This Font Software Broadcast License Agreement (the "Agreement") is a binding contract between you (the “Licensee”) and Out of Step Font Company. The Agreement becomes binding when you download the software or acquire the software from any hard media.

If you refuse to be bound by the Agreement, you cannot download or use the Font Software.

Please read this entire Agreement before agreeing to be bound. It is recommended that you print this Font Software License Agreement for further reference.

1                  Acceptable Use

This Broadcast License Agreement is intended to apply to limited usages of the Font Software. The acceptable use of the Font Software under the License Agreement is described in the following section.

The Broadcast License is applicable to a Broadcast, understood under this agreement to mean non-advertising content produced for distribution through a content delivery network, be it a film, movie, television program, or video content for distribution via internet.

The Broadcast License entitles you to the use of the Font Software as listed below. Limitations and exemptions on the below-listed usages are further described in the Agreement.

• Use of Font Software as any part of content produced for a single Broadcast
• Broadcast such as a film, movie, television program, or video content,
• Where the expected reach or unique audience exceeds 250,000 people
• New license required for a revised or updated Broadcast
• Expected reach or unique audience not to exceed within one (1) year the limit of the license tier for which the Broadcast License is held
• Broadcast can be made available for sale, or offered for free as part of a paid membership

1.1            Additional Episodes

Under the Broadcast License, additional licenses are required for each episode or unique piece of video content. The number of separate and distinct Broadcasts into which the Font Software may be embedded may never exceed the number of Broadcast Licenses purchased.

1.1.1     Exemptions

The following uses are exempted from requiring a Broadcast License:

• Use of Font Software as any part of non-advertising content produced for a Broadcast, such as a film, movie, television program, or video content, where the expected audience size will not exceed 250,000 people within one (1) year of distribution
• Static graphic images included in any static advertising content, such as posters, prints, flyers, or billboards (see Standard and Multi-Use License Agreement)
• Video content produced as advertising content, including commercials, trailers, previews, or short-form social media posts, and distributed for the purposes of advertising a product or service (see Advertising License Agreement)
• Video content produced as advertising content, including commercials, trailers, previews, or short-form social media posts, and distributed for the purposes of advertising a Broadcast for which a license is held
• Regional or format variations of Broadcast for which a Broadcast license is held
• Updated or revised versions of a Broadcast for which a Broadcast license is held, if offered free to previous customers

1.2            Embedding

The Font Software may be embedded into a Broadcast if

• a license is held for that individual Broadcast,
• the Font Software is embedded through the use of a file format that protects the Font Software by means of rendering or other means so as to ensure that the embedded Font Software cannot be extracted,
• the Broadcast is distributed in a secure format that does not permit the extraction of the embedded Font Software,
• the Broadcast is a non-executable file displayable by a media player, and
• the Font Software is not installed in the operating system of the device on which the Broadcast is running.

2                  Binding Agreement

You hereby agree to be bound by this Agreement and you acknowledge that all use of the Font Software is governed by this Agreement.

3                  License Grant

You are hereby granted a non-exclusive, non-assignable license to embed the Font Software

• only into one (1) Broadcast,
• only where such Broadcast is distributed in a secure format that does not permit the extraction of the embedded Font Software,
• only subject to all the terms and conditions of the Agreement.

You may not give, lend, sell, rent, lease, or sublicense the Font Software, or any copy thereof, except as expressly provided in this Agreement.

3.1            Proof of Licensure

Your purchase receipt is your record of licensure. The purchase receipt lists the owner of the license, the name of the Font Software licensed, and the license tier at which the Font Software is licensed. A copy of the purchase receipt is retained by Out Of Step Font Company.

3.2            Transfer of the License

Grant of the license, consisting of all your rights to use the Font Software, may be transferred to another person or legal entity provided that

• the transferee accepts this Agreement,
• the transferee agrees to be bound by all terms and conditions of the Agreement, and
• you destroy all copies of the Font Software, including permanent removal of all copies recorded onto all forms of digital physical storage media.

3.3            Alterations to Font Software

 You may not alter, change, or modify the Font Software. The includes the addition of functionality that the Font Software did not have when delivered to you by Out of Step Font Company, or part of the coding stating that the Font Software is only authorized for certain purposes.

3.4            Copies of the Font Software

You have the right to one (1) back-up copy of Font Software. The back-up copy is to be used for archival purposes only, such as to restore the Font Software in case of hardware failure.

You shall retain exclusive custody and control over the back-up copy.

The one (1) back-up copy must contain the same copyright, trademark, and other proprietary notices that appear in the Font Software.

The back-up copy of the Font Software must be destroyed upon termination of the Agreement.

4                   Intellectual and Industrial Property Rights.

4.1            Jurisdiction

You agree that the Font Software is protected by the copyright law and other intellectual and industrial property rights of Canada and its various Provinces, by the copyright law and other intellectual and industrial property rights of other nations, and by international treaties.

4.2            Limitations

Under the terms of this agreement, you may not

• copy the Font Software, except as expressly provided herein,
• adapt, modify, alter, translate, convert, or otherwise change the Font Software,
• create Derivative Works from Font Software or any portion thereof,
• use Font Software in connection with software and/or hardware which create Derivative Works of such Font Software,
• reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or instructions of the Font Software, unless located in a European Community member country where such conduct is legal, and the conduct is in accordance with the applicable local law, and/or
• change any trademark or trade name designation for the Font Software.

Under the terms of this agreement, you further agree

• that Out of Step Font Company owns all right, title and interest in and to the Font Software, its structure, organization, code, and related files, including all intellectual and industrial property rights therein such as copyright, design and trademarks rights,
• that the Font Software, its structure, organization, code, and related files are valuable property of Out of Step Font Company and that any intentional or negligent use of the Font Software not expressly permitted by the Agreement constitutes an infringement of intellectual and industrial property rights, and
• to use trademarks associated with the Font Software according to accepted trademark practice, including identification of the trademark owner's name, and
• that the use of any trademark as authorized herein does not give a Licensee any rights of ownership in that trademark. All use of any trademark shall inure to the sole benefit of Out of Step Font Company.

5                  Limited Warranty

The Font Software is provided with a limited warranty. The Font Software is warranted to perform in accordance with its documentation a period of ninety (90) days following download of the Font Software.

If the Font Software does not perform substantially in accordance with its documentation, the entire, exclusive, and cumulative liability and remedy shall be limited to the refund of the license fee you paid to Out of Step Font Company to purchase the Font Software.

5.1            Exclusions

No warranty is provided on the performance or results obtained through the use of the Font Software.

6                  Termination

This Agreement shall be terminated immediately upon failure by you or any member of the License Unit to comply with the terms of this Agreement. Notice of termination will be communicated by regular mail, telefax or email.

Termination of the Agreement does not preclude Out of Step Font Company from suing you for damages as the result of any breach of the Agreement.

7                  Modification

This Agreement may only be modified in writing, and the modifications will only be valid if signed by an authorized officer of Out of Step Font Company.

8                  Company Information

Out of Step Font Company
PO BOX 99900 MC 310 985
RPO Heritage Hills
Mississauga, ON, L5R 0E7
Canada
info@outofstepfontco.com
http://outofstepfontco.com

V1.0, January 8, 2025