Licensing Agreement

This Licensing Agreement (the "Agreement") is made and entered into between Pixel Criminals ("Licensor"), and the client ("Licensee"), with its principal place of business as specified in the project proposal or invoice.

Grant of License

Subject to the terms and conditions of this Agreement, Licensor hereby grants to Licensee a non-exclusive, non-transferable, worldwide license to use the deliverables created by Licensor through the Services (the "Deliverables").

Licensee may use the Deliverables for incorporation into Licensee’s branding and marketing materials, display on Licensee’s website and digital platforms, and reproduction and distribution in connection with Licensee’s business activities.

Ownership

Pixel Criminals retains all rights, title, and interest in the Deliverables, including all intellectual property rights, except for the rights expressly granted to the Licensee under this Agreement.

Payment Terms

Licensee agrees to pay the fees specified in the project proposal or invoice provided by Licensor. The payment terms and schedule will be as outlined in the project agreement.

If Licensee fails to make any payment when due, Licensor may terminate this Agreement and revoke the license granted herein.

Warranties & Disclaimers

Licensor warrants that the Deliverables will be free from material defects and will perform substantially in accordance with the project specifications.

Except as expressly provided in this Agreement, the Deliverables are provided "as is" and Licensor disclaims all other warranties, express or implied, including but not limited to, implied warranties of merchantability and fitness for a particular purpose.

Limitation of Liability

Licensor's total liability under this Agreement shall not exceed the amount paid by Licensee for the Deliverables.

In no event shall Licensor be liable for any indirect, incidental, special, or consequential damages arising out of or in connection with this Agreement.

Indemnification

Licensee agrees to indemnify, defend, and hold harmless Licensor from any claims, liabilities, damages, and expenses (including reasonable attorneys' fees) arising from Licensee's use of the Deliverables or breach of this Agreement.

General Provisions

This Agreement shall be governed by and construed in accordance with the laws of the United Kingdom.

Any disputes arising out of or in connection with this Agreement shall be resolved through binding arbitration under the rules of the London Court of International Arbitration (LCIA), located in London, UK. The arbitration shall be conducted in English.

This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous understandings, whether written or oral, regarding the subject matter herein.

Any amendments or modifications to this Agreement must be in writing and signed by both parties.

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

No waiver of any breach of any provision of this Agreement shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party.

General Provisions

For any questions or concerns regarding this Agreement, please contact us at:

info@pixelcriminals.com

By using our services, you acknowledge that you have read, understood, and agreed to this Licensing Agreement.