DIGITAL PRINT LICENSE

UNIQUE AMBROSIA

Licence Terms

Last updated: April 2022

OVERVIEW

This website is operated by Helena Ambrosia t/a Unique Ambrosia ABN 51607939349 which will be referred to throughout these Terms and the website with the terminology “Unique Ambrosia”, “we”, “us” or “our”.

By visiting our website and/or purchasing a product from us (“Product”), you agree to be bound by these licence terms and conditions (“Terms”), and these Terms then constitute a binding agreement between you and us.

Please read these Terms carefully before accessing or using our website. By accessing or using any part of the website, or by purchasing any Product, you agree to be bound by these Terms. If you do not agree to these Terms, then you may not access the website, or purchase any Products.

You can review the most current version of the Terms at any time on this page. We reserve the right to update, change or replace any part of these Terms by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.

PAYMENT OF YOUR ORDER

The pricing for each of the Products that we offer is detailed on our website.

All Products must be paid for by you in advance of any delivery of your order. If we do not receive prompt payment, or your payment is declined or reversed by your financial institution, we have the right to suspend or cancel your order in accordance with these Terms.

LICENCE

The Products that we sell via the website may include digital or involve physical images that we own or have a license to distribute (“Image”).

Upon purchase, in consideration for the fees which you pay, we grant you a worldwide, revocable, non-exclusive, transferable licence to the relevant Image (“Licence”).

You may display the Product in your home or business, or gift the Product to anyone you choose.

However, you are strictly prohibited from: copying, reproducing, reprinting or replicating the Image in any form whatsoever, reselling any part or whole of the Product for commercial sale or otherwise modifying the Image without our express written agreement.

PROPRIETARY RIGHTS AND CONTENT SHARING

In the event that you purchase a Product from us, ownership of the intellectual property rights in the relevant Image remain proprietary to us, and those rights are licensed to you for your own business and/or private use and in accordance with these Terms.

We retain all of our intellectual property rights in all Images and other intellectual property contained on our website.

In the event that you purchase a Product, nothing in these Terms restricts us from continuing to use the relevant Image in any way that we choose, including but not limited to by simultaneously selling other copies of the Image or licensing other copies of the Image to any other third parties.

Whether or not you purchase a Product from us, you are strictly prohibited from downloading, reproducing, replicating, or in any other way copying any of the intellectual property on our website.

You are strictly prohibited from downloading, reproducing, replicating, or in any other way copying intellectual property on our website.

INFORMATION ON THE WEBSITE AND PRODUCT AVAILABILITY

Some of our Products may have slight colour variation, when compared to images viewed on a computer monitor, tablet or smartphone depending on the resolution and/or settings on the device. We strive to ensure all images are displayed accurately in our online store and are true to colour, however we cannot account for subtle variations on different electronic displays, as each screen may differ.

We are not responsible if information made available on the website is not accurate, complete or current. The information on this website is provided for general information only, and Products displayed on the website are offered subject to availability. From time to time, Products which are displayed on the website may not be available.

Prices for our Products are subject to change without notice. We reserve the right at any time to modify or discontinue a Product without notice at any time. We shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of a Product.

RESTRICTING SALES

We reserve the right, but are not obligated, to limit the sales of our Products to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any Products that we offer.

We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.

MOUNTING THE PRODUCTS

You are solely responsible for hanging, mounting or installing the Product.

You agree we are not responsible for any loss or damage arising from any hanging or installing of the Products, whether direct, indirect, special, incidental or consequential.

We recommend consulting a mounting specialist to hang, install or mount your Product in a safe and secure manner. If you are using third party materials to hang, install or mount your Product, please ensure you follow the manufacturer's guidelines for these materials listed on the pack or website carefully, to minimise risk of the materials failing. Please contact the manufacturer of these materials before hanging or mounting wall art if you are missing these instructions.

Please note stick-on wall strips, hooks, nails and other mounting materials do fail from time to time, due to age, humidity, material adhered to, not being applied in the correct manner, etc. We cannot be held responsible for any hanging or mounting materials or methods failing as we cannot control how they have been applied, in which manner they have been used, the environment in which they are used, and any other external factors which are out of our control.

