Welcome to Smarty Symbols LLC (“The Company”). Please carefully read this License Subscription Agreement (“Agreement”) before subscribing to our website and using our services. By subscribing to the services offered on this website, you agree to be bound by the following terms:

1. Terms and Conditions

1.1 Applicability of Terms and Conditions These terms and conditions shall be applicable to you and all the users of the site of Smarty Symbols LLC. (“The Company”).

1.2 Binding Agreement By using this website, you agree to be immediately bound by these terms and conditions, which shall be the sole controlling document that will govern the relationship between you and the Company.

1.3 Usage of Images and Licenses These terms and conditions shall also govern your downloading and usage of any images or licenses in the site of The Company.

2. Definitions

2.1 The Company Refers to Smarty Symbols LLC, the provider of the website and images offered under this Agreement.

2.2 Website Denotes the Smarty Symbols LLC website accessible at www.smartysymbols.com, including all its content, images, and materials.

2.3 Subscriber Any individual or entity who subscribes to the services offered on the Website and agrees to the terms of this Agreement.

2.4 Images All visual elements, icons, symbols, graphics, and illustrations available on the Website, including but not limited to those provided by Smarty Symbols LLC.

2.5 License The permission granted by Smarty Symbols LLC to the Subscriber, allowing them to use the Images in accordance with the terms of this Agreement.

2.6 Commercial License A license granted by Smarty Symbols LLC to a Subscriber, enabling the usage of Images for personal and/or financial gain, subject to the terms of this Agreement.

2.7 Stand-alone Use Usage of Images as separate, individual items without substantial creative content added by the Subscriber.

2.8 Custom Design Unique and creative arrangement, design, and additional content added by the Subscriber to enhance the Images and create distinctive resources.

2.9 Subscription Term The duration for which the Subscriber is entitled to access the Website’s content and utilize the Images under the Commercial License.

2.10 Termination The cessation of the Subscriber’s access to the Website and the revocation of the License for the usage of Images due to expiration, termination, or breach of the Agreement.

2.11 Indemnity The Subscriber’s obligation to defend, indemnify, and hold Smarty Symbols LLC harmless from any liability, damages, costs, or claims arising from the Subscriber’s use of the Images.

2.12 Attribution A statement acknowledging the use of Smarty Symbols’ Images, to be included in any resource created using the Images.

2.13 Third-Party Website Any website or platform not owned or operated by Smarty Symbols LLC.

2.14 Severability The principle that if any part of the Agreement is deemed unenforceable, the remaining provisions shall remain valid and enforceable.

2.15 Governing Law The laws of the State of Texas, USA, which govern the interpretation and enforcement of this Agreement.

2.16 Arbitration A method of resolving disputes between the parties through an independent arbitrator or arbitration panel.

3. Amendments

3.1 Right to Amend The Company reserves the right to change these Terms and Conditions, including the pricing of any licenses offered on the site, at any time and without notice.

3.2 Immediate Binding You hereby irrevocably agree that any amendments or changes in these Terms shall be immediately binding and applicable to you, without any need for any prior notice to you.

4. Copyright

4.1 Protection of Images You acknowledge that the images contained on this website may be protected by copyrights, and all rights to such images are subject to international copyright laws.

4.2 License Termination You agree that the Company may immediately remove any granted licenses to you without the need for any notice, especially if you fail to follow any of the terms and conditions contained in this agreement.

4.3 Non-compliance Consequences

Failure to comply with any of the terms contained in this agreement or violations of the terms of your licenses may result in serious consequences, including but not limited to:

4.3.1 License Revocation In the event of non-compliance, the Company reserves the right to revoke your license immediately and without prior notice. This means that you will no longer have the right to use any of the images you obtained from the site for any purpose.

4.3.2 Termination of Subscription Non-compliance may lead to the termination of your subscription to our website and services. You will lose access to all content and resources on the site.

4.3.3 Removal of Images Upon non-compliance, you are required to promptly remove any images you have downloaded, used, or incorporated into your materials under the license.

4.3.4 Legal Consequences Failure to comply with the terms and conditions of this agreement or the license terms may result in legal action, including claims for damages, injunctive relief, or other remedies available under applicable law.

It is essential to adhere to the terms and conditions outlined in this agreement and the license to ensure continued access to the site’s resources and to avoid any potential legal ramifications. The Company takes its intellectual property rights seriously and will enforce them to protect its copyrighted materials.

