
4 - Licence Expiry
Under this Desktop EULA, the Font Software is licenced for perpetual use on a specific number of computers as registered in the Sales Receipt. All Desktop Licence purchases require a one-time payment, with no recurring fees. Notwithstanding the perpetual nature of this Licence, it is subject to termination in the event of any breach of the terms and conditions set forth in this Agreement.
5 - Permitted Uses and Restrictions
Installation
Desktop Fonts are provided in OTF format. The Font Software may be used in a specified number of computers registered in Your Sales Receipt. As an example, the purchase of a Licence of “Up to 3 computers”, permits the installation and use of the Font Software on no more than three (3) computers. Please refer to Your Sales Receipt for the amount of installations permitted. The Font Software may not be stored or used in any manner whatsoever that makes it accessible to the public or non-licenced third-parties.
Geographic Location
You may use the Font Software worldwide provided that each User using the Font Software, regardless of its geographic location, is licenced.
Laptops
Use of the Font Software on a laptop is permitted provided that the laptop is a secondary and alternate computer owned by the Licence Holder. If at any time Your use of the Font Software exceeds the total number of Users licenced, You agree to purchase the appropriate Licence or Licences according to the number of Users that need to use the Font Software.
Third-parties
You may provide a temporary copy of the Font Software to a graphic designer, commercial prepress/printer, or service bureau working on your behalf, provided they agree to the terms of this Agreement and use the Font Software solely for your work purposes. You agree to take reasonable action to ensure that the graphic designer, prepress/printer or service bureau destroys the Font Software copies after the work assignment is concluded. You may include a temporary copy of the Font Software with a document for easing the printing and/or viewing of a specific document. You are not permitted to distribute the Font Software or make it accessible to any other third-parties.
PDF Font Embedding
You are permitted to embed the Font Software in Adobe Acrobat® or other PDF documents (“PDF”), for presentation purposes or sending designs to a prepress/printer for output or other production development, as long as:
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The Font Software is subset when embedded in the document.
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The document is set as non-editable.
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You shall ensure that the embedded Font Software in the document cannot be extracted in any way.
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You do not embed the Font Software or use rasterised images of the entire character set or substantially all of the character set in the document, comprising the Font Software. You are not permitted to use the Font Software to create a PDF document in which the Font Software, or any part thereof, is embedded in a format allowing third-parties to edit, modify or extract the Font Software.
Backup
You are permitted to make one (1) backup copy of the Font Software for archival purposes only, and You agree to keep exclusive custody and control over such copy and must ensure that any third-party does not have access to it. The unauthorised sharing, lending, sub-licensing, distribution, assignment, renting, sale and re-sale, or other unauthorised use of the Font Software and/or the backup copy is a material breach of this Agreement and will result in the termination of this Licence. Uploading the Font Software to any developer platform repository, such as GitHub, is expressly prohibited and represents unauthorised sharing and distribution of the Font Software. Upon termination of the Agreement, You must destroy the original and all copies of the Font Software.
Agencies and Other Entities
The Licence granted herein is solely for the Licence holder use. Every organisation, group, business or consumer that requires access to the Font Software must purchase its Licence or Licences based on the total number of authorised employees who will have access to use the Font Software. If You are a design company/consultancy, advertising agency/consultancy, or purchasing this Licence for use by or on behalf of such an entity, You must purchase a Licence for the intended use of the Font Software by You and the third-party User. More precisely, if Your client needs to use copies of the Font Software, Your client must purchase a Licence as well.The Licence granted herein does not cover or extend to uses by third-parties, including but not limited to a subsidiary, partner, assignee, franchisee, agent, temporary employees, freelancers, or independent contractors using the Font Software in professional environments or for other professional uses. More precisely, You may not make copies of the Font Software exceeding those authorised under this Licence.
Adobe® Cloud Services
Uploading the Font Software to a Adobe Creative Cloud account in order to provide its usage on multiple computers is permitted, provided that You ensure the number of computers linked to Your Adobe Creative Cloud do correspond with the number of computers permitted by Your Desktop Licence. You agree that the installation of Font Software via Adobe Creative Cloud on a greater total number of computers than the maximum number Your Licence permits, represents an unauthorised use of the Font Software and a breach of this Agreement.
