License Agreement – Commercial Use
Please review this License Agreement carefully before utilizing the Game you have just purchased.
In this Agreement, the following terms shall be applied:
Game: means ITERATE Professional Trainers' Pack which is an extended and enhanced version of ITERATE cooperative simulation board game intended for professional trainers, coaches and instructors, produced and sold by the Licensor Licensee: means lawful buyer of the Game (natural person or a company), which/who purchased the Game for commercial use. User: means a natural person, who is the user of the Game, indicated by the Licensee, who meets all requirements for being an instructor, coach or trainer. The Licensee, who is a natural person, can also be the User. Commercial use of the Game: means using the Game for the purpose which is related to business or professional activity of the Licensee and/or which is aimed at directly or indirectly gaining any financial benefits by the Licensee, including but not limited to using the Game as a teaching aid. Licensor: means the company under the corporate name Productify Spółka z ograniczoną odpowiedzialnością with its registered office in Kraków, address: ul. Plac Wolnica 13/10, the Republic of Poland, registered in the commercial register of the National Court Register under the KRS number: 0000661826 (documentation of the company is stored in the District Court Kraków – Śródmieście in Kraków, XI Economic Department of the National Court Register, NIP: 6762522148, REGON: 366498901), which produced and sold the Licensee the Game.
II. Subject of this Agreement.
- This License Agreement, (hereinafter referred to as: the Agreement) is a legal agreement between the Licensor and the Licensee concluded in order to give the Licensee license to use the Game, under the terms and conditions stated in this Agreement.
- Licensee must always provide name and surname of at most two Users, who have exclusive right to use the Game. A User must meet the following requirements:
- attend one of the workshops conducted by the Licensor,
- contact the Licensor for approval and guidance,
- be appointed as a named User by the Licensee.
- Licensee shall ensure that Users accept and comply with the Agreement.
- A User can be changed by Licensee, as long as the Licensee ensures that the new User accepts and complies with the Agreement and fulfills the requirements specified in point 2 above.
- By using the Game, the Licensee confirms that he has read and understood the terms and conditions below and agrees to be bound by this Agreement.
- Provisions of the Agreement referring to the Licensee, except those in section II point 1-4, apply to the Users accordingly.
III. Intellectual property.
- The Game, including name of the Game, Game manual, rules of the Game, the distinctive design of the Game board and other Game elements and content include proprietary information and material protected by copyright and other laws including but not limited to intellectual property.
- The Licensor declares that, to the best of his knowledge and belief, he is the owner of all rights to the Game, its title and interest in the Game (including intellectual properties rights) and he has also exclusive rights to the trade mark (ITERATE).
- The Licensee agrees and acknowledges that the Licensor retainers all ownership of the Game and that it is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties.
IV. Grant to License.
- As a part of purchase price of the Game, the Licensor grants the Licensee a non-exclusive, non-transferable, non-sublicensable, revocable and unlimited territorially license to use copy of the Game for commercial use (hereinafter referred to as: the License).
- All rights not specifically granted under this Agreement are hereby reserved by the Licensor. The License does not give the Licensee any title or ownership in the Game and should not be construed as a sale or transfer of any intellectual property rights in or relating to the Game.
V. License conditions.
- The Licensee agrees to only use the Game in a manner that is consistent with this Agreement, and the Licensee shall not:
- sell, rent, lease, license, sublicense, distribute or otherwise transfer the Game or any copies, or aid anyone directly or indirectly to do the foregoing;
- modify, copy or create derivative works of the Game, in whole or in part, or aid anyone directly or indirectly to do the foregoing;
- remove or circumvent any proprietary notices or labels contained on or within the Game, or aid anyone directly or indirectly to do the foregoing.
- The License is granted for an indefinite period.
- The License which is granted by the Licensor has a unique number.
V. Additional service.
- As a part of purchase price of the Game, the Licensor affords the Licensee additional game extensions and offers support for the instructors conducting workshops on the basis of the Game. The detailed list is provided at the moment of purchase.
- All the services, documents, files and game extensions mentioned above are inherent part of the Game, thus the License terms and conditions shall apply to them.
- To the fullest extent of applicable law, the Licensee agrees to be responsible and liable to Licensor in respect of all damages, losses, and expenses arising directly or indirectly from his acts and omissions to act in using the Game pursuant to the terms and conditions of the Agreement.
- The Licensee agrees to indemnify, defend and hold harmless the Licensor from all liability, costs, losses, damages, and expenses (including reasonable attorneys’ fees and expenses) that arise especially from:
- breach of any term and condition of this Agreement by the Licensee;
- use of the Game by the Licensee;
- violation of any rights of any third party by the Licensee.
- Indemnification obligations of the Licensee referred to in paragraph 2 above shall survive the termination of this Agreement.
VIII. Prohibition of assignment
The Licensee must not give, sell, assign or otherwise divest rights of the Licensee, responsibilities or obligations under the Agreement, either in whole or in part, without the prior written consent of the Licensor. Any attempt to do so shall be null and void and ineffective.
IX. Termination of the Agreement.
- This Agreement is effective until terminated by the Licensor.
- The Licensor may terminate this Agreement immediately without notice when the Licensee breaches the terms and conditions of this Agreement, in particular when the Licensee uses the Game contrary to the properties and the purpose of the Game. The Licensor is justified to immediately inhibit the Licensee from using the Game.
- The Licensee is not entitled to any refund for any amounts which were paid to the Licensor prior to any termination.
X. Governing Law and Jurisdiction.
- The governing law for this Agreement is Polish law. The provision of the Civil Code, the Copyright Act and other effective Polish laws shall be applicable in issues not governed by this Agreement.
- The Parties shall make all effort to amicably resolve all disputes arising in connection with this Agreement. All disputes that the Parties cannot amicably resolve, shall be submitted for resolution to the state court competent for geographical location of the registered office of the Licensor.
This Agreement rescinds all previously made arrangements between the Parties, both written and verbal, which are in breach or contrary with its provisions.
XII. Contact Information.
License Agreement – Commercial Use – v1.1
Last edited: 6/1/2019