License Agreement

(End User License for Hiragino Font)

This License Agreement (\"Agreement\") for a digital font software program (a group of programs including the Hiragino Font) sets forth the terms and conditions for using the digital font program (hereinafter referred to as \"Licensed Program\") which is provided with this Agreement by SCREEN Graphic Solutions Co., Ltd. (hereinafter referred to as \"SCREEN\") to you (hereinafter referred to as \"CUSTOMER\"). The CUSTOMER must read this Agreement thoroughly, and the CUSTOMER will be deemed to have consented to use the Licensed Program in accordance with the terms and conditions set forth in this Agreement. It should be noted that, based upon the CUSTOMER's consent, the right to use the Licensed Program will be licensed, not sold, to the CUSTOMER by SCREEN. The Computers on which the CUSTOMER (whether a corporation or natural person) is permitted to install the Licensed Program within the permitted number of units shall be limited solely to the Computers owned or controlled by the CUSTOMER.

Any corporation having its principal place of business in East Asian countries and regions (excluding Japan), or any natural person residing therein, shall contact SCREEN (www.screen-hiragino.com) for confirmation in advance when using the Licensed Program for the purpose of commercial use.

Article 1. Definitions

1. \"Computer\" shall mean an electronic device which can receive, store and process data with a series of digital instructions or other similar form of information and also output particular results.

2. \"One (1) Computer\" shall mean one (1) electronic device, and shall be defined as One (1) Computer in case multiple CPUs are loaded, or multiple OS's are installed or simultaneously activated, on one (1) electronic device.

3. \"Permitted Number of Units\" shall mean the number of Computers (number of licenses) licensed for one (1) type of the Licensed Program. Unless otherwise specified, such number shall be one (1).

4. \"Video Content\" shall mean any works and programs, including videos and still pictures, displayed on video displays or projection screens by CUSTOMER or other entities, including, but not limited to, a video production company, broadcasting company, Computer graphics production company, animation production company, or game software production company, whether or not intellectual property rights, including copyrights, etc. are owned by the CUSTOMER, for commercial or non-commercial purposes, or in any media format such as broadcasting, CD-ROM, DVD, video tape, Internet, etc.

5. \"Digital Content\" shall mean any commercial or non-commercial works, including video contents and works configured with text, graphics, drawings, etc., which are provided to end users in a digital data format.

6. \"Analog Output\" shall mean the output of the Licensed Program onto analog media, such as paper or film, etc., including any output encompassing the Processing of Design for the Licensed Program as defined in Paragraph 10 of this Article.

7. \"Digital Output\" shall mean to display the Licensed Program on the display including any display having the Processing of Design for the Licensed Program as defined in Paragraph 10 of this Article.

8. \"Flip\" shall mean a medium which has been created using the Analog Output for the purpose of using it in Video Content, or any tangible object which has been processed by transferring or affixing such medium.

9. \"Telop\" shall mean any text, symbols, etc. which constitute subtitles displayed on the Video Content, including the Digital Output subtitles made by Telopper or Telopper software, and any subtitles shown on the display by photographing and composing the Analog Output with a camera from Telopper or Telopper software.

10. \"Processing of Design\" shall mean the adding of certain display and character manipulation effects by applying font structure, which includes character formatting (bold, italics, underline, shade, outline, emboss, relief, etc.) and/or character manipulation, etc. in word processing software.

11. \"Change/Revision\" shall mean a change of the font structure itself, including separating left- hand and right-hand radicals of Kanji characters, creating new characters (external characters), expanding and contracting the elements of characters, and manipulation such as bending to create new characters.

12. \"Commercial Use\" shall mean to use the deliverables (printed matter, Digital Content, Video Content, etc.) in sales, distribution, public transmission, etc. for the purpose of making a profit, whether by an individual or corporation.

13. \"East Asian Countries and Regions\" shall mean Mongolia, South Korea, Peoples' Republic of China, Hong Kong, Macau, Taiwan, and North Korea.

Article 2. Terms of License

1. The CUSTOMER may install one (1) type of the Licensed Program on the Permitted Number of Units of Computers owned by the CUSTOMER and use the Licensed Program on such Permitted Number of Units of Computers in a readable format.

2. The CUSTOMER may install the Licensed Program for each respective application in order to use the Licensed Program in multiple application environments, provided that such installation remains within the limits of the Permitted Number of Units of Computers.

3. The CUSTOMER may perform Digital Output and Analog Output by conducting the Processing of Design and Change/Revision to the Licensed Program installed on the Permitted Number of Units of Computers.

