- Binding agreement: These terms and conditions (these “Terms”) set forth the terms and conditions that apply to your purchase and use of a Product from Pixel Union Design Ltd. (“Pixel Union”, “we”, “our” or “us”). By purchasing or using a Product you acknowledge and agree that you accept and are legally bound by these Terms. If you do not accept these Terms, you must not use the Products. If you are dissatisfied with these Terms, your sole and exclusive remedy is to discontinue use of the Products.
- Amendments: Pixel Union may update these Terms at any time, without notification to you, and you should review these Terms from time to time by accessing this webpage. Your continued used of a Product will be deemed irrevocable acceptance of any such revisions.
- Ability to enter into these Terms: In order to enter into these Terms, you must have reached the legal age of majority in your jurisdiction of residence, and be fully able and competent to enter into the terms, conditions, obligations, affirmations, representations and warranties set forth in these Terms, and to abide by and comply with these Terms. It is your responsibility to ensure that you are legally eligible to enter into these Terms under any laws applicable to you. If you accept these Terms, you represent that you have the capacity to be bound by it.
- Definitions: When used in these Terms, the following terms have the following meanings:
“Date of Purchase” means the date on which a commercial transaction with Pixel Union occurs.
“End Product(s)” means a single instance of a Pixel Union theme having been installed for a personal or commercial project.
“Intellectual Property Rights” means any and all proprietary rights, titles, and interests, including, but not limited to, trademarks, patents and copyrights, as existing and recognized anywhere in the World on the Date of Purchase or thereafter.
“Product(s)” means any paid for item, subscription, or service offered by Pixel Union.
“Product Update(s)” means subsequent updates to a Product released by Pixel Union for the purposes of, but not limited to, fixing bugs or adding features.
“Supported Browser(s)” means, subject to an express statement to the contrary, (i) the most recent stable release version of Chrome, Firefox, or Safari; and (ii) Internet Explorer 11 and above.
“Unsupported Browser(s)” means any browser not listed as a Supported browser.
Individual Theme Purchase
- Pixel Union retains all Intellectual Property Rights and all other proprietary rights to the Products, including without limitation the Product(s) you purchase.
- If you purchase a Product, Pixel Union grants you or one of your clients (the “User”), a non-exclusive worldwide license to use such Product to create a single End Product. You may not use a single Product license for more than one of your clients.
- Each Product license permits the installation of the Product once on one domain.
- The User is not entitled to distribute, duplicate and make available to anyone, resell in its original form, or modify for the purposes of reselling, the Product.
- Our dedicated support team will happily assist you with the initial installation of the Product and its features. Assistance with the manual installation of a theme update, however, is not available.
- You are entitled to any Product Updates that Pixel Union releases for the Product, for the duration of the commercial lifespan of that Product.
- While our support team does its best to accommodate requests for customization help, this is not a service that we guarantee.
- In addition to the support terms set forth in these Terms and Conditions, our support policy, as may be updated by us from time to time in our sole discretion, will apply to any support services we provide for the Products. The current version of the support policy can be found here.
- Notwithstanding anything in these Terms to the contrary, for the purposes of Pixel Union's Wordpress themes, all theme code constituting a derivative of Wordpress' code base is licensed under Wordpress’ GPL license, available at wordpress.org/about/license/. All other associated theme code, markup, stylesheets, images, and other theme assets are licensed as described in Section 5.
