Digital content distribution terms and conditions

Where digital content is supplied by a website user to a website operator for resale, the legal basis of the parties' relationship should be set down in writing. That is the purpose of these terms and conditions.

A licensing clause is included in the terms and conditions, setting out the basis upon which the website operator may use the digital content, and also the basis upon which the content may be sub-licensed to customers. Optionally, content supplied on a "free distribution" basis may be distinguished from content supplied on a "paid distribution" basis, with different rights attached to each type of content.

The document assumes that the content supplier will be paid a royalty in relation to sales of the supplied content. To avoid price-fixing issues, the website operator is free to set resale prices for the digital content; and to protect the content supplier from very low prices, a minimum payment provision is included.

NB This document is not suitable for use in relation to a digital marketplace, or any other sort of marketplace for that matter. In a digital marketplace, it is the content supplier, rather than the website operator, that is legally responsible for the supply and licensing of the digital content to the end customer. Under this document, the website operator is responsible, and there are no direct legal relationships between content suppliers and customers.

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Digital content distribution terms and conditions contents

Introduction: purpose of document: governing content distribution; express agreement to document upon content submission.
Interpretation: informal definitions for content distribution terms and conditions.
Submission process: advertisement of content distribution programme as invitation to treat; no content distribution contracts except in accordance with procedure; content submission process.
Supply of content: format and supply of content.
Distribution of content: no obligation to distribute content; obligation to distribute content; distributor of content to determine prices.
Licensing of content: grant of licence to distribute content; permitted uses of content (including right to distribute); prohibited uses of content; survival of sub-licences.
Moral rights: warranty that right of paternity in content has been waived; assertion of right of paternity in content; warranty that right of integrity in your content has been waived.
Content for free distribution: no payment for free distribution content.
Royalties: obligation to pay royalty; amount of royalties; minimum amount instead of royalty; accounting for royalties.
Warranties and representations: warranties relating to content; content intellectual property infringement warranty; no implied warranties or representations relating to supply of content.
Limitations and exclusions of liability: caveats to limits of liability; interpretation of limits of liability; no liability for free information or services; no liability for force majeure; no liability for business losses; no liability for loss of data or software; no liability for consequential loss; no personal liability.
Termination: termination by either party without cause; termination by either party upon breach; termination upon insolvency.
Effects of termination: surviving provisions upon termination; termination does not affect accrued rights.
Variation: revision of document by publishing new version on website; variations govern future contracts.
Assignment: assignment by first party; assignment by second party.
No waivers: no unwritten waivers of breach; no continuing waiver.
Severability: severability of whole; severability of parts.
Third party rights: third party rights: benefit; third party rights: exercise of rights.
Entire agreement: entire agreement.
Law and jurisdiction: governing law; jurisdiction.

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Version	1.2
First published	27 Oct 2016
Last updated	9 May 2023
Law	English law and EU law
Language	English (UK)
^†Word count	4,019
^†Template pages	8

† These figures are approximations.

Internet law Copyright law Digital publishing Terms and conditions

We do not limit the number of copies of a template you can make on your own computer. Nor do they limit the number of times you can print and sign a document. We do however limit the number of copies of a template you can create in the Docular editor, and also the number of websites / digital products with respect to which a template may be used.

There are four different licences under which you can access a Docular template.

	Free licence	Standard licence	Extended licence	Professional licence
Number of document instances	1	1	5	25
Number of websites or digital products	1	1	5	25
Sub-licences permitted	None	1	5	25
Document licence period	No expiry	No expiry	No expiry	No expiry
Credit for Docular	Yes	No	No	No

Number of document instances

Document templates are the products available for sale on this website; whereas document instances are "clones" of the templates, which you can edit using Docular's online editor and export from the website.

We will update our document templates from time to time, but this will not affect your document instances. When you create a document instance, it will be based upon the latest version of the underlying document template at the time of creation of the instance, irrespective of your date of purchase.

You can save your document instance to our servers at any time, and return to editing later. Once you are happy with your editing, you can export the document and save it to your computer.

Number of websites or digital products

The licences include numerical limits upon: (a) the number of websites (including cloud services) on which documents may be published; and (b) the number of digital products (such as software programs) with which documents may be distributed.

Sub-licences permitted

All of our paid licences allow you to sub-license to a client of yours the right to use a document created using Docular.

When you sub-license that right, it becomes attached to the particular client. The number of sub-licences you may grant is numerically limited and, again, the limitation corresponds to the document instance limitation.

Document licence period

This is the period of the licence to use documents created using and exported from the Docular online editor. In short, the licences do not expire. There are no ongoing licence fees.

Credit for Docular

Each free template includes a textual credit for Docular (eg "this document was created using Docular") and you must retain that credit in all versions of the document.

Legal T&Cs

For full details of the licensing rules governing the use of Docular templates, instances and exports, see our terms and conditions.