LICENSE AGREEMENT
Licensee → 購入時に指定された個人または法人(会社)。
Licensed asset → The specific copy of the digital content (asset) that is purchased and downloaded
License granted → Upon each purchase and download of a Licensed Asset, Pixelbot (“PIXELBOT”) grants the LICENSEE a non-exclusive, worldwide, revocable license for one (1) single-use, valid for both personal and commercial purposes, subject to the terms of this Agreement.
Personal (Non-Commercial) Use → Permitted and subject to the same format, channel, and quantity limitations as defined under Commercial Use; provided that such use is solely for personal, non-commercial purposes and does not involve any exchange of monetary or other consideration, promotional activity, or use by or on behalf of a business.
商用利用 – 物理およびデジタル最終製品 → 250,000 Combined total Physical End Products and Digital End Products. Use in single website, application,or video game is permitted. Any resale/sublicense of the LICENSED ASSET in source file form or otherwise competitive with the LICENSED ASSET is prohibited.
Commercial Use – Advertisements and Promotion → 250,000 Combined total Physical End Products and Digital End Products. Use in single website, application, or video game is permitted. Any resale/sublicense of the LICENSED ASSET in source file form or otherwise competitive with the LICENSED ASSET is prohibited.
Commercial Use – Broadcast Content → No limit on number of lifetime viewers
This License Agreement outlines the terms and conditions of the non-exclusive, limited copyright license granted by Pixelbot (“PIXELBOT”) to the LICENSEE for the digital content (“LICENSED ASSET”) purchased and downloaded from PIXELBOT.
The LICENSED ASSET item number will be sent to the LICENSEE’s account email address on file, along with a link to this License Agreement. LICENSEE should retain this information for future reference.
This License Agreement may also apply to digital content that PIXELBOT makes available at no charge (e.g., for promotional purposes), but only if such applicability is expressly stated at the time of initial download
1. PARTIES
1.1 PARTIES TO THE LICENSE AGREEMENT; NUMBER OF USERS
This License Agreement is entered into between:
(a) The “LICENSEE,” meaning the individual identified during the purchase process;
and
(b) Pixelbot (“PIXELBOT”).
If the LICENSEE is purchasing on behalf of an employer, then the employer is deemed the LICENSEE and is the sole party authorized to use the LICENSED ASSET under this License Agreement. In such cases, the purchaser represents and warrants that they have full legal authority to bind the employer to the terms of this Agreement.
1.2 – Number of Users
The number of individual users permitted to access and use the LICENSED ASSET is limited to the number selected and paid for at the time of purchase. If additional users are required, additional licenses must be purchased.
2. ASSET MANAGEMENT
The LICENSEE may upload the LICENSED ASSET only to the following locations, provided that all access and use remain solely by the LICENSEE as permitted under this License Agreement:
- A server owned and controlled by the LICENSEE; or
- A cloud storage service, cloud-based design application, or digital asset management account controlled by the LICENSEE.
3. COMMERCIAL USE AND NON-COMMERCIAL USE
This License Agreement permits both Commercial Use and Non-Commercial Use of the LICENSED ASSET, as outlined in Section 4 (Permitted Uses and Quantity/Impression Limitations)
3.1 – Commercial Use
Commercial Use is defined as any use that:
(i) involves an exchange of money or other consideration;
(ii) promotes a business (e.g., sole proprietorship, corporation, or partnership), product, or service; or
(iii) results in financial gain or other compensation, directly or indirectly from the LICENSEE’s use of the LICENSED ASSET.
If any one or more of these criteria are met, the use is deemed Commercial.
3.2 – Non-Commercial Use (Personal)
Non-Commercial Use is defined as use solely for personal purposes. Any use that qualifies as Commercial Use cannot be considered Non-Commercial Use.
4. PERMITTED USES AND QUANTITY/IMPRESSION LIMITATIONS
An “End Use” of a LICENSED ASSET refers to its use only as expressly permitted below.