Acceptable Use Policy
- You agree that you will not use the Products in a manner that:
- infringes, violates or misappropriates any third party’s intellectual property or other proprietary rights;
- is misleading, deceptive or fraudulent or otherwise illegal or promotes illegal activities, including engaging in phishing or otherwise obtaining financial or other personal information in a misleading manner or for fraudulent or misleading purposes;
- is libellous or defamatory, or that is otherwise threatening, abusive, violent, harassing, malicious or harmful to any person or entity, or is invasive of another’s privacy;
- is harmful to minors in any way;
- is hateful or discriminatory based on race, color, sex, religion, nationality, ethnic or national origin, marital status, disability, sexual orientation or age or is otherwise objectionable, as reasonably determined by Pixel Union;
- impersonates a Pixel Union employee, or any other person, or falsely states or otherwise misrepresents your affiliation with any person or entity, or to obtain access to the Site or Services or a portion thereof without proper authorization;
- interferes or attempts to interfere with the proper working of the Products or prevents others from using the Products, or that otherwise negatively affects other persons’ ability to use the Products;
- collects, uses or discloses data, including personal information, about users without their informed consent or for unlawful purposes or in violation of applicable law or regulations;
- attempts to gain unauthorized access to the computer systems of Pixel Union or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of the Products;
- decompiles or reverse engineers or attempts to access the source code of the software underlying the Products or any other Pixel Union technology;
- except as otherwise expressly permitted under these Terms, copies, archives, stores, reproduces, rearranges, modifies, downloads, uploads, creates derivate works from, displays, performs, publishes, distributes, redistributes or disseminates all or any part of the Products; or
- accesses the Products for the purposes of building a product using similar ideas, features, functions, interface or graphics as those found in the Products.
- Shopify’s Acceptable Use Policy. In addition to the requirements set forth in Section 9, you agree that you will not use the Products in a matter that violates Shopify’s acceptable use policy violates Shopify’s acceptable use policy, available at Shopify AUP. If Pixel Union receives notice or otherwise determines that you have violated the Shopify AUP, or if Pixel Union receives notice that your Shopify account has been terminated, Pixel Union, may in its sole discretion terminate these Terms and your licenses and rights to use the Products without penalty.
- Our newsletter contains important information about product releases and critical updates. You can unsubscribe by clicking the “unsubscribe” link at the bottom of each newsletter.
- Pixel Union warrants that all Products are developed and maintained in accordance with applicable industry standards. All Products have been subject to internal quality assurance reviews and have been deemed fit for commercial sale.
- Browser support.
- All Pixel Union themes are, subject to reasonable limitations, visually consistent and are functionally compatible, in all material aspects, across all of the Supported Browsers. In an instance where certain features or designs are not reasonably feasible due a browser’s technical limitations, Pixel Union will use its discretion to implement a reasonable alternative.
- EXCEPT AS OTHERWISE SET FORTH IN SECTION 12 OR 13: (I) YOUR USE OF THE PRODUCTS ARE AT YOUR SOLE RESPONSIBILITY AND RISK; (II) THE PRODUCTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS; AND (III) PIXEL UNION EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND WITH RESPECT TO THE PRODUCTS, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, PERFORMANCE, SYSTEM INTEGRATION, QUIET ENJOYMENT, TITLE, AND NON-INFRINGEMENT.
Exclusions of Liability
- YOU AGREE THAT, UNDER NO LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO NEGLIGENCE, BREACH OF WARRANTY OR CONDITION, BREACH OF CONTRACT OR TORT, WILL PIXEL UNION OR ITS OWNERS, OFFICERS, DIRECTORS, AFFILIATES, CONTRACTORS, EMPLOYEES OR AGENTS, BE LIABLE TO YOU OR ANY THIRD PARTY ACTING ON YOUR BEHALF FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES OR DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES OR THE COST OF ANY SUBSTITUTE EQUIPMENT, FACILITIES OR SERVICES (EVEN IF PIXEL UNION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF OR YOUR INABILITY TO USE THE PRODUCTS, OR FOR ANY DAMAGES ARISING FROM OR RELATED TO THESE TERMS. PIXEL UNION’S TOTAL AGGREGATE LIABILITY FROM ANY AND ALL CLAIMS UNDER THESE TERMS IS LIMITED TO THE AMOUNT YOU PAID FOR THE PRODUCT GIVING RISE TO THE CLAIM. TO THE EXTENT ANY PROVINCE, STATE OR JURISDICTION DOES NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, PIXEL UNION’S LIABILITY IN SUCH PROVINCE, STATE OR JURISDICTION WILL BE LIMITED TO THE FURTHEST EXTENT PERMITTED BY LAW. YOU FURTHER AGREE THAT THE FOREGOING LIMITATIONS WILL APPLY WITH RESPECT TO THIRD PARTY LIABILITY OF ANY KIND.
