The following terms of this Designer License Agreement ("Agreement") apply if you create products with Zazzle Inc.'s ("Zazzle," "we" or "us") design tools and/or post for sale a Design to be displayed and/or offered for sale on websites, mobile sites or apps owned or operated by or for Zazzle ("Site"). "Design" means any and all artwork, photographs, sketches, drawings, text, stitch files, digital images or product specifications that you send to Zazzle for placement on the Site or on physical or electronic products made by or for Zazzle ("Products"). Users of the Site who upload Designs for Products are referred to as "Designers." Users of the Site who refer purchasers to the Site are referred to as "Associates."
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 in or on Products and in advertising, marketing, samples, and promotional materials for the purpose of promoting the Site and Products. Without limitation, this promotion, marketing, or advertising may consist of: (i) display of your Products; (ii) promotional "streams" of audio/video/photographic Content on the Website, (iii) Products or Design placement in magazines, television shows, movies, and other media; and (iv) the sale of Products available on the Site through third party product feeds. You also grant us the license and the right to make modifications to your Design as necessary to prepare your Design for use in a particular Product category or for other manufacturing purposes, if you agree that your Design may be used in such category. If you select the "customizable" option, you also agree that Zazzle and visitors to the Site ("Users") may make changes to the Design for the purposes of creating and ordering Products.
You may delete or hide your Design from the Site at any time, but due to caching and other technical issues, it may take a number of days for it to be completely removed from the Site. 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 created prior to removal of the Design.
Tags, Spam and Descriptions.General.
Zazzle and its community work together to keep the Site and related programs working properly, in a secure manner and for the mutual benefit of the community.
At the time you post a Product for sale, 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 agree not to 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(s) entirely, in its sole discretion.
There are several key pieces of information about your item that Zazzle uses to help Users find what they are looking for, including but not limited to: titles, tags, attributes and categories. It's very important to accurately label your items. By providing high-quality, accurate information, you help Users find your Products quickly and easily. Inaccurate information can create a frustrating and unproductive shopping experience for everyone in the marketplace.
Zazzle asks that you do not engage in script writing or other unacceptable back door computing practices in an effort to post multiple products for sale.
By using the Site, you agree to use the Site and conduct your business in a manner that demonstrates common sense and respect for the rights of Zazzle, other Designers, Users and third parties and in accordance with applicable laws and regulations.
Please report problems, offensive content, and policy violations to us at email@example.com.What is prohibited?
Here are some of the basic rules for labeling your products:
- Only use accurate and relevant terms that describe the specific Product in your listing.
- You may not set the maturity rating of your Products inaccurately. In other words, if your Product is only appropriate for mature/adult audiences, you must rate it "Rated-R". If it is not appropriate for Children, you must rate it "Rated -PG-13". If your Product is appropriate for everyone, please rate it "Rated-G".
- For products with descriptions that include minimum age requirements, you may only publish designs that are consistent with such requirements.
- You may use relevant synonyms.
- You must not label a Product with related, but inaccurate words.
- You may not intentionally misspell your products (unless such misspelling is part of the Design).
- You may use a short descriptive phrase as a tag if it accurately describes your item.
- You may not stuff multiple words into a single tag that do not comprise a descriptive phrase.
- You should only state what the item is, not what the Product may become or potential uses for the Product.
- You may not use words that are derogatory
- You may not use malicious tags or descriptions.
- You may not use copyrighted material.
- Tags or attributes that are duplicates are not allowed.
If you are uncertain as to whether a Tag/Description falls into one of the categories listed above, contact CMT by email at: firstname.lastname@example.org or by telephone at: 800-980-9890.If you do not follow the rules set forth above, Zazzle may:
- Delete the Product(s)
- Suspend your Designer account with Zazzle ("Account").
- Terminate your Account.
- Withhold any Earnings for Products that contain inappropriate or inaccurate descriptive information.
Zazzle may take the following actions to enforce the terms of this Agreement:
- Send a notification informing you of the offending action, behavior, tag, spam or description and request that you take corrective action immediately.
- Make your Product(s) unavailable.
- Delete your Product(s).
- In the case of certain repeat offenders, we will, in our sole discretion, withhold payment of your Royalties.
- In the case of certain repeat offenders, we will suspend and/or terminate your Account.
