Kwikee® Systems 2016 License Agreement

PLEASE NOTE: BEFORE USING THE IMAGES AND DATA IN KWIKEE®, CAREFULLY READ THE FOLLOWING LICENSE AGREEMENT WITH SOUTHERN GRAPHIC SYSTEMS, LLC dba KWIKEE ("SGSCO") THAT GOVERNS THE USE OF THIS SERVICE. WHEN YOU USE THIS SERVICE, YOU ACKNOWLEDGE AND AGREE TO ACCEPT THE TERMS OF THIS AGREEMENT. IF YOU DO NOT ACCEPT THE TERMS OF THIS AGREEMENT, YOU WILL NOT BE ALLOWED ACCESS TO, OR USE OF, THIS SERVICE. INQUIRIES SHOULD BE DIRECTED IN WRITING TO:

Kwikee, ATTN: Customer Service, 1720 W. Detweiller Dr., Peoria, IL

  1. Licensed Use.
    • Provided that you comply with all terms of this License Agreement, you are granted a non-exclusive, non-transferable right to use the images and data contained in the current version of Kwikee solely for:
    1. 1. advertising layout purposes only including, but not limited to, flyers, inserts, direct mailers, ROP ads, internal publications, coupons, kiosks, signs and labels, and in-store video systems, or
    2. 1. shelf management applications, including planogramming, or
    3. e-commerce applications, including on-line shopping, mobile applications and web pages, or
    4. presentation applications, including Microsoft® PowerPoint programs and sell sheets.
  2. Restrictions On Use.
    • You may not rent, lease, loan, sell or sublicense images, disclaimers and/or data on this website.
    • You may not alter the images, disclaimers, and/or data on this website or any notices or trademark designations that appear therewith. Retail application developers may not integrate the images and data in Kwikee into websites, checkout systems, coupon dispensing machines, in-store electronic shopping carts or other similar uses without the express written consent of SGSCO.
    • Images, logos, disclaimers and/or data or copies contained in Kwikee may not be used or integrated into any other commercial image and data library service without the express written consent of SGSCO.
    • Images, disclaimers and/or data, logos, coupons or copies contained in Kwikee may not be made available to Kwikee competitors.
    • The use and access of this website outside the United States is prohibited.
    • You may not use the images and data except as expressly authorized in this license.
  3. Current Use.
    • You agree to use only the current version of the images and data in order to preserve the current brand image being displayed by participating manufacturers. Additional passwords to kwikee.com may be requested free of charge, by calling Customer Service at (309) 690-5230.
  4. Copyrights, Trademarks And Other Intellectual Property.
    • Except as otherwise provided in this Agreement and pre-existing agreements between Kwikee and its clients/licensors, you acknowledge that Kwikee or its licensor is the owner of all rights in the Kwikee database, including its copyright in the individual images and data and the original selection and arrangement of images and data. By accepting this Agreement, you agree that you shall not challenge Kwikee's or its licensors' rights, including its copyrights, in the Kwikee database.
    • Kwikee is a registered trademark of MultiAd. All other applicable rights, patents, copyrights, trademarks and trade secrets in Kwikee Systems are and shall remain with SGSCO. All rights in the consumer packaged goods (CPG) product including, without limitation, copyright, trademark, trade dress and other intellectual property rights are and shall remain the property of the product manufacturer (Kwikee's licensor). You agree to utilize the proper trademark designations (® for registered trademarks and ™ for unregistered trademarks) of these participating companies. You acknowledge the product manufacturer's ownership of the trademarks, agree that you will do nothing inconsistent with or that may dilute such ownership, agree to use reasonable efforts to preserve the product manufacturer's rights in the trademarks and agree that all uses of the trademarks by you shall inure to the sole benefit of the product manufacturer. You agree that the nature and quality of your use of the trademarks shall conform to the reasonable standards set by the product manufacturer. You agree to cooperate with the product manufacturer (and Kwikee) in facilitating the product manufacturer's monitoring and control of the nature and quality of the use of the trademarks, and to supply Kwikee or the product manufacturer with specimens of use of the trademarks upon request. You shall comply with all applicable laws, rules, regulations, and customs with respect to your use of the trademarks, and shall notify Kwikee or the product manufacturer promptly and in writing of any unauthorized use of the trademarks by any third party of which you have any knowledge. Kwikee or the product manufacturer shall have the sole right to bring any legal proceeding with respect to any such unauthorized use .
  5. Disclaimer Of Warranty.
    • Kwikee and its licensors disclaim all warranties, either expressed or implied, by operation of law or otherwise, including, but not limited to, any implied warranties or merchantability, fitness for a particular purpose, warranties against interference or against claims or interests of third parties or warranties against interference.
    • Your sole and exclusive remedy for failure of performance of the images and data in Kwikee or for any breach of this Agreement by Kwikee or its licensors is to notify Kwikee in writing of the failure of performance or breach within 90 days of receipt.
  6. Termination.
    • This license will terminate automatically if you fail to comply with any of the terms of this License Agreement, and on any such termination, you will cease to use any of the licensed images or data or related material. Upon termination you will be denied access to the Internet site. Either party to this Agreement may terminate this Agreement at any time.
    • Your sole and exclusive remedy for failure of performance of the images and data in Kwikee Systems or for any breach of this Agreement by Kwikee or its licensors is to notify MultiAd in writing of the failure of performance or breach within 90 days of receipt.
  7. Damages.
    • In no event shall Kwikee or its licensors be liable for special, indirect, incidental or consequential damages in any way relating to the use, or arising out of the use, of the Kwikee database, even if advised of the possibility of such damages.
  8. General.
    • You acknowledge that you have read this Agreement, understand it, and agree to be bound by its terms. Breach of the terms of this Agreement will cause Kwikee and its licensors irreparable damage.
    • Entire Agreement. This is the complete and exclusive statement of the agreement between you and Kwikee, which supersedes and merges all prior proposals, understandings and all other agreements, oral and written, between the parties relating to this Agreement.
    • Governing Law. This Agreement and performance hereunder shall be governed by the laws of the State of Illinois. Kwikee's licensors may enforce their license and intellectual property rights under this Agreement, and Kwikee and its licensors shall have the right to collect reasonable expenses incurred in enforcing this agreement, including reasonable attorney's fees and court costs. You agree, if any litigation is filed to construe, interpret or enforce this Agreement, jurisdiction and venue thereof will be proper in Louisville, Kentucky, or the product manufacturer home office.