Contributor’s Agreement
Artaux (www.artaux.io) is owned by Avishyat Tech Ventures LLP and will be referred to as Artaux/We/Us/Our for this agreement.
This agreement is between Artaux and “Name of the designer/ company” whom will be referred to as Contributor/You for this agreement.
By signing this agreement, you agree to all the terms listed below.
1. Our Service
1.1 Our Service
Artaux operates an e-commerce platform for various digital files. Our Users pay a fee to download and use such said digital files. You acknowledge and agree that Users may make broad use of such downloaded content for the stated fee and are under no obligation to inform Artaux or you of the uses made of any submitted content.
You may choose to contribute to Our platform, stock photographs, illustrations, fonts, templates, animations and other media, along with any associated text, for license to other Users in exchange for royalties (Digital Assets).
1.2 Contributor’s Guidelines
Artaux may choose to impose submission limits on Contributors’ accounts with an acceptance rate that falls below the minimum thresholds or reject Digital Assets in its sole discretion. The excessive submission of content that does not adhere to Artaux’s guidelines may result in the termination of your Artaux contributor account. You agree that you will not, and will not solicit any third party to download content you have contributed as Digital Assets.
1.3 Treatment of Digital Assets and Removal
Artaux has the right to refuse or to accept any Digital Assets for any reason or no reason. Artaux has the right to remove any Digital Assets from the platform at any time for any reason (including but not limited to our belief that your submission would or does subject us to legal action or if your Digital Assets violate the terms of this Agreement) or no reason. We propose that any of the Digital Assets you might upload to Our platform should not be taken down for a time period of at least 24 months. Although you have the right to remove any of your Digital Assets from Our platform at any time for any reason with a prior notice to Us with a valid reason. Artaux will use reasonable efforts to cause the Digital Assets to be removed from the platform within sixty (60) days of your deactivation of such Digital Assets. In addition, you also agree that Artaux will be able to keep at least a thumbnail of any Digital Assets that you wish to remove indefinitely. In the event that Digital Assets are deleted between the time of your deletion request, and it being actually deleted, User purchases it, you will earn royalties for the Digital Assets. This is an uncommon, special circumstance. Deactivated content is not available to any User who has not already purchased it prior to the time it is removed.
2. Ownership, Releases and Your License Grant
2.1 Ownership
Nothing contained in this Agreement shall be construed to transfer any copyrights to Artaux. The copyrights in and to all Digital Assets remains with the owner of such copyrights. All Digital Assets submitted to the platform must be your own original work.
2.2 Model and Property Releases
By submitting Digital Assets to Artaux, you agree to provide valid and accurate releases for all non-editorial Digital Assets you upload to Artaux that, in our judgment, contains an identifiable face, identifiable person, other identifiable attribute, or property. If you do not have a release for the Digital Assets that contains an image(s) of an identifiable person or property, Artaux may choose to reject such content. You agree that you are solely responsible for retaining all original releases and maintaining complete and accurate release records for all Digital Assets. Any applicable releases are required to be electronically submitted to Artaux with the Digital Assets. You acknowledge and agree that the submission of falsified, inaccurate or otherwise defective releases constitutes a material breach of this Agreement and can result in the immediate termination of your account without prior notice.
You agree that you are solely responsible for all Digital Assets that you make available on or through the platform. You represent and warrant that (1) you are either the sole and exclusive owner of all Digital Assets or you have all rights, licenses, consents and releases that are necessary to grant to us the rights in such User Content as contemplated in this Contributor Agreement; and (2) neither the Digital Assets nor the posting, uploading, publication, sending or receiving of the Digital Assets or our use of the Digital Assets on, through or by means of the platform will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
2.3 License Grant
By submitting any Digital Assets to Our platform, you hereby grant Artaux, a worldwide, non-exclusive right and license to copy, reproduce, create derivative works, publicly display, market, sub-license and sell any Digital Assets uploaded by you and accepted by Artaux, subject to the terms and conditions of this Agreement.
