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Terms Of use
effective from November 01, 2023

GENERAL TERMS OF USE

FASHIONENGINES Digital Content (“FASHIONENGINES”), is a digital content library at https://binarycloth.fashionengines.com operated by Binarycloth Ltd. (“Binarycloth”, “FASHIONENGINES”, “we”, “us”, or “our”), where you can purchase and download digital assets. Binarycloth is a corporation incorporated in Bangladesh with its principal place of business at House 19 Road 8 Sherkhertek Mohammadpur Dhaka. These Terms and Conditions of Use (these “Terms”) are a binding legal agreement between you and Binarycloth.

These Terms of Use(“Terms”) govern your use of and access to FASHIONENGINES 3D Library’s service, contents or products, website, customer service, or any other type of properties. We assume that you have read, understand, and agree to our Terms and that you agree to comply with all applicable laws and regulations. If you do not agree to these Terms, you must not accept the terms hereof or purchase, download, access, or otherwise use any service or products from FASHIONENGINES. If there is anything that you do not understand in these Terms, please reach out to us at [email protected].

1. Your agreement with Binarycloth Ltd.

1.1. Choice of Law and Contracting Entity. Regardless of your residency, your relationship with Binarycloth Ltd and its Terms are governed by the People's republic of Bangladesh.

1.2. Updates to Terms. We may make changes to the Terms from time to time, and if we do, we will notify you by revising the date at the top of the Terms and, in some cases, we may provide you with additional notice. You should look at the Terms regularly. Unless otherwise noted, the amended Terms will be effective immediately, and your continued use of our Services and Software will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using our website and services.

2. Definitions

2.1. “Service(s)” means FASHIONENGINES’s service which allows you to access, view, download, and make use of contents and assets provided by FASHIONENGINES, under specific conditions and restrictions written in the Terms.

2.2. “You” or “User” means an individual or the legal entity who must be aware of the Terms in using and accessing the Service and Assets provided by FASHIONENGINES.

2.3. “We” means the company “Binarycloth Ltd”, who provides FASHIONENGINES’s Service and Contents and requests to comply with the Terms to the users.

2.4. “Asset File(s) or Asset(s)” means FASHIONENGINES assets that are provided to you as part of our Service including but not limited to any type of digital material, components or constituents, texture, and physical property data. This includes all Assets that are made available on the FASHIONENGINES web page or any other website where such assets are identified as FASHIONENGINES assets.

3. User of Services

3.1. Account

3.1.1. To be able to access and use the Service, you are required to register and verify your account.

3.1.2. You may only create one (1) account per user. If we detect any signs of abusement, we may suspend your account.

3.1.3. You may not share your account information, whether intentionally or unintentionally, or use another person’s account.

3.1.4. You are responsible for all activity that occurs via your account even if that activity is not by you or is without your knowledge or consent. Please notify Customer Support immediately if you become aware of any unauthorized use of your account.

3.2. Termination of Service

3.2.1. Termination by you. You may stop using the Service or Contents at any time. Termination of your account does not relieve you of any obligation to pay any outstanding fees. You may need to contact with support center to terminate your account.

3.2.2. Termination by us. If we terminate your use of the Service for reasons other than for cause, we will make reasonable efforts to notify you at least 0-7 days prior to termination via the email address you provide to us. Any Unforeseen situation fashionengines may terminate your access to the Site and the Services with no prior notice. Please note you may lose access to any FASHIONENGINES Asset(s) upon termination. Unless stated, we may, at any time, terminate or suspend your right to use and access the Service if:

(a) you breach any provision of the Terms (or act in a manner that clearly shows you do not intend to or are unable to, comply with the Terms)

(b) you physically, verbally, or through other means abuse, threaten, bully, or harass us or our personnel (in such circumstances, we may alternatively suspend or restrict your access to the Service)

(c) you have repeatedly made complaints in bad faith or without a reasonable basis, and continue to do so after we have asked you to stop (in such circumstances, we may suspend or restrict your access to the Service)

(d) we are required to do so by law (for example, where the provision of the Service to you is, or becomes, unlawful)

(e) we elect to discontinue the Service, in whole or in part (such as if it becomes impractical for us to continue offering the service in your region due to change of law)

3.3. Updates to the Service.

3.3.1. We may modify, update, or discontinue the Service (including any portions or features) at any time, without liability to you or anyone else. However, for changes to paid offerings, we will make reasonable efforts to notify you of the modification, update, or discontinuation.

3.3.2. If we discontinue the Service in its entirety, we will make reasonable commercial efforts to provide you with a pro rata refund for any unused fees for that Service or Contents that you prepaid.

3.4. Price of Services

3.4.1. FASHIONENGINES may, in its sole discretion, change the price of the Service at any time. Any price change will be notified to you via email before the payment date.

3.4.2. All Pricing includes VAT.

3.5. Credit Card Information

3.5.1. You authorize us Paddle (paddle.com) payment method and use it in connection with your use of Services. To avoid interruption of your service, we may participate in programs supported by your card provider to try to update your payment information. You authorize us to continue billing your account with the updated information we obtain.

3.6  You must not

a) reverse engineer, de-compile, hack, disable, disrupt, interfere with, disassemble, copy, decrypt, reassemble, supplement, translate, adapt or enhance any of the fashionengines Assets or the Services;

(b) create a link, name or label, or otherwise upload to or transmit from the Site or the Services any content, link or anything else that (if reproduced, published, transmitted or used) may:

be defamatory, threatening, abusive, harassing, hateful, obscene, pornographic, harmful or invasive of anyone’s privacy, or excessively violent,
violate any law including intellectual property, privacy or other laws;
impersonate any person;
give rise to civil or other liability; or
relate to illegal drugs, weapons, gambling or other illegal activities;
(c) upload to or transmit from the Site or the Services any data, file, software or link that contains or redirects to a virus, Trojan horse, worm or other harmful component;

(d) use the Site or the Services to do or attempt to do any of the following without fashinengine's prior written permission:

send spam or other bulk messages;
gain unauthorized access to any data, network or system;
conduct or promote any commercial activity;
gamble, including through the use of the Site credits;
monitor data or traffic on any network or system;
obtain an email address, user name or other information about a third party without their consent;
use any misleading, false or deceptive TCP/IP header information in any email or posting;
conduct or instigate any denial of service attack against the fashionengines website or network, any other website or network, or any third party’s website or network; or
except where explicitly allowed by this Agreement, collect, aggregate, mine, scrape, or otherwise use any content uploaded to the Site for the purposes of publishing, selling, distributing or otherwise making the content available to others to use, download or copy;
collect, aggregate, mine, scrape or otherwise use NoAI Content (i) in datasets utilized by Generative AI Programs; (ii) in the development of Generative AI Programs; or (iii) as inputs to Generative AI Programs.

(e) improperly make complaints or false reports on the Site;

(f) artificially inflate or alter ratings, views or statistics on the Site;

(g) falsify any data or information available on the Site;

(h) delete or modify any copyright or other intellectual property notices on the Site;

(i) sell or transfer your Site account, or allow any third party to access or use it;

(j) avoid, circumvent, or disable any access control technology, security device, procedure, protocol, or technological protection mechanism that may be included or established in or as part of any of the Site or the Services or any hardware/software used to provide the Site or the Services, or third party hardware/software or services;

(k) interfere with the Services or any third party’s use of the Site or the Services;

(l) resell any of services or allow any third party to use or access the Site or the Services without  prior written consent

(m) authorize or encourage any third party to do any of the above; or

(n) access or exploit the Site, the Services, and/or access, exploit, collect, aggregate, mine, scrape, or otherwise use any content except as expressly permitted by this Agreement.

4. Restrictions

4.1. The following general license restrictions apply to your use of the Service.

4.1.1. You must not enable or allow others to use the Service using your account information.

4.1.2. You must not access or attempt to access the Service by any means other than the interface we provide or authorize.

4.1.3. You must not circumvent any access or use restrictions put into place to prevent certain uses of the Service.

4.1.4. You must not engage in any activity that interferes with or disrupts FASHIONENGINES, including its servers and connected networks, or the FASHIONENGINES Asset(s).

4.2. Restriction on AI/ML You will not, and will not instruct or allow third parties to, use the Services (or any other content data, FASHIONENGINES Assets, output, or other information received or derived from the Services) to directly or indirectly create, train, test, or otherwise improve any machine learning algorithms or artificial intelligence systems, including, but not limited to, any architectures, models, or weights

4.3. Inactive and Abandoned Accounts: If you do not log into your account for any period of at least 365 consecutive calendar days, your account may be deemed “Inactive”. We may, in our sole discretion, suspend or terminate your account and membership if it becomes inactive.

4.4.Remedies: In addition to any other available remedies, upon breach of any of your obligations under this Agreement  may suspend or terminate the Services and your the Site account.

