This WNDR website (“This Web site”) is owned and operated by GRWVE LLC (“GRWVE”). This is a license agreement between you and GRWVE that explains how you can use content that you license from GRWVE. By purchasing and downloading content from This Web site, you accept the terms of this agreement. 

 

1. How can I use licensed content? 

GRWVE offers one type of license: Adoptable. 

You may use content in any way that is not restricted (see Restricted Uses below). Subject to those restrictions and the rest of the terms of this agreement, the rights granted to you by GRWVE are listed below. 

Adoptable: 
(When you download an adoptable content
you’re buying an adoptable license.)

  • Perpetual, meaning there is no expiration or end date on your rights to use the content.
  • Exclusive, meaning that you have exclusive rights to use the content.  
  • 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 copy, reproduce, modify, edit, synchronize, perform, display, broadcast, publish, or otherwise make use of. 

Examples of how you can use licensed content include: websites; blog posts; social media; advertisements; marketing campaigns; corporate presentations; newspapers; magazines; books; film and television productions; web and mobile applications; product packaging.

Products for Sale. You can use content in connection with any goods or services intended for sale or distribution unlimitedly (for example, cards, stationery items, paper products, calendars, apparel items, posters (printed on paper, canvas, or any other media), DVDs, mobile applications or other items). 

Electronic Templates for Sale. You can use content in electronic or digital templates intended for sale or other distribution unlimitedly (for example, website templates, business card templates, electronic greeting card templates, brochure design templates).

Print run. You can reproduce the content in physical print form unlimitedly.  

Please make sure you read the Restricted Uses section below for exceptions.

Even after the grant of license by GRWVE hereunder, the copyright and any other rights in and to the content is retained by the artists who supply the content or the legitimate licensor thereof, without transfer of such rights to you purchasing the content.  

The artists who supply the adoptable content may use the content to self-promote or portfolios only. 

This license does not include the right to compile content from GRWVE to replicate a similar or competing service. 

 

2. Restricted Uses. 

a. No Unlawful Use.  

  • You may not use in obscene content or against public policy and good morals. 
  • You may not use in adult-entertainment business, pornography, sexually explicit contents, dating site or any other equivalents. 
  • You may not use related to gangsters, terrorists or any other antisocial forces or any equivalent thereto.


b. 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).

c. No Use in Trademark or Logo. You may not use content as part of a trademark, design mark, tradename, business name, service mark, or logo. 

d. No False Representation of Authorship. You may not falsely represent that you are the original creator of a work 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. 

e. No Sensitive Use. You may not use content in connection with a subject that would be unflattering or unduly controversial to a reasonable person (for example, sexually transmitted diseases). 

f. No resale or trade. You may not resell or trade of the content purchased and downloaded from This Web site to any third party, with or without compensation. 

You may not use equivalent to the preceding items that GRWVE considers inappropriate. 

 

3. Who, besides me, can use the licensed content?

The rights granted to you are non-transferable and non-sublicensable, meaning that you cannot transfer or sublicense them to anyone else. There are two exceptions:  

  • Employer or client. If you are purchasing on behalf of your employer or client, then your employer or client can use the content. In that case, you represent and warrant that you have full legal authority to bind your employer or client to the terms of this agreement. If you do not have that authority, then your employer or client may not use the content.
  • Subcontractors. You may allow subcontractors (for example, your printer or mailing house) or distributors to use content in any production or distribution process related to your final project or end use. These subcontractors and distributors may not use the content for any other purpose. 

 

4. Intellectual property rights. 

  • Who owns the content? All of the licensed content is owned by either GRWVE or the artists who supply the content. All rights not expressly granted in this agreement are reserved by GRWVE and the content suppliers. 
  • Attribution. You do not need to credit the artists who supply the content or GRWVE, although it is appreciated when possible. A credit can be as simple as adding their name: 

Illustration by Ken Smith

 

5. Payment of the Price 

All payments are to be made in US dollars and prices are subject to change at any time. 