4.1 – End Products
✔ Physical Products (Commercial or Non-Commercial Use): LICENSEE may create physical end products such as, but not limited to, clothing, cards, invitations, stickers, mugs, stamps, candles, posters, signs, home decor, etc. for Commercial Use or Non-Commercial Use.
✔ Product Packaging (Commercial or Non-Commercial Use): LICENSEE may create physical or digital end packaging products used for resale or wholesale such as, but not limited to, boxes, labels, stickers, or containers, etc., for Commercial Use or Non-Commercial Use.
✔ Digital Products (Commercial or Non-Commercial Use): LICENSEE may create digital end products for resale such as static designs, static website elements for Commercial Use or Non-Commercial Use.
✔ Digital or Print Publication (Commercial or Non-Commercial Use): LICENSEE may use the LICENSED ASSET in digital or print publications such as magazines, cards, invitations, photo albums, and scrap books, e-books or e-publications, for Commercial Use or Non-Commercial Use.
Quantity Limitations on End Products for Commercial Use: No more than 250,000 lifetime combined individual end products or packaging (digital or physical) sales, instances, impressions, or installations (as applicable) that incorporate the LICENSED ASSET is permitted for Commercial Use. Contact PIXELBOT for a custom license if LICENSEE requires greater quantities for Commercial Use.
4.2 – Social Media, Marketing, and Advertisements
✔ Personal Social Media for Non-Commercial Use: One personal or individual social media account (not on a company or business social media page) for Non-Commercial Use.
✔ Company Social Media for Commercial Use: If applicable (e.g., to a business), all LICENSEE owned and managed company social media accounts are allowed for Commercial Use. No limit on accounts and pages owned and managed by the LICENSEE for Commercial Use.
✔ Physical (Printed) Advertisements for Commercial Use: Such as billboards, signage, printed advertisement, etc. for Commercial Use in Local markets, National markets, and Global markets. “Local” market means that all display or distribution of these permitted advertisements must be within a 200 mile radius within the borders of a single nation/country. “National” market means any distribution or display of advertisements beyond a 200 mile radius within a single nation/country. “Global” market means any distribution of display of advertisements in more than one nation/country.
✔ Digital Advertisements for Commercial Use: Internet advertisements such as advertisements served by Google Ads, Bing Ads, Facebook Ads, Linkedin Ad, etc. for Commercial Use.
Quantity Limitations on Promotion and Advertisements: No limit on the number of impressions of social media posts or advertisements incorporating the LICENSED ASSET for Commercial Use or Non-Commercial Use (where Non-Commercial Use is applicable).
4.3 – Broadcast/Streaming of Motion Picture and Audiovisual Content
✔ Broadcast and Streaming: Broadcast and streaming via network, cable, internet, satellite, pay-per-view, video on demand or Streaming of motion picture and audio visual works, including advertisements.
Quantity Limitations on Broadcast and Streaming: No limit on the lifetime viewers for Commercial use or Non-commercial use.
4.4 – Digital Development
✔ Website Software Development, Mobile App Development, Desktop Application Development, and Video Game Development for Commercial Use or Non-Commercial Use: LICENSEE may use the LICENSED ASSET in one (1) title for Commercial Use or Non-Commercial Use.
Quantity Limitations on Digital Development: The LICENSED ASSET may be used in a single website, application, video game (each additional website, application, or video game including (without limitation) successor products, requires a separate license) and the license is additionally subject to the limitation in 4.1 (End Products). For example, LICENSEE may use the LICENSED ASSET in 1 mobile app title which may be downloaded or sold up to 250,000 times in total (pursuant to the limitation in Section 4.1), but LICENSEE may not use the LICENSED ASSET in 1 mobile app title and 1 website title that each sell 250,000 times (for this a separate license must be purchased for the mobile app title and the website title). These quantity restrictions are on a per purchase basis, so LICENSEE may purchase two licenses for the same LICENSED ASSET to increase the permitted quantity (subject to the terms of each applicable license).
5. PROHIBITED USES
Certain uses described below are not permitted under this License Agreement. Some may be allowed under a separate Commercial or Custom License — please contact PIXELBOT for details.
