This Agreement governs the terms by which you may use purchased “Content”, illustrations, logos, documents, and other intellectual property made available by Tribe Bloom and Alph Media (the “Site”). PURCHASE AND/OR DOWNLOAD DENOTES AGREEMENT.
Last Updated: June 11 2015
Thank you for shopping at Tribe Bloom, part of the Alph Media Group.
Payment Flow, Delivery Policy of Digital products and Refunds –
All products sold on this site are digital products or credits or accounts in exchange for licenses. We do not issue refunds for digital products or credits or deposits as the licenses have been transferred on sale. All orders are final. After full payment, customers are immediately directed to the order details and download page for their purchase. An immediate receipt is also emailed to the account email address.
We recommend contacting us for assistance if you experience any issues receiving or downloading our products.
Contact us –
If you have any questions about our Returns and Refunds Policy, please contact us:
- By email: [email protected]
If you have a subscription plan, you must retain an active subscription to download new products.
CONTENT LICENSE AGREEMENT
ABSTRACT SUMMARY OF USE: Content can be added to, modified and edited in its entirety, must bear your or your brand’s name as the author where appropriate, can be used as content for websites, courses, emails, newsletters, eBooks and whitepapers, can be used in all media formats, can be sold or given away from business to consumer for personal informational use only, can be offered as a bonus on the purchase of other products, can be added to a website that is sold with attached domain name, can be rewritten and used for client websites and projects.
- Background of Agreement
(a) Purchasing content from Alph Media or otherwise signifying your acceptance, you accept this Agreement and agree to be bound by its provisions. If you are accepting on behalf of your employer, client or other entity that is the member account holder, you represent and warrant that you have full legal authority to bind your employer, client or such other entity. If you do not have such authority or you do not accept or agree with these terms, do not accept this Agreement and do not purchase or download the Content.
(b) In this Agreement: (i) “you” means you or, if you are accepting on behalf of your employer, client or member account entity, then “you” means that employer, client or entity; (ii) “Alph Media” or “we” means the party identified in Section 9(k) below; and (iii) “Content” means any document, illustrations, logos, worksheets, and other intellectual property generated optically, electronically, digitally or by any other means or in any file, media or other material that you are downloading from the Site, together with any accompanying material.
- Permitted Uses
Subject to the Prohibited Uses in Section 4 below and the termination provision in Section 5, Alph Media hereby grants to you a perpetual, non-exclusive, non-transferable, non-sub licensable, and worldwide right to use in whole or in part, via personal instruction the Content for educational purposes (the “Permitted Use(s)”). All other rights in and to the Content, including, without limitation, all copyright and other intellectual property rights relating to the Content, are retained by Alph Media or the supplier of the Content, as the case may be. You may alter, change, add or edit any content whatsoever for personal use. The content must always be published under the buyer’s name, company or brand – not Alph Media or Tribe Bloom associated companies, employees and entities.
Only you are permitted to use the Content, although you may transfer files containing Content or Permitted Derivative Works to your printers, for the purpose of reproduction for Permitted Uses, provided that you shall have no further or additional rights to use the Content and cannot access or extract it from any file you provide. You may publish and use the Content in only one location at a time. For working with several clients, multiple licenses must be purchased; one for each client where the content, even in edited form, will be published. You may physically transfer the Content and its archives from one computer or electronic device to another, in which case you may use the Content at the new computer or electronic device instead. If you require the Content to be used in more than one location or accessible by more than one person within your organization, you must license the Content from the Site. You may make one (1) copy of the Content solely for back-up purposes, and you must reproduce all proprietary notices on this single back-up copy.
- Prohibited Uses
(a) Prohibited Uses. You may not:
- Use the Content in person, electronic or digital template applications intended for transfer in license or other use distribution, whether online or not, including, without limitation, website eLearning and in-person fee based sessions and sharing accounts with other users.
- Use or display the Content on websites or other venues designed to induce or involving the sale, license or other distribution of “on demand” products (e.g. products in which Content is selected by a third party for customization of such product on a made to order basis) including, without limitation, customized marketing.
- Use the Content in connection with any goods or services intended for resale or distribution where the primary value lies in the Content itself including, without limitation, portions of educational programs, information programs or content on websites, blogs or other electronic mediums or other items for resale, license or other distribution for profit;
- use any of the Content as part of a trade-mark, design-mark, trade-name, business name, service mark, or logo;
- incorporate the Content in any product that results in a re-distribution or re-use of the Content (such as customized educational materials whether in person or electronic/digital or is otherwise made available in a manner such that a person can extract or access or reproduce the Content as an electronic file;
- use the Content in a fashion that is considered by Alph Media (acting reasonably) as or under applicable law is considered, obscene, immoral, infringing, defamatory or libelous in nature, or that would be reasonably likely to bring any person or property reflected in the Content into disrepute;
- to the extent that software source code is contained within the Content, reverse engineer, decompile, or disassemble any part of such source code;
- remove or modify any notice of copyright, trademark or other proprietary right , or any other copyright management information or metadata, from any place where it is on or embedded in the Content;
- sub-license, re-sell, rent, lend, assign, gift or otherwise transfer or distribute the Content or the rights granted under this Agreement;
- install and use the Content in more than one location at a time or post a copy of the Content on a network server or web server for use by other users;
- Use or display the Content in an electronic format that enables it to be downloaded or shared in any peer-to-peer or similar file sharing arrangement.
