Terms & Conditions

FREELANCER'S SUPPLY AGREEMENT (NON-EXCLUSIVE)

This Agreement governs the terms by which sellers or other freelancers provide designs, software, photographic, video, and other content to members of the MagikTemplates.com community, on a non-exclusive basis through the web site located at www.MagikTemplates.com (the “Site”). This freelancer's Supply Agreement is in addition to the Terms of Use applicable to the Site and to the Membership Agreement that all persons providing content to or downloading content from the Site have previously entered into. In the event of any inconsistency between this Agreement, the Membership Agreement and the Terms of Use, the terms of this Agreement shall govern.

Background of Agreement

This is a legal agreement between any member intending to upload data or materials onto the Site (in this agreement referred to as “you” or the “Freelancer”) and MagikTemplates.com (“MagikTemplates.com”) operator of the Site. The Freelancer wishes to appoint MagikTemplates.com as its non-exclusive agent to license, sublicense and distribute Content (as defined below) produced by the Freelancer on the terms and conditions set forth in this Agreement and MagikTemplates.com's form of Content License agreement, as such agreement may be amended from time to time or modified for certain clients consistent with the rights granted herein (the “Content License Agreement”), or any distribution partner license agreement provided that such agreement is consistent with rights granted to MagikTemplates.com herein. For the purposes of this Agreement, “Content License Agreement” shall be deemed to include all of the Extended License options and provisions to which Freelancer has opted-in using the administrative tools relating to his or her account profile on the Site.

Upon accepting the terms of this Agreement, you may make Content available to MagikTemplates.com by following the “Upload” procedures and policies identified on the relevant portion of the Site. Each upload of Content will be governed by the terms and conditions of this Agreement.

This is a fairly lengthy document, and it contains many important provisions that affect your rights and obligations. By ticking the correct box at the end of this Agreement and typing “I agree”, you thereby agree to be bound by the terms of this Agreement. We encourage you to print a copy of the Agreement for your records.

This Agreement remains in full force and effect until terminated in accordance with its terms. If at any time the terms and conditions of this Agreement are no longer acceptable to the Freelancer, you must follow the termination procedures set forth below under “Term and Termination”.

Provision of Content

The parties acknowledge that the Freelancer may, from time to time, provide information, software, photographs, illustrations, audio files, video files, animations, flash files, data files, code snippets and other material to MagikTemplates.com using the Upload procedures of the Site or such other procedures as the parties may mutually agree (collectively, “Content”)together with (iii) descriptive and other information, documents (such as model or property releases) or software relating to such Content or otherwise required to enable MagikTemplates.com to realize the commercial potential of the rights granted in the Content ("Descriptive Information"). MagikTemplates.com, in its sole discretion, may determine which of such Content is suitable for posting on the Site or other means of distribution, and only such Content as it deems suitable will be considered “Accepted Content” for the purposes of applicable provisions of this Agreement.

In addition to the terms of this Agreement, the parties acknowledge that the provision of all Content is subject to the policies and procedures outlined in the Site, the terms of which are incorporated by reference into this Agreement. Any breach of the rules relating to acceptable Content outlined in the Site will be deemed to be a breach of this Agreement.

Grant of Authority

The Freelancer hereby appoints MagikTemplates.com as Freelancer's non-exclusive agent and distributor to sell, license or sublicense Content to third parties within the jurisdictions of MagikTemplates.com's business and to collect and remit funds in connection with those endeavours on the terms set forth in this Agreement. For all Content, Freelancer grants MagikTemplates.com:

The right to use, reproduce, distribute, redistribute, sublicense, publish, republish, upload, post, transmit, crop, package, repackage, produce and sell prints or similar image products or publicly perform or display Content to prospective licensees: (i) through the Site; (ii) through other venues owned or operated by MagikTemplates.com or its affiliates from time to time, and (iii) through third party distributors and alliance or channel partners of MagikTemplates.com; and

The right to grant perpetual, world-wide, non-exclusive and non-transferable licenses or sub-licenses to end-users in accordance with the terms of the Content License Agreement (a current copy of which can be found here that the Freelancer hereby acknowledges having reviewed and approved) as such agreement may be amended from time to time or modified for certain clients consistent with the rights granted herein or any distribution partner license agreement provided that such agreement is consistent with rights granted to MagikTemplates.com herein.

