New and revised for 2022
Terms and Conditions of Purchase
BY PURCHASING AND USING TEXTURAMA IMAGES (“PRODUCT”) OR THE COMPLETE TEXTURAMA LIBRARY (“PRODUCT LIBRARY), YOU (“YOU” OR “CUSTOMER”) ARE CONSENTING TO BE BOUND BY THIS LICENSE AGREEMENT (“LICENSE”). IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT PROCEED OR USE TEXTURAMA IMAGES FOR ANY PURPOSE. FAILURE TO COMPLY WITH THIS AGREEMENT MAY RESULT IN LEGAL ACTION.
Purchase of the Product or Product Library is subject to the following terms and conditions:
Except for the licenses expressly granted in this Agreement, this Agreement does not grant any additional rights. Texturama owns and reserves all rights, titles, and interest in and to all Product and Product Library, including but not limited to Texturama materials, Texturama images and all underlying intellectual property. For the term of Customer’s purchase as set forth on the relevant invoice, Texturama grants to Customer a limited, personal, non-exclusive, non-transferable, and non-sublicensable license to internally use the Product or Product Library (depending on what Customer has purchased) solely for use as described in Section 2. Customer shall not decompile, disassemble, or otherwise attempt to discover the source code or underlying ideas or algorithms of the Product or Product Library; (b) modify or create derivative works based on the Product or Product Library, (c) sell, resell, license, copy, rent, lease, or distribute the Product or Product Library or otherwise use the Product for the benefit of a third party, (d) remove or alter proprietary notices from the Product or Product Library. Any accompanying image data is licensed, not sold, to Customer by Texturama. The Texturama Product or Product Library you have purchased and any copies you are authorized to make by explicit written consent of Texturama are subject to the terms of this Agreement.
2. Usage Rights
Texturama copyrights and owns all images and other content in the Product Library. If Customer purchases access to the Product Library, Customer has purchased a license to use the library and images as described in Section 1. This license allows the Customer to use the Product in their own creation as part of a graphic piece for distribution, broadcast, or performance wherein the creation does not use any of the Products, Product Library, or any derivatives, modifications, or adaptations of such Products and Product Library as the primary source of the creations value. The Product or Product Library purchased shall only be used on one computer and solely for Customer’s individual use. The Product or its derivatives, modifications, or adaptations may not be offered for sale, or duplicated or manipulated for resale or redistribution in the form of a collection or library, (such as a media library, reproduction art, or stock design) by Customer. Customer must be the sole purchaser and have gone through the official purchase process, with registration, to be considered a registered user. Such determination as to whether Customer is a registered user shall be under Texturama’s sole discretion.
3. Restrictions on Customer’s Commercial Use
Products and Product Library, all Texturama products, and digital files bearing strong resemblance to Texturama copyrighted materials may not be featured, marketed, distributed, or resold as a competitive product by Customer.
Customer of Product or Product Library may not use, feature, market, distribute, sell, or transfer Texturama Products or Product Library in any form of Virtual Economy or Online Marketplace, as defined below. Product, Product Library, and Texturama images cannot be used in situations where the tileable versions of texture images can be extracted from the models (for example, in “Second Life” a 3D model is associated with the corresponding texture images that are applied to its 3D form; In these 3D browsers, the textures can be “ripped” or “stolen” from the original model itself). Virtual Economy (“Virtual Economy”) in this Agreement is defined as any secondary market within a preexisting virtual universe where users have the ability to create and sell products (e.g. any in-game or in-world virtual economy that exists in a game platform, sandbox, or universe [including but not limited to Second LifeTM, IMVUTM, etc.]). Online Marketplace (“Online Marketplace”) is defined as a real-world marketplace which conducts commerce online (including but not limited to ShutterstockTM, TurbosquidTM, CG TraderTM, etc.). Customer’s use, distribution, resale, transfer, feature, or market of Product or Product Library in Virtual Economy or Online Marketplace is strictly prohibited and such prohibited use shall constitute immediate material breach of this Agreement.
Additionally, Product, Product Library, or any Texturama images, digital files, and all subsequent Texturama products must not make up the majority (50% or more) of Customer’s physical or virtual product being sold. Texturama images, Product, or Product Library, or their likeness may not be the primary focus or selling point for any Customer product. For illustrative purposes only, which shall not limit or exclude other violations, it is a violation of this Agreement for Customer to create a product where the main selling point is the Product or Product Library purchased from Texturama, (e.g. printing grass textures on a drink coaster and selling it based on the design rather than the function of the coaster).
4. Editorial Image and Product Use
Texturama images, Products, or Product Library may contain third-party logo copyrights, signage, and branding. Customer shall use such Texturama images, Products, and Product Library at your own risk. These images and signs are for art and visualization purposes only. They may not be printed on products that would be value-based on texture. It is Customer’s responsibility to obtain usage rights directly from third-party entity or entities of which the logos and signage belong.
Texturama will not indemnify a claimant, third-party claimant, or be held legally and financially liable for a Customer’s incorrect usage of editorial images.