5. Indemnification.

You agree to indemnify and hold FASHIONENGINES harmless against all claims or liability asserted against FASHIONENGINES arising out of or in connection with any breach by you or anyone acting on your behalf.

6. Limitation of Liability

6.1. You assume all responsibility and risk for the use of our Service and Asset(s).

6.2. In no event shall FASHIONENGINES or any of its affiliates, employees be liable for any incidental, indirect, punitive, exemplary or consequential damages whatsoever, including damages for loss of profits, interruption, loss of business information, loss of data, or any other pecuniary loss in connection with any claim, loss, action, suit, damage or other proceeding arising under or out of any subscription plan and or license, including without limitation your use of, reliance upon, access to or exploitation of the FASHIONENGINES website, the materials or any part thereof, or any rights granted to you hereunder, even if we have been advised of the possibility of such damaged, whether the action is based on contract, tort (including negligence), infringement of intellectual property rights or otherwise

7. Dispute Resolution

7.1. Process. If you have any concern or dispute, you agree to first try to resolve the dispute by contacting us. If a dispute is not resolved within 60 days of receipt by us, any resulting legal actions must be resolved through final and binding arbitration, including any question of whether arbitration is required, except that you may assert claims in small claims court if your claims qualify. Claims related to the Terms, Service, or Assets are permanently barred if not brought within one year of the event resulting in the claim.

7.2. Governing Law and Jurisdiction. Any dispute or claim by you arising out of or related to these Terms will be governed by Peoples Republic Bangladesh, exclusive of its choice of law rules. You and fashionengines agree to submit to the exclusive jurisdiction of the Seoul Central District Court. You and Binarycloth agree to waive any jurisdictional, venue, or inconvenient forum objections to such courts (without affecting either party’s rights to remove a case to federal court if permissible), as well as any right to a jury trial. Any law or regulation which provides that the language of a contract will be construed against the drafter will not apply to these Terms.

7.3. No Class Actions. You may only resolve disputes with us on an individual basis, and you may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action.

7.4. Injunctive Relief. Notwithstanding the foregoing, in the event of your or others’ unauthorized access to or use of the Service or Asset(s) in violation of the Terms, you agree that we are entitled to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdictio

8. Miscellaneous

8.1. English Version. The English version of the Terms will be the version used when interpreting or construing the Terms.

8.2. No Assignment. You may not assign or otherwise transfer the Terms or your rights and obligations under the Terms, in whole or in part, without our written consent, and any such attempt will be void. We may transfer our rights under the Terms to a third party.

8.3. Severability. If any provision of the Terms is held invalid or unenforceable for any reason, the remainder of the Terms will continue in full force and effect.

8.4. No Waiver. Our failure to enforce or exercise any provision of the Terms is not a waiver of that provision.

8.5. Force Majeure. Neither party will be liable to the other for any delay for failure to perform any obligation (other than your payment obligations to FASHIONENGINES) under the Terms if the delay or failure is due to unforeseen events, which occur after the effectiveness of the Terms and which are beyond the reasonable control of the parties, such as strikes, blockade, war, terrorism, riots, natural disasters, refusal or license by the government agencies, in so far as such an event prevents or delays the affected party from fulfilling its obligations and such party is not able to prevent or remove the force majeure at reasonable cost

8.6 Infringement Claims
If you believe that any content that posts on the Site infringes your rights, you may send us a notice by sending us email at [email protected]

8.7 Advertising
Some of the Services may contain advertisements and promotions that may be targeted to you based on your use of the Site and the Services.

Additional Terms of Use

These Additional Terms govern your use of the Library Service and are incorporated by reference into the FASHIONENGINES’s General Terms of Use ("General Terms") located at https://fashionengines.binarycloth.com/

terms (these Additional Terms and the General Terms are collectively referred to as “Terms”). Capitalized terms not defined here have the same meaning as defined in the General Terms.

1.  Definitions

1.1. “Free Download” means the free subscription plan provided by FASHIONENGINES as a service.

1.2. “Paid Subscription Plan(s)” means a paid subscription plan provided by FASHIONENGINES as a service to purchase FASHIONENGINES Assets.

1.2.1. “Monthly Paid Subscription Plan(s)” means a recurring monthly subscription with no annual commitment.

1.2.2. “Annually Paid Subscription Plan(s)” means a recurring annual subscription with an annual commitment. Annual plans are simply monthly payments paid up-front.

1.3. “Workspace” means a digital workspace for browsing, and purchasing Asset(s) that is always associated with a Plan. Each workspace can have separate Plans available for single or multiple users.

1.4. “Modified Asset File(s)” means an Asset File that is modified, at least in part, from a FASHIONENGINES Asset, which include but are not limited to zfab, zprj, sbsar, sbs, jpg and png files.

1.5. “Larger Work(s)” means a new work of authorship created that incorporates an unmodified work of a FASHIONENGINES Asset.

1.6. “Modified Work(s)” means a new work of authorship created, at least in part, by modifying a FASHIONENGINES asset or that incorporates a Modified Asset File(s).

2. User of Services

2.1. Termination

2.2. Plans

2.2.1. Single User: Free Plan

2.2.1.1. Upon signing up, all users are automatically enrolled under the Free plan. Refer to Section 3 and Section 4 for License terms and restrictions.

2.2.1.2. Free Plan licenses are for single users only. FASHIONENGINES digital assets cannot be shared with any other user or employee. If you work with others, you must purchase a Team Plan, or all respective parties need to separately purchase licenses to use and have access to FASHIONENGINES digital assets

2.2.2. Paid Subscription Plans

2.2.2.1. FASHIONENGINES Asset(s) that are purchased under Paid Subscription Plans are licensed for both commercial and personal use. Refer to Section 3 and Section 4 for License terms and restrictions.

2.2.2.2. Paid Subscription Plan Credit System. Credits are allocated to your account on a monthly basis, regardless of whether you have subscribed to a Monthly or Annually Paid Subscription Plan. This means an indicated number of credits are applied to the according Workspace on a monthly basis, even if you are under a Annually Paid Subscription Plan.

2.2.2.3. Single User

2.2.2.3.1. Single User Paid Subscription Plans include Starter, Pro, Ultra plans and are for single users only. FASHIONENGINES Asset(s) purchased with these plans cannot be shared with any other user or employee. If you work with others, you must purchase a Team Subscription Plan, or all respective parties need to separately purchase licenses to use and have access to FASHIONENGINES Asset(s).

2.2.2.3.2. If your payment fails due to card expiration or other various reasons, your Workspace will be immediately downgraded to Free Plan.

2.2.2.4 Multi User: Team Plan

2.2.2.4.1. Team Subscription Plan license is for teams with more than 2 people. This covers parent and any affiliated companies, as well as contractors.

2.2.2.4.2. Team Subscription Plans have a certain number of seats available. The number of seats equals the people that may use and have access to FASHIONENGINES Asset(s). FASHIONENGINES Asset(s) cannot be shared beyond the users that are joined as members of the Team Workspace.

2.2.2.4.3. If you cancel or terminate your Team Subscription Plan, all team members, including the administrator will lose access to the Team Workspace.

2.3. Changing Subscription Plans

2.3.1. Changing Plans from Annual to Monthly. If you are terminating your original Annual (billed upfront) subscription before the end of the 12 month term, you are subject to a fee equivalent to the savings you received in comparison to the Monthly (no contract) subscription rate. In other words, we calculate the Monthly price for the months that you've already received credits and subtract that amount from the original Annual plan payment.

2.3.2. Downgrading to Free Plan. You can cancel your subscription by downgrading to Free plan. While immediate downgrades are not available, you can schedule a downgrade for your next recurring month. Any unused credits (including roll-over credits) will expire when your workspace is downgraded to Free plan.

2.4. Price and Refunds

2.4.1. All payments made are non-refundable. Once a payment has been made, it is considered final and cannot be refunded.

2.4.2. Each asset can be priced differently in credits. At any time, FASHIONENGINES may, in its sole discretion, change the price for FASHIONENGINES Asset(s) without prior notice and without any liability to you.

2.4.3. We do not refund credits.

2.4.4. In the event of an error by FASHIONENGINES pertaining to an asset, including but not limited to mismatched asset descriptions, incorrect files, or file corruption, we will provide you with the corresponding credit as reimbursement, as stated in our company's terms of use.

2.5. Free Credits / Discounts / Promotions

2.5.1. FASHIONENGINES may offer free Credits and trial memberships in its sole discretion. If access to the Services is provided to you for free or for trial purposes, such access is governed by these Terms.

2.5.2. At any time prior to or during the free or trial period, FASHIONENGINES may, in its sole discretion, terminate the free or trial access without prior notice and without any liability to you, to the extent permitted under applicable law, for any reason, including to prevent abuse of the free or trial access. After the free or trial access period expires, you may only continue using the Services by enrolling in a paid subscription, if available, or as otherwise permitted by FASHIONENGINES. During the free or trial period, no express or implied warranties shall apply to the Services.

