All the content for sale is created copyrighted by De Mi Per A Tu, Inc including AI Generated art.

 

Every file downloaded from De Mi Per A Tu comes with a standard license for internet and social media use only. 

 

  1. Standard License 

 

With a Standard license, you may:

 

• You may use the downloaded assets in all social media platforms, web marketing materials, digital documents.

• Include the asset in email marketing, mobile advertising, or a broadcast or digital program if the expected number of viewers is fewer than 500,000.

• Post the asset to a website or social media site with no limitation on views.

• Share the unmodified asset with your employees and contractors who have contractually agreed to abide by the license terms.

 

With a Standard license, you may not:

 

• To use assets in the printed materials such as: flyers, booklets, business cards, billboards, posters, banners, presentation folders etc, catalogs, magazines, newspapers

• Distribute the stand-alone file.

• Create merchandise, templates, or other products for resale or distribution where the primary value of the product is associated with the asset itself. For example, you can't use the asset to create a poster, t-shirt, or coffee mug that someone would buy specifically because of the asset printed on it.

• Transfer the license to employer or client, unless separately licensed for each.

• Use the assets in any commercial purpose outside of license terms

 

The rights granted to you by De Mi Per A Tu are:

 

• Perpetual, meaning there is no expiration or end date on your rights to use the content downloaded during your agreement.

• Non-exclusive, meaning that you do not have exclusive rights to use the content. De Mi Per A Tu can license the same content to other customers.

• Worldwide, meaning content can be used in any geographic territory.

• Unlimited, meaning you can use the content in an unlimited number of projects and in any media.

 

For purposes of this agreement, "use" means to modify, edit, synchronize, perform, display, broadcast, publish, or otherwise make use of as long as it aligns with the license agreement.
 

  2. Restricted Uses

 

• No Unlawful Use. You may not use content in a pornographic, defamatory or other unlawful manner, to promote violence or hatred, or in violation of any applicable regulations or industry codes.

• No Commercial Use of "Editorial Use Only" Content. You may not use content marked "editorial use only" for any commercial, promotional, advertorial, endorsement, advertising, gambling/betting/gaming uses or merchandising purpose. This type of content is not model or property released and is primarily intended to be used for editorial purposes, meaning descriptive purposes such as news reporting and discussion of current events or other human interest topics (for example, in a blog, textbook, newspaper or magazine article).

• No Standalone File Use. You may not use content in any way that allows others to download, extract, or redistribute content as a standalone file (meaning just the content file itself, separate from the project or end use).

• No Use in Trademark or Logo. Unless you purchase a custom license (not available for Music), you may not use content (in whole or in part) as the distinctive or distinguishing feature of a trademark, design mark, tradename, business name, service mark or logo. Additionally, you shall not be entitled to register (in any jurisdiction) such content (in whole or in part) as a trademark or rely on any such registrations, prior use, and/or accrued goodwill to prevent any third party use of the content or any similar content (including by us, our customers, or the copyright owner of such content).

• Sensitive Use Disclaimer Required. If you use content that features models or property in connection with a subject that would be unflattering or unduly controversial to a reasonable person (for example, sexually transmitted diseases), you must indicate: (1) that the content is being used for illustrative purposes only, and (2) any person depicted in the content is a model. For example, you could say: "Stock photo. Posed by model." No disclaimer is required for "editorial use only" content that is used in an editorial manner.

• No False Representation of Authorship. You may not falsely represent that you are the original creator of an end use that is made up largely of licensed content. For instance, you cannot create a painting based solely on licensed content and claim that you are the author.

• No Products for Resale. Unless you purchase an extended license, you may not use content in connection with any goods or services intended for resale or distribution where the primary value lies in the content itself including, without limitation, cards, stationery items, paper products, calendars, apparel items, posters (printed on paper, canvas, or any other media), DVDs, mobile applications, NFTs or other items for resale, license or other distribution for profit. This includes "on demand" products (meaning products in which content is selected by a third party for customization on such product on a made-to-order basis), including, without limitation, postcards, mugs, t-shirts, posters and other items (this includes the sale of products through custom designed websites, as well as sites such as zazzle.com and cafepress.com).

• No Electronic Templates. Unless you purchase an extended license, you may not use content in electronic or digital templates intended for resale or other distribution (for example, website templates, business card templates, electronic greeting card templates, brochure design templates).

• No print. Unless you purchase an extended license, you may not reproduce the content in physical print form. 

• No Machine Learning, AI or Biometric Technology Use. Unless expressly authorized by De Mi Per A Tu you may not use content (including any caption information, keywords or other metadata associated with the content) for any machine learning or artificial intelligence purposes, or for any technologies designed for or intended for the identification of natural persons. 

 

  3. Termination/Cancellation/Withdrawal

 

a. Termination

You can terminate this agreement by ceasing use of the content and deleting or destroying any copies. De Mi Per A Tu may terminate this agreement at any time if you fail to comply with any of the terms, in which case you must immediately: cease using the content; delete or destroy any copies; and, if requested, confirm to De Mi Per A Tu in writing that you have complied with these requirements.