4. The CUSTOMER may use the Licensed Program installed on the Permitted Number of Units of Computers as Telops and Flips in Video Content.

5. The CUSTOMER may reproduce, sell, distribute, or publicly transmit the Video Content created in accordance with the Licensed Program.

6. The CUSTOMER may re-run the Video Content created or broadcasted during the term of this Agreement after the termination hereof.

7. The CUSTOMER may sell or distribute the Digital Content created or broadcasted during the term of this Agreement.

8. The CUSTOMER may sell or distribute the Digital Content created or broadcasted during the term of this Agreement after the termination thereof.

9. The CUSTOMER may reproduce, sell, distribute, or publicly transmit the Digital Content, such as in PDF files, which was created using the Licensed Program.

10. In reproducing, selling, distributing, or publicly transmitting the Digital Content, such as in PDF files, which was created using the Licensed Program, the CUSTOMER may embed only the characters (subset characters) used in the Digital Content, such as in PDF files, to the extent licensed under the terms and conditions of this Agreement.

11. The CUSTOMER may install the licensed program for backup purposes only on floppy disks, CD- ROMs, hard drives, external storage devices or other storage media.

12. Any and all rights in the Licensed Program shall be owned by SCREEN or any third party which has granted SCREEN the right of use.

13. Under no circumstances shall any intellectual property rights (including, but not limited to, patents, utility model rights, copyrights, protected business information) and rights with respect to trademarks, trade names, and service marks of SCREEN or any third party which has granted SCREEN the right of use be transferred to the CUSTOMER under the terms and conditions of this Agreement.

14. Any corporation having its principal place of business in East Asian Countries and Regions (excluding Japan), or any natural person residing therein, shall contact SCREEN (www.screen- hiragino.com) for confirmation in advance when using the Licensed Program for the purpose of Commercial Use.

Article 3. Term and Termination

1. This Agreement shall be effective as of the downloading or installing of the Licensed Program, whichever comes earlier. In addition, this Agreement shall remain in force as long as the CUSTOMER continues to use the Licensed Program unless terminated pursuant to the following Clause (2) or as otherwise provided herein.

2. SCREEN may terminate this Agreement by notifying the CUSTOMER in writing no later than thirty (30) days prior to such termination, and only if the CUSTOMER uses the Licensed Program in breach of any provision of this Agreement and such breach is not remedied within the said period of thirty (30) days.

3. If this Agreement is terminated pursuant to the provisions of the preceding paragraphs, the right of use granted by SCREEN in Article 2 regarding the Licensed Program shall cease, and the CUSTOMER shall destroy or return the Licensed Program, as well as any and all copies thereof, in accordance with SCREEN's instructions.

Article 4. Transfer, Etc. of Licensed Program

The CUSTOMER shall not assign, transfer, or license the right of use of the Licensed Program to any third party, nor otherwise provide the Licensed Program or the rights of use granted by SCREEN under the provisions of Article 2 hereof to any third party.

Article 5. Restrictions Regarding Licensed Program

1. The CUSTOMER shall treat as confidential any SCREEN information that comes to the CUSTOMER's attention in installing or using the Licensed Program, and the CUSTOMER shall not disclose or divulge same to any third party.

2. The CUSTOMER shall not disassemble, decompile or otherwise analyze the Licensed Program.

3. The CUSTOMER shall not use, reproduce, alter, or otherwise conduct any action in connection with the Licensed Program except as expressly licensed under this Agreement.

4. The CUSTOMER shall not distribute or otherwise sell or claim as its own product, any item having the same font design which was created using the Licensed Program or partially transformed, modified, changed, or altered using the Licensed Program.

5. Notwithstanding the preceding paragraph, the CUSTOMER may not distribute or otherwise sell the Licensed Program or any part of the Licensed Program as its own product using.

6. In no event (including, but not limited to, willful actions or negligence) shall the CUSTOMER produce any font or other derivative works or data by extracting character information from the Licensed Program, or by altering, adapting or taking similar action with respect to extracted character information.

7. The CUSTOMER shall not install the Licensed Program on any independently extractable storage device (such as floppy disk, CD-ROM, hard disk drive, external storage device etc.), for the purpose of using the Licensed Program in Computers of more than the Permitted Number of Units.

8. The CUSTOMER shall not use any typefaces which have been created by using the Licensed Program as printing styles for the same or similar typefaces.

9. In a client-server environment configured through the Internet, LAN or any other network whatsoever, the CUSTOMER may not install the Licensed Program on such server for the purpose of using the Licensed Program with one (1) or more clients connected to the server. Furthermore, the CUSTOMER may not use the Licensed Program on the server of any client.