2.5.3. Discounts and Promotion Offers are available to new customers only. Discounted pricing applies only to the first year of subscription. When the discount or promotion period has ended, you will be charged the original price as identified with the plan description when you purchase a FASHIONENGINES plan.

3. License and Ownership

3.1. License Metrics.

3.1.1. FASHIONENGINES Assets is licensed on a per-user basis except for the Team Plan which is licensed on a per-business entity basis.

3.1.2. The number of monthly credits for FASHIONENGINES Assets (or “Credits”) to which we grant you a license (“Permitted Number”) will be identified with the plan description when you purchase a FASHIONENGINES plan.

3.2. Grant of License. Subject to your compliance with the Terms and the Permitted Number, we grant you a worldwide, non-exclusive, limited, revocable, non-sharable, non-transferable, non-sublicensable (except as expressly permitted by these Terms), perpetual license to:

(a) use and modify FASHIONENGINES Asset(s) to create derivative works solely in the form of a Larger Work or a Modified Work;

(b) publicly display and publicly perform the FASHIONENGINES digital assets only as Modified Work(s) or Larger Work(s); and

(c) distribute, release, sublicense, or promote a commercial product or projects in the form of Modified Work(s) or Larger Work(s) if

(i) Larger Work or Modified Work, without inclusion of the FASHIONENGINES digital assets, would qualify as an original work of authorship, and

(ii) the primary value of the Larger or Modified Work does not lie with the FASHIONENGINES digital assets itself.

(d) For avoidance of doubt, you may: distribute, release, sublicense, or promote a commercial product or projects using the FASHIONENGINES digital assets in the form of a Larger work(s) or Modified Work(s) only when you are subscribed to our Paid Plans.

3.3. Ownership. Binarycloth solely retains all rights, title, and ownership in FASHIONENGINES 3D Asset(s).

4. License Restrictions

4.1. You must not use the FASHIONENGINES Asset(s) in any way that allows a third party to use, download, extract, or access the asset(s) or Modified Asset Files on a stand-alone basis.

4.2. You must not take action in connection with the FASHIONENGINES Asset(s) that infringes the intellectual property or other rights of any person or entity, such as the moral rights of the creator of the Asset(s) or the rights of any person who, or any person or entity whose property, appears in Asset(s).

4.3. You must not incorporate the FASHIONENGINES Asset(s) into a trademark, logo, or service mark.

4.4. You must not use the FASHIONENGINES Asset(s) in a pornographic, defamatory, or otherwise unlawful manner.

4.5. You must not publicly display and publicly perform the FASHIONENGINES Asset(s) if it has not been incorporated into Modified Work(s) or Larger Work(s).

4.6. You must not distribute, release, sublicense, or promote a commercial product or project using a FASHIONENGINES Asset(s) if it has not been incorporated into Modified Work(s) or Larger Work(s). For avoidance of doubt, you may distribute, release, sublicense, or use for promotion of commercial product or projects FASHIONENGINES assets specifically when:

(a) Modified Work(s) or Larger Work(s), without inclusion of the FASHIONENGINES digital assets, would qualify as an original work of authorship, and

(b) the primary value of the Larger or Modified Work does not lie with the FASHIONENGINES digital assets itself.

(c) For the avoidance of doubt, you may never publicly display, publicly perform, distribute, release, sublicense, resell a copy of a FASHIONENGINES asset(s) in the form of both (1) unmodified, standalone copy or (2) Modified Asset Files which include but are not limited to zfab, zprj, sbsar, sbs, jpg and png files.Download

PRIVACY POLICY

We have developed this Privacy Policy so that you may easily understand the way in which we protect the user data we collect from you and other related information. FASHIONENGINES.BINARYCLOTH.COM is owned by Binarycloth Ltd. a company incorporated in Bangladesh. We are committed to ensuring that your privacy is protected. Should we ask you to provide certain information by which you can be identified when using this website, you can be assured that it will only be used by this privacy statement. This Privacy Policy is available to the public at all times so you may read the full text of the Privacy Policy on our website whenever you need or want to do so. We will notify you of any changes to the Privacy Policy by posting an amended version or amendments to its website to notify you and gain your reconsent of changes. By using our site, you consent to our privacy policy.

WHAT INFORMATION IS COLLECTED?

HOW IS THE COLLECTED INFORMATION USED?

HOW IS THE COLLECTED INFORMATION SAFEGUARDED?

HOW LONG DO WE KEEP YOUR INFORMATION?

HOW DO WE LINK TO OTHER WEBSITES?

HOW DO WE USE COOKIES?

HOW DO WE CONTROL YOUR PERSONAL INFORMATION?

HOW DO WE IDENTIFY THE DATA CONTROLLER AND PROCESSOR?

WHAT INFORMATION IS COLLECTED?

To use our service, you may provide information to our FASHIONENGINES websites, mobile application, email, participate in various events or promotions held by us, and when you log-in and communicate with us through social media. Through this process we may collect some or all of the following information:

Your name (or your company’s name)

Contact information (including email address)

Billing and Shipping addresses

Payment information

Information you provide by interacting with us through social media, and emails including images and videos.

Demographic information such as postcode, preferences, and interests

Other information relevant to customer surveys

HOW IS THE COLLECTED INFORMATION USED?

We collect your information to understand your needs and provide you with a better service, and in particular for the following reasons:

Process a transaction

Internal record keeping

Provide products or services you request

Improve our products and services. This includes use of other information to support delivery of the products or services you requested, prevent or address service errors, security or technical issues, analyze and monitor usage, trends and other activities

Improve and customize our website according to your interests

Develop and provide search, productivity tools, and additional features. We may improve search functionality by using Other Information to help determine and rank the relevance of content, channels or expertise to an Authorized User, make Services suggestions based on historical use and predictive models, identify organizational trends and insights, to customize a Services experience or create new productivity features and products.

Marketing and promotional purposes

Enhance your shopping experience and so on

HOW IS THE COLLECTED INFORMATION SAFEGUARDED?

We are committed to ensuring that your information is secure. In order to prevent unauthorized access or disclosure, we have put in place suitable physical, electronic and managerial procedures to safeguard and secure the information we collect online.

HOW LONG DO WE KEEP YOUR INFORMATION?

After creating an account, you can leave the account directly from our website whenever necessary. We retain your account information until you withdraw and delete your account. We may retain some of your information after your withdrawal as necessary to comply with our legal obligations, to resolve disputes, enforce our agreements, to support business operations, and to continue to develop and improve our Services. Billing and order history information will be kept 3 years and personal information will be kept 1 year after withdrawal, considering that there may be a process already in operation or has not been completed. Where we retain information for Service improvement and development, we take steps to eliminate information that directly identifies you, and we only use the information to uncover collective insights about the use of our Services, not to specifically analyze personal characteristics about you.

HOW DO WE LINK TO OTHER WEBSITES?

Our website may contain links to enable you to easily visit other websites of interest. However, once you have used these links to leave our site, you should note that we do not have any control beyond that point. Therefore, are not responsible for the protection and privacy of any information which you provide whilst visiting such sites. You should exercise caution and look at the privacy statement posted on the website in question.

HOW DO WE CONTROL YOUR PERSONAL INFORMATION?

When you create an account on our website, you have an option to agree with our Privacy Policy. If you do not agree with this policy, do not access or use our Services or interact with any other aspect of our business. If you have consented to our policy, you have the right to change your mind at any time, but this will not affect any processing that has already taken place. After creating an account, you can leave the account directly from our website whenever necessary. In addition, you may choose to restrict the collection or use of your personal information by emailing us at [email protected]. FASHIONENGINES.XYZ gives you access to a broad range of information about your account and your interactions with FASHIONENGINES.BINARYCLOTH.COM for the limited purpose of viewing and, in certain cases, updating that information We will not sell, distribute or lease your personal information to third parties unless we have your permission or are required by law to do so. We may use your personal information to send you promotional information about third parties which we think you may find interesting with your consent. You can choose not to provide certain information, but then you might not be able to take advantage of many of our features. If you believe that any information we are holding is incorrect or incomplete, you may correct and update your information in My account. If there is information that you are not able to change, please email us as soon as possible at [email protected]. We will promptly correct any information found to be incorrect. Also, you have the right to lodge a complaint with a supervisory authority if we do not control your personal information in accordance with our privacy policy.

We will never sell your information to a 3rd party without your permission. However, we may share your information with third parties with whom we have a relationship for better customer services (for example, Logistics, when we receive your shipping information to pick up fabric samples for digitization, etc.). Other than that, we never share your information with any other third parties or organizations without your permission.