DELIVERY

All deliveries are handled by external providers.

While we undertake to see that your Product can be delivered in a prompt and timely manner, from time to time there may be events outside of our control such as weather, traffic, accidents, disturbances and similar, or problems with the delivery provider, which may cause a delay in delivery of the Product.

We at no time guarantee any particular delivery time and you acknowledge any delivery times provided are a guide only. By purchasing a Product, you acknowledge and agree that we are not at all responsible for any delivery timing.

REFUNDS, RETURNS, AND CHANGES OF MIND

You are solely responsible for determining whether the Product is fit for your purposes. We do not warrant that the Product will meet your expectations.

We cannot accept cancellation or order refunds for change of mind once your order has been processed.

We do, however, comply with our obligations under the Australian Consumer Protection Legislation (see “Australian Consumer Law” below).

In the event that we do change or cancel your order, please note that an administration fee may apply.

Please review our Returns, Refunds & Exchanges Policy for further information.

AUSTRALIAN CONSUMER LAW

Our Products come with guarantees that cannot be excluded, restricted or modified under the Australian Consumer Law (“ACL”). In the event that a Product fails to meet the minimum consumer guarantees under the ACL, you may be entitled to a return, refund, or replacement.

We at all times abide by the ACL with respect to sale of our Products. If a Product arrives damaged, we have sent the incorrect Product, you believe the Product is not as described on our website or for other reasons under which you believe you may have a claim under the ACL, please contact us immediately. In the event that you are entitled to a return, replacement or refund under the ACL then we will help you to arrange this.

We will cover the cost of all return shipping and freight fees in addition to the cost of shipping any Product to you should you choose to receive a replacement Product.

BREACH BY YOU

In the event that you breach these Terms, the Licence created under these Terms shall be terminated immediately, and any and all rights in the Image will revert to us.

THIRD PARTY INFRINGEMENT

In the event that you become aware of any infringement or any threatened infringement of any of our intellectual property rights in relation to the Product, or of any common law 'passing off' in relation to any of our intellectual property rights, then:

you must immediately notify us of such infringement or 'passing off' (together hereinafter ‘Infringement’); and
you must take all reasonably necessary steps, including executing all necessary documents, and must cooperate in good faith, in order to protect and enforce our intellectual property rights.

INDEMNITY

You hereby indemnify us, keep us indemnified, and hold us harmless against any losses, liabilities, claims, damages, expenses, charges, fines, penalties or other costs whatsoever which we or any of our directors, employees, officers, agents, representatives or contractors may incur, directly or indirectly in relation to:

your use of the Product; or
your breach of these Terms; or
any costs which we might incur in enforcing our rights under these Terms, including our legal costs on a full indemnity basis.

This clause will survive termination, expiration or completion of these Terms.

SURVIVAL OF OBLIGATIONS

Notwithstanding any other provisions of these Terms, at the termination, expiration or completion of these Terms, any provisions of these Terms which would by their nature be expected to survive termination, expiration or completion shall remain in full force and effect, including but not limited to any provisions which are explicitly stated to survive termination, expiration or completion.

NO WAIVER

None of our powers or rights created under these Terms shall be deemed to have been waived by any act or acquiescence of us. Our powers or rights under these Terms may only be waived by us in writing. No waiver by us of any power or right under these Terms shall constitute a waiver of any other power or right or of the same power or right on a future date. Our failure to enforce any provisions of these Terms shall not constitute waiver of such provision or any other provision.

SEVERABILITY

If any provision of these Terms is held to be unenforceable, then these Terms will be deemed amended to the extent necessary to render the otherwise unenforceable provision, and the rest of these Terms, valid and enforceable. If a court declines to amend these Terms as provided herein, the invalidity or unenforceability of any provision of these Terms shall not affect the validity or enforceability of the remaining provisions, which shall be enforced as if the offending provision had not been included in these Terms.

GOVERNING LAW

These Terms are governed by the laws of Tasmania, Australia which are in force from time to time and both you and we agree to submit to the exclusive jurisdiction of the Courts of Tasmania, Australia for determining any dispute concerning these Terms.

To contact us about these Terms or to seek further information, you may write to us at helena@uniqueambrosia.com