5.1 – End Products
✗ On-Demand Applications: Any use that allows third parties (e.g., end users) to customize a digital or physical end product is strictly prohibited, whether for Commercial or Non-Commercial Use. This includes, but is not limited to:
Print-on-demand
Made-to-order
Download-on-demand applications
5.2 – Trademark and Copyright
✗ Trademark: The LICENSED ASSET may not be used as part of a trademark, service mark, design mark, trade name, or similar identifier unless:
1. The LICENSED ASSET is significantly altered, and
2. It is not the predominant element of the final End Use.
This License Agreement does not permit the LICENSEE to register, protect, or enforce any trademark rights in the LICENSED ASSET itself. Any trademark application must disclaim rights to the unaltered LICENSED ASSET. Contact PIXELBOT for a custom license if trademark rights are desired.
✗ Copyright: LICENSEE may not claim the LICENSED ASSET — or any modified version of it — as their own original copyrighted work. Any registration must disclaim ownership of the original LICENSED ASSET.
5.3 – Future Technologies
✗ Future Technologies (Unlisted Use Cases): The license is limited strictly to the uses expressly permitted in this Agreement. Any uses involving future or emerging technologies not specified herein are not included in the scope of this license.
6. STRICTLY PROHIBITED USES
Nothing in this License Agreement grants the LICENSEE any of the following rights. All such rights are expressly retained by PIXELBOT.
6.1 – Resale or Sub-Licensing in Source File Form
✗ The LICENSED ASSET, or any modification thereof, may not be resold or sublicensed in source file form under any circumstances.
6.2 – Resale or Sub-Licensing in a Competitive Manner
✗ The LICENSED ASSET, or any modification thereof, may not be resold or sublicensed in any way that competes with the original asset — including but not limited to use as a stock asset, template, or other similar product.
6.3 – Public Sharing or Redistribution
✗ LICENSEE may not publicly share, distribute, or make available the LICENSED ASSET in any way that allows third parties to download, extract, or redistribute it as a standalone file — meaning the raw file itself, separate from a permitted End Use.
6.4 – Prohibited Content
✗ The LICENSED ASSET may not be used in any material that is pornographic, illegal, fraudulent, harassing, defamatory, or otherwise offensive or harmful. This includes, without limitation, any use that:
- (i) May create a risk of harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or illness to any person or animal;
- (ii) May result in damage to property or create any other form of liability;
- (iii) Exploits or endangers children, including soliciting personal information or exposing them to inappropriate content;
- (iv) Contributes to or constitutes a crime or tort;
- (v) Contains content that is unlawful, abusive, defamatory, offensive, invasive of privacy, or otherwise objectionable;
- (vi) Includes any material that violates intellectual property or trade secret laws (e.g., insider trading, trade secret misuse);
- (vii) Involves content that LICENSEE does not have the legal right to distribute or use;
- (viii) Contains knowingly false or outdated information;
- (ix) Promotes hate, racism, bigotry, or physical harm of any kind toward any individual or group.
6.5 – False Representation
✗ LICENSEE may not falsely represent authorship, ownership, or original creation of the LICENSED ASSET.
6.6 – Uses Not Expressly Permitted
✗ Any use not explicitly allowed under Section 4 (Permitted Uses and Quantity/Impression Limitations) is strictly prohibited.
7. CLIENT, SERVICE PROVIDER, AND OTHER THIRD PARTY USE
Third-party use is prohibited unless explicitly permitted below or covered by a separate or custom license. In general, each third party must obtain its own license.
7.1 – Third-Party Use Requires a Separate License
This License Agreement does not permit sublicensing of the LICENSED ASSET, except as described in Section 7.2.
7.2 – Limited Sublicensing Is Permitted
LICENSEE may sublicense rights to third parties only in the following situations:
(a) Distribution and Manufacturing Partners
LICENSEE may sublicense to third parties who manufacture, market, or distribute completed End Uses on LICENSEE’s behalf — provided that:
- The sublicensee is prohibited from extracting, reproducing, or reusing the LICENSED ASSET in any other way; and
- LICENSEE ensures full compliance with this License Agreement and remains liable for any breach.
