Updated 10th January 2020
Surface Pattern Marketplace Licensing Agreement
Buyer Licensing Terms of sale:
Please read terms prior to purchase –
On a purchase, you will be asked to agree to these terms before you place an order for a digital product from our marketplace.
In these terms of a sale, “we” or “our” means – ‘Surface Pattern Marketplace Ltd’, and “you” means our customer or potential customer/ buyer for our digital products.
No contract will come into force between you and us unless and until we accept your order in accordance with the procedure detailed below.
In order to enter into a contract to purchase products from us, you will need to take the following steps:
Order Procedure –
Choose which product you wish to purchase:
- Standard License Designs – Royalty-free designs for personal use – you can view, select and add to your cart.
- Extended License Designs – For commercial use up to 500 units – you can view, select and add to your cart. (P.N.not for unlimited use)
- Premium License Designs – These are our EXCLUSIVE buy out designs – FOR UNLIMITED USE, only sold once and removed from the designers collection/site on purchase.
For more detailed information on our licenses, please visit our licenses https://surfacepatternmarketplace.com/licenses/
Quick Buyer Registration – REGISTER
- Buyer registration is a simple and quick process, when registered you can log back in to view premium license designs and choose a design to purchase, and add to your cart.
- Registration, when you have registered you will have your own personal dashboard where you can view your orders, downloads, and have access the exclusive premium license designs.
- In the checkout, select your method of payment:
- Purchase via Pay Pal they will handle your payment: – You don’t have to have a pay pal account to pay, simply choose guest checkout and add your credit or debit card for payment.
- Purchase by Pro forma Invoice – Please contact us for payment terms: please email: email@example.com
- You will be sent an acknowledgement of purchase. We will then confirm with the seller that the artwork/design is available and we can full-fill your order, It is at this point you have entered into a binding contract, and you will then be sent further confirmation and a link to download your digital product.
- All artwork/designs are availble for immediate download however, If the artwork/design you have purchased is too large for immediate download, the seller will be informed and you will be sent the design file by secure mail within two hours of purchase.
- If for some instance that the design is not available for purchase and we are therefore not able to full-fill your order, you will be notified immediately.
- If also you have any problems at all with the download please email us in your first instance on firstname.lastname@example.org
We will not file a copy of these terms of sale specifically in relation to your order. We may update this version of our terms of sale on the website from time to time, and we do not guarantee that the version you have agreed to will remain the same. We, therefore, recommend that you download, print and retain a copy of these terms of sale for your records on a purchase.
Our terms of sale are only provided in English.
Before you place your order, please make sure you have ordered the correct design you require, and double check this on checkout before placing your order.
The products –
Surface Pattern Marketplace Ltd supplies royalty free prints, surface pattern and textile designs in a downloadable digital format.
Prices and payment –
All our products are individually priced on our website. As our website contains a large number of products it is possible that some of the prices on the website may be incorrect. We will verify the price you see on a product and it will be stated when you pay for the product.
Payment must be made on the purchase of your product. The product download cannot be processed/delivered unless full payment is received.
Payment for standard, extended and exclusive premium license designs can be made:
1 – By Pay Pal or debit, credit card.
2 – By pro forma invoice.
P.N To pay by pro forma invoice please contact us for payment terms:
Prices for products on the surface pattern marketplace can change at any time, but changes will not affect prior contract/purchases that have come into force.
If you have a dispute about any payment made to us, you must contact us immediately and provide full details about your claim. If you try and submit a fraudulent credit card or debit card you will be liable to pay us within 3 days the amount stated on the chargeback.We will also seek to recover all third party expenses incurred by us in relation to the chargeback (including charges made by our and your bank or any payment processor or card issuer, plus an administration fee from us of £15 (Fifteen British Pounds GBP).
Your warranties –
You warrant to us that:
- You are legally able to enter into a binding contract, and you have the full authority and rights to agree to our terms of sale.
- The information you provide on your order is accurate and complete.
- You are fully able to accept delivery of the artwork/designs.
