1. The License will be non-exclusive and non-transferable and does not give Licensee the right to grant any sublicense. Any permission by Licensor to grant a sublicense can only be given in writing and in advance and will be limited to the terms specified in the permission.
2. The License only includes the right to use the Artwork as specified in the License Agreement. All other use and rights are strictly reserved by Licensor and Licensor may grant licenses to third parties in and outside the Territory for similar purposes without any restrictions.
3. All worldwide intellectual property rights (including but not limited to copyrights, design rights and trademark rights) in and to the Artwork are and remain exclusively owned by Licensor and Licensee will not own any intellectual property rights with regard to the Artwork. Licensee will not register any intellectual property rights in its own name, including but not limited to trademarks and designs. Licensee will not remove or make illegible any reference to Licensor as the creator and/or rights owner of the Artwork. Licensee will include in the product that includes the Artwork, and in the packaging of the product and in any other documentation, a credit line for Licensor as follows: “Artwork created by Digital Does. © [year] Digital Does. All rights reserved”.
4. Licensee will not change, amend or adapt the Artwork in any way, including but not limited to any changes in color or size, except if and to the extent necessary to use the Artwork in accordance with the terms of the License Agreement. Any and all intellectual property rights that may come to exist as a result of any change, amendment or adaptation by Licensee (or a third party hired by it) will be owned by Licensor and Licensee hereby unconditionally assigns, by way of future assignment, all intellectual property rights to such change, amendment or adaptation to Licensor, free of charge and without any restriction. If such future assignment would not yet be possible at the time of signing this License Agreement, Licensee hereby agrees to assign these rights at Licensor’s first request.
5. Licensor will not be liable towards Licensee or any third party for any damages, costs or expenses. Licensor will not be responsible for any third party claims that have not been forwarded to Licensor within one months after they have been sent to Licensee.
6. Licensee warrants that its use of the Artwork and of any product that includes the Artwork will be in accordance with all applicable laws and regulations in the applicable jurisdictions. Licensee will indemnify Licensor and hold Licensor free and harmless from all claims, damages and costs and expenses as a result from any claims by third parties based on any alleged infringement of rights or on any other ground, including all legal costs and expenses incurred by Licensor as a result of such alleged claims.
7. The License will commence on the date of the download and will continue until its expiry, unless Licensor has terminated the License in accordance with the terms hereof. Licensor may terminate the License, by giving e-mail notice to Licensee on the address specified herein, in the event that (i) Licensee, in Licensor’s reasonable opinion, fails to comply with any of the terms of the License Agreement or (ii) if the use in Licensor’s reasonable opinion is detrimental to Licensor or to the Artwork. Upon expiry or termination of the License Licensee will immediately cease any use of the Artwork and delete it.
8. Dutch law will exclusively apply to the License and to the License Agreement. Any dispute between Licensor and Licensee will exclusively be submitted to the competent Court in the Netherlands.