In addition to the foregoing grant, MagikTemplates.com and its distribution partners may post, reproduce, modify, display, make derivative works or otherwise use any Accepted Content for their own business purposes relating to the promotion of the Site, the Content and their distribution programs, and expand the market for the licensing of Accepted Content (including, without limitation, the use of the Accepted Content and the Freelancer's registered and unregistered trademarks relating to Content for marketing, sales and promotional efforts whether on the Site or through third parties). No compensation shall be due to the Freelancer for use of Accepted Content for such business purposes.

The Parties agree that all rights, including title and copyright, in and to the uploaded Accepted Content will be retained by the Freelancer, and no title or copyright is transferred or granted in any way to MagikTemplates.com or any third party except as provided in this Agreement and any license agreements, which MagikTemplates.com is authorized to enter into on the Freelancer's behalf

Intellectual Property Matters

The Freelancer acknowledges that MagikTemplates.com prohibits any Content or any other material that infringes on any patent, trademark, copyright, trade secret, right to privacy, right to publicity, or any other applicable law or proprietary right to be uploaded to the Site.

By uploading Content, you are warranting that you own all proprietary rights, including copyright, in and to the Content with full power to grant the rights contemplated to be provided in the Content License Agreement or distribution partner license agreements. In addition, to the extent that the Content contains images of people or persons, you represent and warrant that you have obtained as part of the Descriptive Information a valid and binding model release from all required parties in substantially the same form as [model release] that will permit the uses for such Content contemplated in the Content License Agreement. You also warrant that where required by applicable law, you have also obtained a valid and binding release in substantially the same form as [property release] relating to any identifiable property contained in the Content that might sensibly lead to the identity of or be required by the owner of such property to permit the uses under the Content License Agreement.

The Freelancer agrees that neither MagikTemplates.com nor any of its directors, officers, employees, partners, affiliates or agents shall be liable for any damages, whether direct, indirect, consequential or incidental, arising out of the use of, or the inability to use any Content or Descriptive Information, or any error, omission or other matter relating to a model or property release respecting Content or Descriptive Information.

Compensation

MagikTemplates.com agrees to pay a portion of the fees collected in respect of Accepted Content that is downloaded or otherwise purchased by end-users according to the rate published on the website. The Rate is subject to change in the sole discretion of MagikTemplates.com in the ordinary course of its business without notice by posting such changes on the Site. If at any time the Rate Schedule is not acceptable to the Freelancer, you may refrain from providing additional Content or terminate this Agreement in accordance with its terms.

In response to a written request, MagikTemplates.com will endeavor to make payment of fees in respect of purchased downloads of Accepted Content on a monthly basis on or about the 15th day of the month following the purchase of Accepted Content, provided such fees aggregate a minimum of US$100, failing which fees owing will be retained until they exceed such minimum. In all cases, payment of fees to the Freelancer will be net of: (i) applicable taxes or other withholdings required by applicable law; (ii) bad debts or other uncollectible sums; (iii) legal and other reasonable fees incurred in enforcing this Agreement or the agreements contemplated herein; (iv) where purchases or licenses are by other than the credit system, fees payable to financial institutions for the processing of any credit card, debit card, bank transfer or alternative payment method; and (v) any amounts owing by the Freelancer to MagikTemplates.com under this Agreement or otherwise.