Internet and Webfonts
You are permitted to use the Font Software to make rasterised images such as JPEG, JPG, GIF and PNG for Internet use provided that the images are not generated automatically, the images are created by a Licence Holder and not server generated. You are prohibited from storing, caching, serving or providing access to the Font Software to third-parties via the Internet, for use or display on the Internet. You are prohibited from linking, embedding, calling the Font Software into web pages of any websites or web domains. Under no circumstances may You use the Font Software to generate webfont formats (e.g.: WOFF, WOFF2, EOT, SVG, TTF, Cufon, etc).
Apps, ePub, Software, Games, Electronic Devices, Hardware, SaaS
You are prohibited from embedding, linking, calling or including the Font Software in any form of hardware and software such as, but not limited to, apps, online document creations, iOS and/or Android native applications, server-side applications, ePubs, eBooks, SaaS, software, video games, hardware, electronic devices and OEM products.
Broadcast
You are prohibited from using the Font Software (or vector and rasterised representations of the Font Software) in film or video, television, commercials, or broadcast via cable or the Internet or by any form whatsoever. You are prohibited from using the Font Software in video files using Flash Type software or HTML5.
Servers
You may place the Font Software in an internal server for use on a local area network (“LAN”) within Your business or household, for archival purposes only. The number of Users that can access the Font Software on the internal server must not exceed the number of Users registered on Your Sales Receipt. You are prohibited from using, embedding, copying, installing the Font Software on a Server that is of public domain for distributing the Font Software to others.
Alphabet Products
You are prohibited from using the Font Software in the creation of alphabet or letterform-related products intended for resale or alphabet or letterform-creation products or devices.
Modifications
You are permitted to create outline artworks based upon the Font Software for Your personal or business use. You are not permitted to alter the Font Software or the designs embodied therein in any manner whatsoever. Under no circumstances may You decompile, reverse engineer, disassemble, modify, ‘hack’, alter, change the software or otherwise attempt to uncover the source code of the Font Software. You are not permitted to create or distribute any electronic document in which the Font Software is embedded in a format that allows any modification or extraction of the Font Software by the recipient. You are not permitted to commission, authorise or hire others to perform modifications to the Font Software without prior written consent from Cracel Type. If You are interested in developing a customised Font, please enquiry Cracel Type for more information.
File Distribution and Protection
Under no circumstances are You permitted to sell, re-sell, rent, loan, sub-Licence, lend, give, donate, lease or further distribute - fully or in part - the Font Software, together with any accompanying documentation, except as may be otherwise expressly provided for herein. You agree to secure and protect the Font Software files from access by non-licenced third-parties. If You're given notice of any unauthorised access and/or use by a non-licenced third-party, You agree to notify Cracel Type.
Licence Transfer
You are not permitted to transfer Your Licence - fully or in part - to another person or entity. Any transfer in breach of this provision will be considered null and void from inception.
Licence Termination
This EULA is effective as of the date of full payment for the Licence. Any breach and/or failing to comply with the terms of this Agreement shall be cause for immediate termination without notice. If this Agreement is terminated, You agree to immediately stop using and delete the Font Software together with any printed and/or electronic documentation and certify that no backup copies remain in Your possession. You may terminate this Agreement at any time by destroying the Font Software together with any printed and/or electronic documentation and any backup copies of the Font Software.
