1.1. Company facilitates the licensing transaction between Buyer and Seller. Following the payment of any applicable license fee for Product to Company, the Buyer acquires a license to use the Product in accordance with the terms and conditions of this section. Any license rights relating to the Product are contingent upon the transfer of appropriate money from the Buyer to the Company, who will accept payment on behalf of Seller. All license rights terminate immediately and without notice if a sale is reversed for any reason.
1.3 Seller warrants that Seller is the owner or copyright holder, or is otherwise authorized to license Product on the Site. Seller warrants that the Product uploaded to the Site for sale does not contain copyrighted or trademarked material, logos, brand names, or other intellectual property that may require additional licensing, rights, permissions, releases, or clearance for use. Seller warrants that the Product does not contain patient Protected Health Information or otherwise violates the Health Insurance Portability and Accountability Act (HIPAA).
1.4. All licenses of the Products are non-transferrable. Buyers do not own any Product and are only licensed to use it in accordance with terms and conditions of the applicable license. The Seller retains copyright to Products purchased or downloaded by any Buyer.
1.5. The license to use the Product is non-exclusive, non-transferable and is granted only to the original Buyer.
1.6. If sale of license is invalidated or Product is returned to Company or Seller for any reason, Product must be destroyed by the Buyer immediately. The license to use any Product is revoked at the time Product is returned or sale invalidated. Product obtained by means of theft or fraudulent activity of any kind is not granted a license.
1.7. By using the Site and (or) accepting this Agreement the Seller agrees that any additional end user license agreements, licenses, custom licenses, or Seller requirements inserted into Seller Products in any area outside that explicitly provided by Company for additional license terms are invalid, void ab initio, and without effect as they relate to those purchases made on the Site.
1.8. Company reserves the right to terminate this Agreement at any time and without notice. This agreement may be terminated at any time by either Buyer or Seller upon written notice via email or regular mail.
1.9. Buyer and Seller agree to pay appropriate taxes in their respective countries, states, counties, cities, or other jurisdiction, for the purchase and sale of license for Product, and to hold Company harmless for any failure to pay appropriate taxes on behalf of Buyer and Seller.
GENERAL LICENSE FOR PAID FILES
General License Agreement
This Agreement is between “Buyer” who is the individual or legal entity that seeks to acquire a license to a digital good made for sale on the Embodi3D website (“Site”) and “Seller” the individual or legal entity that owns or is otherwise authorized to license the digital good and has made such good available for sale on the Site. “Party” or “Parties” means the Buyer and/or Seller as the context of use shall provide.
Terms of the Agreement
2. Buyer is granted a limited license to use the Product to make a single physical object via a 3D printing or additive manufacturing process. If the physical object produced contains a defect that was not present in the digital representation of the Product due to a technical problem with the manufacturing process which renders the physical object unsuitable for its intended use, duplicate physical models can be manufactured until such time as one is created that is defect free or suitable for its intended use.
3. Product may not be sold, given, or assigned to another person or entity in the form it is downloaded from the Site.
4. Product may not be modified in any way, except as necessary to ensure proper manufacturing of a single physical object as specified in paragraph 2. Modifications of Product may not be sold, given, or assigned to another person or entity.
5. Product or physical objects created from Product may not be used as a basis for creating replicas of Product or similar physical or digital derivatives, including but not limited to scanning or creation of molds or casts.
6. Products may be combined in certain specific instances with other works to create a new digital product, an Allowed Digital Product, which Buyer can then sell or license. If Product is used in an Allowed Derivative Product, Buyer will provide appropriate attribution indicating that Seller is the owner/source of the Product and Company is the online venue at which product was obtained. Allowed Derivative Products are limited to:
(1) rendered still images or moving images of Product; resold as part of a feature film, broadcast, or stock photography;
(2) digital objects derived from Product used within a video or computer game, if the Product is contained inside a proprietary format and displays inside the game during play, but not for users to re-package as goods distributed or sold inside a virtual world; and
(3) as Product or rendered still or moving images published within a book, print publication, poster, t-shirt or other 2D printed item;
7. If Product is used in software products (such as video games, simulations, or virtual reality worlds) Buyer must take all reasonable measures to prevent the end user from gaining access to the Product. Methods of safeguarding the Product include but are not limited to:
(1) using a proprietary disc format such as Xbox 360, Playstation 3, etc.;
(2) using a proprietary Product format;
(4) encrypting the Product data.
8. The Seller grants to the Buyer who purchases license rights to Product and uses it solely as Allowed Derivative Product a non-exclusive, worldwide, license in any medium now known or hereinafter invented to:
(1) reproduce, post, promote, license, sell, publicly perform, publicly display, digitally perform, or transmit for promotional and commercial purposes;
(2) use any trademarks, service marks or trade names incorporated in the Product in connection with Allowed Derivative Product;
(3) use the name of the Seller of Product only in connection with identifying Seller as owner or creator of Product used in Allowed Derived Product.
9. Absent a written grant of rights greater than that contained in this Agreement, all other rights or sub-divisions of rights generally included in copyright are excluded from this license and remain the property of Seller.
10. The resale or redistribution by the Buyer of any Product obtained from the Site is expressly prohibited unless it is a duly licensed Allowed Derivative Product as above.
11. Company reserves the right to modify, amend, change, or revise these terms of this agreement at any time and for any reason whatsoever. Buyer and Seller hereby agree to be bound by any and all modifications or revisions to this Agreement. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
12. Disclaimer of Warranty. COMPANY MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE FUNCTIONALITY OF ANY SERVICES OR GOODS PROVIDED HEREUNDER, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT AND/OR FITNESS FOR A PARTICULAR PURPOSE, CONCERNING ANY SUBJECT MATTER OF THIS AGREEMENT.
13. Independent of, severable from, and to be enforced independently of any other provision of this Agreement, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY (OR TO ANY PERSON CLAIMING RIGHTS DERIVED THEREFROM) IN CONTRACT, TORT OR OTHERWISE FOR ANY INDIRECT DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, LOST REVENUE OR PROFITS AND ECONOMIC, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND, AS A RESULT OF BREACH OF ANY REPRESENTATION, WARRANTY, COVENANT OR OTHER TERM OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY FAILURE OF PERFORMANCE RESULTING FROM EITHER PARTY’S PERFORMANCE UNDER THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, THE PROVISION OF THE LICENSE FOR THE SERVICES OR GOODS HEREUNDER, REGARDLESS OF WHETHER THE PARTY WAS ADVISED, HAD OTHER REASON TO KNOW, OR IN FACT KNEW OF THE POSSIBILITY THEREOF.
14. The Parties agree that this Agreement, is the complete and exclusive statement of the agreement between the Parties, which supersedes and merges all prior and contemporaneous understandings and all other agreements, oral or written, between the Parties relating to this Agreement This Agreement may not be modified, altered or amended except by written instrument duly executed by both Parties. The waiver or failure of either Party to exercise in any respect any right provided for in this Agreement shall not be deemed a waiver of any further right under this Agreement.
Last updated October 18, 2015