This Agreement governs the terms by which purchasers of CVG Solutions Ltd® products obtain the right to use the digital content of CVG Solutions® through the website located at cvgsolutions.co.uk (the “Site”). This Digital Downloading Terms of Use is in addition to the Privacy Notice applicable to the Site and to all persons downloading content from the Site. In the event of any inconsistency between these Terms and the Site Terms of Service or any other Site policies, these Terms shall govern.
By downloading Content purchased from this site, you accept these Terms and agree to be bound by its provisions. If you do not accept or agree with these terms, do not purchase download-only products.
In this Agreement:
“you” means the person downloading the content,
“CVG Solutions Ltd®”, “us”, “our” or “we” means CVG Solutions®, operator of the Site; and
“Content” means any digital media or other material that you are downloading from the Site after purchase.
We hereby grant to you a perpetual, non-exclusive, non-transferable, worldwide license to use the Content for the Permitted Uses only (as defined below). All rights in and to the Content, including, without limitation, all copyright and other intellectual property rights relating to the Content, are retained by CVG Solutions®.
You may only use the Content for personal use only on your personal or work devices. For clarity, you may not use the Content in products for resale, license, or any other distribution. For example, you are not permitted to modify the Content, print it in any form, and sell it to others for consumption, reproduction or re-sale. Any use of the Content that is not a Permitted Use shall constitute infringement of copyright!
You are permitted to use the Content for personal use only, although you may transfer files among your personal devices such as phone, tablet, laptop, or desktop computer. You may install and use the Content in only one location at a time for each file. You may physically transfer the Content from one location to another i.e., distributing it among your personal devices. If you require the Content to be in more than one location or accessible by more than one person, you must download the Content from the Site for each such use or individual. You may make only one (1) copy of the Content solely for back-up purposes.
Any additional permitted uses must be approved in writing by CVG Solutions®.
If there is any doubt that a proposed use is a Permitted Use, you should contact CVG Solutions® at info@cvgsolutions.co.uk
Prohibited Uses. You may not do anything with the Content that is not expressly permitted in the preceding section. For greater certainty, the following are “Prohibited Uses” and you may not, either individually or in connection with others:
Use the Content in any form, format, or applications intended for resale, license, or other distribution, whether online or not, regardless of profit or revenue;
Use or display the Content on websites or other venues designed to induce or involving the sale, license, or other;
Use the Content in books, magazines, newspapers, or any other publication, regardless of whether the final product is offered for sale, resale, license, or other form of distribution;
Incorporate the Content in any product that results in a re-distribution or re-use of the Content 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 CVG Solutions® (acting reasonably) as or under applicable law is considered obscene, immoral, infringing, defamatory or libellous in nature, or that would be reasonably likely to bring any person or property reflected in the Content into disrepute;
Remove any notice of copyright, trade-mark or other proprietary right 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 distributed via mobile devices or shared in any peer-to-peer or similar file sharing arrangement.
This Agreement is effective for 12 months (the “Initial Term”) from the purchasing date. For subscription products this agreement shall be automatically renewed for successive periods of 12 months (each a Renewal Period) thereafter.
Either party can terminate this agreement by notifying the other party of termination, in writing, at least [30 days] before the end of the Initial Term or any Renewal Period, in which case this agreement shall terminate upon the expiry of the applicable Initial Term or Renewal Period; or
Otherwise terminated in accordance with the provisions of this agreement;
and the Initial Term together with any subsequent Renewal Periods shall constitute the Term. Without limiting its other rights or remedies, either party may terminate the Contract with immediate effect by giving written notice to the other party if:
The other party commits a material breach of any term of the Contract and (if such a breach is remediable) fails to remedy that breach within 14 days of that party being notified in writing to do so;
The other party’s financial position deteriorates to such an extent that in the terminating party’s opinion the other party’s capability to adequately fulfil its obligations under the Contract has been placed in jeopardy.
Without limiting its other rights or remedies, the Company may terminate the Contract with immediate effect by giving written notice to the Customer if the Customer fails to pay any amount due under the Contract on the due date for payment and remains in default not less than [14] days after being notified to make such payment.
Upon termination of this agreement you will destroy the Content, 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 CVG Solutions® if at any time you fail to comply with any of its terms. Upon termination, you must immediately
cease using the Content and for any purpose;
destroy or delete all copies and archives of the Content or accompanying materials; and
if requested, confirm to CVG Solutions® in writing that you have complied with these requirements.
CVG Solutions® 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, 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. You agree not to use the replaced Content for future products and to take all reasonable steps to discontinue use of the replaced Content in products that already exist.
Upon notice from CVG Solutions®, or upon your knowledge that any Content is subject to a threatened, potential or actual claim of infringement of another’s right for which CVG Solutions® may be liable, you must immediately and at your own expense
stop using the Content;
delete or remove the Content from your devices, computer systems and storage (electronic or physical). CVG Solutions® shall provide you with replacement Content (which shall be determined by CVG Solutions in its reasonable commercial judgment) free of charge, but subject to the other terms and conditions of this Agreement.
While we have made reasonable efforts to provide correct and up to date information in the Content, CVG Solutions® does not warrant the accuracy of such information and we are not responsible if the information on this platform is not accurate, complete or current.
We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free.
We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable.
You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you.
You expressly agree that your use of, or inability to use, the service is at your sole risk. The service and all products and services delivered to you through the service are (except as expressly stated by us) provided ‘as is’ and ‘as available’ for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.
In no case shall CVG Solutions®, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility.
You agree to indemnify, defend and hold harmless CVG Solutions® and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable solicitors’ fees, made by any third-party due to or arising out of your breach of these Agreement or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.
You specifically agree and acknowledge that you have, in addition to the terms of this Agreement, reviewed the Privacy Notice and any other policies or agreements which may be incorporated by reference therein, and to the extent of their incorporation in this Agreement you agree to be bound by them.
CVG Solutions®’ 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.
This Agreement is specific to the purchaser and is not assignable to another organisation or individual without the prior written authorisation of CVG Solutions®.
We reserve the right to refuse service to anyone for any reason at any time.
Prices for our products are subject to change without notice.
We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time.
We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.
Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Agreement or its subject matter or formation.
If you have concerns relating to this Agreement, please contact CVG Solutions® by emailing info@cvgsolutions.co.uk
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND IT. IN CONSIDERATION OF CVG SOLUTIONS® 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 CVG SOLUTIONS, WHICH SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATION BETWEEN YOU AND CVG SOLUTIONS® RELATING TO THE SUBJECT OF THIS AGREEMENT.