If You need to use the Font Software in a way that is restricted under this Agreement or if You are unsure whether Your use of the Font Software is specifically permitted under this Agreement, please contact Cracel Type for more information at www.craceltype.com/contact
6 - Warranty and Disclaimer
Cracel Type warrants that the Font Software will perform substantially in accordance with its documentation for thirty (30) days following delivery of the Font Software. To make a warranty claim, You must notify the online provider from which You obtained the Font Software, together with a copy of Your Sales Receipt and sufficient information regarding Your acquisition of the Font Software. You expressly acknowledge and agree that use of the Font Software is at Your sole risk. Cracel Type hereby expressly disclaims all warranties, express and implied, including, but not limited to, the implied warranties of merchantability and fitness for a particular purpose. Cracel Type does not warrant that the operation of the Font Software will be uninterrupted or error-free, or that the Font Software is without defects. The Font Software is not fault tolerant and is not intended and was not designed or manufactured for use in any circumstances where fail-safe operation is required. The Font Software may not be used in manufacturing, navigation, and process control equipment or in any other circumstances where the use or failure of the Font Software could lead to death, personal injury, property damage or severe physical or environmental damage. Under no circumstances shall Cracel Type be liable to You or any other party, whether in contract or tort (including negligence) or otherwise, for any indirect losses, special, consequential, or incidental damages, including lost profits, lost savings, loss of data or business interruption as a result of the use or the inability to use the Font Software even if notified in advance of such possibility. Cracel Type’s liability to You shall in no event exceed the refunding of the cost of the licensing fee or replacement of the Font Software, either of which shall be at Cracel Type’s sole discretion.
7 - Other Law
Some jurisdictions do not allow the exclusion or limitation of incidental, consequential, or special damages or implied warranties. Any implied warranty or other right created by law is only effective for the shortest warranty period allowed by the laws of Portugal. No warranties or conditions of any kind apply thereafter. Otherwise, and to the extent permissible by law, You agree that all implied warranties are not effective for more than thirty (30) days.
8 - Trademarks and Rights Reserved
You acknowledge that the Font Software, the design of the Fonts embodied therein, the trade names and/or trademarks and copyrights associated therewith are the exclusive property of Cracel Type. By entering into this Agreement, You acknowledge that the Font Software and any associated trademarks are protected under Portugal copyright and other intellectual property law, as well as by the design laws of other nations, and by international treaties. All trademarks must be used including identification of the trademark owner’s name. You may not change any trademark or trade name designation for the licenced Font Software.
9 - Ownership
You acknowledge that Cracel Type retains full ownership of the Font Software, and of all the intellectual property rights, including copyright related to the Font Software. Cracel Type, its successors and its assigns, each retain all rights and titles to their respective software, copyrights, trademarks and the designs embodied in the Font Software. You agree not to copy the Font Software or create derivative typeface design works and/or Font Software based upon the design of the Font and/or the Font Software. You further agree that the unauthorised use of the design of the Font and/or the Font Software represents an infringement of Cracel Type’s exclusive rights causing significant monetary harm. You also agree that such damages cannot be readily estimated and that Cracel Type shall be entitled, without the obligation of a bond, to seek injunctive relief.
10 - Governing Law
You expressly agree that this Agreement was made in Lisbon, Portugal, and any action or proceeding arising out of or related to this Agreement will be governed, enforced, and construed in accordance with the laws of Portugal and within the exclusive jurisdiction of the Portugal courts. You hereby also expressly agree that the application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded.
Any dispute or difference arising out of or in connection with this Agreement will be referred to and resolved if required by arbitration in Portugal in accordance with Portuguese law. This Agreement may, at Cracel Type’s sole discretion, be enforced by an authorised agent acting on its behalf.
11 - Licence Amendments
The right to modify or amend this Licence agreement in any way, at any time and without notice, to the extent permitted by law, reserves to Cracel Type only. Any modification will preserve the original permitted uses of this Licence Agreement.
12 - Entire Licence Agreement
You expressly agree that this Agreement constitutes the complete and entire understanding between You and Cracel Type and supersedes all prior arrangements or understandings, oral or written, and any other communications relating to the subject matter of this Agreement. No variation of the terms of this Agreement or any different terms will be enforceable against Cracel Type in the absence of an express written amendment or consent, including an express written waiver of the affected terms of this Agreement. If any provision of this Agreement is declared by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall continue in full force and effect, and the invalid provision shall be replaced by Cracel Type with a provision that affects the intent of the invalid provision.
13 - Contact
If You have any enquiries, please contact Cracel Type at sales{at}craceltype.com
Cracel Type website is located at www.craceltype.com