5. NO WARRANTY
EXCEPT AS SET FORTH HEREIN, THE PRODUCT AND PRODUCT LIBRARY IS PROVIDED “AS IS” and “AS AVAILABLE” AND IS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANABILITY, AND FITNESS FOR A PARTICCULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE, USAGE OF TRADE, OR COURSE OF DEALING, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. Texturama makes no warranties or representations that the Product or Product Library is free of errors or defects, viruses, worms, Trojan horses, or other harmful computer code, files, scripts, or agents, or that it adequately performs the functions it is intended to perform. Texturama is under no obligation to update or correct defects or errors in the Product. If Texturama does provide Customer with updates or corrections, the terms and conditions of this Agreement shall apply perpetually.
Furthermore, upon purchasing Product, Product Library, Texturama images, products, or materials, Customer bears the risk of immediately and properly downloading all purchases onto their local devices. Texturama makes no warranties, promises or guarantees that download support or the download link for the purchased Product, Product Library, image, product, or material will remain available indefinitely.
6. Limitation of Liability
UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL TEXTURAMA NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, OR, RESELLER, SUPPLIERS BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, EXEMPLARY, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING WITHOUT, LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES. IN NO EVENT SHALL TEXTURAMA BE LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY AMOUNTS.
7. Venue, Jurisdiction, and Injunctive Relief
Customer acknowledges that unauthorized use of the Product or Product Library (“Unauthorized Use”) may cause irreparable injury not readily measurable in monetary damages. In the event of Customer’s Unauthorized Use, threat of Unauthorized Use, or breach of this Agreement, Texturama will be entitled to seek, without waiving any other rights, recourse or remedies in law or equity, such as injunctive or equitable relief in any court of competent jurisdiction.
This Agreement shall be governed by the laws of California. Except as required for injunctive relief, all disputes arising out of this Agreement will be subject to the exclusive jurisdiction and venue of the state courts located in San Francisco, California and the federal courts located in the Northern District of California, and each Party hereby consents to the personal jurisdiction thereof.
8. Force Majeure
Texturama shall be excused from failures or delays in delivery or performance hereunder if such failure or delay is attributable to causes beyond the reasonable control of Texturama, which makes such performance or delivery commercially impractical. In the event of any such delay, the time of delivery or performance and time of payment shall be extended for a period of time equal to the time lost by reason of such delay (unless otherwise specified in writing between the parties hereto).
Texturama reserves the right to terminate this Agreement for any reason at any given time and in its sole discretion. This license and Agreement will terminate automatically if you fail to comply with the limitations described herein. Upon termination, you must destroy all copies of Product, Product Library, Texturama images and products both digital and printed. Failure of Customer to destroy all Product, Product Library, Texturama images, products, or materials shall constitute Customer’s immediate material breach of this Agreement.
Any attempt to resell or distribute any and all Product, Product Library, Texturama images or products, as clip media, reproduction art, or stock design (for free or for trade, in competition with or at detriment to sales of the texture library for Texturama) will immediately terminate this License Agreement and Customer shall be in immediate material breach of this Agreement.
If Customer opts to purchase the Product or Product Library on a subscription, as set forth on the Texturama website (“Subscription”), the Subscription shall automatically renew at the end of each Subscription term. Payment for the relevant Subscription by Customer is non-refundable and non-disputable.
10. Restrictions of Transfer
This Agreement and the rights and obligations under this Agreement shall not be transferable, sublicensable or assignable to any other person, firm or corporation by Customer. The rights and obligations of this Agreement shall insure to the benefit of and be binding upon the parties hereto, their successors and permitted assigns.
No waiver of any breach of any provision of this Agreement shall constitute a waiver of any prior, concurrent or subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving Party.
12. Complete Agreement
This Agreement constitutes the complete and exclusive statement of this agreement between the parties hereto and supersedes any and all prior express implied agreements or understandings between the parties hereto concerning the subject matter hereof. No amendment, waiver or other alteration of this Agreement may be made except by mutual agreement in writing.
If any provision or provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not be affected thereby and the parties shall negotiate replacement provisions for those provisions which are held invalid, illegal or unenforceable which as closely as possible express the intent of those provisions.
All notices shall be in writing and shall be deemed to be delivered when deposited in the United States Postal Services, postage prepaid, return receipt requested, or when sent by telegram, telex, or facsimile. All notices shall be directed to Licensee or to Licensor, its successors or assigns, at the respective addresses set forth on the signature page of this Agreement or to such other address as one party may, from time to time, designate by notice to the other party.
14. Future Product Updates
Texturama reserves the right in its sole discretion to update textures and their related support-files. This section does not guarantee that Customer will be notified of the addition of updates.
15. Relationship of the Parties
The parties to this Agreement are affiliated companies and this Agreement will not establish any relationship of partnership, joint venture, employment, franchise, or agency between the Parties. Neither Party will have the power to bind the other or incur obligations on the other’s behalf without the other’s prior written consent.
Texturama.com, an XY3D, Inc. product.