LOTPİXEL END - USER LICENSE AGREEMENT
This End-User License Agreement (“Agreement” or “EULA”) describes Your rights and responsibilities when using the LotPixel Services and Licensed Assets.
IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “YOU”, “YOUR”, ETC. SHALL REFER TO SUCH ENTITY, ITS AFFILIATES AND USERS ASSOCIATED WITH IT. IF YOU DO NOT HAVE SUCH AUTHORITY, YOU MAY NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE SERVICES.
BY ACCESSING OR OTHERWISE USING THE SERVICES, YOU AGREE TO ABIDE BY THE TERMS OF THIS EULA, AND A LEGALLY BINDING AGREEMENT IS CREATED BETWEEN Lotpixel AND YOU. YOUR USE OF THE SERVICES CONSTITUTES YOUR ACCEPTANCE OF THE EULA. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS, INSTALL, COPY, OR USE THE SERVICES.
2. ACCOUNTS AND REGISTRATION
You must register an account via the lotpixel website (www.lotpixel.com), or on other permitted websites or platforms, to access the Services. The account must be registered to only one (1) individual physical person (“Registered User”); provided, however, that accounts registered and owned by a corporation or other legal entity may be shared solely for the purposes of practicing such entity’s rights and obligations under this Agreement. You may not, under any circumstances, whether intentionally, or through negligence or inaction, allow or enable others to access Your account, unless specifically permitted in writing by Lotpixel. You are not permitted to transfer Your account, any Licensed Assets, or Points to another person or entity, unless specifically permitted in writing by Lotpixel.
When registering an account, You must provide Lotpixel with a valid e-mail address and password which will be registered by Lotpixel. You acknowledge and agree that You will (a) provide true, accurate, current, and complete information as requested when registering an account and (b) maintain and update this registration information to keep it true, accurate, current, and complete. You are solely responsible for maintaining the confidentiality of Your account and password and for restricting access to any computer or device that You use for accessing the Services. You are responsible for all activities that occur under Your account. Lotpixel reserves the right to refuse the Services, suspend or terminate accounts, remove or edit content, delete assets, or cancel orders in its reasonable discretion if You provide registration information which is false, inaccurate, not current, or incomplete. Lotpixel may share Your registration information with its partners, affiliates, and third parties solely as necessary to operate Lotpixel’s businesses (e.g., process orders and payments etc.).
3. LICENSES AND RESTRICTIONS
3.1 License Plans. Please contact [email protected] if You have questions regarding which license You qualify for.
- 3.1.1 Freelance License Your account will be credited with 45 Credits per month which may be used to download LotPixel Assets from the Service,
- 3.1.2 Indie License Your account will be credited with 90 Credits per month which may be used to download LotPixel Assets from the Service,
- 3.1.3 The Studio License is for entities using the Service for commercial purposes. The Studio License gives You an unlimited number of Permitted Users who must all be Your personnel, and access to an unlimited number of LotPixel Assets available from the Service.
- 3.1.4 If you close your subscription, this month until you can use your subscription. You can use it until your credits run out.
Please note that once You have ordered and paid for the Services, You have started consuming the Services, and You cannot disclaim the ordered Services, paid Points or demand return payment. You agree to fully pay any and all Fees for the Services purchased through Your account with any form of payment method accepted by Lotpixel. You are responsible for providing Lotpixel with valid credit card information to secure payments. Lotpixel reserves the right to cancel any Services ordered if any funds are insufficient, the credit card information You provide is not valid etc. Payments may be processed in cooperation with third party payment service providers.
When You open an account, You authorize Lotpixel or its partners to charge Your credit card, or use other forms of payment methods accepted by Lotpixel, for the Fees in accordance with the payment terms. Lotpixel and its partners reserve the right to change the Fees, the Point costs, the payment terms, or any availability of the Services at any time without notice; provided, however, such changes will not affect the Fees paid or Points used and payment terms for any products and services already purchased and paid for in full. You are responsible for reviewing the EULA or the Services for any changes in the Fees, Points cost, or payment terms. If a change is unacceptable to You, You may, as Your sole and exclusive remedy, terminate and close Your account as described in the termination section below. You are responsible for paying all applicable taxes (including those taxes and tariffs Lotpixel or its partners are not required to collect) and for all hardware, software, Internet service costs and other costs You incur to access the Services.
Lotpixel may offer premium services. You are informed of the fees, charges and payment terms during the registration or purchase process. Lotpixel may also offer other services, either for one-time fees or for recurring fees. The current fees and payment terms may be viewed on the Lotpixel website (www.lotpixel.com) or in other locations as informed to You by Lotpixel and/or partners. Lotpixel and partners may amend the fees and payment terms at any time. All fees are in U.S. Dollars unless otherwise specified. If Your purchases etc. are subject to any type of applicable taxes, then Lotpixel and partners may also charge You for any such taxes.