When we refer to “FASHIONENGINES Digital Assets”, we mean the Binarycloth Ltd. entity that acts as the controller or processor of your information, as explained in more detail in the “HOW DO WE IDENTIFY THE DATA CONTROLLER AND PROCESSOR?” selection below.

HOW DO WE IDENTIFY THE DATA CONTROLLER AND PROCESSOR?

Data protection law in certain jurisdictions differentiates between the “controller” and “processor” of information. In general, Customer is the controller of Customer Data. In general, Binarycloth Co., Ltd is the processor of Customer Data and the controller of Other Information.

This is the Cookie Policy for binarycloth.com, accessible from https://fashionengines.binarycloth.com/

What Are Cookies

As is common practice with almost all professional websites this site uses cookies, which are tiny files that are downloaded to your computer, to improve your experience. This page describes what information they gather, how we use it and why we sometimes need to store these cookies. We will also share how you can prevent these cookies from being stored however this may downgrade or ‘break’ certain elements of the sites functionality.

For more general information on cookies, please read “What Are Cookies”.

How We Use Cookies

We use cookies for a variety of reasons detailed below. Unfortunately in most cases there are no industry standard options for disabling cookies without completely disabling the functionality and features they add to this site. It is recommended that you leave on all cookies if you are not sure whether you need them or not in case they are used to provide a service that you use.

Disabling Cookies

You can prevent the setting of cookies by adjusting the settings on your browser (see your browser Help for how to do this). Be aware that disabling cookies will affect the functionality of this and many other websites that you visit. Disabling cookies will usually result in also disabling certain functionality and features of the this site. Therefore it is recommended that you do not disable cookies.

The Cookies We Set

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Standard License Agreement

Effective as from January 1, 2024

 

This License Agreement (“License Agreement”) contains important legal terms and conditions about what the Licensee can and cannot do when the Licensee purchases and downloads digital content (including, but not limited to, any 3D models, multi-layer computer file in PSD or TIFF format, templates, photographs, animated objects, Zfab, FBX, OBJ, GLB, DXF, DXF AAMA, PDF or any and all such other product or service offered by Fashionegines through the online platforms (including, but not limited to, the PSD Mockups, 3D Model, PNG Images, Digital Fabrics, and any and all other platforms and stores) owned and operated by Fashionegines or Binarycloth Ltd. and its subsidiaries and affiliates (collectively, “Fashionegines”). By completing the purchase of the Licensed Asset, downloading the Licensed Asset or using the Licensed Asset, the Licensee acknowledges and agrees that it has read this entire License Agreement and agrees to the terms herein.

Fashionegines offers two types of license agreements: standard and enhanced. Both types of license agreements are different in terms of what the Licensee can and cannot do with the Licensed Asset. Unless the Licensee has expressly selected the enhanced license, this License Agreement will govern your use of the Licensed Asset. Notwithstanding that the Licensed Asset may be made available to the Licensee at no cost, this License Agreement shall also apply to such Licensed Asset.

Subject to the terms and conditions of this License Agreement, the Licensee is granted an ongoing, non-transferrable, non-exclusive, worldwide license to make use of the Licensed Asset as described herein.

  1. Parties To The License Agreement; Number Of Users
    • This License Agreement is an agreement between:


      • The “Licensee” who is the individual person or legal entity indicated as the “Licensee” during the purchase process who purchases the Licensed Asset; and
      • Seller (“Fashionegines”) who, as the owner of the Licensed Asset, through the binarycloth platform.

If you are purchasing a Licensed Asset on behalf of an employer, then only your employer is the “Licensee” for the purposes of this License Agreement, and as such only your employer, as the Licensee, can use the Licensed Asset subject to the terms of this License Agreement. In such case, you represent and warrant to Fashionegines that you have full legal authority to bind your employer, as the Licensee, to the terms of this License Agreement.

  • This is a license for Non-commercial or Limited Commercial Use (as defined below), and the Licensed Asset may only be used and accessed (as permitted in this License Agreement) in one single Project (as hereinafter defined) by an individual person or legal entity, who is the Licensee indicated at the time of purchase.
  • In the event multiple individuals will work together to use the same Licensed Asset is not allowed under Standard Licensed Aggrement.
  • For this License Agreement, a “Project” is deemed to consist of one or more activities that are planned and designed to achieve a particular aim or objective and are connected with respect to the client, requirements, scope of work, key visuals, including, but not limited to, design concept, promotional materials, and marketing campaign. Fashionegines reserves the sole and absolute discretion to determine whether the Licensee’s use of the Licensed Asset is used in one single Project. In the event Fashionegines determines that the Licensee has used the Licensed Asset in more than one Project, the Licensee will be required to purchase an additional license.
  1. Licensed Asset Management

The licensee shall only be entitled to upload the Licensed Asset to (i) a personal server owned and controlled by Licensee; (ii) a private cloud storage service, cloud-based design application, or digital asset manager account that is actively controlled by Licensee; (iii) business owned server or cloud-based software with the limited access, in each case for the use of the Licensed Asset by Licensee only, as permitted herein.

  1. This License Agreement Permits Non-Commercial And Limited Commercial Use Of The Licensed Asset Only

This License Agreement permits only “Non-Commercial Use” and “Limited Commercial Use” of the Licensed Asset, as herein defined and as expressly specified in Section 4 (Permitted Uses and Quantity/Impression Limitations). “Full Commercial Use”, as herein defined, is expressly prohibited in this License Agreement. Should you intend to use the Licensed Asset for Full Commercial Use, you should purchase the Enhanced License.

  • “Commercial Use” is any use of a Licensed Asset that: (i) involves an exchange of money or other consideration, (ii) promotes a Business (where “Business” shall mean a sole proprietorship, corporation, or partnership or other similar incorporated or unincorporated entity), a product of a Business, or a service of a Business, or (iii) where financial gain or other consideration is either sought or a result, directly or indirectly, of Licensee’s use of the Licensed Asset. If any one or more of the criteria in (i), (ii), and (iii) is met, with respect to the Licensed Asset, then the use of the Licensed Asset is deemed “Commercial”.


    • Full Commercial Use - Any Commercial Use of a Licensed Asset in one Project valued over USD 15,000.
    • Limited Commercial Use - Any Commercial Use of any Licensed Asset in one Project valued USD 15,000 or less.
  • Non-Commercial Use – Use of a Licensed Asset for personal purposes or any activities that are not performed to gain profit or other form of consideration.
  1. Permitted Uses And Quantity/Impression Limitations

An “End Use” of a Licensed Asset means use of the Licensed Asset only as expressly permitted below:

  • End Products for Non-Commercial Use or Limited Commercial Use:


    • Physical Products: The Licensee may only create physical end products such as, but not limited to, clothing, applications and production, that are limited to the same Project under the terms of Non-Commercial Use or Limited Commercial Use.
    • Digital Products: Licensee may only create digital end products such as, but not limited to, graphic user interfaces, electronic presentations or similar that are limited to the same Project and under the terms of Non-Commercial or Limited Commercial Use.
    • Digital or Print Publication: The Licensee may only use the Licensed Asset in digital or print publications such as, but not limited to, cards, invitations, photo albums, and scrap books, e-books or e-publications, that are limited to the same Project and are for Non-commercial Use or Limited Commercial Use.
    • Digital (Paid or Unpaid) Advertisements: Licensee may only use the Licensed Asset in internet advertisements such as, but not limited to, advertisements served by Google Ads, Bing Ads, Facebook Ads or LinkedIn Ads. The use of the Licensed Asset in such a scenario is not limited to a specific amount of digital impressions.
    • Digital Development: Licensee may only use the Licensed Asset for website software development, mobile application development, desktop application development and video game development that are limited to the same Project under the terms of Non-Commercial Use and Limited Commercial Use. The use of the Licensed Asset in such scenario is limited to a single website, application or video game.
    • Physical (Printed, Paid or Unpaid) Advertisements used in national or global markets: The Purchased Asset may be used for physical advertisements on local or regional markets (local and regional market are defined below in Section 5.2).
    • Social Media: The licensee may use the Licensed Asset in all of the Licensee’s owned and managed business or personal social media accounts for Limited Commercial Use or Non-Commercial Use.
    • Broadcast and Streaming: (a) Streaming for Limited Commercial Use or (b) broadcasting for Limited Commercial Use to less than 100,000 cumulative/aggregate viewers or more, including via network, cable, satellite, pay-per-view, video on demand of content including motion picture or audio-visual works incorporating the Licensed Asset, including advertisements, is allowed.
  • An additional Standard License will be required for any and each additional End Product use described and mentioned in article 4.1 above.
  1. Prohibited Uses (These Uses May Be Available With A Custom License So You Should Contact Fashionegines To Find Out):
    • End Products:

      On Demand Applications (such as print-on-demand or create-on-demand services): Any use that allows anyone other than the Licensee, such as an end user, to customize a digital or physical end product is strictly prohibited, whether for Non-Commercial Use or Limited Commercial Use. This includes, but is not limited to, print-on-demand, made-to-order or download-on-demand applications.
    • Advertisements

      Physical (Printed, Paid or Unpaid) Advertisements used in national or global markets: Such as billboards, signage and printed advertisements are prohibited for Limited Commercial Use in national or global markets.

