INTRODUCTION

The Fit Foodie Shop is an online business that designs and creates ebooks, templates, documents, presets and marketing devices for use by health advocates, entrepreneurs and photographers. All of The Fit Foodie Shop  designs are available for download directly from The Fit Foodie’s website for paying customers. The Fit Foodie and Licensee agree that The Fit Foodie will provide its services to Licensee in accordance with this Agreement upon the date this Agreement becomes effective.

DEFINITIONS

1.Template - as used in this Agreement, template(s) includes any graphic design, template, logo, branding image, email, card, document, studio tool, font, or texture that is designed and created by The Fit Foodie and that is available for licensing or present on The Fit Foodie's website.

1.eBook - an electronic book or guide created by The Fit Foodie and that is available for licensing or present on The Fit Foodie's website.

1.Customised Template - a template that contains characteristics requested by Licensee.

1.Client - a person or entity who pays Licensee to provide him, her or it with Licensee's services.

 

SERVICES

1.Licensing of Templates - The Fit Foodie will permit Licensee to license its templates. Licensee may license The Fit Foodie’s templates by paying for them individually.

2.Necessary Software - Please read the product descriptions carefully for what software is necessary to edit the document or template. Most of The Fit Foodie's templates require the latest version of Adobe Photoshop, Adobe InDesign, Adobe Acrobat, or any combination of the three. The Fit Foodie does not, will not and has no obligation to design its templates to work on any other platform. It is your responsibility to read the product description and specs, and agree that you have necessary software to use a template before you finalise your purchase.

3.Image Usage - All images in our ebooks, templates and guides are copyrighted and the property of Sally O’Neil. You can not use our images in your own materials, they are placeholders for your own brand images. Claiming these images as your own would be in violation of said copyrights. The only exception to this includes the purchase of stock photos that may be used in any templates or guides.

4. Copywriting Usage - All text included in our templates is yours to use. Each piece is written by Sally O’Neil and created to make your job easier, however, it is highly suggested to edit such text to fit your voice, your brand, and your vision. It will translate even better when it's coming from you, so use our copywriting as a starting point of inspiration.

LICENSING

This Agreement gives Licensee the right to use The Fit Foodie's templates or customised templates as established below:

 

1.Permitted Uses - Effective upon this Agreement and receipt of payment from Licensee, The Fit Foodie grants Licensee a non-exclusive license to download, reproduce and use The Fit Foodie's templates and eBooks as necessary for Licensee's personal or internal business purposes, provided Licensee complies with the terms of this Agreement, including Sections IV(B) and VI, below. Internal business purposes do not include use by a third party or any parent, subsidiary, affiliate, partner, or licensee of Licensee. Licensee is entitled to provide The Fit Foodie's templates to Licensee's clients in accordance with Section IV(B)(2), below.

2. Downloading: Licensee may download a template or eBook from The Fit Foodie's website up to three (3) times at one (1) IP address.

3. Restrictions on Use - The Fit Foodie's templates are licensed, not sold. In signing this Agreement, Licensee receives no title to, ownership of or legal rights to any of The Fit Foodie’s eBooks and templates, except those rights expressly granted in Section IV(A), above. Licensee agrees that Licensee will not:

4. Modify, create derivative works from, or otherwise alter any of The Fit Foodie's templates. Licensee has no right to use The Fit Foodie's templates to develop a different template, even to the slightest extent.

5. Distribute to parties other than Licensee's clients, display publicly, sublicense, share or make available for use any of The Fit Foodie’s eBooks and templates. Licensee must not distribute The Fit Foodie’s ebooks or templates to its client(s) in a way that allows the client(s) to reproduce or re-use the material.

6. Reverse engineer, disassemble, decompile or attempt to derive any source code or base construction of The Fit Foodie's templates.

7. Download and use a template at more than one IP address, unless otherwise agreed to with The Fit Foodie in writing.

DELIVERY AND ACCEPTANCE

Once Licensee signs this Agreement by purchasing and/or downloading a product, Licensee will be entitled to download templates for which Licensee has paid in accordance with Section VI, below. By making the templates available for download from its website, The Fit Foodie satisfies its responsibility to deliver its templates to Licensee. By downloading the templates, Licensee accepts full delivery of the templates by The Fit Foodie.

PAYMENT METHODS

1.Per Template or eBook - Licensee may pay for individual templates. Payment for the material is due in full at the time of this Agreement.

2.No Refund - Licensee is not entitled to a refund of any kind once template or eBook has been purchased and downloaded.

 

AGREEMENT MODIFICATIONS

The Fit Foodie reserves the right to change or amend this Agreement. In such an event, The Fit Foodie will notify Licensee of the modified Agreement.

WARRANTIES

1.Download - The Fit Foodie warrants that Licensee will be able to download its templates from The Fit Foodie's website.

2.Ownership - The Fit Foodie warrants that it is the owner of the templates offered for licensing on its website. It has full power and authority to license its templates. Licensee warrants that no third party has ownership rights to any materials Licensee requests for use in a customised template.

3.Disclaimer - Except as provided in this Agreement, The Fit Foodie makes no warranties, whether express or implied, of merchantability, usefulness or fitness for a particular purpose of its templates. The Fit Foodie does not warrant that its templates will function without interruption or in accordance with Licensee's intentions.

4.Limitation of Liability - Besides as otherwise authorised in this Agreement, Licensee agrees to hold The Fit Foodie harmless in any cause for damages, negligence, strict liability or tort, even if such damages were foreseeable. Nothing in this Agreement shall create additional liabilities, remedies or causes of action against The Fit Foodie. The Fit Foodie shall not be held liable for any claims by third parties against Licensee. The Fit Foodie shall not be held liable for any claims by third parties based on any material requested by Licensee for use in a customised template.

XII. MISCELLANEOUS

1.Choice of Law - Any claim brought against The Fit Foodie or Licensee under or pertaining to this Agreement shall be governed by Australian Law.

2.Entire Agreement - This Agreement constitutes the entire Agreement between the Parties. No other communications or prior writings shall have any bearing on this enforceability of this Agreement.

3.Severability - The Parties agree to waive any provision of this Agreement that would render this agreement invalid or unenforceable. If a provision is determined to be invalid, it will be enforced to the extent permissible under the law.

4.Indemnity - Except where Licensee has breached this Agreement, The Fit Foodie will indemnify Licensee, including any of Licensee’s employees, shareholders, insurers, agents or officers, against any third-party claim, suit or proceeding against Licensee or the above-mentioned parties, for infringement of a patent, copyright or other intellectual property by one of The Fit Foodie’s templates, upon prompt notice by Licensee to The Fit Foodie.

In such an event, The Fit Foodie will control the defence of its template. Licensee agrees to indemnify The Fit Foodie, its employees, shareholders, insurers, agents or officers, against any third-party claim, suit or proceeding against The Fit Foodie for infringement of a patent, copyright, other intellectual property or any other rights of the third party based on any actions of Licensee or based on any material in a customised template that was requested by Licensee.

EFFECTIVE

This Agreement will become effective when Licensee completes checkout in this shop. At that time, Licensee will be obligated to abide by the aforementioned terms and conditions of this Agreement.