The following terms of this Nonexclusive License Agreement ("Agreement") apply if you create products with Zazzle's design tools and/or publish a Design to be displayed and/or offered for sale on websites owned or operated by or for Zazzle Inc. (the "Site"). "Design" means any and all artwork, photographs, sketches, drawings, text, stitch files, and digital images that you send to Zazzle for placement on the Site or on physical or electronic products made by or for Zazzle ("Products").
Licenses. By uploading Designs to the Site or creating Designs with Zazzle's design tools, you grant the following licenses to Zazzle: the nonexclusive, worldwide, transferable, sublicensable right to use, reproduce, publicly display, sell, and distribute the Design for the purposes of creating and selling Products and in advertising, marketing, samples, and promotional materials for the purpose of promoting the Site and Products; and the right to make modifications to your Design as necessary to prepare your Design for use in a particular Product category if you agree that your Design may be used in such category. If you select the "customizable" option, you also agree that Zazzle and its customers may make changes to the Design for the purposes of creating and ordering or selling Products.
You may remove your Design from the Site at any time, and you retain all copyright and other intellectual property rights in your Design. Upon the removal of a Design, the licenses above will terminate, except that Zazzle will fulfill any orders placed prior to termination and Zazzle may continue to use your Design in marketing and promotional materials if such materials were printed prior to removal of the Design.
Tags & Descriptions. At the time you publish a Product, you will be asked to provide information (title, description, tags, categories) about your Design so that visitors to the Site can search and find relevant products. You will make best efforts to provide accurate, non-misleading information about your Designs and you will not submit unrelated information in connection with your Design for any purpose. If Zazzle determines that information is misleading or inaccurate or that it violates the rights of a third party, Zazzle may delete such information or your Design, in its sole discretion.
Pricing. Zazzle determines the price at which Products are sold on the Site and affiliated sites. You can see Zazzle's standard retail prices (and its volume discounts) here. The actual retail price for Products incorporating your Designs may vary based upon Your Royalty Rate (see below).
Royalty. Zazzle will pay you a royalty for all sales of public Products incorporating your Design ("Royalty"). Zazzle's standard royalty rate is 10% ("Standard Royalty Rate"), but you have the option of selecting any royalty rate between 10% and 99% (in increments of .1%) for each of your Designs as incorporated in each Product category ("Your Royalty Rate"). Zazzle's list prices are based upon the Standard Royalty Rate. If Your Royalty Rate is greater than 10%, Zazzle will change the purchase price to reflect the increased royalty payable to you.
Your Royalty will be calculated as follows: Your Royalty Rate multiplied by Net Sales of Products incorporating your Design. Net Sales means the purchase price received by Zazzle minus amounts charged for shipping, handling, packaging, insurance, and sales or similar taxes; refunds, credits, and reversals; the face value of the postage (if the revenue is for Zazzle Custom Stamps); 20% of the purchase price if the sale was a Referred Sale; and upcharges for special sizes, framing, and embellishments ("Upcharges"). Referred Sale means a sale that requires that Zazzle pay a fee to a third party based upon a link from another website.
Zazzle will also pay you a Royalty at the Standard Royalty Rate for "Upcharges" received by Zazzle based on orders for Products incorporating your Design, subject to deductions for returns, credits, and reversals.
Transaction Fee. If you select a Royalty Rate over 20%, Zazzle will retain a transaction fee of 5% of your Royalty for sales of Products that are subject to the higher rate.
Ineligible Sales. Zazzle will not pay you a Royalty for sales of any Products which incorporate a Design that violates this Agreement, the Zazzle User Agreement or any of your representations below. For example, if Zazzle discovers that one of your Designs infringes someone else's copyright or that you do not have the right to use the Design, Zazzle reserves the right to reverse all Royalties for such Designs, whether due or already paid.
Statements and Payments. Royalties are payable for all sales of Products incorporating your Design. Zazzle maintains a statement of Your Royalties (both pending and paid). You may check your statement in the "MyZazzle" section of your account. Zazzle will pay Your Royalty in accordance with the selections you make in the "payment settings" section of your account. Zazzle makes the following options available:
On the Payment Settings page of your MyZazzle Account, you may also choose your method of payment (for example, check or PayPal). Zazzle, in its discretion, may change the methods of payment that are available, and certain methods of payment may not be available for all balances. For example, if you choose to receive payment by check, Zazzle may set a minimum balance as a pre-requisite to issuing a check. In such case, you will be required to select an alternative payment method in order to receive payment of a balance below the minimum. Any such restrictions will be reflected on the Payment Settings page, which may be updated by Zazzle from time to time.
Marketing & Promotions. Zazzle may market, promote, and sell Products on the Site, on other websites, and/or through distributors and wholesale or retail channels. Zazzle may run promotions (including volume discounts and special sales discounts). Zazzle is responsible for the cost of promoting the offer and producing and fulfilling the orders, and you acknowledge that your Royalty will be based on the amount of revenue Zazzle actually receives for the sale of Products.
Representations. You represent that:
User Agreement. This Agreement supplements the Zazzle User Agreement, which is incorporated by this reference.