Pattern Portal Licensing Agreement
This Licensing Agreement contains important legal terms, and Licensee acknowledges that by completing the purchase process and/or checking “agree”, Licensee has read the entire Licensing Agreement and agrees to the terms herein.
This Licensing Agreement sates the terms and conditions of Licensee’s limited copyright license with respect to the digital content (”Licensed Asset”) made available on showherwork.com and purchased by the Licensee. A link to download the Licensed Asset will be emailed to you at the account email address provided at purchase along with a link to this Licensing Agreement; retain this for your records.
This Licensing Agreement is an agreement between
The “Licensee” who is the individual person or legal entity indicated as the licensee during the purchase process. If purchasing on behalf of your employer, then only your employer is the “Licensee” and can use the Licensed Asset subject to the terms of this License Agreement. If you are purchasing on behalf of your employer, then you represent and warrant that you have full legal authority to bind your employer, as the Licensee, to the terms of this Licensing Agreement.
The “Licensor” Show Her Work LLC (”Show Her Work”)
Upon purchase of the Licensed Asset, the Licensor grants to the Licensee a non-exclusive license to use the purchased image created and owned by Licensor on “Licensed Products” and to distribute and sell these Licensed Products worldwide perpetually and in an unlimited quantity in accordance with the terms and conditions of this Agreement. A Licensed Product means use of the Licensed Asset only as expressly permitted below.
Physical Products for Commercial or Non-commercial Use: Licensee may create physical end products such as, but not limited to, clothing, wallpaper, home decor, etc. for Commercial use or Non-commercial use.
Product Packaging for Commercial Use or Non-commercial Use: Licensee may create physical end packaging products used for resale or wholesale such as, but not limited to, boxes, stickers, labels, tissue paper, containers, etc., for Commercial use or Non-commercial use.
Licensor shall retain all copyrights in and to the Image.
Licensor shall have the right to terminate this Agreement upon 30 days’ notice if Licensee fails to make any payment required of it and does not cure this default within said 30 days, whereupon all rights granted herein shall revert immediately to the Licensor.
All rights not specifically transferred by this Agreement are reserved to the Licensor. Any transfer of rights is conditional upon receipt of full payment.
The Licensee shall hold the Licensor harmless from and against any loss, expense, or damage occasioned by any claim, demand, suit, or recovery against the Licensor arising out of the use of the Image or the manufacture and/or sale of the Licensed Products.
Nothing herein shall be construed to constitute the parties hereto joint ventures, nor shall any similar relationship be deemed to exist between them. This Agreement shall not be assigned in whole or in part without the prior written consent of the Licensor.
This Agreement shall be governed by and construed in accordance with the laws of the State of Virginia as applied to transactions entered into and to be performed wholly within said state between said state’s residents without regard to principles of conflict of laws. The parties submit exclusively to the personal jurisdiction of the federal district court for the Henrico County District of Virginia and the courts of said state. Licensee waives all defenses of lack of personal jurisdiction and forum non conveniens.
This Agreement constitutes the entire agreement between the parties hereto and shall not be modified, amended, or changed in any way except by written agreement signed by both parties hereto. This Agreement supersedes all prior or simultaneous representations, discussions, negotiations, and agreements, whether written or oral, between the parties concerning the Image.
This Agreement shall be binding upon and shall inure to the benefit of the parties, their successors, and assigns. Licensee shall not assign its rights under this Agreement, in whole or in part, without the prior written approval of Licensor.