      “Local and Regional Markets” means all displayed or distributed physical (printed) advertisements within a 200 mile radius within the borders of a single country. “National Markets” means all displayed or distributed physical (printed) advertisements beyond a 200 mile radius within a single country. “Global Markets” means all displayed or distributed physical (printed) advertisements in more than one country.
    • Broadcast and Streaming of Motion Picture and Audio-Visual Content

      Broadcast and Streaming: (a) Streaming for Limited Commercial Use or (b) broadcasting for Limited Commercial Use to more than 100,000 cumulative/aggregate viewers or more, including via network, cable, satellite, pay-per-view, video on demand of content including motion picture or audio-visual works incorporating the Licensed Asset, including advertisements, is prohibited.
    • Trademark and Copyright


      • Trademark: Licensed Asset may not be used as part of a trademark, service mark, design mark, trade name in any manner whatsoever. In no event does this License Agreement allow Licensee to, and Licensee shall in no way whatsoever seek to, register, protect, or enforce any trademark or similar rights in and to the Licensed Asset.
      • Copyright: Licensee may not claim the Licensed Asset (or a modification thereof) as its own copyrighted work. For the avoidance of doubt, the original Licensed Asset must be disclaimed in any copyright registration).
    • Future Technologies

      The license is limited to the expressly permitted uses stated in this License Agreement: future-existing technologies and uses are expressly reserved and not included within the scope of the license.
  2. Strictly Prohibited Uses

Nothing in this License Agreement grants Licensee any of the following rights, all of which rights are expressly retained:

  • Resale or Sub-Licensing the Licensed Asset or any modification of it in source file form is strictly prohibited.
  • Resale or Sub-Licensing of the Licensed Asset or any modification of it in a way that is directly competitive with the original Licensed Asset is strictly prohibited (e.g., as a stock asset or template).
  • Making public or sharing the Licensed Asset in any way that allows others to download, extract, or redistribute Licensed Asset as a standalone file (meaning just the content file itself, separate from the Project or End Use that is expressly permitted) is strictly prohibited.
  • Use the Licensed Asset in any pornographic, fraudulent, immoral, infringing, illegal, harassing, offensive or defamatory material is strictly prohibited, including, without limitation, any use of the Licensed Asset that:


    • may create a risk of harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you, to any other person, or to any animal;
    • may create a risk of any other loss or damage to any person or property;
    • seeks to harm or exploit children by exposing them to inappropriate content, asking for personally identifiable details or otherwise;
    • may constitute or contribute to a crime or tort;
    • contains any information or content that we deem to be unlawful, harmful, abusive, racially or ethnically offensive, defamatory, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libellous, threatening, profane, or otherwise objectionable;
    • contains any information or content that is illegal (including, without limitation, the disclosure of insider information under securities law or of another party’s trade secrets);
    • contains any information or content that you do not have a right to make available under any law or under contractual or fiduciary relationships;
    • contains any information or content that you know is not correct and current; or
    • promotes racism, bigotry, hatred or physical harm of any kind against any group or individual.
  • Falsely representing authorship and/or ownership of the Licensed Asset is strictly prohibited.
  • Any use of the Licensed Asset in any template for sale or service in which the Licensee creates templates or is engaged by a third party, to create a template for sale.
  • Any other use that is not expressly permitted in Section 4 (Permitted Uses and Quantity/Impression Limitations) is strictly prohibited.

    Fashionegines reserves the complete and absolute right to determine in its sole discretion as to whether any use of the Licensed Assets by the Licensee is prohibited under the terms of this License Agreement and the extent to which the Licensee is in breach of this Section 6.
  1. Client, Service Provider, And Other Third Party Use Prohibited

Third party use requires the third party to obtain its own license unless a custom license is purchased.