Without limiting the generality of the foregoing, MagikTemplates.com is entitled to set-off against any amount owing to Freelancer, all amounts to which MagikTemplates.com is or may be entitled under this Agreement or otherwise at law, including withholding amounts as security for any pending or threatened claim relating to any matter which is the subject of a representation, warranty or indemnity of Freelancer under this Agreement.

The parties further agree that MagikTemplates.com shall not be required to pay royalties or fees to the Freelancer if MagikTemplates.com is restrained or otherwise prevented from using rights granted under this Agreement relating to Content because those rights are found to be an infringement or contravention of the intellectual or other property rights of a third party.

In the event MagikTemplates.com facilitates a sale or license of Content that requires an amendment to the standard Content License Agreement to facilitate such transaction, MagikTemplates.com shall be entitled to deduct a reasonable administration fee relating to such sale or license, in addition to its share of the revenue relating to such sale.

Passwords

You acknowledge and agree that you will be responsible for each and every access or use of the Upload portions of the Site that occurs in conjunction with your Member Name and such passwords, and that MagikTemplates.com is authorized to accept your Member Name and password as conclusive evidence that you wish to upload Content pursuant to this Agreement. MagikTemplates.com shall have no liability or responsibility to monitor the provision of Content under your member name and password.

Managing Content

MagikTemplates.com has policies and processes which must be adhered to prior to Content being posted on the Site or otherwise being offered for sale or license. Notwithstanding that some qualitative standards are required to be met, MagikTemplates.com does not and cannot review all Content uploaded to the Site and is not responsible for the content, quality, or consequences of your uploading such communications or Content. Notwithstanding the foregoing, MagikTemplates.com reserves the right to delete, move, refuse to accept or edit any Content or Descriptive Information that it may determine, in its sole discretion, violates or may violate this Agreement, the intellectual or proprietary rights of others, any of its policies or is otherwise unacceptable in its discretion, and you hereby agree to forfeit any fees payable in respect of such Content to MagikTemplates.com or as it may direct. MagikTemplates.com shall have the right but not the obligation to correct any errors or omissions in any Content or Descriptive Information, as it may determine in its sole discretion. You acknowledge that any screening of Content performed by MagikTemplates.com to determine Accepted Content is done as a courtesy only.

NOTICE: You acknowledge that the Content you provide pursuant to this Agreement that becomes Accepted Content may be purchased or licensed by members with the intention that such licensees will adhere to the terms of the Content License Agreement or any distribution partner license agreement. MagikTemplates.com cannot take responsibility for the compliance by purchasers and licensees of the terms of such agreements, and you acknowledge and agree to the possibility of Content being used in a manner that is not contemplated in this Agreement or the Content License Agreement or any distribution partner license agreement. You also agree that notwithstanding any rights you may have to pursue the licensees of such Content at law, MagikTemplates.com shall have no liability to you or any person claiming through you for any breach by a licensee of the terms of any agreement respecting Accepted Content. MagikTemplates.com will use commercial efforts to assist in the protection of your intellectual property rights, at your request and expense.

Confidential Information

The Freelancer acknowledges that the Confidential Information (defined below) which it obtains through the entering into of this Agreement, the use of the Site and the provision of Content constitutes valuable, confidential, proprietary information of MagikTemplates.com and its licensors, and agrees that during the term of this Agreement and thereafter it shall not, without the express written consent of MagikTemplates.com, use or disclose to any other person any such Confidential Information, except as specifically authorized under this Agreement.

For the purposes of this Agreement, “Confidential Information” means any and all data, information, documents, software or materials relating to the business and management of MagikTemplates.com, its members, affiliates, licensors or licensees, that is designated as confidential or ought reasonably to be considered confidential, including but not limited to: their business model and operations, processes, products, designs, pricing, promotions, business plans, business opportunities, alliances, Content, graphics, documentation, finances, research, development, know-how, trade-secrets, training materials, personnel, identities or personal information of any kind pertaining to members, clients, methodologies, Site content belonging to others and other intellectual property.

