1. Intellectual Property Rights

Unless otherwise indicated, the Website is the property of RAD and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics of any nature and regardless of format (herein, collectively or individually, the “Content”) and the trademarks, service marks, and logos contained there (the “Marks”) are owned and controlled by RAD and 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 your 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 RAD’s express prior written permission. RAD reserves all rights in the Website, Content, and Marks.

2. Ownership of Materials

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Notwithstanding RAD’s ownership of Submissions, as described in Paragraph 4 (“Client Feedback”), all design and original source files created on Client’s behalf (“Projects”) belong to Client, and Client shall be the sole owner of the copyright for all Projects. In the event that any operation of law would cause RAD to become the owner of a Project, in whole or in part, rather than Client, RAD irrevocably and perpetually assigns its entire interest in the Project to Client, without limitation. Client warrants that any and all materials provided to RAD as examples or as material to be incorporated into a project during the design process are owned by 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. RAD always reserves the right to share the Client's design work publicly (social media, website, etc.) unless agreed upon as stated in section 18 of this document.

3. Third-Party Fonts

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In the event that any Project incorporates fonts that are not owned by RAD and require a commercial license in order for Client to legally reproduce, distribute, or publicly display the Project (“Third-Party Font(s)”), RAD will inform Client in writing that one or more Third-Party Fonts have been incorporated into the Project and that 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 notice will include information sufficient for the Client to identify which licenses are required and who to contact in order to purchase said licenses. So long as RAD has informed Client of the incorporation of Third-Party Fonts as described above, Client assumes all responsibility for any consequences as a result of a failure by Client to purchase one or more licenses for any Third-Party Fonts incorporated into a Project.

4. User Representations

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By using the Website, Client represents and warrants that: Client has the legal capacity and agrees to comply with these Terms of Use; Client is not a minor in the jurisdiction of their domicile; Client will not access the Website through automated or non-human means; Client will not use the Website for any illegal or unauthorized purpose; Client’s use of the Website will not violate any applicable law or regulation.

5. Prohibited Activities

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The Client is only allowed to access or use the Website for its intended purpose. The Website may not be employed in connection with any commercial endeavors apart from those pertinent to the work executed by RAD for the Client. Additionally, the Client commits to abstain from the following actions: Unauthorized use of the Website; Retrieving data or content for purposes of generating or compiling a database or directory; Circumventing, disabling, or otherwise interfering with the Website’s security features; Unsanctioned framing or linking of the Website; Deceiving, defrauding, or misleading RAD or other users; Disrupting or causing an undue burden on the Website or RAD's networks or servers; Employing the Website to compete with RAD; Deciphering, decompiling, disassembling, or reverse-engineering any of the software comprising or included in the Website; Bypassing any measures on the Website aimed at preventing or restricting access to the Website or any portion of it; Harassing, annoying, intimidating, or threatening any of RAD’s employees, independent contractors, or agents rendering services through the Website; Deleting copyright or other rights notices from any Content; Copying or adapting the Website's software; Uploading or transmitting, or attempting to do so, viruses, Trojan horses, or other material, including anything that interferes with any party’s use of the Website or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operations, or maintenance of the Website; Uploading or transmitting, or attempting to do so, any material that acts as a passive or active information collection or transmission mechanism; Disparaging, tarnishing, or otherwise damaging RAD; Using the Website in a manner inconsistent with any applicable laws, statutes, or regulations.

6. Client Feedback

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The Client acknowledges and agrees that any questions, comments, suggestions, or other feedback or submission (each a “Submission”) shall be the sole property of RAD, and RAD is under no obligation to keep a Submission confidential or take steps necessary to ensure the confidentiality of a Submission. RAD shall be the sole and exclusive owner of all rights related to the Submission, except to the extent that rights are granted to the Client under Paragraph 2 (“Ownership of Materials”), and shall at its sole and unrestricted discretion use and disseminate a Submission for any lawful purpose without permission, acknowledgment, or compensation of or to the Client. The Client agrees that it has the right to articulate and put forth the Submission, and the Client hereby waives all claims and recourse against RAD for its use of the Submission in accordance with the terms hereof and in its sole discretion hereafter.

7. Management and Oversight

RAD reserves the right to monitor the Website for breaches of these Terms of Use and to take appropriate legal action in response to any violation of these Terms of Use or any applicable law, statute, or regulation. RAD further reserves the right to limit or deny access to the Website or disable the Client’s use of the Website. Such decisions shall be at the sole discretion of RAD, without notice or liability to the Client. All decisions regarding the management of the Website shall be at the sole discretion of RAD and shall be aimed at safeguarding RAD's rights and property.

8. Privacy Policy

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By using the Website, the Client agrees to comply with and be bound by the Privacy Policy and the terms more specifically detailed therein, which are adopted and incorporated herein. The Website is hosted in the United States of America. If the Website is accessed from the EU, Asia, or another region of the world, laws, statutes, or regulations different from those of the United States, which govern personal data collection, use, or disclosure, may apply. The Client's continued use of the Website and transfer of data to the United States constitutes explicit consent of the Client to the transfer and processing of data in the United States. RAD does not knowingly accept or solicit information from individuals under the age of 18. In accordance with the United States’ Children’s Online Privacy Protection Act, upon the receipt of actual knowledge that an individual under the age of 13 has provided personally identifiable information to RAD without parental consent, RAD shall delete that information as soon as reasonably practical.

