This Terms of Use Agreement (the "Agreement") constitutes a legally binding agreement between Harminder Singh, (" Operating as thind.dev") and the client, whether personally or on behalf of an entity ("Client"), with regard to access and use of thind.dev's website: www.thind.dev (the "Website") and any other media form, channel, mobile website or mobile application related, linked or otherwise connected thereto. Failure to agree and adhere to all of the terms, conditions, and obligations contained herein results in the express prohibition of the Client's use of the Website, and the Client is ordered to discontinue use immediately. Thereafter, the relationship between Client and thind.dev shall cease and be of no further force and effect between the parties, except that any obligation of the Client to pay thind.dev for services rendered shall remain and continue to be an ongoing obligation owed by the Client to thind.dev.
1. Intellectual Property Rights
Unless otherwise indicated, the Website is the property of thind.dev, and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics of any nature and regardless of format (collectively or individually referred to as the "Content") and the trademarks, service marks, and logos contained therein (the "Marks") are owned and controlled by thind.dev. They are protected by copyright and trademark laws and any other applicable intellectual property law or regulation of the United States, foreign jurisdictions, and international conventions. The Content and Marks are provided "As-Is" for the Client's information and personal use only. Except as expressly provided herein, no part of the Website and no Content may be copied, reproduced, aggregated, republished, uploaded, posted, displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without thind.dev's express prior written permission. thind.dev reserves all rights in the Website, Content, and Marks.
2. Ownership of Materials
Notwithstanding thind.dev's ownership of Submissions, as described in Paragraph 4 ("Client Feedback"), all design and original source files created on the Client's behalf ("Projects") belong to the Client, and the Client shall be the sole owner of the copyright for all Projects. In the event that any operation of law would cause thind.dev to become the owner of a Project, in whole or in part, rather than the Client, thind.dev irrevocably and perpetually assigns its entire interest in the Project to the Client, without limitation. The Client warrants that any and all materials provided to thind.dev as examples or as material to be incorporated into a project during the design process are owned by the Client and do not infringe on or misappropriate any third party's rights, including, but not limited to, all intellectual property rights and any right of publicity. thind.dev always reserves the right to share the Client's design work publicly (on social media, website, etc.) unless otherwise agreed upon between the parties.
3. Third-Party Fonts
In the event that any Project incorporates fonts that are not owned by thind.dev and require a commercial license in order for the Client to legally reproduce, distribute, or publicly display the Project ("Third-Party Font(s)"), thind.dev will inform the Client in writing that one or more Third-Party Fonts have been incorporated into the Project and that the Client will need to purchase one or more licenses for the Third-Party Fonts from the rights-holder(s) of said Third-Party Fonts in order to legally reproduce, distribute, or publicly display the Project. Said licenses shall be purchased directly from the rights-holder(s) and at the expense of the Client. Upon payment of the applicable fees for the Third-Party Fonts, thind.dev will provide the Client with the necessary information to obtain the applicable license(s) directly from the rights-holder(s) of the Third-Party Fonts.
4. Client Feedback
During the design process, thind.dev will provide the Client with an opportunity to review the appearance and content of the Project(s) (the "Submissions"). The Client shall promptly review the Submissions and provide feedback and/or approval in writing. If the Client does not respond within [number] days from the date of receiving the Submissions, thind.dev will consider the Submissions approved. The Client shall be responsible for any additional fees or expenses incurred beyond the initial scope of the Project due to delays or modifications requested by the Client after approval of the Submissions.
5. Limitation of Liability
thind.dev, its directors, officers, employees, or agents shall not be liable for any direct, indirect, incidental, special, or consequential damages arising out of or relating to the Client's access to or use of the Website, Content, or any links provided on the Website. To the maximum extent permitted by law, the Client hereby releases thind.dev from any and all claims arising out of or related to the Client's use of or access to the Website or any Content, whether based on warranty, contract, tort (including negligence), or any other legal theory, and whether or not thind.dev has been informed of the possibility of such damage, even if a remedy set forth herein is found to have failed its essential purpose.
6. Indemnification
The Client agrees to defend, indemnify, and hold harmless thind.dev, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to the Client's violation of this Agreement or the Client's use of the Website or any Content, including, but not limited to, any use of the Website's content, services, and products other than as expressly authorized in this Agreement or the Client's use of any information obtained from the Website.
7. Governing Law and Dispute Resolution
Any legal suit, action, or proceeding arising out of or related to this Agreement or the Website shall be instituted exclusively in the federal or state courts located in Surrey, British Columbia, Canada, and the Client waives any objection to the venue or personal jurisdiction of such courts.
8. Miscellaneous
This Agreement constitutes the entire agreement between thind.dev and the Client regarding the use of the Website and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding such subject matter. If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. No waiver by thind.dev of any term or condition of this Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of thind.dev to assert a right or provision under this Agreement shall not constitute a waiver of such right or provision. The Client may not assign, transfer, or sublicense any or all of its rights or obligations under this Agreement without thind.dev's prior written consent. thind.dev may assign, transfer, or sublicense any or all of its rights or obligations under this Agreement without restriction.
9. Termination
thind.dev reserves the right to terminate or suspend the Client's access to the Website or any Content at any time and without prior notice, for any reason or no reason. Upon termination, the Client's right to use the Website and any Content will immediately cease, and the Client shall cease all use of the Website and any Content.