License Agreement
1. Grant of License
1.1. Licensor grants Licensee a limited, non-exclusive, non-transferable, and revocable license to access, view, and use The CLU Studio video content ("Content") solely for the purpose outlined in this Agreement.
1.2. Licensee may use the Content for internal training, education, and development purposes. Any use beyond these purposes requires prior written approval from Licensor.
2. Restrictions on Use
2.1. Licensee shall not reproduce, distribute, display, perform, or create derivative works of the Content, in whole or in part, without Licensor's prior written consent.
2.2. Licensee shall not sublicense, sell, rent, lease, or otherwise transfer the Content to any third party without express permission from Licensor.
2.3. Licensee shall not remove, alter, or obscure any copyright, trademark, or other proprietary notices appearing on the Content.
3. Ownership
3.1. Licensor retains all rights, title, and interest in and to the Content, including all intellectual property rights. No ownership rights are transferred to Licensee under this Agreement.
4. Term and Termination
4.1. This Agreement is effective as of the date of purchase shall continue until terminated.
4.2. Licensor may terminate this Agreement immediately if Licensee breaches any provision of this Agreement.
4.3. Upon termination, Licensee must cease all use of the Content and destroy all copies of the Content in its possession or control.
5. Confidentiality
5.1. Licensee agrees to keep the Content confidential and use it solely for the purposes authorized under this Agreement.
6. Indemnification
6.1. Licensee agrees to indemnify and hold harmless Licensor from and against any claims, damages, losses, or expenses arising out of Licensee's use of the Content in violation of this Agreement.
7. Disclaimer of Warranties
7.1. The Content is provided "as is" without warranty of any kind. Licensor disclaims all warranties, whether express or implied, including but not limited to implied warranties of merchantability and fitness for a particular purpose.
8. Limitation of Liability
8.1. Licensor shall not be liable for any indirect, incidental, consequential, or punitive damages arising out of or related to this Agreement or Licensee's use of the Content.
9. Governing Law
9.1. This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of law principles.
10. Entire Agreement
10.1. This Agreement constitutes the entire understanding between the parties with respect to the Content and supersedes all prior agreements and understandings.
11. Amendments
11.1. This Agreement may only be amended in writing signed by both parties.