American Express Bank requests payment in the currency of the country where the company is located. Due to exchange rate fluctuations, there may be changes in prices. If you are charged more than the specified fee, please contact us for a partial refund.
5. INTELLECTUAL PROPERTY RIGHTS
Except for the Lotpixel Assets incorporated therein, any intellectual property right and title to Customer Assets shall where applicable become Your intellectual property. You grant Lotpixel an irrevocable, sublicensable, perpetual, worldwide, royalty-free right and license to use Customer Assets that have been publicly released solely for marketing and promotional purposes. You represent and warrant that You have all necessary rights to grant such licenses to Lotpixel. You represent and warrant that You own the content You create or otherwise have all licenses, rights, consents, and permissions necessary for the inclusion of such content within the Services and use of materials in the manner contemplated by Lotpixel and this Agreement.
Lotpixel owns all rights, titles, copyrights, and other intellectual property rights and interests, including but not limited to all trademarks, service marks, and trade names etc. in the Services, Lotpixel Assets, related software and material, any documentation, and any copies thereof and retains all such rights and any other products and services. Except as expressly granted in this Agreement, no license, right or interest in any Lotpixel or Lotpixel patent, trademark, copyright, trade name or service mark is granted hereunder. The Services are licensed, not sold. Except as expressly authorized by Lotpixel, You agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works or competing products or services from, or otherwise make unauthorized use of the Services, Licensed Assets, or other Materials. You agree not to assert against Lotpixel any claim, action or proceeding for infringement of any patents, patent rights or other intellectual property rights. You are not required to provide any ideas, feedback or suggestions regarding the Services or any of Lotpixel’sproducts or services (collectively, “Feedback”) to Lotpixel. To the extent You do provide any Feedback to Lotpixel, You agree to assign and hereby do assign all right, title and interest in and to such Feedback to Lotpixel and acknowledge that Lotpixel may freely use, reproduce, modify, distribute, make, have made, sell, offer for sale, import and otherwise exploit in any manner such Feedback without payment of any royalties or other consideration to You.
6. TERM AND TERMINATION
The term of this EULA and the license granted herein shall begin on the Start Date, as defined above, and shall be ongoing until terminated. You can terminate Your license at any time by registering such termination on the Lotpixel webpage, www.lotpixel.com. Lotpixel may terminate the Agreement by providing written notice if you materially breach any provision of this Agreement and the breach is not curable or, if it is curable, you fail to cure the breach within thirty (30) days of notice of the breach from Lotpixel. Without limiting the foregoing, your failure to make any payment due under this Agreement or breach of any restriction under the Lotpixel Licenses constitutes a material breach of this Agreement.
Termination of the EULA will result in Your account being deactivated and Your license being terminated. Upon termination of this agreement You shall (i) immediately cease use of the Services and (ii) destroy all copies of the Services, plug-ins etc. within Your possession and any item containing confidential information, and all of its component parts, within Your possession, unless Your use is otherwise specifically permitted by Lotpixel. You will not receive a refund of prepaid Fees or purchased Points.
7. DISCLAIMER AND LIMITATION OF LIABILITY
LOTPIXEL MAKES NO REPRESENTATION OR WARRANTY AS TO THE COMPLETENESS OR ACCURACY OF THE SERVICES OR INFORMATION CONTAINED THEREIN, NOR DOES IT REPRESENT OR WARRANT THAT THE SERVICES WILL BE AVAILABLE AT ALL TIMES OR THAT IT WILL FUNCTION IN A MANNER OR AS FAST OR EFFICIENT AS YOU MAY EXPECT OR DESIRE. THE INFORMATION CONTAINED IN THE SERVICES MAY BE INCOMPLETE, MAY CONTAIN ERRORS, OR BECOME OUT OF DATE AT ANY TIME. THE SERVICES ARE PROVIDED ON AN “AS IS” BASIS WITHOUT ANY EXPRESS WARRANTIES. LOTPIXEL SHALL HAVE NO OBLIGATION TO CORRECT ERRORS IN, PROVIDE UPDATES FOR, OR OTHERWISE SUPPORT THE SERVICES. LOTPIXEL RESERVES THE RIGHT TO ADD, MODIFY, OR DELETE ITS SERVICES AT ANY TIME. LOTPIXEL DOES NOT GIVE ANY EXPRESS, IMPLIED, OR STATUTORY REPRESENTATIONS, WARRANTIES, GUARANTEES, OR CONDITIONS. LOTPIXEL ALSO EXCLUDES ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTY OF MERCHANTABILITY, TITLE, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NOTHING IN THIS AGREEMENT SHALL AFFECT THOSE STATUTORY RIGHTS WHICH YOU MAY BE ENTITLED TO AS A CONSUMER AND THAT YOU CANNOT CONTRACTUALLY AGREE TO ALTER OR WAIVE. THE LIMITATIONS AND EXCLUSIONS OF LIABILITY DO NOT APPLY IF AND TO THE EXTENT YOU SUSTAIN DAMAGES WHICH WERE CAUSED BY GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF LOTPIXEL.