9. Returns and Refunds

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RAD reserves the right to deny refunds based on its sole discretion and without notice or liability to the Client. Refund requests are evaluated on a case-by-case basis. If the Client requests a refund during the first month of use, all materials produced by RAD remain the property of the company and are prohibited from being used by the Client in any way. 

If a refund is determined to be appropriate, a fee amounting to 25% of the remaining billable period will be applied.

RAD reserves the right to take appropriate legal actions against the Client for breach of this paragraph.

10. Modification

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RAD reserves the right to change, alter, modify, amend, or remove anything or any content on the Website for any reason at its sole discretion. RAD reserves the right to modify or discontinue all or part of the Website without notice and without liability to the Client.

11. Connection Interruptions

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RAD does not guarantee or warrant that the Website will be available and accessible at all times. Issues with hardware, software, or other items may result in interruption delays or errors beyond RAD’s control. The Client agrees that RAD shall not be liable to the Client for any loss, damage, or inconvenience caused by the Client’s inability to access or use the Website during any interruption in the connection or service.

12. Governing Law

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These Terms of Use shall be governed by and construed in accordance with the laws of the State of Maryland without regard to conflict of law principles.

13. Litigation

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Any legal action of whatever nature shall be brought in the state courts of Washington County, Maryland, or in the United States District Court for the District of Maryland. The parties hereto consent to personal jurisdiction in said courts and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction. The application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act are excluded from these Terms of Use.

14. Disclaimer

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The Website is provided on an as-is, as-available basis. The Client agrees that its use of the Website and Services are at the Client’s sole risk. RAD disclaims all warranties, express or implied, in connection with the Website and the Client’s use thereof, including the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. RAD makes no warranties or representations about the accuracy or completeness of the Website or any content thereon or content of any websites linked to the Website. RAD assumes no liability for any errors, mistakes, or inaccuracies of content and materials, personal injury or property damage, any unauthorized access to or use of RAD’s secure servers and/or any personal information and/or financial information stored therein, any interruption or cessation of transmission to or from the site, any bugs, viruses, Trojan horses, or the like which may be transmitted to or through the Website by any third party, and/or any errors or omissions in content and materials or for any loss or damage of any kind incurred as a result of the use of any content posted, transmitted, or otherwise made available through the Website. RAD does not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party either through the Website, a hyperlinked website, or any website or mobile application featured in any advertising.

15. Limitations of Liability and Indemnification

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RAD and its directors, employees, members, independent contractors, or agents shall not be liable to the Client or any third party for any direct, indirect, consequential, incidental, special, or punitive damages, including lost profit, lost revenue, lost data, attorneys’ fees, court costs, fines, forfeitures, or other damages or losses arising from the Client’s use of the Website. The Client agrees to defend, indemnify, and hold harmless, RAD and its subsidiaries, affiliates and all respective officers, members, agents, partners, employees, and independent contractors from and against any loss, damage, liability, claim, or demand including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) use of the Website; (2) breach of these Terms of Use; (3) any breach of the Client’s representations and warranties set forth herein; (4) the Client’s violation of the rights of any third party, including but not limited to intellectual property rights. Notwithstanding the foregoing, RAD reserves the right, at the Client’s expense, to assume control and defense of any matter for which the Client shall be required to indemnify RAD hereunder. The Client agrees to cooperate with the defense of such claims.

16. User Data

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The Client is solely responsible for all data transmitted to or that relates to any activity the Client has undertaken using the Website. RAD shall have no liability to the Client for any loss or corruption of any such data, and the Client hereby waives any right of action against RAD arising from any such loss or corruption.

17. Electronic Communications, Transactions, and Signatures

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The Client hereby consents to receive electronic communications from RAD and agrees that all agreements, notices, disclosures, and other communications sent via email or through the Website satisfy any legal requirement that such communication be in writing. The Client hereby agrees to the use of electronic signatures, contracts, orders, and other records, and to electronic delivery of notices, policies, and records of transactions initiated or completed by RAD or through the Website. The Client hereby waives any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic.

18. Showcasing Design Work

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RAD reserves the right to share design work on digital channels including social media, website, etc., unless otherwise agreed upon. The Client reserves the right to issue an NDA between themselves and RAD, which in turn would void the right of RAD to share or discuss the Client's work publicly.

19. Miscellaneous

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These Terms of Use and any policies posted on the Website or regarding the Website constitute the entire agreement and understanding between the Client and RAD. The failure of RAD to enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision. If any provision or part of these Terms of Use is determined to be unlawful, void, or unenforceable, that provision shall be severed from these Terms of Use but shall not otherwise affect the validity or enforceability of the remaining provisions herein. Nothing in these Terms of Use, the Privacy Policy, or on the Website shall be construed to constitute the forming of a joint venture, partnership, employment, or agency relationship between the Client and RAD.

20. Contact Information

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For any questions or complaints regarding the Website, please contact RAD at: ryder@ryleiartdept.com.