- PIXEL UNION IS NOT LIABLE AND PROVIDES NO WARRANTY FOR ANY ERRORS, BUGS, CONFLICTS, OR INCOMPATIBILITIES WITH PRODUCTS ARISING FROM (I) IMPROPER INSTALLATION OF THE PRODUCT; OR (II) ANY USE OF THE PRODUCT FOR ANY PURPOSE OTHER THAN THAT FOR WHICH IT WAS BEING OFFERED BY PIXEL UNION; OR (III) THE CONCURRENT USE OF THIRD-PARTY PRODUCTS OR SERVICES, AS REASONABLY DETERMINED BY PIXEL UNION; OR (IV) ANY AND ALL CHANGES OR MODIFICATIONS TO THE PRODUCT AFTER THE DATE OF PURCHASE; OR (V) FOR ANY ERRORS, BUGS, CONFLICTS, OR INCOMPATIBILITIES WHICH ARISE EXCLUSIVELY ON UNSUPPORTED BROWSERS.
- WITH RESPECT TO ANY DISPUTE ARISING OUT OF OR RELATED TO THE PRODUCTS AND/OR THESE TERMS: (I) YOU HEREBY EXPRESSLY GIVE UP YOUR RIGHT TO HAVE A TRIAL BY JURY; AND (II) YOU HEREBY EXPRESSLY GIVE UP YOUR RIGHT TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INCLUDING BUT NOT LIMITED TO CLASS ACTION LAWSUITS INVOLVING ANY SUCH DISPUTE.
- You agree that you will not bring a claim under or related to these Terms more than twelve (12) months from when your claim first arose.
Governing Law and Jurisdiction
- These Terms shall be governed and interpreted in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein, without regard to conflicts of laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms. You consent to the exclusive jurisdiction of the courts of the Province of British Columbia in respect of any claim you may have against Pixel Union. Notwithstanding the foregoing, Pixel Union may seek and obtain injunctive relief in any jurisdiction in any court of competent jurisdiction and you agree that these Terms are specifically enforceable by Pixel Union through injunctive relief and other equitable remedies without proof of monetary damages.
- Pixel Union reserves the right, at any time and without cost, charge or liability, to terminate these Terms and your licenses and rights to use the Products in the event you fail to comply with the terms and conditions of these Terms.
- If any portion of these Terms are deemed unlawful, void or unenforceable by any court of competent jurisdiction, these Terms as a whole will not be deemed unlawful, void or unenforceable, but only that portion of these Terms that is unlawful, void or unenforceable will be stricken from these Terms.
- You agree that if Pixel Union does not exercise or enforce any legal right or remedy which is contained in these Terms (or which Pixel Union has the benefit of under any applicable law), this will not be taken to be a formal waiver of Pixel Union’s rights and that those rights or remedies will still be available to Pixel Union.
- The following will survive any actual or purported termination or expiry of these Terms and continue in full force and effect: Sections 4, 8 and 14 through 24.
- These Terms are the entire agreement between you and Pixel Union related to the subject matter in these Terms. These Terms replace and supersede any other prior or contemporaneous agreement, representation or discussion, oral or written, and may not be changed except in writing signed by Pixel Union, regardless of whether or not the parties act under an unsigned “electronic” agreement or rely on such an unsigned agreement.
Contacting Pixel Union
- You may contact Pixel Union by email at firstname.lastname@example.org or by mail at 202-1221 Broad St, Victoria, BC V8W 2A4