  • Third Party Use Requires Separate License: This License Agreement does not permit sublicensing. To transfer rights for the Licensed Asset, the enhanced license should be used.
  1. Important General Legal Provisions
    • Intellectual Property: Any and all content available on fashionengines.binarycloth.com, including, without limitation, the Licensed Asset, is protected under the applicable intellectual property protection of Canada and other international copyright and other intellectual property laws and treaties. As between the Licensee and the fashionengines, fashionengines retains sole and exclusive ownership of the Licensed Asset, but, pursuant to the terms of this License Agreement, grants to Licensee the limited, non-exclusive, non-transferrable, and non-sublicensable (except as expressly allowed above), license to use the Licensed Asset as expressly set forth above on the terms herein. All other rights, as between Licensee, and Fashionegines are reserved by Fashionegines. Licensee may not assert any ownership in the Licensed Asset itself or any right to revenue from a collecting society in respect of photocopying, digital copying or other secondary uses of the Licensed Asset. Any reference to the “purchase” or “sale” (or similar terms) of the Licensed Asset refers to the purchase of this limited license only in accordance with the terms and conditions hereof and not to the purchase of the underlying copyright or work of the Licensed Asset itself. As a licensee, Licensee’s ownership of the media and/or device on which the Licensed Asset is recorded, if any, is distinct from and does not grant any ownership right, title or interest in and to the design of the Licensed Asset itself. This Licensee Agreement does not grant Licensee any rights to trademark or any other intellectual property rights (aside from copyright) in the Licensed Asset.
    • Termination: Fashionegines may terminate this License Agreement at any time if Licensee breaches any of the terms of this or any other agreement with Fashionegines, including but not limited to the Terms of Use of the Fashionegines website, platform and service (a copy of which can be found here: https://fashionengines.binarycloth.com/fashinengies-terms-of-use/), in which case Licensee must immediately: (i) cease using the License Asset, (ii) delete or destroy any copies, and (iii) if requested, confirm to Fashionegines in writing that Licensee has complied with these requirements. If Licensee uses the Licensed Asset on a social media platform or other third party website and the platform or website uses (or announces that it plans to use) the Licensed Asset for its own purpose or in a way that is contrary to this License Agreement, the rights granted for such use shall immediately terminate, and in that event, upon Fashionegines’ request, Licensee agrees to remove any content from such platform or website.
    • Content Withdrawal: Upon notice from Fashionegines, or upon Licensee’s knowledge, that a Licensed Asset may be subject to a claim of infringement of a third party’s right, Fashionegines may require Licensee to immediately, and at Licensee’s own expense: (i) cease using the Licensed Asset, (ii) delete or destroy any copies, and (iii) ensure that Licensee’s clients, distributors and/or licensees do likewise. Fashionegines may provide Licensee with replacement content (determined by Fashionegines in its reasonable commercial judgment) free of charge, as its sole obligation, subject to the other terms of this License Agreement or any other agreement that may be applicable.
    • Audit: Upon reasonable notice, Licensee agrees to provide to Fashionegines sample copies of Projects or End Uses that contain Licensed Asset, including by providing Fashionegines with free of charge access to any pay-walled or otherwise restricted access website or platform where the Licensed Asset is reproduced. In addition, upon reasonable notice, Fashionegines may, at its discretion, either through its own employees or through a third party, audit Licensee’s records directly related to this License Agreement and Licensee’s use of the Licensed Asset in order to verify compliance with the payment and other terms of this License Agreement. If any audit reveals an underpayment by Licensee to Fashionegines of five percent (5%) or more of the amount Licensee should have paid, then in addition to paying Fashionegines the amount of the underpayment and any other remedies to which Fashionegines is entitled, you also agree to reimburse Fashionegines for any and all costs (including fees and disbursements of professional advisors on a full indemnity basis) of conducting the audit.
    • Disclaimer of Warranties: LICENSEE’S USE OF THE LICENSED ASSET IS AT LICENSEE’S OWN RISK. THE LICENSED ASSET IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. FASHIONEGINES AND THE AUTHOR HEREBY DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FIT FOR PARTICULAR PURPOSE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
    • Limitation on Liability: IN NO EVENT WILL FASHIONEGINES, ITS AFFILIATES OR THEIR LICENSORS (INCLUDING, WITHOUT LIMITATION, THE AUTHORS), SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THIS LICENSE AGREEMENT, INCLUDING, WITHOUT LIMITATION, YOUR USE, OR INABILITY TO USE, THE LICENSED ASSET, INCLUDING ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), INTELLECTUAL PROPERTY INFRINGEMENT, BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. IN NO EVENT WILL THE LIABILITY OF FASHIONEGINES, ITS AFFILIATES OR THEIR LICENSORS (INCLUDING, WITHOUT LIMITATION, THE AUTHORS), SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THIS LICENSE AGREEMENT, INCLUDING, WITHOUT LIMITATION, YOUR USE, OR INABILITY TO USE, THE LICENSED ASSET, EXCEED THE LESSER OF (I) THE AGGREGATE FEES THAT LICENSEE PAID FOR THE LICENSED ASSET, OR (II) $100 USD. THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
    • Indemnification: Licensee agrees to defend, indemnify and hold harmless the Fashionegines, its affiliates, licensors (including, without limitation, Authors) and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including but not limited to reasonable attorneys’ fees) arising out of or relating to Licensee’s (or anyone acting on Licensee’s behalf, including, without limitation, service providers) (i) violation of this License Agreement, (ii) use of the Licensed Asset in violation of law, rules or regulations, or (iii) use of the Licensed Asset in violation of third party rights where such violation is due to the modification of the Licensed Asset.
    • Limitation on Time to File Claims: TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THE LICENSED ASSET OR THIS LICENSE AGREEMENT MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
    • Choice of Law and Forum: All matters relating to Licensed Asset and the License Agreement and any dispute or claim arising therefrom or related thereto (in each case, including, without limitation, non-contractual disputes or claims), shall be governed by and construed in accordance with the laws of the Province of British Columbia and laws of Canada applicable therein, without giving effect to any choice or conflict of law provision or rule (whether of the Province of British Columbia or any other jurisdiction). Any legal suit, action or proceeding arising out of, or related to, the Licensed Asset or this License Agreement shall be instituted exclusively in accordance with the provisions of Section 9.10. Licensee waives any and all objections to the exercise of jurisdiction over Licensee by such courts and to venue in such courts to the maximum extent permitted by law.
    • Arbitration: With respect to any disputes relating to Licensed Asset and the License Agreement and any dispute or claim arising therefrom or related thereto (in each case, including, without limitation, non-contractual disputes or claims) (collectively, “Claims” and each, a “Claim”), you agree to be bound by Fashionegines’ dispute resolution procedure. It provides for resolution of most disputes through arbitration instead of court proceedings and class actions. You should ensure that you read through these provisions carefully as they could affect your rights. Arbitration is final and binding and subject to only very limited review by a court. These dispute resolution provisions will survive the termination of this License Agreement. Before initiating arbitration proceedings, the Licensee, Fashionegines and the Author will seek to resolve any Claim through good faith negotiations for a period of 30 days. In the event that a Claim is not resolved through negotiation, Licensee, Fashionegines or the Author has the ability to have the Claim resolved exclusively through final and binding arbitration pursuant to the Commercial Arbitration Act (British Columbia) (as amended from time to time) by a single arbitrator. The location of the arbitration will take place in Vancouver, British Columbia. All administrative fees and expenses of the arbitration shall be divided equally between the parties to the arbitration, and each party shall be solely responsible for the expense of their respective legal and professional advisors, unless the arbitrator determines that a Claim was frivolous in which case, the party that is found to have submitted the frivolous Claim shall be liable for any and all expenses incurred by the other parties. There is no right or authority or any Claim to be arbitrated on a class-action basis or to utilize class action procedures or for any Claim to be brought in a purposed representative capacity. Under no circumstances may the arbitrator consolidate one or more person’s Claims or otherwise preside over any form of a representative or class proceedings. Such a right is expressly waived by the License as is the right to request a jury decide on the merits of any claims.
    • Waiver and Severability: No waiver of by Fashionegines of any term or condition set forth in this License Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Fashionegines to assert a right or provision under this License Agreement shall not constitute a waiver of such right or provision. If any provision of this License Agreement is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the License Agreement, including the Terms of Use, will continue in full force and effect.
    • Entire Agreement: This License Agreement, together with the Fashionegines’ Terms of Use (“Terms of Use”) constitutes the sole and entire agreement between Licensee on the one hand and Fashionegines and the Author on the other hand with respect to the Licensed Asset and the use of any service provided by Fashionegines and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Licensed Asset. This License Agreement supersedes any conflicting terms set forth in the Terms of Use with respect to the Licensed Asset.
    • Notices: All notices required to be sent to Fashionegines under this License Agreement should be sent via email to  [email protected]. All notices to the Licensee will be sent via email to the address provided by the Licensee during account creation or purchase.
    • Modifications: Fashionegines may modify this License Agreement by posting an updated version on the Fashionegines website at any time. The current version of the License Agreement posted at the time of purchase shall apply to purchases (even if the Licensed Asset is downloaded after the License Agreement is updated). Updated versions of the License Agreement shall not apply retroactively to prior purchases unless either (1) Licensee is notified of its option to apply the updated terms to prior purchases and expressly agrees (e.g., via clicking “Agree”) or (2) such modification (i) does not adversely affect any rights of Licensee and (ii) Fashionegines notifies Licensee of the changes and that they will apply retroactively (e.g., via email to the address on file).
    • Interpretation: Unless the context requires otherwise, in any part of this License Agreement: (i) "including" (and any of its derivative forms, e.g. "includes"), "e.g." and "for example" means "including but not limited to"; and (ii) use of the singular imports the plural and vice versa. This License Agreement shall not be interpreted against the drafting party.

 

Standard License Agreement

Effective as from January 1, 2024

 

This License Agreement (“License Agreement”) contains important legal terms and conditions about what the Licensee can and cannot do when the Licensee purchases and downloads digital content (including, but not limited to, any 3D models, multi-layer computer file in PSD or TIFF format, templates, photographs, animated objects, Zfab, FBX, OBJ, GLB, DXF, DXF AAMA, PDF or any and all such other product or service offered by Fashionegines through the online platforms (including, but not limited to, the PSD Mockups, 3D Model, PNG Images, Digital Fabrics, and any and all other platforms and stores) owned and operated by Fashionegines or Binarycloth Ltd. and its subsidiaries and affiliates (collectively, “Fashionegines”). By completing the purchase of the Licensed Asset, downloading the Licensed Asset or using the Licensed Asset, the Licensee acknowledges and agrees that it has read this entire License Agreement and agrees to the terms herein.

Fashionegines offers two types of license agreements: standard and enhanced. Both types of license agreements are different in terms of what the Licensee can and cannot do with the Licensed Asset. Unless the Licensee has expressly selected the enhanced license, this License Agreement will govern your use of the Licensed Asset. Notwithstanding that the Licensed Asset may be made available to the Licensee at no cost, this License Agreement shall also apply to such Licensed Asset.

Subject to the terms and conditions of this License Agreement, the Licensee is granted an ongoing, non-transferrable, non-exclusive, worldwide license to make use of the Licensed Asset as described herein.

  1. Parties To The License Agreement; Number Of Users
    • This License Agreement is an agreement between:


      • The “Licensee” who is the individual person or legal entity indicated as the “Licensee” during the purchase process who purchases the Licensed Asset; and
      • Seller (“Fashionegines”) who, as the owner of the Licensed Asset, through the binarycloth platform.

If you are purchasing a Licensed Asset on behalf of an employer, then only your employer is the “Licensee” for the purposes of this License Agreement, and as such only your employer, as the Licensee, can use the Licensed Asset subject to the terms of this License Agreement. In such case, you represent and warrant to Fashionegines that you have full legal authority to bind your employer, as the Licensee, to the terms of this License Agreement.

  • This is a license for Non-commercial or Limited Commercial Use (as defined below), and the Licensed Asset may only be used and accessed (as permitted in this License Agreement) in one single Project (as hereinafter defined) by an individual person or legal entity, who is the Licensee indicated at the time of purchase.
  • In the event multiple individuals will work together to use the same Licensed Asset is not allowed under Standard Licensed Aggrement.
  • For this License Agreement, a “Project” is deemed to consist of one or more activities that are planned and designed to achieve a particular aim or objective and are connected with respect to the client, requirements, scope of work, key visuals, including, but not limited to, design concept, promotional materials, and marketing campaign. Fashionegines reserves the sole and absolute discretion to determine whether the Licensee’s use of the Licensed Asset is used in one single Project. In the event Fashionegines determines that the Licensee has used the Licensed Asset in more than one Project, the Licensee will be required to purchase an additional license.
  1. Licensed Asset Management

The licensee shall only be entitled to upload the Licensed Asset to (i) a personal server owned and controlled by Licensee; (ii) a private cloud storage service, cloud-based design application, or digital asset manager account that is actively controlled by Licensee; (iii) business owned server or cloud-based software with the limited access, in each case for the use of the Licensed Asset by Licensee only, as permitted herein.