Representations and Warranties

The Freelancer hereby represents and warrants as follows:

The Freelancer has the legal capacity and authority to enter into this Agreement, is the sole and exclusive owner of the Content, has the right to grant all of the license rights contemplated to be provided under this Agreement, and has not granted any rights or licenses to any Content or any other intellectual property or technology that would conflict with this Agreement;

No portion of the Content as delivered to MagikTemplates.com from time to time, contains any disabling mechanism or protection feature designed to prevent its use, copying or enjoyment in the manner contemplated in this Agreement, and all Content will be free of any virus, worm, lock, or other mechanism or device that may be used to modify, delete, damage or disable the Site or the Content or any other hardware or computer system, or which would otherwise render inaccessible or impair the use of the Content or the Site in any way;

The Content will include all necessary Descriptive Information to enable its effective marketing on the Site, which Descriptive Information will be complete and accurate in all material respects and will not include false, misleading or inapplicable metadata intended to or which has the effect of keyword “doping” or improperly altering search results that would otherwise be applicable to such Content; and

The Content delivered to MagikTemplates.com hereunder represents original creations and expressions of subject matter, and no Content or Descriptive Information infringes any copyright, trademark, right of privacy or right of publicity or other proprietary right of any third party, or defames or casts into disrepute in any manner any third party.

You represent and warrant that you shall not: (i) license your own Content (except occasionally and then only for legitimate creative purposes); or (ii) predominately license the content of only a few contributors. You agree that you will not collude with another MagikTemplates.com member to have that member do either of (i) or (ii) above for your benefit. You acknowledge that genuine subscription customers typically license files from many contributors and you agree that your subscription licensing behavior will conform to this typical conduct. In addition to any other available remedies, if you breach this paragraph MagikTemplates.com may immediately terminate this Agreement and/or, if applicable, cancel your subscription package without any refund to you. You further agree to forfeit any royalties earned by you in connection with your misconduct.

Indemnity

You agree to indemnify, defend and hold MagikTemplates.com and its affiliates, and their respective directors, officers, employees, shareholders, agents and licensees of Content (collectively, the “MagikTemplates.com Parties”) harmless from and against any and all claims, liability, losses, costs and expenses (including reasonable legal fees on a solicitor and client basis) incurred by any MagikTemplates.com Party as a result of or in connection with: (i) any use or alleged use of the Site or provision of Content under your Member Name by any person, whether or not authorized by you; (ii) or resulting from any communication made or Content uploaded under your Member Name; (iii) any breach by you of this Agreement; or (iv) any claim threatened or asserted against any MagikTemplates.com Party to the extent such claim is based upon a contention that any of the Content used within the scope of this Agreement infringes any copyrights, trade secrets, trademarks, right of privacy or publicity, or other intellectual property rights of any third party.

MagikTemplates.com reserves the right, at your expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with MagikTemplates.com's defense of such claim.

The Freelancer agrees that MagikTemplates.com shall have the right to determine whether and to what extent to proceed against a licensee or other third party (an "Infringer") for any violation of the Content License Agreement, or other license agreement or alleged infringement of other rights of the Freelancer. The Freelancer hereby releases MagikTemplates.com from any and all claims the Freelancer might have, either directly or indirectly, arising out of or in connection with a determination by MagikTemplates.com to proceed or not to proceed against any Infringer in any instance. MagikTemplates.com hereby agrees that any monetary recovery it receives as a result of any legal or enforcement action taken against any such Infringer, to the extent such monies are intended to compensate MagikTemplates.com for lost licensing fees or statutory damages, shall, after deduction of all costs and expenses incurred in gaining such recovery (including, without limitation, reasonable counsel and experts' fees and disbursements on a solicitor and client basis) incurred by or on behalf of MagikTemplates.com in connection with such action, be divided between the Freelancer and MagikTemplates.com pursuant to the provisions of the Compensation section above. In the event MagikTemplates.com elects not to proceed against an Infringer, the Freelancer shall have the right to proceed against such Infringer for such license violation or infringing action. The Freelancer hereby agrees that any monetary recovery it receives as a result of any legal action taken against any such Infringer, to the extent such monies are intended to compensate the Freelancer for lost licensing fees or include statutory damages, shall, after deduction of all costs and expenses incurred in gaining such recovery (including, without limitation, reasonable counsel and experts' fees and disbursements on a solicitor and client basis), be divided between the Freelancer and MagikTemplates.com pursuant to the provisions of the Compensation section above.