Examples: Distributors producing packaging, fulfillment vendors, or web hosts publishing LICENSEE’s finished website.
(b) Service Providers or Subcontractors
LICENSEE may sublicense to service providers who act as subcontractors only if:
- The provider uses the LICENSED ASSET solely to deliver work to LICENSEE;
- LICENSEE ensures full compliance and remains liable for violations; and
- LICENSEE has purchased a sufficient number of user licenses (e.g., one per subcontractor).
(c) Clients of the LICENSEE
LICENSEE may sublicense to clients only by transferring a completed End Use (e.g., a website, advertisement, or physical product) that incorporates the LICENSED ASSET. In this case:
- The client may only use the LICENSED ASSET as embedded in the delivered work;
- The client is prohibited from extracting, modifying, or using the asset independently;
- LICENSEE is responsible for ensuring compliance with this License Agreement by the client.
8. ATTRIBUTION
8.1 – When Credit Is Required
Attribution is required for all editorial uses of the LICENSED ASSET.
For non-editorial uses, attribution is required only when credit is given to other providers of licensed material in the same context.
When required, attribution must be:
- Legible
- Located in close proximity to the LICENSED ASSET
- Comparable in placement and prominence to other credits
8.2 – How to Provide Credit
The proper credit format is:
“[LICENSED ASSET product type] copyright © pixelbot”.
Example: “Icon Set © pixelbot”
9. IMPORTANT GENERAL LEGAL PROVISIONS
9.1 – Intellectual Property
All digital content available on pixelbot.online — including, without limitation, the LICENSED ASSET — is protected by United States and international copyright laws, treaties, and other applicable intellectual property laws.
As between LICENSEE and PIXELBOT, PIXELBOT retains full ownership of the LICENSED ASSET. PIXELBOT grants to LICENSEE a limited, non-exclusive, non-transferable, and non-sublicensable license (except as expressly permitted in this Agreement) to use the LICENSED ASSET under the terms set forth herein. All other rights are expressly reserved by PIXELBOT.
LICENSEE may not assert ownership over the LICENSED ASSET, nor claim revenue from collecting societies (e.g., for photocopying, digital copying, or other secondary uses). Any reference to the “purchase” or “sale” of a LICENSED ASSET refers solely to the purchase of a limited-use license — not to the acquisition of copyright or ownership of the asset itself.
LICENSEE’s ownership of any media or device on which the LICENSED ASSET is stored does not confer any rights to the asset’s content or design. This License Agreement does not grant any rights to trademark, trade dress, or any intellectual property rights in the LICENSED ASSET beyond the limited copyright license explicitly granted herein.
9.2 – Termination
PIXELBOT may terminate this License Agreement at any time if LICENSEE breaches any term of this Agreement or any other agreement with PIXELBOT. In the event of termination, LICENSEE must immediately:
- Cease all use of the LICENSED ASSET;
- Delete or destroy all copies in any format; and
- If requested, provide written confirmation to PIXELBOT that these actions have been completed.
Additionally, if the LICENSED ASSET is used on a social media platform or third-party website that either:
- Uses the LICENSED ASSET for its own purposes; or
- Announces plans to do so in a way that violates this License Agreement,
then the rights granted for such use will immediately terminate. Upon PIXELBOT’s request, LICENSEE agrees to remove any such content from the relevant platform or website.
9.3 – Content Withdrawal
PIXELBOT may discontinue licensing any LICENSED ASSET at any time, at its sole discretion.
If PIXELBOT notifies LICENSEE — or if LICENSEE becomes aware — that a LICENSED ASSET may be subject to a third-party rights claim (e.g., copyright or trademark infringement), PIXELBOT may require LICENSEE to immediately, and at LICENSEE’s own expense:
- Cease all use of the LICENSED ASSET;
- Delete or destroy all copies in any form; and
- Ensure that LICENSEE’s clients, distributors, and licensees do the same.