- If the Content is reproduced on a social media platform or other third party website, (i) the rights granted herein shall automatically be revoked in the event that the platform website seeks to exploit purported rights to the Content contrary to the terms of this Agreement, and (ii) in such event, upon Alph Media’s request, you shall remove any Content from such platform or website.
- Term of Agreement
(a) This Agreement is effective until it is terminated. You can terminate this Agreement by destroying the Content and any Permitted Derivative Works, along with any copies or archives of it or accompanying materials (if applicable), and ceasing to use the Content for any purpose. The Agreement also terminates without notice from Alph Media: (i) if at any time you fail to comply with any of the terms of this Agreement. Upon termination, you must immediately cease using the Content for any purpose; destroy or delete all copies and archives of the Content or accompanying materials; and, if requested, confirm to Alph Media in writing that you have complied with these requirements.
(b) Alph Media reserves the right to elect at a later date to revoke or amend the license granted by this Agreement and replace the Content with an alternative for any reason. Upon notice, sent to the address or contact information provided by you for your member account, or such other address as you may advise us in writing to use, from time to time, of such replacement, the license for the replaced Content immediately terminates for any products that do not already exist, and this license automatically applies to the replacement Content. User accounts may be closed, without refund, for breaking any terms of this agreement.
(c) Upon notice from Alph Media, or upon your knowledge that any Content is subject to a threatened, potential or actual claim of infringement of another's right for which Alph Media may be liable, you must immediately and at your own expense (i) stop using the Content; (ii) delete or remove the Content from your premises, computer systems and storage (electronic or physical). Alph Media shall provide you with replacement Content (which shall be determined by Alph Media in its reasonable commercial judgment) free of charge, but subject to the other terms and conditions of this Agreement.
- Alph Media Representations and Warranties
(a) Alph Media warrants that) your use of the Content in accordance with this Agreement and in the form delivered by Alph Media will not infringe on any copyright, moral right, trademark or other intellectual property right and will not violate any right of privacy or right of publicity.
(b) While we have made reasonable efforts to correctly categorize, keyword, caption and title the Content, Alph Media does not warrant the accuracy of such information. Additionally, Alph Media does not warrant the accuracy of any metadata that may be provided with the Content.
(c) OTHER THAN AS EXPRESSLY PROVIDED IN SECTION 6(a), THE CONTENT IS PROVIDED “AS IS” WITHOUT REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. ALPH MEDIA DOES NOT REPRESENT OR WARRANT THAT THE CONTENT WILL MEET YOUR REQUIREMENTS OR THAT ITS USE WILL BE UNINTERRUPTED OR ERROR FREE. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE CONTENT IS WITH YOU. SHOULD THE CONTENT PROVE DEFECTIVE, YOU (AND NOT Alph Media) ASSUME THE ENTIRE RISK AND COST OF ALL NECESSARY CORRECTIONS.
(d) Certain jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to you. You have specific rights under this warranty, but you may have others, which vary from jurisdiction to jurisdiction.
- Your Indemnification
You agree to indemnify, defend and hold Alph Media, its affiliates, its Content providers and their respective directors, officers, employees, shareholders, partners and agents (collectively, the “Alph Media Parties”) harmless from and against any and all claims, liability, losses, damages, costs and expenses (including reasonable legal fees on a solicitor and client basis) incurred by any Alph Media Party as a result of or in connection with any breach or alleged breach by you or anyone acting on your behalf of any of the terms of this Agreement.
- Alph Media Indemnification and Limitation of Liability
(a) Provided that the Content is only used in accordance with this Agreement and you are not otherwise in breach of this Agreement and as your sole and exclusive remedy for breach of the representations and warranties set forth in Section 6 (a) above, Alph Media shall not, subject to the terms of Sections 8(b),(c),(d) and (e) defend, indemnify and hold harmless you, your parent, subsidiaries and affiliates and respective directors, officers and employees from all damages, liabilities and expenses (including reasonable outside legal fees), arising out of or connected with any actual or threatened lawsuit, claim or legal proceeding alleging that the possession, distribution or use of the Content by you is in breach of the representations and warranties set forth in Section 6(a) above. The foregoing states Alph Media’s entire indemnification obligation under this Agreement.
