This End-User Licence Agreement (this “Agreement”) is a legal agreement between you (the “You” or “User”), RR Donnelley & Sons Company (“Motif”) related to your use of the Motif application extension associated with this Agreement (the “Motif App”). By clicking the “Accept” button or using the Motif App, you acknowledge that you have read, fully understand, agree to and will be bound by this Agreement. If you access the Motif App on behalf of a company or organisation (“entity”), you represent that you are duly authorised to represent the entity and accept the terms and conditions of this Agreement on behalf of such an entity. IF YOU OR THE ENTITY YOU REPRESENT (collectively “You” or “Your” or “User”) DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT AND DO NOT ACCESS OR USE THE MOTIF APP.
Motif grants to the User the non-exclusive, non-assignable, limited right to access and use the Motif App for the User’s personal use or internal business operations and not for or on behalf of any third party on any User device running an OS (defined below) that the User owns or controls (“Device”). The User acknowledges that the User is obtaining only a limited right to access and use the Motif Application and that no ownership rights are being conveyed to the User under this Agreement or otherwise. For clarity, this licence does not include any right to copy, reproduce, issue, make available to the public or distribute copies of the Motif App, to use the Motif App for the benefit of any third party or to monetise use of the Motif App. Any access to the Motif App by automated enquiry devices to access, “scrape”, “crawl” or “spider”, robots or repetitive data gathering tools and extraction, routines, scripts or other mechanisms with similar functionality is expressly prohibited. The User agrees not to remove, disable, circumvent or otherwise create or implement any workaround to any security features contained in the Motif App or interfere with any security precautions, procedural controls or other measures of Motif relating to the Motif App. The User agrees not to associate, introduce, input or upload to or through any Motif App any to introduce any virus, worms, Trojan horse, harmful computer code, file, scripts, agents or programs or other malware or other malicious activity that is intended to damage, interfere with, intercept or expropriate the Motif Application, the Motif network or any Motif system or technology.
IN ORDER TO USE CERTAIN SERVICES PROVIDED BY THE MOTIF APP, YOU MUST BE A REGISTERED USER AND HAVE AGREED TO THESE TERMS AND CONDITIONS.
The Motif App shall only be used on a permitted operating system (“OS”). The approved OS is Apple, Inc.’s (“Apple”) macOS.
If You use the Motif App on a Device running the OS, then the following terms and conditions apply: The User shall only use the Motif App on the User’s Device as such Device is permitted to be used by the Usage Rules set out in the Apple App Store Terms of Service. Motif, not Apple, is solely responsible for the Motif App or the services accessible through the Motif App.
Motif may at any time change, update, modify, suspend access or terminate the services that may be accessed through the Motif App or the User’s rights in or to the Motif App, including without limitation to improve a service or its functionality, add or remove access to a service, improve ease of use for the User or Motif, correct an error or bug, prevent or discontinue unauthorised use of services, comply with an OS provider or government request or comply with a statute or judicial order.
The User acknowledges that Motif and its licensors own all right, title and interest in and to the Motif App all content available via the Motif Application including without limitation all Intellectual Property Rights. “Intellectual Property Rights” means (i) all patents, patent applications and certificates of invention; (ii) all moral rights and copyrights; (iii) all trademarks, service marks, trade names and trade dress; (iv) all rights in all trade secrets, know-how and confidential information and (v) other intellectual property rights protectable under any laws or international conventions throughout the world. The User agrees not to remove, obscure, delete or alter any trademarks, copyright notices or other intellectual property right notices affixed to, contained within or accessed in conjunction with or through the Motif Application. Except as set out below in the section entitled “THIRD-PARTY SOFTWARE”, the User agrees not to modify, distribute or create derivatives of, reverse engineer, display, reproduce, copy, reverse compile or assemble, decompile, disassemble or translate, sublicense, transfer, sell or otherwise use the Motif App or integrate it with any other software in whole or in part, except as may expressly be provided herein. The User represents and warrants that the User shall not furnish any images that (i) infringe upon or violate any patent, copyright, trade secret, trademark or other intellectual property right of any third party, (ii) constitute a defamation, libel, invasion of privacy or violation of any right of publicity or other third-party right or is threatening, harassing or malicious or (iii) violate any applicable national or local law, rule, legislation, regulation or ordinance. If Motif reasonably believes that the images provided by the User violate any applicable law, rule or regulation (collectively “Disallowed Content”) Motif may refuse to provide Services and may contact the appropriate law enforcement authorities. The User shall indemnify Motif from and against any and all claims, actions, liabilities, losses, damages, costs and expenses (including but not limited to reasonable legal fees and expenses) to the extent based on a breach of the above representations and warranties.
