Monotype API Third Party Font Upload Agreement
MONOTYPE API THIRD PARTY FONT UPLOAD AGREEMENT
The Monotype API lets you upload Third Party Fonts (Fonts that Monotype has no exploitation or distribution rights to) to your Customer Application/Platform. This is an additional service offer which is not governed by the Monotype API Terms of Service. We think you will find this service valuable and it will enhance your overall experience with the Monotype API. Before you upload, you must read and acknowledge this Third Party Font Upload Agreement (the “Agreement”) between you and Monotype Imaging Inc. (“Monotype”).
THIS AGREEMENT CONTAINS IMPORTANT TERMS THAT YOU SHOULD UNDERSTAND PRIOR TO USING THIS PRODUCT FEATURE. BY CLICKING “ACCEPT LICENSE AGREEMENT” OR SIMILAR LANGUAGE, YOU ARE CREATING A BINDING CONTRACT BETWEEN YOU AND MONOTYPE. If you are representing an entity or corporation, you are indicating that you are authorized to bind such entity or corporation to the terms of this Agreement when you accept these terms. PLEASE ASSURE THAT YOU ARE AUTHORIZED TO BIND YOUR ORGANIZATION PRIOR TO INDICATING YOUR ACCEPTANCE OF THIS AGREEMENT.
If you do not accept the terms of this Agreement, you cannot upload Third Party Fonts to your Customer Application/Platform. Any capitalized term not defined herein shall be deemed to have the meaning set forth in the Monotype API Terms of Service .
You hereby agree as follows:
- Binding Agreement. You are bound by the Agreement and you acknowledge that all uploads of Third Party Fonts by you is governed by the Agreement.
- Description of Services and Grant of License. In addition to the right to access and use the Monotype API and API Platform and all licensed Software, features, and services accessible therein in connection with the Font Software licensed by you through Monotype, you may also access and use the Monotype API in connection with non-Monotype-supplied Font Software uploaded by you. While Monotype will not actively monitor the Third Party Font Software you upload to your Customer Application/Platform via the Monotype API, Monotype may use and access the uploaded Third Party Font Software for various purposes to enable seamless functionality across Monotype-supplied and user-uploaded Third Party Font Software and to improve your general user experience, enable certain functionality, and provide a more integrated experience. You acknowledge that Monotype will store the uploaded Third Party Font Software on servers owned or controlled by Monotype; enable the deployment of the uploaded Third Party Font Software to your licensed End Users; and view, copy and display information contained within the uploaded Third Party Font Software in order to, among other things, generate font inventory pages and enable similarity indexing. By uploading Third Party Font Software to your Customer Application/Platform through the use of the Monotype API, you grant Monotype all applicable license rights with respect to the uploaded Third Party Font Software.
- Digital Millennium Copyright Act. Font Software (including any Third Party Font Software you upload via the Monotype API) is protected by United States and worldwide intellectual property laws and constitutes the valuable intellectual property of its respective owner(s). You acknowledge that Monotype is a service provider within the meaning of the United States Digital Millennium Copyright Act (17 U.S. C. 512, et seq.) and that, to the extent applicable, the uploaded Third Party Font Software will reside on Monotype systems or networks at your direction.
- Third Party Font Software License Restrictions. The Third Party Font Software you upload to your Customer Application/Platform through the use of the Monotype API may have been licensed to you subject to usage restrictions or other limitations; you are responsible for compliance with the terms of your license for any Third Party Font Software you upload to your Customer Application/Platform through the use of the Monotype API, so please be mindful of any such restrictions and limitations. Specifically, it is your responsibility to ensure you have the necessary rights for all Third Party Font Software uploaded by you or on your behalf through the use of the Monotype API, which may include the right and authority to (i) upload the Third Party Font Software to Monotype servers; (ii) allow Monotype to store and process such Third Party Font Software on servers owned by Monotype or under its control; (iii) deploy or authorize Monotype to deploy the Third Party Font Software to your Licensed End Users; and (iv) otherwise use, distribute, copy, modify, or exploit the Third Party Font Software on, in, or in connection with usage of the Monotype API and/or Monotype API Platform (including any feature, functionality, methodology, and/or process made available to you through the Monotype API).
Your Obligations. Uploading Third Party Font Software via the Monotype API is subject to and conditioned upon your agreement to the following: you represent and warrant that (i) you have the right and authority to bind your organization, (ii) you have the right and authority to upload the Font Software to Monotype servers and to grant Monotype the requisite rights to process and enable the deployment of the Third Party Font Software you upload; (iii) uploading the Third Party Font Software to Monotype servers via the Monotype API does not constitute a breach of any license agreement between you and the licensor of such Third Party Font Software, inclusive of any restrictions or usage limits under such license agreement, (iv) you have the right and authority to authorize
- Monotype to deploy the Third Party Font Software to your licensed End Users, and (v) you agree to defend, indemnify and hold harmless Monotype against any claim by any third party related to your uploading or use of Third Party Font Software.
- Warranty Disclaimer. Monotype strives to provide great products and services, but there are certain things that we can’t guarantee. TO THE FULLEST EXTENT PERMITTED BY LAW, MONOTYPE, ITS AFFILIATES AND SUPPLIERS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT MONOTYPE’S API SERVICES. THE SERVICES ARE PROVIDED “AS IS.” WE ALSO DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Some places don’t allow the disclaimers in this paragraph, so they may not apply to you.
- Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, MONOTYPE AND ITS AFFILIATES AND THEIR SUPPLIERS AND LICENSORS SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY ACTUAL, SPECIAL, DIRECT, INDIRECT, CONSEQUENTIAL, TORT, COVER, LOSS OF USE, LOSS OF DATA, LOST PROFITS OR OTHER COSTS, EXPENSES OR DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, YOUR USE OF THIRD PARTY FONT SOFTWARE ON MONOTYPE SERVERS, ON THE MONOTYPE API PLATFORM OR ON YOUR CUSTOMER APPLICATION/PLATFORM (EVEN IF MONOTYPE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), IN EACH CASE, REGARDLESS OF THE FORM OF THE ACTION.
- Term. This Agreement shall remain in effect for as long as the uploaded Third Party Font Software or any component thereof resides on the Monotype API Platform and/or any servers owned or controlled by Monotype.