Artaux may also elect to license all Digital Assets to its users via a subscription model.
3. Digital Files on Artaux
3.1 Publishing
To make their Digital Files available to other Users, the Contributor must upload their Digital Files on our website. The Contributor agrees that such Digital Files will adhere to any content guidelines and otherwise be licensed in accordance with this Agreement.
3.2 Profiles
Artaux may create a collection of each Contributor’s Digital Files (Digital Assets), where Users can browse the Digital Files created and published by a specific Contributor.
3.3 Free Digital Files
From time to time, Artaux may offer Digital Assets for free to Users (subject to mutual agreement with the respective Contributor/s) for marketing purposes. Contributors will not receive a royalty for Digital Assets that are made available for download free of charge.
3.4 Metadata
From time to time, Artaux may apply or edit the metadata to Digital Files on the platform marketplace for the purposes of search and discoverability of the Digital Files (Digital Assets).
4. Payment Terms
4.1 Artaux will pay you a royalty for each unique purchase of your Digital Assets for which Artaux receives payment. The current royalty rates are set forth on the Royalty Schedule. Artaux may modify the royalty rate and/or payment schedule at any time. If Artaux does modify the royalty rate, royalties earned before the effective change in rates will be credited at the rate in effect at the time such royalties were earned.
4.2 For Contributors’ from India, the payment of the royalties will be in Indian Rupees (INR). You will be asked to upload your valid bank details or your UPI id for the future royalties transfer.
For all the foreign Contributors’, the payment of the royalties will be done in US Dollars (USD). Foreign contributors will need to have a paypal account. We will transfer all the royalties to your paypal account. Whenever we make a payment to you as a contributor, you are responsible for all costs of converting the amount of the payment from US Dollars into your preferred currency. Your financial institution does the currency conversion and may charge you additional fees (we do not control either the conversion rates or your financial institution’s fees).
Important notice: We, in our sole discretion, reserve the right to implement the “minimum threshold” criteria for transfer of royalties for our Indian contributors in the near future. All contributors will be notified prior to any change subject to this agreement.
4.3 If Artaux makes an over-payment of royalties or other compensation to you for any reason, Artaux shall have the right to deduct the amount of such over-payment from your accrued royalties or to demand the immediate repayment of such overpaid royalties or other compensation.
4.4 Artaux being a website owned by Avishyat Tech Ventures LLP, a company based in India, the Indian tax structure will be applicable to all contributors, foreign or Indian.
5. Royalty Schedule
The payment of the royalties will be done on or before 15th of every month. But in case of matters unforeseen, the date of transfer of the royalties to the Contributor may vary. All Contributors will be notified in advance regarding this deviation in the payment schedule.
The Contributor's will receive 60% of each sale (untaxed amount) of their Digital Asset/s. Artaux's share will be 40% of the selling price.
In future, we may change the share percentage for certain products. We, in our full discretion, reserve the right to do so. Contributors will be given a notice of any such change in advance.
6. Limitation to liability
In case of breach of End User License Agreement by any User, Artaux, its affiliates, agents, directors, employees, suppliers or licensors be liable for any direct, indirect, punitive, incidental, special, consequential or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data or other intangible losses, that result from the use of, or inability to use, this platform, including without limitation, your submission of Digital Assets. Under no circumstances will Artaux be responsible for any damage, loss or injury resulting from hacking, tampering or other unauthorized access or use of the platform or your account or the information contained therein.
Artaux in its sole discretion has the right to deny any involvement in the matters arising from the breach of the End User License Agreement by any User/s.
Artaux will provide (but exercise the full right not to have any obligation) necessary information about the User/s (if possible) to you in case of the described breach.
Not withstanding anything to the contrary contained herein, Artaux shall not be liable for any damages, costs or losses arising as a result of modifications made to Digital Assets or other content, any additions or combinations of Digital Assets with other content, or the context in which the Digital Assets or other content is used by you or any other User.