Last Updated: 4/22/2024

THIS TERMS OF USE AGREEMENT (the “Agreement”) constitutes a legally binding agreement by and between 18TH CANVAS, LLC, a limited liability company organized under the laws of the State of Wyoming (“18th Canvas”) and the client, whether personally or on behalf of an entity (“Client”), concerning access and use of 18th Canvas’s website: https://www.18thcanvas.com (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. After that, the relationship between Client and 18th Canvas shall cease and be of no further force and effect between the parties, except that any obligation of Client to pay 18th Canvas for services rendered shall remain and continue to be an ongoing obligation owed by Client to 18th Canvas.

1. Intellectual Property Rights

Unless otherwise indicated, the Website is the property of 18th Canvas, 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 therein (the “Marks”) are owned and controlled by 18th Canvas 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 18th Canvas’s express prior written permission. 18th Canvas reserves all rights in the Website, Content, and Marks.

2. Ownership of Materials

Notwithstanding 18th Canvas’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 18th Canvas to become the owner of a Project, in whole or in part, rather than Client, 18th Canvas irrevocably and perpetually assigns its entire interest in the Project to Client, without limitation. Client warrants that any and all materials provided to 18th Canvas 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. 18th Canvas 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

In the event that any Project incorporates fonts that are not owned by 18th Canvas and require a commercial license in order for Client to legally reproduce, distribute, or publicly display the Project (“Third-Party Font(s)”), 18th Canvas 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 Client to identify which licenses are required and who to contact in order to purchase said licenses. So long as 18th Canvas 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

By using the Website, Client represents and warrants that:

  1. Client has the legal capacity and agrees to comply with these Terms of Use;

  2. Client is not a minor in the jurisdiction of their domicile;

  3. Client will not access the Website through automated or non-human means;

  4. Client will not use the Website for any illegal or unauthorized purpose;

  5. Client’s use of the Website will not violate any applicable law or regulation.

5. Prohibited Activities

Client shall not access or use the Website for any purpose other than that for which the Website is made available to the Client. The Website may not be used in connection with any commercial endeavors except those related to the work performed by 18th Canvas on behalf of the Client. Further, Client agrees to refrain from the following:

• Make any unauthorized use of the Website; • Retrieve data or content to create or compile a database or directory; • Circumvent, disable, or interfere with security-related features on the Website; • Engage in unauthorized framing or linking of the Website; • Trick, defraud, or mislead 18th Canvas or other users; • Interfere with, disrupt, or create an undue burden on the Website or 18th Canvas's networks or servers; • Use the Website to compete with 18th Canvas; • Decipher, decompile, disassemble, or reverse engineer any of the Website's software; • Bypass measures designed to prevent or restrict access to the Website; • Harass, annoy, intimidate, or threaten 18th Canvas's employees, contractors, or agents; • Remove copyright or other rights notices from any Content; • Copy or adapt the Website's software; • Upload or transmit viruses, Trojan horses, or other material that interferes with the Website's use or functionality; • Upload or transmit material that collects or transmits information without authorization; • Disparage, tarnish, or harm 18th Canvas; • Use the Website in a manner that violates applicable laws, statutes, or regulations.

6. Client Feedback

Client acknowledges and agrees that any questions, comments, suggestions, or other feedback or submission (each a “Submission”) shall be the sole property of 18th Canvas and 18th Canvas is under no obligation to keep a Submission confidential or take steps necessary to ensure the confidentiality of a Submission. 18th Canvas shall be the sole and exclusive owner of all rights related to the Submission except to the extent that rights are granted to 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. Client agrees that it has the right to articulate and put forth the Submission and Client hereby waives all claims and recourse against 18th Canvas for its use of the Submission in accordance with the terms hereof and in its sole discretion hereafter.