Licensing Terms and Conditions

The following sets forth the terms and conditions of the agreement with respect to the purchase by you, the purchaser/customer, hereinafter referred to as Licensee, of the “Design File(s)” (as hereinafter defined) from Thunderhead Studio LLC, a Colorado limited liability company located in Bennett, CO, (“Licensor” or “Producer”). By purchasing the Design, Licensee agrees to abide by the following terms and conditions (as may be amended by Licensor from time to time).

• Design. The “Design File(s)” shall mean a particular digital file (or group of files, as applicable) and the related copyright(s) created, authored, and owned by Christopher Wailes, and marketed by Thunderhead Studio LLC for the purpose of Licensee’s at-home 3D-printing of figurines and landscape components for tabletop battle games (the “Design File(s)”) as compiled and bundled together into one (1) product package, as found for sale & download at http://www.thunderhead-studio.com (the “Website”) and as delivered by secure digital download.

• Grant of License.
• The Design File(s) and all rights therein (including copyrights) remain the property of Licensor and are licensed to Licensee as the original end-user, on a non-exclusive basis, for use as set forth herein. All rights not expressly granted to Licensee are reserved exclusively by Licensor. The rights granted in the Design File(s) are conditional upon Licensee’s timely payment of the Design Purchase Price (a/k/a “fee”). The fee is a one-time payment for the rights granted to Licensee, and this Agreement is not valid until the fee has been paid.
• In exchange for consideration of the purchase price as shown on the receipt of your purchase from the Website, (“Design Purchase Price”), paid upon the purchase and download of the Design File(s) from the Website, Licensee may use the Design File(s) for the sole and limited purpose of at-home 3D-printing of the objects depicted in the Design File(s) works, for personal use only. For the avoidance of doubt, this Agreement does not grant Licensee any rights to sell, distribute or otherwise commercially exploit any printed objects created by Licensee’s use of the Design File(s) covered hereunder.
• To the extent Licensee stores its licensed copy/ies of Design File(s) on a digital storage medium, Licensee must make sure that Licensee is the only person with access to the storage medium. In other words, Licensee shall not store their copy/ies of Design File(s) on any file-sharing system, whether housed on cloud-based servers or in any other format; Licensee may not freely share Design File(s) with other individuals who have not purchased a license from Licensor. Any violation of this provision will be deemed an infringement of Licensor’s copyright(s).
• However, Licensee’s “personal use” of the Design File(s) shall include, and permit Licensee, to (a) sell printed objects to friends and family, provided that Licensee does not engage in general public sale or commercial advertising of any printed objects Licensee makes based on Licensor’s Design File(s); and (b) make available their printing equipment for friends or family to print objects based on Licensor’s Design File(s), provided that Licensee only charges for material costs and not for the purpose of collecting a profit, and that at least one party to the aforementioned exchange holds a license from Licensor.
• If Licensee desires to use Design File(s) to commercially exploit 3D-printed objects based on the design(s) contained therein, Licensor has commercial licensee arrangements available; Licensee is directed to contact Licensor to establish a commercial licensing arrangement.
• Licensee may modify the Design File(s) after purchase to suit Licensee’s specific needs for personal use.

• Delivery of the Design File(s). Licensor will deliver the Design File(s) as high quality Stereolithography/Standard Tessellation Language (.stl) files, as such terms are understood in the design industry. Licensor will not, under any circumstances, deliver Design File(s) in .obj format or any other file formats. Licensor will use commercially reasonable efforts to deliver the Design File(s) to Licensee immediately after payment of the Design Purchase Price is submitted to Licensor. Licensee will receive the Design File(s) via email to the address Licensee provided to Licensor.

• Term. The duration of this Agreement shall be perpetual, beginning on the date of full execution of this Agreement (the “Effective Date”), but Licensor shall retain the right to revoke this License at Licensor’s sole discretion at any time.

• Copyright Ownership. Licensor is the sole owner and holder of the Design File(s), including all copyrights in and to the works of visual art that Licensor has created and made available for purchase. This Agreement does not create an assignment to the Licensee of any of the copyrights covered herein. Licensee may not register or attempt to register the any the designs contained in any of the Design File(s) with the U.S. Copyright Office in Licensee’s sole name under any circumstances.