​

• Social Media Termination. If you use the content on a social media platform or other third party website and the platform or website uses (or announces that it plans to use) the content for its own purpose or in a way that is contrary to this agreement, this agreement shall immediately terminate.

 

b. Refunds

 

File Purchase/Download Refunds - De Mi Per A Tu  does not offer refunds or re-credits for purchased/downloaded files. No file returns. All sales are final.

 

c. Content Withdrawal

De Mi Per A Tu  may discontinue licensing any item of content at any time in its sole discretion. Upon notice from De Mi Per A Tu, or upon your knowledge, that any content may be subject to a claim of infringement of a third party's right for which De Mi Per A Tu  may be liable, De Mi Per A Tu may require you to immediately, and at your own expense: cease using the content, delete or destroy any copies; and ensure that your clients, distributors and/or employer do likewise. De Mi Per A Tu will provide you with replacement content (determined by De Mi Per A Tu in its reasonable commercial judgment) free of charge, subject to the other terms of this agreement.

  4. Representations and Warranties:

 

a. Warranty of Non-Infringement. Your use of the content in accordance with this agreement and in the form delivered by De Mi Per A Tu will not infringe on any copyright, moral right, trademark or other intellectual property right and will not violate any right of privacy or right of publicity; and all necessary model and/or property releases for use of the content in the manner authorized by this agreement have been obtained. Note that you are solely responsible for any edits made to the content.

b. Warranty Disclaimer. De Mi Per A Tu  warrants that the content will not infringe on any copyright or moral right of the artist, but it does not grant any right or make any warranty with regard to the use of names, people, trademarks, trade dress, logos, registered, unregistered or copyrighted designs, works of art or architecture depicted or contained in the content. In such cases, you are solely responsible for determining whether release(s) is/are required in connection with your proposed use of the content and you are solely responsible for obtaining such release(s). You acknowledge that no releases are generally obtained for content and that some jurisdictions provide legal protection against a person's image, likeness or property being used for commercial purposes when they have not provided a release.

c. Caption/Metadata Disclaimer. While we have made reasonable efforts to correctly categorize, keyword, caption and title the content, De Mi Per A Tu does not warrant the accuracy of such information, or of any metadata provided with the content.

d. The content is provided "as is" without representation, warranty or condition of any kind, either express or implied, including, but not limited to, implied representations, warranties or conditions of merchantability, or fitness for a particular purpose. De Mi Per A Tu does not represent or warrant that the content will meet your requirements or that its use will be uninterrupted or error free.

 

  5. Indemnification/Limitation of Liability

 

a. Indemnification of De Mi Per A Tu by you. You agree to defend, indemnify and hold harmless De Mi Per A Tu and its parent, subsidiaries, affiliates, and content suppliers, and each of their respective officers, directors and employees from all damages, liabilities and expenses (including reasonable legal costs including attorney fees) arising out of or in connection with any breach or alleged breach by you (or anyone acting on your behalf) of any of the terms of this agreement.

b. Indemnification of you by De Mi Per A Tu. Provided that the content is only used in accordance with this agreement and you are not otherwise in breach of this agreement, and as your sole and exclusive remedy for any breach of the warranties set forth, De Mi Per A Tu agrees, subject to the terms of this Section, to defend, indemnify and hold harmless you, your corporate parent, subsidiaries and affiliates, and each of your respective officers, directors and employees from all damages, liabilities and expenses (including reasonable legal costs including attorney fees) arising out of or in connection with any breach or alleged breach by De Mi Per A Tu of its warranty in Section 4(a) above. This indemnification does not apply to the extent any damages, costs or losses arise out of or are a result of modifications made by you to the content or the context in which the content is used by you. This indemnification also does not apply to your continued use of content following notice from De Mi Per A Tu, or upon your knowledge, that the content is subject to a claim of infringement of a third party's right.

c. Indemnification of you by De Mi Per A Tu of AI Generated Content. For the sake of clarity, the indemnity set forth in Section 5 (b)(and any limitations thereto) will apply to all content generated with the De Mi Per A Tu AI Generator, including any content created using a reference image. Notwithstanding anything to the contrary in Section 5(b), all such content will be considered delivered to you by De Mi Per A Tu  with no modifications regardless of how many re-generations or iterations of content you generate. De Mi Per A Tu’s indemnification obligations do not apply to the extent the claim is a result of prompts or inputs (e.g., a reference image uploaded by you) that includes the names, likeness of real people, trademark, trade dress, logos, works of art of architecture or other elements protected by third-party intellectual property rights that you do not have the right to use.

d. The party seeking indemnification must promptly notify in writing the other party about the claim. The indemnifying party (the one covering the costs) has the right to assume the handling, settlement or defense of any claim or litigation, in which case the indemnified party (the one not covering the costs) has to cooperate in any way reasonably requested by the indemnifying party. The indemnifying party will not be liable for legal costs including attorney fees and other costs incurred prior to the other party giving notice of the claim for which indemnity is sought.