  1. This License Agreement Permits Non-Commercial And Limited Commercial Use Of The Licensed Asset Only

This License Agreement permits only “Non-Commercial Use” and “Limited Commercial Use” of the Licensed Asset, as herein defined and as expressly specified in Section 4 (Permitted Uses and Quantity/Impression Limitations). “Full Commercial Use”, as herein defined, is expressly prohibited in this License Agreement. Should you intend to use the Licensed Asset for Full Commercial Use, you should purchase the Enhanced License.

  • “Commercial Use” is any use of a Licensed Asset that: (i) involves an exchange of money or other consideration, (ii) promotes a Business (where “Business” shall mean a sole proprietorship, corporation, or partnership or other similar incorporated or unincorporated entity), a product of a Business, or a service of a Business, or (iii) where financial gain or other consideration is either sought or a result, directly or indirectly, of Licensee’s use of the Licensed Asset. If any one or more of the criteria in (i), (ii), and (iii) is met, with respect to the Licensed Asset, then the use of the Licensed Asset is deemed “Commercial”.


    • Full Commercial Use - Any Commercial Use of a Licensed Asset in one Project valued over USD 15,000.
    • Limited Commercial Use - Any Commercial Use of any Licensed Asset in one Project valued USD 15,000 or less.
  • Non-Commercial Use – Use of a Licensed Asset for personal purposes or any activities that are not performed to gain profit or other form of consideration.
  1. Permitted Uses And Quantity/Impression Limitations

An “End Use” of a Licensed Asset means use of the Licensed Asset only as expressly permitted below:

  • End Products for Non-Commercial Use or Limited Commercial Use:


    • Physical Products: The Licensee may only create physical end products such as, but not limited to, clothing, applications and production, that are limited to the same Project under the terms of Non-Commercial Use or Limited Commercial Use.
    • Digital Products: Licensee may only create digital end products such as, but not limited to, graphic user interfaces, electronic presentations or similar that are limited to the same Project and under the terms of Non-Commercial or Limited Commercial Use.
    • Digital or Print Publication: The Licensee may only use the Licensed Asset in digital or print publications such as, but not limited to, cards, invitations, photo albums, and scrap books, e-books or e-publications, that are limited to the same Project and are for Non-commercial Use or Limited Commercial Use.
    • Digital (Paid or Unpaid) Advertisements: Licensee may only use the Licensed Asset in internet advertisements such as, but not limited to, advertisements served by Google Ads, Bing Ads, Facebook Ads or LinkedIn Ads. The use of the Licensed Asset in such a scenario is not limited to a specific amount of digital impressions.
    • Digital Development: Licensee may only use the Licensed Asset for website software development, mobile application development, desktop application development and video game development that are limited to the same Project under the terms of Non-Commercial Use and Limited Commercial Use. The use of the Licensed Asset in such scenario is limited to a single website, application or video game.
    • Physical (Printed, Paid or Unpaid) Advertisements used in national or global markets: The Purchased Asset may be used for physical advertisements on local or regional markets (local and regional market are defined below in Section 5.2).
    • Social Media: The licensee may use the Licensed Asset in all of the Licensee’s owned and managed business or personal social media accounts for Limited Commercial Use or Non-Commercial Use.
    • Broadcast and Streaming: (a) Streaming for Limited Commercial Use or (b) broadcasting for Limited Commercial Use to less than 100,000 cumulative/aggregate viewers or more, including via network, cable, satellite, pay-per-view, video on demand of content including motion picture or audio-visual works incorporating the Licensed Asset, including advertisements, is allowed.
  • An additional Standard License will be required for any and each additional End Product use described and mentioned in article 4.1 above.
  1. Prohibited Uses (These Uses May Be Available With A Custom License So You Should Contact Fashionegines To Find Out):
    • End Products:

      On Demand Applications (such as print-on-demand or create-on-demand services): Any use that allows anyone other than the Licensee, such as an end user, to customize a digital or physical end product is strictly prohibited, whether for Non-Commercial Use or Limited Commercial Use. This includes, but is not limited to, print-on-demand, made-to-order or download-on-demand applications.
    • Advertisements

      Physical (Printed, Paid or Unpaid) Advertisements used in national or global markets: Such as billboards, signage and printed advertisements are prohibited for Limited Commercial Use in national or global markets.

      “Local and Regional Markets” means all displayed or distributed physical (printed) advertisements within a 200 mile radius within the borders of a single country. “National Markets” means all displayed or distributed physical (printed) advertisements beyond a 200 mile radius within a single country. “Global Markets” means all displayed or distributed physical (printed) advertisements in more than one country.
    • Broadcast and Streaming of Motion Picture and Audio-Visual Content

      Broadcast and Streaming: (a) Streaming for Limited Commercial Use or (b) broadcasting for Limited Commercial Use to more than 100,000 cumulative/aggregate viewers or more, including via network, cable, satellite, pay-per-view, video on demand of content including motion picture or audio-visual works incorporating the Licensed Asset, including advertisements, is prohibited.
    • Trademark and Copyright


      • Trademark: Licensed Asset may not be used as part of a trademark, service mark, design mark, trade name in any manner whatsoever. In no event does this License Agreement allow Licensee to, and Licensee shall in no way whatsoever seek to, register, protect, or enforce any trademark or similar rights in and to the Licensed Asset.
      • Copyright: Licensee may not claim the Licensed Asset (or a modification thereof) as its own copyrighted work. For the avoidance of doubt, the original Licensed Asset must be disclaimed in any copyright registration).
    • Future Technologies

      The license is limited to the expressly permitted uses stated in this License Agreement: future-existing technologies and uses are expressly reserved and not included within the scope of the license.
  2. Strictly Prohibited Uses

Nothing in this License Agreement grants Licensee any of the following rights, all of which rights are expressly retained:

  • Resale or Sub-Licensing the Licensed Asset or any modification of it in source file form is strictly prohibited.
  • Resale or Sub-Licensing of the Licensed Asset or any modification of it in a way that is directly competitive with the original Licensed Asset is strictly prohibited (e.g., as a stock asset or template).
  • Making public or sharing the Licensed Asset in any way that allows others to download, extract, or redistribute Licensed Asset as a standalone file (meaning just the content file itself, separate from the Project or End Use that is expressly permitted) is strictly prohibited.
  • Use the Licensed Asset in any pornographic, fraudulent, immoral, infringing, illegal, harassing, offensive or defamatory material is strictly prohibited, including, without limitation, any use of the Licensed Asset that:


    • may create a risk of harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you, to any other person, or to any animal;
    • may create a risk of any other loss or damage to any person or property;
    • seeks to harm or exploit children by exposing them to inappropriate content, asking for personally identifiable details or otherwise;
    • may constitute or contribute to a crime or tort;
    • contains any information or content that we deem to be unlawful, harmful, abusive, racially or ethnically offensive, defamatory, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libellous, threatening, profane, or otherwise objectionable;
    • contains any information or content that is illegal (including, without limitation, the disclosure of insider information under securities law or of another party’s trade secrets);
    • contains any information or content that you do not have a right to make available under any law or under contractual or fiduciary relationships;
    • contains any information or content that you know is not correct and current; or
    • promotes racism, bigotry, hatred or physical harm of any kind against any group or individual.
  • Falsely representing authorship and/or ownership of the Licensed Asset is strictly prohibited.
  • Any use of the Licensed Asset in any template for sale or service in which the Licensee creates templates or is engaged by a third party, to create a template for sale.
  • Any other use that is not expressly permitted in Section 4 (Permitted Uses and Quantity/Impression Limitations) is strictly prohibited.

    Fashionegines reserves the complete and absolute right to determine in its sole discretion as to whether any use of the Licensed Assets by the Licensee is prohibited under the terms of this License Agreement and the extent to which the Licensee is in breach of this Section 6.
  1. Client, Service Provider, And Other Third Party Use Prohibited

Third party use requires the third party to obtain its own license unless a custom license is purchased.