• Credit. Licensee has the right to use and permit others to use Licensor’s approved name (“Thunderhead Studio”), for the very limited commercial purposes described in Paragraph 2(b), above, in connected with any objects that Licensee may print based on Licensor’s Design File(s). Licensee shall have Licensor credited as a “Designer” or similar terms as may be used in the relevant industry, and will give appropriate credit on all configurations that embody the Licensor’s design(s). Licensee will use its best efforts to ensure that Licensor is appropriately credited. Licensee will check all proofs for accuracy of credits and cure any mistakes regarding Licensor's credit. If the Licensee fails to give credit to Licensor, Licensee must use reasonable efforts to correct any such failure immediately and on a prospective basis. Such credit must be in the following form: “Created by Thunderhead Studio.”

• Non-Transferable. The rights in the Design File(s) are granted solely to Licensee and are not transferable or assignable under any circumstances.

• Warranties and Representations. Licensee represents and warrants that the use of any Design File(s) shall not infringe on the rights of any third party or create any liability on behalf of Licensor or Licensor’s subsidiaries, affiliates or assignees. Licensee will indemnify, defend and hold Licensor, and Licensor’s principals and owners, harmless from and against any and all loss, costs, damage, liability and expense, including court costs and reasonable attorneys’ fees, arising out of any third-party claim, which may occur in connection with Licensee’s use of the Design File(s) or design(s) contained therein hereunder, Licensee’s projects, or by a breach of Licensee’s warranties and/or representations hereunder. Licensor represents and warrants that all content contained within the designs contained within the Design File(s) are wholly original to Christopher Wailes, and does not infringe on the rights of any third party.

• Limitation of Liability. Licensee hereby indemnifies and holds Licensor harmless from any and all liability that may arise from the Project or any content or material used by Licensee in connection with Design File(s), including but not limited to, any claims for infringement of any intellectual property rights, rights of privacy or publicity, trademark or copyright infringement, or the publication of defamatory, obscene or offensive material. By downloading the Design, Licensee hereby agrees to waive the right to assert any such claims against Licensor or Licensor’s subsidiaries or affiliates. Licensor is providing the Design File(s) and design(s) “as is,” without any warranty. In no event shall Licensor be held liable for any lost profits, incidental, consequential or indirect damages arising out of or associated with Licensee’s use of the Design File(s) or the design(s) contained therein.

• Termination.
• Material Breach. If the Licensee materially breaches this Agreement, Licensor may give written notice that states:
• The nature and basis of Licensee’s breach, including the applicable provisions; and
• Licensor’s intent to terminate under this section all or part of the License related to the breach
• Time to Cure. If Licensee does not cure the breach within five (5) days after receiving the written notice as provided in (a), above, Licensor may immediately terminate this Agreement.
• Other Breaches. Licensor may immediately terminate this Agreement upon giving Licensee written notice if Licensee uses the Design File(s) or New Work beyond the scope of the License granted in this Agreement.

• Other Terms & Conditions.
• Entire Agreement. This Agreement sets forth the entire agreement between Licensor and Licensee with respect to the subject matter hereof, and may not be modified or amended except by written agreement executed by the parties. Licensor and Licensee agree to the terms and conditions stated in this Agreement.
• No assignment. Neither party may assign this Agreement without the other party's written consent, which must not be unreasonably withheld. A party's entering into contracts with subcontractors is not considered an assignment.
• Successors and representatives. This Agreement binds and inures to the benefit of the parties and their heirs, personal representatives, successors, and (where permitted) assignees.
• Notices. All notices and other communications required or permitted under this Agreement must be in writing. They must be sent or emailed to the party at that party's address set forth below or at whatever other address the party specifies in writing.
• Severability. If a court for any reason holds any provision of this Agreement to be unenforceable or invalid for any reason, the remaining portions of this Agreement remains fully enforceable as if the unenforceable provision were not part of the Agreement.
• “Including.” Unless the context requires otherwise, the term “including” means “including but not limited to.”
• Headings. Headings are for convenience only and do not affect the interpretation of this Agreement.
• Governing Law. The validity, construction and effect of this Agreement, and any and all modifications thereof, shall be governed by the laws of the State of Colorado applicable to contracts entered into and fully performed in the State of Colorado, without regard to conflicts of laws principles, and the laws of the United States applicable to copyrights. All actions between the parties arising out of or in connection with this Agreement shall be brought only in the state and federal courts located in the State of Colorado, Denver County.

By clicking “Purchase” / “Buy” / “Accept” / etc., Licensee hereby agrees to be bound by all of the terms and conditions of this License Agreement.