Keywords:

Keywords are the most important information you can provide to help users find your images. While people often know the specific subject they are looking for, concept keywords may help to inspire the end-user to choose your images to represent the idea. Keywords are closely reviewed in the inspection process; inappropriate words will be removed.

Descriptions:

Please provide us with a good description of the work you are supplying. Include relevant details: detailed description and any interesting or valuable information. The information you provide may help us decide if we can approve your file. You should include screenshots when applicable in addition to a properly detailed description.

This information is not searchable, but it can provide important details to the person who is considering your file for download.

Unacceptable practices:

do not enter any personal identifying information such as your name, email, tel, msn, skype, address or similar info. Adding such information will result in your account being suspended and a possible life ban from magiktemplates.com

Uploading someone else's photographs or work is strictly prohibited and a violation of the magiktemplates.com membership agreement, the freelancer's Supply Agreement, and other applicable law. You must be the copyright holder (original freelancer) of every image, design, code or work you submit. Uploading any of the following is strictly prohibited and may result in a lifetime ban or legal action:

A photograph of a photograph.

A photograph that you didn't take.

An image you found (on the web, from a book or magazine or other printed object).

Desktop patterns that are found.

Stock photographs from other stock agencies.

Tracing (illustrations) or creating unauthorized derivative work.

Any work that is not originally developed by you.

Copyright is very important to the magiktemplates.com community and should be adhered to as closely as possible. Where something falls into a grey area, you will find that we generally err on the side of rejecting the image. As a photographer uploading your images to err, you will find that our inspectors do not accept files that contain:

Do Not Submit: (image examples)

1.1 Logos & Trademarks:

logos, trademarks, company names, product names, product brands or trademarked and patented designs

1.2 Patented & Trademarked

Product Designs:

most modern toys, many brand name watches, brand name computers and other licensed products.

1.3 Artwork:

Paintings, sculptures, any object in a museum, any object in an art gallery, including public sculpture, some architecture, advertisements, other photography (a photo of a photo)

1.4 Documents:

Modern maps, documents where names are mentioned, computer screens (interfaces and icons are copyrighted).

1.5 Illustrations:

Traced illustrations based on stock photography, fashion editorials, etc, that you do not own the original copyright for.

1.6 - Government & Military Property:

Agency insignia, military decorations, golden eagles, Presidential seals, flat scans of US currency.

1.7 - Trademarked Buildings, Monuments & Landmarks:

The intellectual property laws of this category can sometimes be confusing. It is best to research the structure before uploading it to magiktemplates.com. For instance, photographs of the Eiffel Tower during the day are legal for resale, but not night shots (showing the light show).

Term and Termination

This Agreement is effective until terminated. You may terminate this Agreement at any time by giving thirty (30) days written notice to MagikTemplates.com using support@MagikTemplates.com or such other means of written notice acceptable to MagikTemplates.com which enables confirmation of your identity and your intention to terminate. MagikTemplates.com may also terminate this Agreement for any reason by giving you thirty (30) days notice by e-mail at the last address contained in your membership information. If MagikTemplates.com terminates your membership pursuant to the terms of the Membership Agreement, such termination shall be deemed to be notice of termination of this Agreement, as well.