Delivery policy –
All our product purchases are delivered by downloadable digital files, and are sent as a downloadable link via email confirmation to the registered purchaser, or can be downloaded at any time from your buyer’s account.
Responsibility and Ownership –
The products will be your responsibility from the time of purchase and delivery, download and ownership of the products will pass to you on:
- Delivery of the artwork/design.
- Receipt by us of full payment, and all sums due in respect of the artworks/designs.
Returns Policy Customers –
Under the Distance Selling Regulations, you may cancel a purchase at any time within 14 working days prior to receiving the artwork/design subject to the terms set out below:
- If you cancel a purchase due to the above reasons, you will be refunded in full.
- If you decide to cancel a purchase after the digital item has been downloaded by yourself a refund cannot be given.
- A refund can only be given if the item received is faulty.
- If you should have a problem with downloading a file please do contact us as soon is possible and we will assist you with your purchase contact: email@example.com
Customers: Statutory Rights –
If you are a customer, any statutory rights you have, these cannot be excluded or limited, and will not be affected by the terms of sale.
Business Customers: Guarantees –
This Section applies to business customers only.
We guarantee to business customers that the artwork/designs purchased from the surface pattern marketplace will:
- Conform to all specification of such artwork/design.
- Our terms of sale set out the full extent of our obligations and liabilities in respect of the artwork/designs supplied to you the business customers hereunder.
- To the maximum extent permitted by applicable law and subject to all conditions, warranties or other terms concerning the products which might otherwise be implied into a contract with a business customer under these terms of sale are expressly excluded.
If you cancel a purchase and are entitled to a refund, we will usually refund any money received from you using the same method originally used by you to pay for your purchase. We will process the refund due to you as soon as possible and, in any event, within two weeks from the day we received your valid notice of cancellation.
Forced Event –
In this Section a “forced event” means:
- Any event which is beyond our reasonable control.
- The unavailability of artwork/designs.
- Power failure, industrial disputes affecting any third party, governmental regulations, fires, floods, disasters, civil riots, terrorist attacks or wars.
- Where a forced event gives rise to a failure or delay in us performing our obligations under these terms of sale, those obligations will be suspended for the duration of the forced event.
Limitations and Exclusions of Liability –
Nothing in the terms of sale will:
- Limit or exclude the liability of a party for death or personal injury resulting from negligence.
- Limit or exclude the liability of a party for fraud or fraudulent misrepresentation by that party.
- Limit any liability of a party in any way that is not permitted under applicable law.
- Exclude any liability of a party that may not be excluded under applicable law. If you are a consumer, any statutory rights which you have, which cannot be excluded or limited, will not be affected by the terms of sale.
- The limitations and exclusions of liability set out in this Section (and elsewhere in the terms of sale).
Are subject to the preceding paragraph:
- Govern all liabilities arising under the terms of sale or in relation to the subject matter of the terms of sale, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty.
- We will not be liable to you in respect of any business losses, such as loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.
- If you are a business customer, we will not be liable to you in respect of any loss or corruption of any data, database or software.
- If you are a business customer, we will not be liable to you in respect of any special, indirect or consequential loss or damage.
Business Customers: Indemnity –
If you are a business customer –
- You hereby indemnify us and undertake to keep us indemnified against all and any liabilities, losses, damages, expenses, and costs (including legal expenses and amounts paid in settlement of any demand, action or claim) arising, directly or indirectly, out of a breach by you of any of your obligations under these terms of sale.
Order Cancellation –
We may cancel an order to supply artwork/designs to you made under these terms of sale immediately by written notice to you if you fail to pay, on time and in full, any amount due to us under the order, or commit any breach of your obligations to us under the said monthly payment terms.
If you are a business customer, we may cancel an order to supply artwork/designs made under these terms of sale if:
- You cease to trade.
- You become insolvent or unable to pay your debts within the meaning of the insolvency legislation applicable to you.
- A person appointed to manage or take control of the whole or part of your business or assets, or notice of an intention to appoint such a person is given or documents relating to such an appointment are filed with any court.