 

Limitation of Liability

 

DE MI PER A TU AND ITS LICENSORS WILL NOT BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY PUNITIVE, SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL OR OTHER SIMILAR DAMAGES, COSTS OR LOSSES ARISING OUT OF THIS AGREEMENT, EVEN IF DE MI PER A TU OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, COSTS OR LOSSES. SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES OR LIABILITY.

 

  6. General Provisions

 

• Assignment. This agreement is personal to you and is not assignable by you without De Mi Per A Tu’s prior written consent. De Mi Per A Tu may assign this agreement, without notice or consent, to any corporate affiliate or to any successor in interest, provided that such entity agrees to be bound by these terms.

• Audit/Certificate of Compliance. Upon reasonable notice, you agree to provide to De Mi Per A Tu sample copies of projects or end uses that contain licensed content, including by providing De Mi Per A Tu with free of charge access to any pay-walled or otherwise restricted access website or platform where content is reproduced. In addition, upon reasonable notice, De Mi Per A Tu may, at its discretion, either through its own employees or through a third party, audit your records directly related to this agreement and your use of licensed content in order to verify compliance with the terms of this agreement. If any audit reveals an underpayment by you to De Mi Per A Tu of five percent (5%) or more of the amount you should have paid, then in addition to paying De Mi Per A Tu the amount of the underpayment, you also agree to reimburse De Mi Per A Tu for the costs of conducting the audit. Where De Mi Per A Tu reasonably believes that content is being used outside of the scope of the license granted under this agreement, you agree, at De Mi Per A Tu’s request, to provide a certificate of compliance signed by an officer of your company, in a form to be approved by De Mi Per A Tu.

• Electronic storage. You agree to retain the copyright symbol, the name of De Mi Per A Tu, the content's identification number and any other information that may be embedded in the electronic file containing the original content, and to maintain appropriate security to protect the content from unauthorized use by third parties. You may make one (1) copy of the content for back-up purposes.

• Governing Law/Arbitration. This agreement will be governed by the laws of the State of California., without reference to its laws relating to conflicts of law. Any disputes arising from or related to this agreement shall be finally settled by binding, confidential arbitration by a single arbitrator selected using the rules and procedures for arbitrator selection under the JAMS' Expedited Procedures in its Comprehensive Arbitration Rules and Procedures ("JAMS") if you are in North America, or of the International Centre for Dispute Resolution ("ICDR") or JAMS if you are outside of North America (the applicable rules to be at your discretion), in effect on the date of the commencement of arbitration to be held in one of the following jurisdictions (whichever is closest to you): New York, New York; London, England; Paris, France; Munich, Germany; Madrid, Spain; Milan, Italy; Sydney, Australia; Tokyo, Japan; or Singapore. The arbitration proceedings shall be conducted in English and all documentation shall be presented and filed in English. The decision of the arbitrator shall be final and binding on the parties, and judgment may be entered on the arbitration award and enforced by any court of competent jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not govern this agreement. The prevailing party shall be entitled to recover its reasonable legal costs including attorney fees relating to that aspect of its claim or defense on which it prevails, and any opposing costs awards shall be offset. Notwithstanding the foregoing, De Mi Per A Tu shall have the right to commence and prosecute any legal or equitable action or proceeding before any court of competent jurisdiction to obtain injunctive or other relief against you in the event that, in the opinion of De Mi Per A Tu, such action is necessary or desirable to protect its intellectual property rights. The parties agree that, notwithstanding any otherwise applicable statute(s) of limitation, any arbitration proceeding shall be commenced within two years of the acts, events or occurrences giving rise to the claim.

• Severability. If one or more of the provisions in this agreement is found to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions should not be affected. Such provisions should be revised only to the extent necessary to make them enforceable.

• Waiver. No action of either party, other than express written waiver, may be construed as a waiver of any provision of this agreement.

• Entire Agreement. No terms of conditions of this agreement may be added or deleted unless made in writing and accepted in writing by both parties, or issued electronically by De Mi Per A Tu and accepted in writing by you. In the event of any inconsistency between the terms of this agreement and the terms contained on any purchase order sent by you, the terms of this agreement will apply.

• Notice. All notices required to be sent to De Mi Per A Tu under this agreement should be sent via email to hello@demiperatu.com. All notices to you will be sent via email to the email set out in your account.

• Taxes. You agree to pay and be responsible for any and all sales taxes, use taxes, value added taxes and duties imposed by any jurisdiction as a result of the license granted to you, or of your use of the licensed content.

• Interest on Overdue Invoices. If you fail to pay an invoice in full within the time specified, De Mi Per A Tu may add a service charge of 1.5% per month, or such lesser amount as is allowed by law, on any unpaid balance until payment is received.