Either party may terminate this Agreement upon written notice effective immediately upon being sent to the last address included on the Site, if the other party (i) liquidates all or substantially all of its assets, dissolves as a corporation other than through inadvertence, or otherwise ceases to do business in a material way, or (ii) makes an assignment for the benefit of creditors, or (iii) files a petition in bankruptcy, petitions or applies for a receiver or trustee for all or any substantial part of its property and such receiver or trustee is appointed, or commences, or has commenced against it, a proceeding under any bankruptcy, reorganization, readjustment of debt, dissolution, or liquidation law or statute of any jurisdiction, any of which shall remain in force for a period of thirty (30) days or more, or (iv) is adjudicated insolvent or bankrupt, or (v) is in breach of this Agreement.

In addition, MagikTemplates.com may deem an account to be terminated and may off-set any fees or credits contained in such account against its costs of administration if there has been: (i) in the reasonable opinion of MagikTemplates.com, any material misrepresentation made as to the capacity, identity or copyright ownership of Content or the Freelancer provided hereunder; or (ii) no log-in or other activity in the account for 24 months despite reasonable commercial efforts to contact Freelancer based on the information provided through the Site as part of the account profile of such Freelancer.

Effect of Termination

Upon the termination of this Agreement, the grant of authority given to MagikTemplates.com shall cease subject to the following conditions: (i) MagikTemplates.com shall remove Accepted Content from the Site and distribution partners within thirty (30) days of the termination of this Agreement; (ii) notwithstanding termination, MagikTemplates.com and its distribution partners shall have the right to continue licensing Accepted Content until it is removed from the Site or other sites where Accepted Content is distributed; and (iii) regardless of the expiration or termination of this Agreement, MagikTemplates.com will continue, in accordance with this Agreement, to pay compensation due to the Freelancer in respect of licenses granted to members during any transitional period, subject to any rights of set-off under this Agreement or at law.

Upon termination, MagikTemplates.com will be entitled to retain all amounts owing to the Freelancer for a period of thirty (30) days to determine any applicable rights of set-off, and shall be entitled to deduct from such amounts, a reasonable administrative fee for establishing, managing and terminating your account.

Notwithstanding any other provision in this Agreement, the termination or expiration of this Agreement shall not alter or affect the rights granted to licensees or sub-licensees by MagikTemplates.com pursuant to this Agreement.

Termination of this Agreement shall operate without prejudice to the MagikTemplates.com's rights, defenses and limitations of liability provided under this Agreement, the Membership Agreement or the Terms of Use, which rights, defenses and limitations of liability shall survive termination of this Agreement. In addition, the provisions of this Agreement relating to: Managing Content, Confidential Information, Representations and Warranties, Indemnity, Disclaimer of Warranties and all limitations of liability, shall survive termination of this Agreement and continue in full force and effect.

DISCLAIMER OF WARRANTIES

THE SITE, INCLUDING ANY CONTENT CONTAINED THEREIN, ARE PROVIDED BY MagikTemplates.com “AS IS” WITHOUT REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. MagikTemplates.com DOES NOT REPRESENT OR WARRANT THAT THE SITE OR THE CONTENT WILL BE MADE AVAILABLE FOR SALE OR LICENSE OR THAT THEIR USE WILL BE UNINTERRUPTED OR ERROR FREE.

MagikTemplates.com DOES NOT REPRESENT OR WARRANT THAT THE SITE OR ANY CONTENT AVAILABLE FOR DOWNLOADING THROUGH THE SITE WILL BE FREE OF VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES.

LIMITATION OF LIABILITY

YOU ASSUME ALL RESPONSIBILITY AND RISK FOR USE OF THE SITE INCLUDING WITHOUT LIMITATION ANY OF THE CONTENT OR INFORMATION CONTAINED THEREIN.