Please review the agreement carefully to ensure full compliance with all the terms and conditions stated herein. If you have any questions or concerns about the terms of this agreement, please contact us promptly at [email protected].

5. Use Of Images

5.1 Applicability of Terms These terms and conditions shall be equally applicable to personal, corporate, educational, charitable, or any type of usage of images. Your use of our images shall also be governed by the terms of your license as set forth by the company.

5.2 Commercial License Grant The Company, in its sole discretion, may extend a Commercial License to you for the use of its images and templates. Alternatively, you may have purchased an automatically renewed commercial license subscription to The Company’s website.

5.3 Permitted Usage A Commercial License grants you permission to use the images of The Company for your own personal and/or financial gain, during the term of your subscription, in a digital and printed medium with limited attribution.

5.4 Allowed Formats All commercial licenses purchased via http://www.smartysymbols.com will grant you permission to sell and/or distribute materials containing the Company’s images in the following formats:

a. Digital pdf containing no more than 150 images per resource, b. Digital material with movable pieces with no more than 50 pieces per resource, c. Print media, d. DVD’s or CD’s covers, e. Physical objects containing no more than 50 images per product, f. Social Media posts (if images are embedded in a larger image with additional text), g. Any printed educational materials.

5.5 Image Manipulation Commercial licensees are strictly prohibited from uploading any Smarty Symbols in png or jpg format to any program that may make images available free/paid to others. A commercial license will grant you the ability to do image manipulation of the company, such as transforming color images into line art or combining images. However, the final result remains copyrighted by The Company.

5.6 Third-Party Licensing Commercial licensees are strictly prohibited from licensing any resource created with Smarty Symbols to any third-party business without authorization from one of Smarty Symbols officers. Commercial licensees are permitted to create resources for direct promotion or sale to consumers directly; all other engagements require authorization from a Smarty Symbols officer. Commercial licensees may not engage in business-to-business deals on their own. Any third-party business-to-business agreements of materials containing Smarty Symbols must involve an additional license between Smarty Symbols and said third party.

5.7 Account Sharing Prohibition Even with a commercial license, you are also prohibited from sharing your registered account with the Company’s site, your license, or your downloaded images with others. Account holders must protect their password and access to the platform. Failure to comply with this requirement will automatically block your account.

5.8 Usage with Custom Design You are strictly prohibited, even with a commercial license, from selling or distributing the Company’s images or templates as stand-alone items in any image format. The images from the Company must be utilized in a way to enhance your own resource. Selling the Company’s images without custom design, text, and other relevant content is beyond the scope of your license. Resources created with the Company’s images must meet the following minimum standard: “Are customers purchasing/downloading/accessing your resource because of how the Company’s images are organized, designed, accompanied text, or because of the Company’s image alone?” If the Company finds that your resource does not meet the minimum requirement, we may ask that you edit your resource.

5.9 License Cancellation You hereby irrevocably agree that the Company retains the right to cancel your license, in its sole discretion, without the need for any justifiable reason.

5.10 Expiration of Image Usage

Upon the termination of your subscription to Smarty Symbols’ commercial license, the right to utilize the images provided by Smarty Symbols in any of your materials shall automatically expire. However, in acknowledgment of your ongoing business efforts, we grant you a grace period of up to three (3) years from the date of subscription termination during which you may continue selling products that include Smarty Symbols’ images, subject to the following conditions:

5.10.1 Grace Period Usage: During the grace period, which extends up to three (3) years after the termination of your license, you are permitted to sell and distribute products that incorporate Smarty Symbols’ images.

5.10.2 No Renewal Requirement: Throughout this grace period, you are not obligated to seek an active license renewal or obtain further authorization from Smarty Symbols LLC for the products already in circulation.

5.10.3 Post-Grace Period Arrangements: Following the conclusion of the three-year grace period, you are required to engage with Smarty Symbols LLC to discuss potential revenue-sharing models or explore the option of acquiring an annual licensing fee should you wish to continue using Smarty Symbols’ images in your products.

5.10.4 Scope of Application: The grace period exclusively applies to products that were created and published before the termination of your license and conform to the minimum standard defined in this agreement.

5.10.5 Exclusion of New Products: For any new products created or updates made to existing products after the termination of your license, Smarty Symbols’ images may no longer be employed, and you must refrain from incorporating them into any new resources.