UNDER NO CIRCUMSTANCES INCLUDING NEGLIGENCE (UNLESS OTHERWISE REQUIRED BY APPLICABLE LAW), SHALL LOTPIXEL BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM YOUR USE OF LOTPIXEL OR RELATED DOCUMENTATION OR IN CONNECTION WITH OR ARISING OUT OF OR RELATING TO THIS AGREEMENT (INCLUDING LOSS OF BUSINESS, REVENUE, PROFITS, USE, DATA, OR OTHER ECONOMIC ADVANTAGE), EVEN IF ANY EXCLUSIVE REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE AND EVEN IF LOTPIXEL OR A LOTPIXEL AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED HEREIN AND ALL DIRECT OR GENERAL DAMAGES IN CONTRACT OR ANYTHING ELSE), THE ENTIRE LIABILITY OF LOTPIXEL AND ANY OF ITS SUPPLIERS UNDER ANY PROVISION OF THIS EULA AND YOUR EXCLUSIVE REMEDY HEREUNDER SHALL BE LIMITED TO THE ACTUAL DAMAGES YOU INCUR IN REASONABLE RELIANCE ON LOTPIXEL UP TO THE AMOUNT ACTUALLY PAID BY YOU FOR THE SERVICES IN THE 12 MONTHS IMMEDIATELY PRECEDING THE FIRST EVENTS GIVING RISE TO SUCH LIABILITY. THE FOREGOING LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE. LOTPIXEL SHALL HAVE NO LIABILITY TO YOU IN THE EVENT THAT YOU HAVE FAILED TO COMPLY WITH THE TERMS OF THIS AGREEMENT.
You agree to defend, indemnify, and hold harmless Lotpixel, its parents and affiliates, partners, and their respective employees, contractors, officers, and directors, from and against any actions, claims, demands, liability and expenses, including reasonable attorneys’ fees, arising out of Your use or misuse of the Services, the Licensed Assets, or the rights granted under this Agreement. You agree that Lotpixel may seek and shall be entitled to injunctive, equitable, or other similar relief to protect, maintain, defend, enforce, and preserve its rights, in addition to any other available remedies without the necessity of posting a bond.
- 9.1 Modification. Lotpixel reserves the right, at its discretion, to update or revise the EULA at any time. Lotpixel will post such changes in the Services, and/or its Website, and/or communicate such changes via electronic mail or otherwise communicate such terms to You in a suitable manner decided by Lotpixel and these additional or revised terms will become part of the EULA effective immediately. Please check the Services, the EULA or the Website periodically for changes. Your continued use of the Services constitutes Your binding acceptance of the EULA, including any changes or modifications made by Lotpixel as permitted above.
- 9.2 Waiver. A provision of this Agreement may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of any party at any time to require performance of any provision of this Agreement shall in no manner affect such party’s right at a later time to enforce the same. A waiver of any breach of any provision of this Agreement shall not be construed as a continuing waiver of other breaches of the same or other provisions of this Agreement.
- 9.3 Severability. If any provision of this Agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions which shall continue in full force and effect.
- 9.4 Assignment. You shall not, without the prior written consent of Lotpixel, assign, transfer, charge, sub-contract, license or deal in any other manner with all or any of Your rights or obligations under this EULA. Lotpixel may at any time assign, transfer, charge, sub- contract or deal in any other manner with all or any of its rights or obligations under this EULA without notice to You.
- 9.5 No Partnership. This Agreement does not constitute and shall not be construed as constituting a partnership or joint venture between Lotpixel and You. Neither party hereto shall have any right to obligate or bind the other party in any manner whatsoever, and nothing herein contained shall give, or is intended to give, any rights of any kind to any third persons.
- 9.6 Credits in The Products. You shall use best efforts to include the Lotpixel logo and credits in the Product, PR materials etc,
- 9.7 Entire Agreement. This EULA constitutes the entire agreement between the parties with respect to this specific subject matter hereof and shall not be modified except as provided in this Agreement.