10. When using the Licensed Program in connection with any Video Content or Digital Content, the CUSTOMER shall not produce data in any form enabling the data to operate as a font, except as expressly licensed under the terms and conditions of this Agreement.

ARTICLE 6. WARRANTY

1. SCREEN WARRANTS THAT SCREEN OWNS THE TITLE TO THE LICENSED PROGRAM AND THE RIGHT TO GRANT THE CUSTOMER A LICENSE TO USE THE LICENSED PROGRAM.

2. SCREEN DOES NOT PROVIDE ANY WARRANTY FOR USE OF THE LICENSED PROGRAM ON ANY OS OTHER THAN THAT FOR WHICH SCREEN HAS GIVEN PERMISSION.

3. SCREEN PROVIDES NO WARRANTIES IN CONNECTION WITH THE LICENSED PROGRAM, EXCEPT AS EXPRESSLY STIPULATED IN THE TERMS AND CONDITIONS OF THIS AGREEMENT.

ARTICLE 7. LIMITATION OF LIABILITY

1. SCREEN PROVIDES NO EXPRESS OR IMPLIED WARRANTIES WHATSOEVER, INCLUDING ANY WARRANTY OF TITLE, WARRANTY OF NON-INFRINGEMENT OF ANY THIRD PARTY'S RIGHTS, WARRANTY OF DESIGN, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR ANY WARRANTY ARISING FROM ANY TRANSACTION, USE OR BUSINESS PRACTICE REGARDING THE LICENSED PROGRAM. THE CUSTOMER SHALL USE THE LICENSED PROGRAM ONLY AFTER UNDERSTANDING AND ACCEPTING THE PROVISIONS OF THIS CLAUSE.

2. IN NO EVENT SHALL SCREEN BE LIABLE FOR ANY LOST OR ANTICIPATED PROFITS, OR ANY OTHER DAMAGES, INCLUDING ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, REGARDLESS OF WHETHER SCREEN WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ADDITION, EVEN IF SCREEN ACCEPTS LIABILITY FOR CERTAIN DAMAGES SET FORTH IN THIS CLAUSE, THE UPPER LIMIT ON ANY COMPENSATION BY SCREEN SHALL BE AN AMOUNT EQUIVALENT TO THE CUSTOMER'S ACTUAL PAYMENT TO SCREEN FOR THE LICENSED PROGRAM.

3. SCREEN HAS NO INTENTION OF HAVING THE LICENSED PROGRAM USED IN SITUATIONS OR ENVIRONMENTS WHERE ANY FAILURE OR ERRORS OF THE LICENSED PROGRAM COULD LEAD TO SERIOUS PROBLEMS OR SEVERE DAMAGE, SUCH AS IN THE OPERATION OF NUCLEAR FACILITIES, OR AIRCRAFT NAVIGATION, COMMUNICATION, OR FLIGHT CONTROL SYSTEMS. THEREFORE, IF THE CUSTOMER USES THE LICENSED PROGRAM IN THE SITUATIONS OR ENVIRONMENTS MENTIONED ABOVE, THE PRECEDING PARAGRAPHS (1) AND (2) SHALL APPLY.

Article 8. Use by the U. S. Government

If the Licensed Program is provided to any government agency of the United States, the Licensed Program shall be classified as \"computer software subject to restrictions\" under Clause 52.227-19 of the Federal Acquisition Regulations (FAR), and the government agency shall use the Licensed Program under the provisions of such Clause.

Article 9. Right to Audit

SCREEN shall have the power to audit whether or not the Licensed Program is properly managed and administered within the scope of the license granted to the CUSTOMER under the provisions of Article 2 (Terms of License), Article 4 (Transfer, Etc. of Licensed Program), Article 5 (Restrictions Regarding Licensed Program) and Article 8 (Use by the U. S. Government) hereof, and SCREEN shall further have the power to conduct an on-site inspection if necessary, as well as to require the CUSTOMER to submit all necessary documents or copies of such documents for the audit.

Article 10. Intellectual Property Rights

All intellectual property rights in connection with the Licensed Program shall vest in SCREEN or any third party who has granted SCREEN a license.

Copyright Notice: Copyright (c) 2002 SCREEN Graphic Solutions Co., Ltd. and its licensors. All rights reserved.

Article 11. Governing Law

This Agreement shall be governed by the laws of Japan.

Article 12.

The CUSTOMER shall submit to the exclusive jurisdiction of the Kyoto district Court, Kyoto, Japan and waive any other venue which the CUSTOMER might be entitled by virtue of domicile, habitual residence or otherwise.

Update: October 2019