 

6. Termination Return / Refund

a. This agreement is effective until it is terminated by either party. You can terminate this agreement by ceasing use of the content and deleting or destroying any copies. GRWVE 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 GRWVE in writing that you have complied with these requirements.

b. If any physical defect or obstacle is found in the content purchased or downloaded by you, GRWVE shall, at its own discretion, replace with a non-defective item or an equivalent item, or refund or cancel the defective content on the condition that you send a notice to GRWVE within (30) days in order to be accepted for such remedy.

c. Due to the particular nature of digital data, you are not entitled to return the content, ask for refund thereof or refuse the payment (hereinafter referred to as the “Return etc.”) under any circumstance after the purchase, except in the cases prescribed in this Article. The foregoing shall apply to the cases where the terms and conditions to use the content are changed after the purchase because of amendment or update of This Web site, Terms of Use, the License Agreement, or the Artist Agreement. 

d. The Return etc. may be accepted only if such Return etc. is accepted by GRWVE pursuant to the paragraph b of this Article or if any inappropriate settlement such as a duplicated purchase occurs due to temporary server error or line failure; provided, however, that such duplicated purchase may be cancelled only if the settlement is done more than once for the same content within twenty-four (24) hours. 

e. In the case that the preceding item is applicable, you shall be entitled to cancel the purchase in question and to obtain the refund thereof by sending a notice to GRWVE within 30 days of the purchase. Refund of the purchase which has been settled through credit card shall be made through the same credit card. 

f. GRWVE may discontinue licensing any item of content at any time in its sole discretion. Upon notice from GRWVE, or upon your knowledge, that any content may be subject to a claim of infringement of a third party's right for which GRWVE may be liable, GRWVE 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. GRWVE will provide you with replacement content (determined by GRWVE in its reasonable commercial judgment) free of charge, subject to the other terms of this agreement. In any event, the maximum price of the replacement content shall be limited to the amounts paid by you to GRWVE. 

 

7. Representations and Warranties. 

a. Warranty of Non-Infringement. GRWVE warrants that it has obtained from the artists who supply the content a warranty that the content available on This Web site does not infringe copyright, portrait right or any other third party’s rights. Note that you are solely responsible for any edits made to the content. 

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

c. No Other Warranties. Except as provided in the "warranty of non-infringement" section above, 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. GRWVE does not represent or warrant that the content will meet your requirements or that its use will be uninterrupted or error free.

 

8. Indemnification/Limitation of Liability. 

a. Indemnification of GRWVE by you. You agree to defend, indemnify and hold harmless GRWVE and content suppliers and each of their respective officers, directors and employees from all damages, liabilities and expenses (including reasonable outside legal 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 GRWVE. 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 in Section 7(a) above, GRWVE agrees, subject to the terms of this Section 8, to defend, indemnify and hold harmless you from the whole or part of damages, liabilities and expenses (including reasonable outside legal fees) arising out of or in connection with any breach or alleged breach by GRWVE of its warranty in Section 7(a) above. GRWVE’s total maximum aggregate liability (meaning the total amount GRWVE is responsible for, whether under this agreement or any other agreement for the same content) is limited to the amounts paid by you to GRWVE per item of content. 

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 GRWVE, or upon your knowledge, that the content is subject to a claim of infringement of a third party's right. 

c. 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 fees and other costs incurred prior to the other party giving notice of the claim for which indemnity is sought.

d. Limitation of Liability. GRWVE 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 GRWVE HAS 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. 

 

9. General Provisions.  

a. Assignment. This agreement is personal to you and is not assignable by you without GRWVE's prior written consent. GRWVE 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. 

b. Audit/Certificate of Compliance. Upon reasonable notice, you agree to provide to GRWVE sample copies of projects or end uses that contain licensed content, including by providing GRWVE with free of charge access to any pay-walled or otherwise restricted access website or platform where content is reproduced. Where GRWVE reasonably believes that content is being used outside of the scope of the license granted under this agreement, you agree, at GRWVE's request, to provide a certificate of compliance signed by you, in a form to be approved by GRWVE. 

c. Electronic storage. You agree to retain the copyright symbol, the name of GRWVE, 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. 

d. Governing Law. Any legal problems relating to This Web site shall be governed by the laws of Japan; provided, however, that the United Nations Convention on Contracts for the International Sales of Goods shall not apply. You also agree that any claims or disputes whatsoever arising hereunder shall be submitted to the exclusive jurisdiction and venue of the courts of Tokyo, Japan and acknowledge that you do so voluntarily.

e. 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. 

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

g. 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 GRWVE and accepted by you.

h. Notice. All notices to you will be sent via email to the email set out in your account. 

i. 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.