- The ability of your creditors to take any action to enforce their debts is suspended, restricted or prevented, or some or all of your creditors accept, by agreement or pursuant to a court order, an amount of less than the sums owing to them in satisfaction of those sums; or
- Any process is instituted which could lead to you being dissolved and your assets being distributed to your creditors, shareholders or other contributors.
Consequences of Cancellation –
Upon the cancellation of an order:
- We will cease to have any obligation to deliver artwork/designs which are undelivered at the date of cancellation.
- You will continue to have an obligation where applicable to pay for artwork/designs which have been delivered at the date of cancellation (without prejudice to any right we may have to recover the products); and
- All the other provisions of these terms of sale will cease to have an effect.
Extent of these terms of sale –
The Artist/Designer remains the said owner of all intellectual property rights of all artwork/designs, unless you are purchasing from our Premium Exclusive Licensed Collections, these artwork/designs are Exclusive and are only sold once, and removed from the marketplace on a purchase, then all intellectual property rights for an artwork/design passes over to the new purchaser, and they are free to use the design for unlimited reproduction.
On the Marketplace –
- The designer is free to grant all rights granted under the said Licence.
- The designer will not grant any conflicting licence under the intellectual property rights in the design to any other person at any time if purchasing one of their Exclusive Premium License Designs.
- The designer agrees the use of a design will not infringe the intellectual property rights of any third party.
- The designer agrees that there have been no claims, challenges, disputes or proceedings made or threatened in relation to the ownership, validity or use of any rights in the artwork/design.
- The designer confirms and is bound by intellectual property rights that the artwork/design for license/sale is an original work and has not been copied in total or part there of.
- The designer agrees that the content of the design is always lawful.
- Both the Buyer and Designer/Artist acknowledge that the Surface Pattern Marketplace ltd are not party to the Licence and shall not have any liability in relation to its subject matter and in particular any infringement caused by the use of the design.
The Surface Pattern Marketplace Ltd Summary of Terms –
The contracts under these terms of sale may only be changed in writing signed by both you and us. Occasionally we may need to revise these terms of sale, but such revisions will not affect any prior terms and conditions and any contracts which we have already agreed with you.
If any part of this terms of sale are found to be invalid by any court, within the jurisdiction of England and Wales the remaining provisions will remain in full force and effect, and any invalid or unenforceable provisions or portion thereof will be excluded.
Each contract that the Surface Pattern Marketplace Ltd enters into under this buyer agreement for the benefit of the parties to it and is not intended to benefit, or be enforceable by, any other person. The right of the parties to terminate, or agree to any amendment, under such contracts is not subject to the consent of any other person who is not a party to the contract.
Copyright Infringement Policy –
In accordance with the Digital Millennium copyright act (“DMCA”) and other applicable laws, SURFACE PATTERN MARKETPLACE LTD has adopted a policy of terminating, in appropriate circumstances and at SURFACE PATTERN MARKETPLACE LTD sole discretion account holders who infringe the intellectual property rights of SURFACE PATTERN MARKETPLACE LTD or any third party.
Copyright Complaints –
If you believe that any material on the site infringes upon any copyright that you own or control, you may file a notification of such infringement with our copyright Department to:
The Surface Pattern Marketplace logo, design, layout, and style is a trademark of the Surface Pattern Marketplace and may not be copied, imitated or used without prior permission from SURFACE PATTERN MARKETPLACE LTD.
You may not use the SURFACE PATTERN MARKETPLACE LTD logo to link to our marketplace without prior permission and written authorization.
These terms of sale contain the entire agreement and understanding of the parties in relation to the purchase of products from our marketplace, and supersede all previous agreements and understandings between the parties in relation to the purchase of products from our surface pattern marketplace and each party acknowledges that no representations not expressly contained in these terms of sale have been made by or on behalf of the other party in relation to the purchase of products from our surface pattern marketplace.
This terms of sale will be governed by and construed in accordance with English law, and the courts of England and Wales, and will have non-exclusive jurisdiction to adjudicate any dispute arising under or in relation to these terms and conditions of a sale.
If you have a question, comment or request regarding our terms and conditions or any concerns about any information on our marketplace please contact us:
On – firstname.lastname@example.org.
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