It is essential to diligently maintain accurate records of the dates of termination and manage your products in accordance with the expiration of image usage to ensure compliance with this agreement.

Should you have any inquiries or wish to discuss the transition to continued usage beyond the grace period, we encourage you to promptly reach out to Smarty Symbols LLC at [email protected].

5.11Permitted Website Uploads and Prohibitions

A commercial license grants you permission to upload a pdf. file to specific websites as listed below:

• Teachers Pay Teacher (http://www.teacherspayteacher.com)
• Amazon (http://www.amazon.com)
• Etsy ( http://www.etsy.com)

With a commercial license, you are strictly prohibited from the following:

• Uploading any Smarty Symbols to a 3rd party website without an additional written authorization from a Smarty Symbols representative ([email protected])
• Re-licensing the materials you created using Smarty Symbols on other platforms without written authorization or a separate agreement which would grant you such permission
• Utilizing the images in the development of any software without a separate agreement

Such acts are considered a breach of agreement and may be subject to copyright infringement.

A commercial license grants you permission to upload a pdf. file to specific websites as listed below:

1. Teachers Pay Teacher (http://www.teacherspayteacher.com)
2. Amazon (http://www.amazon.com)
3. Etsy ( http://www.etsy.com)

With a commercial license, you are strictly prohibited from the following:

1. Upload any Smarty Symbols to a 3rd party website without an additional written authorization from a Smarty Symbols representative ([email protected])
2. Re-license the materials you created using Smarty Symbols on other platforms without written authorization or a separate agreement which would grant you such permission
3. Utilize the images on the development of any software without a separate agreement

Such acts are considered a breach of agreement and may be subject to copyright infringement.

6.Indemnity

You agree to fully defend, indemnify, and hold SmartySymbols, LLC, its officers, directors, employees, and affiliates, harmless against all types of liability, damages, costs, expenses, including reasonable legal fees and expenses, and claims arising from:

a. Any breach of this agreement by you, including but not limited to unauthorized use of the Company’s images or violation of any of the terms and conditions herein. b. Your use of Smarty Symbols’ images in combination with any other materials, products, or content. c. Any third-party claims related to the use of resources created with Smarty Symbols’ images.

This indemnification obligation shall survive the termination of your subscription and the expiration of this agreement.

7. Exclusion of Liability

You expressly acknowledge and agree that your use of Smarty Symbols’ images is at your own risk. Smarty Symbols, LLC shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including, but not limited to, damages for loss of profits, goodwill, use, data, or other intangible losses, even if the Company has been advised of the possibility of such damages. This exclusion of liability applies to all claims, whether based on warranty, contract, tort (including negligence), or any other legal theory.

8. Termination

Smarty Symbols, LLC reserves the right to terminate your subscription and access to any or all content on this website at its sole discretion and with or without prior notice. Termination may occur for reasons including, but not limited to, violation of this agreement, breach of license terms, or inappropriate use of the Company’s images.

Upon termination, you shall immediately cease all usage of Smarty Symbols’ images, delete all previously downloaded images from any of your devices, and your rights to access and use the images shall automatically expire.

9. Attribution

9.1 Any resource created with Smarty Symbols’ images must prominently include a statement on the first page giving attribution in the following format:

“This [product/resource] was created using Smarty Symbols. All rights reserved worldwide.”

9.2 You must display one of the credit images provided by Smarty Symbols (https://smartysymbols.com/attributions-buttons/) within your resources, ensuring the credit is clearly visible and in compliance with Smarty Symbols’ attribution guidelines.

10. Jurisdiction and venue

11. DISCLAIMER OF WARRANTY.

The Smarty Symbols’ images are provided under this license on an “as is” basis, without warranty of any kind, either express or implied. The Company does not warrant that the images will meet your requirements or that their use will be uninterrupted or error-free.

You acknowledge that the entire risk as to the quality and performance of Smarty Symbols’ images is with you. The Company makes no warranties, express or implied, including without limitation, warranties of merchantability or fitness for a particular purpose. This disclaimer of warranty constitutes an essential part of this license.

By implementing these enhancements, the agreement will provide better protection to both parties involved and offer more clarity regarding their respective rights and obligations.

12. LAST UPDATE

This Agreement was last updated on 07/28/2023. Please review this page regularly to ensure you are familiar with the most current version of the terms and conditions.