Please see here for a complete list of the third-party contributors to the Motif App and their licence terms regarding use of their third-party contributions in the Motif App.
Motif can measure use of various features available through the Motif App. Motif shares this information with its affiliates and third-party service providers, and Motif and its affiliates and third-party service providers use this information consistent with the Motif Privacy Notice (currently available at PRIVACY NOTICE), as may be amended by Motif from time to time (“Motif PRIVACY NOTICE”). By clicking the “Accept” button or using the Motif Application, the User consents to Motif’s measurement, collection, processing, transfer, storage, disclosure and use of the User’s usage data, in each case in accordance with this paragraph. If the User does not wish to have usage measured, the User should not install the Motif App on their Device, and if the User no longer wishes to have their usage measured after the User has installed the Motif App, the User must delete the Motif App from their Device.
All information the User provides to Motif through the Motif App or measured by Motif pursuant to the “USAGE DATA” section above shall be handled by Motif in accordance with the Motif Privacy Notice. By clicking the “Accept” button or using the Motif App you agree to be bound by the Motif Privacy Notice. Please review this notice and print a copy for your records. If the User deletes the Motif App from their Device or this Agreement is otherwise terminated, Motif may continue to use any information the User previously provided to Motif through the Motif App or previously measured by Motif pursuant to the “Usage Data” section above, in each case in accordance with the provisions of this paragraph and the then-current Motif Privacy Notice.
Motif is not, and the User acknowledges that the OS provider (e.g. Apple) is not, obligated to provide any support or maintenance services to the User relating to the Motif App. Any complaints (or compliments) related to the Motif App can be addressed to Motif via the following number +1 833 294 6843 or by email at support@motifphotos.com.
The User agrees to comply with all United States and all other applicable laws, rules and regulations relating to the export, re-export or trans-shipment of the Motif App. Specifically, the User represents and warrants that the User is not (i) located in a country that is subject to a US government embargo; (ii) located in a country that has been designated by the US government as a “Terrorist Supporting” country or (iii) listed on any US government list of prohibited or restricted parties.
If you are a US government end user, Motif is licensing the Motif App to You as a “Commercial Item” as that term is defined in the US Code of Federal Regulations (see 48 C.F.R. § 2.101) and the rights Motif grants You to the Motif App are the same as the rights Motif grants to all others under this Agreement.
THE MOTIF APP IS PROVIDED “AS IS” AND “AS AVAILABLE” AND WITHOUT WARRANTIES EXPRESS OR IMPLIED. MOTIF DISCLAIMS ALL WARRANTIES, CONDITIONS OR REPRESENTATIONS INCLUDING BUT NOT LIMITED TO ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS OR SUITABILITY FOR ANY PURPOSE. MOTIF DOES NOT WARRANT THAT FUNCTIONS CONTAINED IN THE MOTIF APP WILL BE ERROR-FREE, THAT DEFECTS WILL BE CORRECTED OR THAT THE MOTIF APP IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. MOTIF MAKES NO WARRANTY OR UNDERTAKING WITH RESPECT TO THE SECURITY, CONTENT OR PERFORMANCE OF THE MOTIF APP. YOU AGREE THAT MOTIF AND ITS AFFILIATES WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, PUNITIVE, INCIDENTAL, SPECIAL OR INDIRECT DAMAGE (INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE OR PROFITS OR FAILURE TO REALISE SAVINGS OR OTHER BENEFITS) RELATED TO THE MOTIF APP INCLUDING BUT NOT LIMITED TO DAMAGES THAT RESULT FROM INCONVENIENCE, DELAY OR LOSS OF THE USE OF THE MOTIF APP, LOST DATA, INABILITY TO ACCESS THE MOTIF SYSTEMS, EVEN IF MOTIF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU FURTHER AGREE THAT MOTIF AND ITS AFFILIATES WILL NOT BE LIABLE FOR ANY LOSSES RESULTING FROM A CAUSE OVER WHICH MOTIF OR ITS AFFILIATES DOES NOT HAVE DIRECT CONTROL, INCLUDING BUT NOT LIMITED TO THE FAILURE OF ELECTRONIC OR MECHANICAL EQUIPMENT OR COMMUNICATION LINES, TELEPHONE OR OTHER INTERCONNECT PROBLEMS (E.G. IF YOU ARE UNABLE TO ACCESS MOTIF SYSTEMS THROUGH YOUR INTERNET SERVICE PROVIDER), UNAUTHORISED ACCESS, NETWORK INTRUSIONS, THEFT, OPERATOR ERRORS, DELAYS OF TRANSPORTATION, ACTS OF GOD, SEVERE WEATHER, FIRE, EARTHQUAKES, FLOODS, EPIDEMICS, RIOTS, WAR, ACTS OF TERROR, ACTS OR OMISSIONS OF CIVIL OR MILITARY AUTHORITY AND STRIKES OR OTHER LABOUR PROBLEMS. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT SHALL MOTIF’S LIABILITY FOR ANY DAMAGES (DIRECT OR OTHERWISE) OR ANY OTHER REASON EXCEED IN THE AGGREGATE FIVE US DOLLARS (USD 5.00).