  • Third Party Use Requires Separate License: This License Agreement does not permit sublicensing. To transfer rights for the Licensed Asset, the enhanced license should be used.
  1. Important General Legal Provisions
    • Intellectual Property: Any and all content available on fashionengines.binarycloth.com, including, without limitation, the Licensed Asset, is protected under the applicable intellectual property protection of Canada and other international copyright and other intellectual property laws and treaties. As between the Licensee and the fashionengines, fashionengines retains sole and exclusive ownership of the Licensed Asset, but, pursuant to the terms of this License Agreement, grants to Licensee the limited, non-exclusive, non-transferrable, and non-sublicensable (except as expressly allowed above), license to use the Licensed Asset as expressly set forth above on the terms herein. All other rights, as between Licensee, and Fashionegines are reserved by Fashionegines. Licensee may not assert any ownership in the Licensed Asset itself or any right to revenue from a collecting society in respect of photocopying, digital copying or other secondary uses of the Licensed Asset. Any reference to the “purchase” or “sale” (or similar terms) of the Licensed Asset refers to the purchase of this limited license only in accordance with the terms and conditions hereof and not to the purchase of the underlying copyright or work of the Licensed Asset itself. As a licensee, Licensee’s ownership of the media and/or device on which the Licensed Asset is recorded, if any, is distinct from and does not grant any ownership right, title or interest in and to the design of the Licensed Asset itself. This Licensee Agreement does not grant Licensee any rights to trademark or any other intellectual property rights (aside from copyright) in the Licensed Asset.
    • Termination: Fashionegines may terminate this License Agreement at any time if Licensee breaches any of the terms of this or any other agreement with Fashionegines, including but not limited to the Terms of Use of the Fashionegines website, platform and service (a copy of which can be found here: https://fashionengines.binarycloth.com/fashinengies-terms-of-use/), in which case Licensee must immediately: (i) cease using the License Asset, (ii) delete or destroy any copies, and (iii) if requested, confirm to Fashionegines in writing that Licensee has complied with these requirements. If Licensee uses the Licensed Asset on a social media platform or other third party website and the platform or website uses (or announces that it plans to use) the Licensed Asset for its own purpose or in a way that is contrary to this License Agreement, the rights granted for such use shall immediately terminate, and in that event, upon Fashionegines’ request, Licensee agrees to remove any content from such platform or website.
    • Content Withdrawal: Upon notice from Fashionegines, or upon Licensee’s knowledge, that a Licensed Asset may be subject to a claim of infringement of a third party’s right, Fashionegines may require Licensee to immediately, and at Licensee’s own expense: (i) cease using the Licensed Asset, (ii) delete or destroy any copies, and (iii) ensure that Licensee’s clients, distributors and/or licensees do likewise. Fashionegines may provide Licensee with replacement content (determined by Fashionegines in its reasonable commercial judgment) free of charge, as its sole obligation, subject to the other terms of this License Agreement or any other agreement that may be applicable.
    • Audit: Upon reasonable notice, Licensee agrees to provide to Fashionegines sample copies of Projects or End Uses that contain Licensed Asset, including by providing Fashionegines with free of charge access to any pay-walled or otherwise restricted access website or platform where the Licensed Asset is reproduced. In addition, upon reasonable notice, Fashionegines may, at its discretion, either through its own employees or through a third party, audit Licensee’s records directly related to this License Agreement and Licensee’s use of the Licensed Asset in order to verify compliance with the payment and other terms of this License Agreement. If any audit reveals an underpayment by Licensee to Fashionegines of five percent (5%) or more of the amount Licensee should have paid, then in addition to paying Fashionegines the amount of the underpayment and any other remedies to which Fashionegines is entitled, you also agree to reimburse Fashionegines for any and all costs (including fees and disbursements of professional advisors on a full indemnity basis) of conducting the audit.
    • Disclaimer of Warranties: LICENSEE’S USE OF THE LICENSED ASSET IS AT LICENSEE’S OWN RISK. THE LICENSED ASSET IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. FASHIONEGINES AND THE AUTHOR HEREBY DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FIT FOR PARTICULAR PURPOSE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
    • Limitation on Liability: IN NO EVENT WILL FASHIONEGINES, ITS AFFILIATES OR THEIR LICENSORS (INCLUDING, WITHOUT LIMITATION, THE AUTHORS), SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THIS LICENSE AGREEMENT, INCLUDING, WITHOUT LIMITATION, YOUR USE, OR INABILITY TO USE, THE LICENSED ASSET, INCLUDING ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), INTELLECTUAL PROPERTY INFRINGEMENT, BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. IN NO EVENT WILL THE LIABILITY OF FASHIONEGINES, ITS AFFILIATES OR THEIR LICENSORS (INCLUDING, WITHOUT LIMITATION, THE AUTHORS), SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THIS LICENSE AGREEMENT, INCLUDING, WITHOUT LIMITATION, YOUR USE, OR INABILITY TO USE, THE LICENSED ASSET, EXCEED THE LESSER OF (I) THE AGGREGATE FEES THAT LICENSEE PAID FOR THE LICENSED ASSET, OR (II) $100 USD. THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
    • Indemnification: Licensee agrees to defend, indemnify and hold harmless the Fashionegines, its affiliates, licensors (including, without limitation, Authors) and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including but not limited to reasonable attorneys’ fees) arising out of or relating to Licensee’s (or anyone acting on Licensee’s behalf, including, without limitation, service providers) (i) violation of this License Agreement, (ii) use of the Licensed Asset in violation of law, rules or regulations, or (iii) use of the Licensed Asset in violation of third party rights where such violation is due to the modification of the Licensed Asset.
    • Limitation on Time to File Claims: TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THE LICENSED ASSET OR THIS LICENSE AGREEMENT MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
    • Choice of Law and Forum: All matters relating to Licensed Asset and the License Agreement and any dispute or claim arising therefrom or related thereto (in each case, including, without limitation, non-contractual disputes or claims), shall be governed by and construed in accordance with the laws of the Province of British Columbia and laws of Canada applicable therein, without giving effect to any choice or conflict of law provision or rule (whether of the Province of British Columbia or any other jurisdiction). Any legal suit, action or proceeding arising out of, or related to, the Licensed Asset or this License Agreement shall be instituted exclusively in accordance with the provisions of Section 9.10. Licensee waives any and all objections to the exercise of jurisdiction over Licensee by such courts and to venue in such courts to the maximum extent permitted by law.
    • Arbitration: With respect to any disputes relating to Licensed Asset and the License Agreement and any dispute or claim arising therefrom or related thereto (in each case, including, without limitation, non-contractual disputes or claims) (collectively, “Claims” and each, a “Claim”), you agree to be bound by Fashionegines’ dispute resolution procedure. It provides for resolution of most disputes through arbitration instead of court proceedings and class actions. You should ensure that you read through these provisions carefully as they could affect your rights. Arbitration is final and binding and subject to only very limited review by a court. These dispute resolution provisions will survive the termination of this License Agreement. Before initiating arbitration proceedings, the Licensee, Fashionegines and the Author will seek to resolve any Claim through good faith negotiations for a period of 30 days. In the event that a Claim is not resolved through negotiation, Licensee, Fashionegines or the Author has the ability to have the Claim resolved exclusively through final and binding arbitration pursuant to the Commercial Arbitration Act (British Columbia) (as amended from time to time) by a single arbitrator. The location of the arbitration will take place in Vancouver, British Columbia. All administrative fees and expenses of the arbitration shall be divided equally between the parties to the arbitration, and each party shall be solely responsible for the expense of their respective legal and professional advisors, unless the arbitrator determines that a Claim was frivolous in which case, the party that is found to have submitted the frivolous Claim shall be liable for any and all expenses incurred by the other parties. There is no right or authority or any Claim to be arbitrated on a class-action basis or to utilize class action procedures or for any Claim to be brought in a purposed representative capacity. Under no circumstances may the arbitrator consolidate one or more person’s Claims or otherwise preside over any form of a representative or class proceedings. Such a right is expressly waived by the License as is the right to request a jury decide on the merits of any claims.
    • Waiver and Severability: No waiver of by Fashionegines of any term or condition set forth in this License Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Fashionegines to assert a right or provision under this License Agreement shall not constitute a waiver of such right or provision. If any provision of this License Agreement is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the License Agreement, including the Terms of Use, will continue in full force and effect.
    • Entire Agreement: This License Agreement, together with the Fashionegines’ Terms of Use (“Terms of Use”) constitutes the sole and entire agreement between Licensee on the one hand and Fashionegines and the Author on the other hand with respect to the Licensed Asset and the use of any service provided by Fashionegines and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Licensed Asset. This License Agreement supersedes any conflicting terms set forth in the Terms of Use with respect to the Licensed Asset.
    • Notices: All notices required to be sent to Fashionegines under this License Agreement should be sent via email to  [email protected]. All notices to the Licensee will be sent via email to the address provided by the Licensee during account creation or purchase.
    • Modifications: Fashionegines may modify this License Agreement by posting an updated version on the Fashionegines website at any time. The current version of the License Agreement posted at the time of purchase shall apply to purchases (even if the Licensed Asset is downloaded after the License Agreement is updated). Updated versions of the License Agreement shall not apply retroactively to prior purchases unless either (1) Licensee is notified of its option to apply the updated terms to prior purchases and expressly agrees (e.g., via clicking “Agree”) or (2) such modification (i) does not adversely affect any rights of Licensee and (ii) Fashionegines notifies Licensee of the changes and that they will apply retroactively (e.g., via email to the address on file).
    • Interpretation: Unless the context requires otherwise, in any part of this License Agreement: (i) "including" (and any of its derivative forms, e.g. "includes"), "e.g." and "for example" means "including but not limited to"; and (ii) use of the singular imports the plural and vice versa. This License Agreement shall not be interpreted against the drafting party.

 

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