IN NO EVENT SHALL MagikTemplates.com OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, PARTNERS, AGENTS OR LICENSEES BE LIABLE FOR ANY INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING DAMAGES FOR LOSS OF PROFITS, INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) IN CONNECTION WITH ANY CLAIM, LOSS, DAMAGE, ACTION, SUIT OR OTHER PROCEEDING ARISING UNDER OR OUT OF THIS AGREEMENT, INCLUDING WITHOUT LIMITATION THE USE OF, RELIANCE UPON, ACCESS TO, OR EXPLOITATION OF THE SITE, THE CONTENT OR ANY PART THEREOF, OR ANY RIGHTS GRANTED TO YOU HEREUNDER, EVEN IF MagikTemplates.com HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER THE ACTION IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OR OTHERWISE.

IN ANY EVENT, MagikTemplates.com'S TOTAL MAXIMUM AGGREGATE LIABILITY UNDER THIS AGREEMENT OR IN RESPECT OF THE USE OR EXPLOITATION OF ANY OR ALL PART OF THE SITE OR THE CONTENT IN ANY MANNER WHATSOEVER SHALL BE LIMITED TO THE FEES COLLECTED BY MagikTemplates.com FOR THE CONTENT THAT IS THE SUBJECT MATTER OF THE CLAIM, BUT IN ANY EVENT WILL NOT EXCEED THREE HUNDRED ($300.00) UNITED STATES DOLLARS.

SOME JURISDICTIONS DO NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, THE LIABILITY OF MagikTemplates.com OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, PARTNERS, AGENTS OR LICENSEES SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

Applicable law

The Site can be accessed from all countries around the world, you acknowledge and agree that this Agreement will be governed under the laws of Egypt applicable therein (without reference to conflicts of laws principles). You hereby irrevocably submit to the exclusive jurisdiction of the Courts of Egypt with respect to the subject matter of this Agreement. This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.

You consent to service of any required notice or process upon you by registered mail or overnight courier with proof of delivery notice, addressed to the address or contact information provided by you at the time you are first granted access to the membership portions of the Site. You agree to waive any right you may have to (i) to commence or participate in any class action against MagikTemplates.com related to the Site, this Agreement or any agreements contemplated hereby.

If MagikTemplates.com is obligated to go to court or arbitration to enforce any of its rights, or to collect any fees, you agree to reimburse MagikTemplates.com for its legal fees, costs and disbursements if MagikTemplates.com is successful.

General

You specifically agree and acknowledge that you have, in addition to the terms of this Agreement, reviewed the terms of the Membership Agreement and Terms of Use and any other agreements which may be incorporated by reference therein, and to the extent of their incorporation in this Agreement you agree to be bound by them.

MagikTemplates.com's failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right.

This Agreement is personal to you and is binding upon your heirs, executors and legal representatives, as the case may be, and is not assignable by you without MagikTemplates.com's prior written consent. MagikTemplates.com may assign this Agreement without your consent to any other party so long as such party agrees to be bound by its terms.

If all or part of any provision of this Agreement is wholly or partially unenforceable, the parties or, in the event the parties are unable to agree, a court of competent jurisdiction, shall put in place of such whole or part provision an enforceable provision or provisions, that as nearly as possible reflects the terms of the unenforceable whole or part provision.

This Agreement can be amended by the written agreement of the parties or by MagikTemplates.com posting amendments on the Upload portion of the Site. Continued provision of Content or failure to terminate this Agreement within thirty (30) days of posting of such amendment will be deemed to be acceptance of the amendment by the Freelancer and it will be incorporated by reference into this Agreement.

The parties have requested that this Agreement and all related documents be drawn up in English.

Contact

If you have concerns relating to this Agreement, please contact MagikTemplates.com at support@MagikTemplates.com

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 MagikTemplates.com AGREEING TO PROVIDE A MEANS FOR THE SALE OR LICENSE OF YOUR ACCEPTED 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 MagikTemplates.com, WHICH SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATION BETWEEN YOU AND MagikTemplates.com RELATING TO THE SUBJECT OF THIS AGREEMENT.