THE USER ACKNOWLEDGES THAT THE OS PROVIDER (E.G. APPLE) HAS NO WARRANTY OBLIGATION WHATSOEVER WITH RESPECT TO THE MOTIF APPLICATION. FURTHERMORE, THE USER ACKNOWLEDGES THAT THE OS PROVIDER (E.G. APPLE) WILL NOT BE LIABLE TO USER FOR ANY CLAIMS, LOSSES, LIABILITIES, DAMAGES, COSTS OR EXPENSES ATTRIBUTABLE TO ANY FAILURE OF THE MOTIF APP.
IF YOU USE THE MOTIF APP ON A DEVICE RUNNING THE APPLE OS, AS BETWEEN MOTIF AND APPLE, BUT SUBJECT TO THE TERMS, CONDITIONS AND LIMITATIONS OF THIS AGREEMENT, APPLE WILL NOT BE RESPONSIBLE TO THE USER FOR ANY CLAIM RELATING TO THE MOTIF APP OR THE USER’S POSSESSION AND/OR USE OF THE MOTIF APP, INCLUDING BUT NOT LIMITED TO, (I) PRODUCT LIABILITY CLAIMS, (II) ANY CLAIM THAT THE MOTIF APP FAILS TO CONFORM TO ANY APPLICABLE LEGAL OR REGULATORY REQUIREMENT AND (III) CLAIMS ARISING UNDER CONSUMER PROTECTION OR SIMILAR LEGISLATION, TO THE FULLEST EXTENT AS PERMITTED UNDER APPLICABLE LAWS.
The Agreement and licence is effective for an indefinite period of time, until Motif terminates it, or until you provide terminate it by deleting the Motif App from your Device. Your rights under this licence will terminate automatically without notice to you if you fail to comply with any of the provisions of this Agreement. Motif reserves the right to suspend, discontinue, enhance, update or otherwise modify the Motif App or its availability to you at any time without notice. Upon termination of the licence to the Motif App, you will cease all use of the Motif App.
Any and all disputes relating to this Agreement, Motif’s Privacy Notice, your use of the Motif App or Your data are governed by, and will be interpreted exclusively in accordance with, the laws of the US State of Illinois, without regard to any conflicts of laws provisions and You hereby consent to the exclusive jurisdiction and venue of the courts, tribunals, agencies and other dispute resolution organisations sitting in DuPage or Cook Counties, Illinois, USA in all such disputes. The provisions of the United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement or any transaction under it.
You acknowledge and agree that your OS Provider (e.g. Apple) is a third-party beneficiary of these terms and upon your acceptance of the terms of this Agreement, your OS Provider will have the right (and is deemed to have accepted the right) to enforce these terms against you as a third-party beneficiary thereof.
As used herein, the term “Permitted Territory” means collectively: the United States.
The User agrees to be responsible for any and all taxes, duties, tariffs or other such assessments of any value relating to this Agreement.
This Agreement constitutes the entire agreement of the parties with respect to the use of the Motif Application. The failure by Motif to enforce any of its rights hereunder will not constitute a waiver of such rights. If any portion of this Agreement is found by a court of competent jurisdiction to be invalid, the other provisions will remain in full force and effect.