Digital File Purchase Agreement
This Agreement is made effective as of the purchase date, by and between NEWP Visuals, herein referred to as the "Licensor", and the purchaser, herein referred to as the "Licensee".
Whereas, the Licensor owns and has the right to license digital files, software, and related materials (the "Digital Files");
Whereas, the Licensee desires to obtain, and the Licensor has agreed to grant, a license to use the Digital Files subject to the terms and conditions set forth in this Agreement;
Now, Therefore, in consideration of the mutual covenants and promises herein contained, the parties hereto agree as follows:
Grant of License: The Licensor hereby grants to the Licensee a non-exclusive, non-transferable, non-reproducible license to use the Digital Files for personal or internal business purposes only, without the right to sublicense, distribute, share, or create derivative works.
Restrictions:
The Licensee shall not share, distribute, rent, lease, or otherwise make the Digital Files available to any third party.
The Licensee is prohibited from modifying, adapting, translating, or creating derivative works based on the Digital Files.
Upon any modification of the Digital Files, all rights to support from the Licensor shall be void, and this Agreement shall be considered infringed upon.
Ownership and Intellectual Property: The Licensor retains all right, title, and interest in and to the Digital Files, including all related intellectual property rights. The Licensee acknowledges that the Digital Files are licensed, not sold, and the Licensee does not acquire any ownership rights in the Digital Files.
Term and Termination: This Agreement is effective until terminated. The Licensor may terminate this Agreement immediately upon Licensee's breach of any provision of this Agreement. Upon termination, the Licensee must immediately cease using the Digital Files and destroy all copies.
Governing Law: This Agreement shall be governed by and construed in accordance with all digital trademark and copyright laws, without regard to its conflict of laws principles.
Entire Agreement: This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral, relating to such subject matter.