In such cases, PIXELBOT will provide LICENSEE with replacement content, selected at PIXELBOT’s reasonable commercial discretion, free of charge. This replacement shall be PIXELBOT’s sole obligation, subject to the other terms of this License Agreement.
9.4 – Audit
Upon reasonable notice, LICENSEE agrees to provide PIXELBOT with sample copies of any projects or End Uses that incorporate the LICENSED ASSET. This includes providing free-of-charge access to any paywalled or restricted-access website or platform where the LICENSED ASSET appears.
Additionally, with reasonable notice, PIXELBOT may — either directly or through a designated third party — audit LICENSEE’s records directly related to this License Agreement and LICENSEE’s use of the LICENSED ASSET to verify compliance with all terms, including payment obligations.
If any audit reveals an underpayment by LICENSEE of five percent (5%) or more of the amount due, LICENSEE must:
- Pay the amount of the underpayment;
- Cover all costs incurred by PIXELBOT in conducting the audit; and
- Remain subject to any other remedies available to PIXELBOT under this Agreement.
9.5 – Disclaimer of Warranties
LICENSEE’S USE OF THE LICENSED ASSET IS AT LICENSEE’S OWN RISK. THE LICENSED ASSET IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED.
PIXELBOT and the Shop Owner expressly disclaim all warranties, whether express, implied, statutory, or otherwise — including, without limitation:
- Warranties of merchantability
- Non-infringement
- Fitness for a particular purpose
Nothing in this section affects any warranties that cannot be excluded or limited under applicable law.
9.6 – Limitation on Liability
IN NO EVENT SHALL PIXELBOT, ITS AFFILIATES, LICENSORS (INCLUDING, WITHOUT LIMITATION, THE SHOP OWNERS), SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR ANY DAMAGES OF ANY KIND — UNDER ANY LEGAL THEORY — ARISING OUT OF OR IN CONNECTION WITH THIS LICENSE AGREEMENT, INCLUDING BUT NOT LIMITED TO:
- LICENSEE’S USE OR INABILITY TO USE THE LICENSED ASSET;
- INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES;
- PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS;
- LOSS OF REVENUE, PROFITS, BUSINESS, OR ANTICIPATED SAVINGS;
- LOSS OF USE, GOODWILL, OR DATA;
- DAMAGES RESULTING FROM TORT (INCLUDING NEGLIGENCE), INTELLECTUAL PROPERTY INFRINGEMENT, BREACH OF CONTRACT, OR OTHERWISE — EVEN IF FORESEEABLE.
IN NO EVENT SHALL THE TOTAL LIABILITY OF PIXELBOT, ITS AFFILIATES, OR THEIR LICENSORS EXCEED THE LESSER OF:
- $10,000 USD, or
- The total fees paid by LICENSEE for the LICENSED ASSET.
The foregoing does not affect any liability that cannot be excluded or limited under applicable law.
9.7 – Indemnification
LICENSEE agrees to defend, indemnify, and hold harmless PIXELBOT, its affiliates, service providers, and their respective officers, directors, employees, contractors, agents, suppliers, successors, and assigns from and against any and all:
- Claims
- Liabilities
- Damages
- Judgments
- Awards
- Losses
- Costs
- Expenses (including reasonable attorneys’ fees)
arising out of or relating to LICENSEE’s actions — or the actions of any party acting on LICENSEE’s behalf, including service providers — in connection with:
9.8 – Limitation on Time to File Claims
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY CLAIM OR CAUSE OF ACTION THAT LICENSEE MAY HAVE ARISING OUT OF OR RELATING TO THE LICENSED ASSET OR THIS LICENSE AGREEMENT MUST BE FILED WITHIN ONE (1) YEAR FROM THE DATE THE CLAIM ACCRUES.
FAILURE TO DO SO WILL RESULT IN THE CLAIM BEING PERMANENTLY BARRED.
