NON-COMMERCIAL USE LICENSE AGREEMENT

This agreement regulates the terms by which customers of Mediaslap acquire the right to use Photoshop brush sets and related media content provided by Mediaslap and its respective artist partners through the web site located at www.Mediaslap.com (the "Site").

1. THE DOCUMENT EXPLAINED.
(a) By checking the box "I Agree" you accept this Agreement and agree to be bound by its provisions.

(b) In this agreement : (i) "you" or the "customer" means you. (ii) "Mediaslap" or "we" means Mediaslap., operator of the Site.

The parties agree as follows: 

2. GRANT OF LICENSE.
Mediaslap or the supplier of the Content owns Photoshop Brushes ("Licensed Property"). In accordance with this Agreement, Mediaslap grants a non-exclusive, non-transferable license to use the Licensed Property on non-commercial projects. Personal use is non-commercial use, and is defined by expressly prohibiting any direct or indirect monetary benefit or monetary transfer as a result from the use of the Mediaslap products and designs. For clarity, use them freely on your scrapbook that you make for your friend’s baby shower. Use them on school projects, personal photo albums, and on t-shirts for your small group of dinner friends. For further clarity, you must purchase a Lightslap, Majorslap, or Superslap License Agreement to use these commercially. Mediaslap or the supplier of the Photoshop brushes retains title and ownership of the Licensed Property. 

3. PAYMENT OF ROYALTY.
There is no royalty fee associated with Non-Commercial use.

4. MODIFICATIONS.
You may alter or modify the content for personal non-commercial use only.

5. DEFAULTS.
If You fail to abide by the obligations of this Agreement, Mediaslap shall have the option to cancel this Agreement by providing 30 days written notice to You. You shall have the option of preventing the termination of this Agreement by taking corrective action that cures the default, if such corrective action is taken prior to the end of the time period stated in the previous sentence, and if there are no other defaults during such time period.

6. ARBITRATION.
All disputes under this Agreement that cannot be resolved by the parties shall be submitted to arbitration under the rules and regulations of the American Arbitration Association. Either party may invoke this paragraph after providing 30 days written notice to the other party. All costs of arbitration shall be divided equally between the parties. Any award may be enforced by a court of law.

7. WARRANTIES.
Neither party makes any warranties with respect to the use, sale or other transfer of the Licensed Property by the other party or by any third party, and You accept the product "AS IS." In no event will Mediaslap be liable for direct, indirect, special, incidental, or consequential damages, that are in any way related to the Licensed Property.

8. TRANSFER OF RIGHTS.
This Agreement shall be binding on any successors of the parties. Neither party shall have the right to assign its interests in this Agreement to any other party, unless the prior written consent of the other party is obtained.

9. TERMINATION.
This Agreement may be terminated by either party by providing 30 days written notice to the other party. This Agreement shall terminate automatically at the end of the duration of the term as defined in the licensing table where you selected the appropriate license for your usage. For clarity, some licenses do not have a duration stated. The default duration is 5 years from purchase date. For those licenses that do not specify a duration, the termination of the agreement will be 5 years from the purchase date.

10. ENTIRE AGREEMENT.
This Agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties.

11. AMENDMENT.
This Agreement may be modified or amended, if the amendment is made in writing and is signed by both parties.

12. SEVERABILITY.
If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid or enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited. 

13. WAIVER OF CONTRACTUAL RIGHT.
The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement. 

14. APPLICABLE LAW.
This Agreement shall be governed by the laws of the State of Missouri. 

15. CONTACT.
If you have concerns relating to this Agreement, please contact Mediaslap through the contact form located on the site: http://mediaslap.com/contact/

16. ACKNOWLEDGEMENT. 
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND HAD AN OPPORTUNITY TO SEEK INDEPENDENT LEGAL ADVICE PRIOR TO AGREEING TO IT. IN CONSIDERATION OF MEDIASLAP AGREEING TO PROVIDE THE CONTENT, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND MEDIASLAP, WHICH SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATION BETWEEN YOU AND MEDIASLAP RELATING TO THE SUBJECT OF THIS AGREEMENT.
© Mediaslap 2008. All rights reserved. 