(c) IN NO EVENT SHALL ALPH MEDIA OR ANY OF ITS AFFILIATES OR CONTENT PROVIDERS OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, PARTNERS OR AGENTS BE LIABLE FOR ANY INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING DAMAGES FOR LOSS OF PROFITS, INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) IN CONNECTION WITH ANY CLAIM, LOSS, DAMAGE, ACTION, SUIT OR OTHER PROCEEDING ARISING UNDER OR OUT OF THIS AGREEMENT, INCLUDING WITHOUT LIMITATION YOUR USE OF, RELIANCE UPON, ACCESS TO, OR EXPLOITATION OF THE CONTENT, OR ANY PART THEREOF, OR ANY RIGHTS GRANTED TO YOU HEREUNDER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER THE ACTION IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OR OTHERWISE. NO ACTION, REGARDLESS OF FORM OR NATURE, ARISING OUT OF THIS AGREEMENT MAY BE BROUGHT BY OR ON BEHALF OF YOU MORE THAN TWO (2) YEARS AFTER THE CAUSE OF ACTION FIRST AROSE.
(d) NOTWITHSTANDING ANY OTHER TERM HEREIN, ALPH MEDIA SHALL NOT BE LIABLE FOR ANY DAMAGES, COSTS OR LOSSES ARISING AS A RESULT OF MODIFICATIONS MADE TO THE CONTENT BY YOU OR THE CONTEXT IN WHICH THE CONTENT IS USED BY YOU.
(e) NOTWITHSTANDING ANYTHING ELSE IN THIS AGREEMENT, THE TOTAL MAXIMUM AGGREGATE LIABILITY OF ALPH MEDIA UNDER THIS AGREEMENT AND ANY OTHER AGREEMENT UNDER WHICH YOU HAVE LICENSED THE SAME CONTENT, REGARDLESS OF THE FILE, OR THE USE OR EXPLOITATION OF ANY OR ALL OF THE CONTENT IN ANY MANNER WHATSOEVER AND THE OBLIGATION OF ALPH MEDIA UNDER SECTION 8(a) SHALL BE LIMITED TO AN AGGREGATE OF ONE ($1) US DOLLARS PER PIECE OF CONTENT. FOR GREATER CLARITY, ALPH MEDIA’S LIABILITY TO YOU IN RESPECT OF THE PIECE OF CONTENT SHALL NOT EXCEED ONE ($1) US DOLLARS REGARDLESS OF THE NUMBER OF TIMES THAT YOU LICENSE THE SAME PIECE CONTENT FROM ALPH MEDIA.
(f) SOME JURISDICTIONS DO NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
- General Provisions
(b) Alph Media’s failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right.
(c) This Agreement is personal to you and is not assignable by you without Alph Media’s prior written consent. Alph Media may assign this Agreement without your consent to any other party so long as such party agrees to be bound by its terms.
(d) No terms or conditions may be added or deleted unless made in writing and either accepted in writing by an authorized representative of both parties or issued electronically by Alph Media and accepted in writing by your authorized representative.
(e) Upon reasonable notice, you shall provide sample copies of uses of the Content to Alph Media. In addition, upon reasonable notice, Alph Media may, at its discretion, either through its own employees or through a third party, audit Licensee's records directly related to this Agreement and use of Content in order to verify compliance with the terms of this Agreement. If any such audit reveals an underpayment by Licensee to Alph Media of five percent (5%) or more of the amount Licensee should have paid for the time period that is the subject of the audit, in addition to paying Alph Media the amount of such underpayment, Licensee shall also reimburse Alph Media for the costs of conducting such audit. Where Alph Media reasonably believes that Content is being used outside of the scope of the license granted under this Agreement, Licensee shall, at Alph Media’s request, provide a certificate of compliance signed by an officer of Licensee, in a form to be approved by Alph Media.
(f) Any use of Content in a manner not authorized by this Agreement constitutes copyright infringement, entitling Alph Media to exercise all rights and remedies available to it under copyright laws around the world. You shall be responsible for any damages resulting from any such copyright infringement, including any claims by a third party. In addition to other termination rights hereunder, Alph Media reserves the right to terminate this Agreement in the event you enter in to this Agreement after having received notice of unauthorized use from Alph Media relating to the Content.
(g) If all or part of any provision of this Agreement is wholly or partially unenforceable, the parties or, in the event the parties are unable to agree, a court of competent jurisdiction, shall put in place of such whole or part provision an enforceable provision or provisions, that as nearly as possible reflects the terms of the unenforceable whole or part provision.
(h) You agree to pay and be responsible for any and all sales taxes, use taxes, value added taxes and duties imposed by any jurisdiction as a result of the license granted to you, or of your use of the Content, pursuant to this Agreement.
(i) This Agreement will be governed under the laws of the Province of the United Kingdom applicable therein (without reference to conflicts of laws principles). This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. You consent to service of any required notice or process upon you by registered mail or overnight courier with proof of delivery notice, addressed to the address or contact information provided by you at the time the Content was downloaded, or such other address as you may advise us in writing to use, from time to time.
If you have concerns relating to this Agreement, please contact Alph Media at [email protected]
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND HAD AN OPPORTUNITY TO SEEK INDEPENDENT LEGAL ADVICE PRIOR TO AGREEING TO IT/PURCHASE. IN CONSIDERATION OF ALPH MEDIA AGREEING TO PROVIDE THE CONTENT, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND ALPH MEDIA, WHICH SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATION BETWEEN YOU AND ALPH MEDIA RELATING TO THE SUBJECT OF THIS AGREEMENT.