9.9 – Choice of Law and Forum
All matters relating to the LICENSED ASSET and this License Agreement — including any dispute or claim arising from or related to it (whether contractual or non-contractual) — shall be governed by and construed in accordance with the internal laws of the State of California, without regard to any choice or conflict of law provisions of any jurisdiction.
Any legal action, suit, or proceeding arising out of or related to this License Agreement shall be brought exclusively in the:
- Federal courts of the United States; or
- State courts of California, located in the County of Los Angeles.
However, PIXELBOT reserves the right to initiate proceedings against LICENSEE in LICENSEE’s country of residence or any other relevant jurisdiction in the event of a breach.
被許諾者 waives all objections to the exercise of jurisdiction and venue by such courts, to the maximum extent permitted by law.
9.10 – Arbitration
AT PIXELBOT’S SOLE DISCRETION — AND EXCEPT WHERE PROHIBITED BY LAW — PIXELBOT MAY REQUIRE LICENSEE TO SUBMIT ANY DISPUTE ARISING OUT OF OR RELATING TO:
- The use of the LICENSED ASSET, or
- This License Agreement (including its interpretation, violation, invalidity, non-performance, or termination),
to final and binding arbitration administered under the Rules of Arbitration of the American Arbitration Association, applying the laws of the State of California, USA.
9.11 – Waiver and Severability
No waiver by PIXELBOT of any term or condition of this License Agreement shall be deemed a continuing waiver or a waiver of any other term or condition — whether or not similar. A failure by PIXELBOT to assert any right or provision under this License Agreement shall not constitute a waiver of that right or provision.
If any provision of this License Agreement is determined by a court or tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, that provision shall be eliminated or limited to the minimum extent necessary. The remainder of the License Agreement — including the Terms of Use — shall remain in full force and effect.
9.12 – Entire Agreement
This License Agreement — together with the PIXELBOT Terms of Use (“Terms of Use”) — constitutes the entire agreement between LICENSEE and PIXELBOT with respect to the LICENSED ASSET. It supersedes all prior and contemporaneous understandings, agreements, representations, and warranties — whether written or oral — concerning the LICENSED ASSET.
In the event of any conflict between this License Agreement and the Terms of Use with respect to the LICENSED ASSET, the terms of this License Agreement shall govern.
9.13 – Notices
All notices required under this License Agreement must be sent to PIXELBOT via email at: legal@pixelbot.online
All notices to LICENSEE will be sent to the email address provided by LICENSEE at the time of account creation or purchase.
9.14 – Modifications
PIXELBOT may modify this License Agreement at any time by posting an updated version on the PIXELBOT website.
The version of the License Agreement in effect at the time of purchase shall govern that purchase — even if the LICENSED ASSET is downloaded later.
Updated versions of the License Agreement will not apply retroactively to prior purchases unless either:
(1) LICENSEE is notified of the option to apply the updated terms and expressly agrees (e.g., by clicking “Agree”); or
(2) The modification:
- (i) Does not adversely affect LICENSEE’s rights, and
- (ii) PIXELBOT notifies LICENSEE that the change will apply retroactively (e.g., via email to the address on file).
9.15 – Interpretation
Unless the context clearly requires otherwise, throughout this License Agreement:
(i) Terms such as “including,” “includes,” “e.g.,” and “for example” shall be interpreted to mean “including but not limited to.”
(ii) Words in the singular include the plural, and words in the plural include the singular.
This License Agreement shall not be construed against the drafting party.
9.16 – Language and Governing Version
This License Agreement may be translated into other languages for convenience. However, in the event of any inconsistency or conflict between translations, the English version shall prevail and be deemed the governing versionfor all purposes, including interpretation and dispute resolution.
9.17 – No Assignment or Transfer
This License Agreement, and any rights granted to LICENSEE hereunder, are non-transferable and non-assignable.
LICENSEE may not assign, transfer, delegate, or sublicense this Agreement — or any of its rights or obligations — without the prior written consent of PIXELBOT.
Any unauthorized transfer or assignment shall be null and void and may result in immediate termination of this License Agreement.