Additionally, we reserve the right at any time to remove, limit, suspend, terminate our service and User accounts, prohibit access to our sites and their content, services and tools, delay or remove Designs and Products (including websites) from the Site and discontinue our relationship with any Designers that we determine in our sole discretion are in violation of the above-listed guidelines, including but not limited to tags that infringe the intellectual property rights of third parties, or are unlawful, fraudulent, threatening, libelous, defamatory, obscene or otherwise objectionable. Any Account posting or hosting objectionable Content or recommending objectionable websites are subject to termination. Also, we reserve the right to remove content that we determine in our sole discretion is primarily intended to promote a Product or service.
Zazzle determines the price at which Products are sold on the Site and affiliated sites. You can see Zazzle's standard retail prices here and volume discounts here. The actual retail price for Products incorporating your Designs may vary based upon Your Royalty Rate (see below).
Zazzle will pay you a royalty for all public (i.e., not to you) sales of Products incorporating your Design ("Royalty"). Zazzle's standard royalty rate and the Maximum Royalty Rates are set forth here ("Standard Royalty Rate"), but you have the option of selecting any Royalty rate between the Standard Royalty Rate and the Maximum Royalty Rates as set forth in the table (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. The table may be updated from time-to-time as new Product offerings become available. You can change Your Royalty Rate at any time and the changes that we receive will go into effect periodically as determined by Zazzle. If Your Royalty Rate is greater than the Standard Royalty Rate, Zazzle will change the purchase price to reflect the increased Royalty payable to you. Royalties earned in currency other than your selected payment currency will be converted to your payment currency and is subject to foreign currency conversion fees.
Your Royalty will be calculated as follows:
- Name-Your-Royalty Calculation: 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 (i) shipping and handling, packaging and insurance; (ii) sales or similar taxes; (iii) refunds, credits, and reversals; (iv) the face value of the postage (if the revenue is for Zazzle Custom Stamps); (v) upcharges for special sizes, embellishments, and other add-on charges ("Upcharges").
- Upcharges Royalty Calculation: 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.
- Referral Carveout: If the sale of your Product is to a Customer referred from graphical or text links displayed on products, promotions, emails and/or web properties other than the Site, Zazzle will retain a referral carveout fee of twenty percent (20%) of your Gross Royalty* for the Product.
- Transaction Fee Carveout: If you select a Royalty Rate that is twice or greater than the Standard Royalty Rate, Zazzle will retain a transaction fee of five percent (5%) of your Gross Royalty* for sales of Products that are subject to the higher rate ("Transaction Fee").
* "Gross Royalty" equals the Name-Your-Royalty Calculation plus the Upcharges Royalty Calculation.
Royalties are only paid on Products that incorporate your Designs. Zazzle will not pay you Royalties on articles or items that are optional or which by themselves are not essential to the Product but when they are added to Products they make them more useful, versatile, or attractive ("Accessories"), even when purchased at the same time as a Product that incorporates your Design. Accessories include but are not limited to shoe laces, hangers, framing, and skateboards wheels and trucks.
We encourage you to review our guidelines and familiarize yourself with what constitutes Design violation. As noted above, you agree that you will forfeit any Royalties for products that violate our Design guidelines and rules.
For Payment Terms, please see the Zazzle User Agreement.
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.Special Programs
We may make your Designs available to some of our partners in connection with certain special programs and arrangements. In such cases, Your Royalty Rate will not apply. Your participation is voluntary and the terms of the specific program will be announced at the launch of such program and such terms will control the program if you choose to participate.
You will be given the opportunity to participate in our volume and bulk discount programs. If you choose to do so, different rules which will be launched at the time the volume/bulk discount program is launched will be published and those rules will apply to the program if you choose to participate.
For Payments of Earnings, see the Zazzle User Agreement.
Marketing and 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:
- You are the owner of the Design or that the Design is in the public domain; and
- You have the legal right grant this license to Zazzle and to enter into this Agreement; and
- To your knowledge, no one else claims ownership of, or exclusive rights to, the Design; and
- The Design does not infringe the privacy, celebrity, moral or other rights of any third party; and
- The Design does not contain any defamatory, obscene or discriminatory content or any illegal material; and
- Zazzle may legally make and sell Products incorporating the Design without infringing the rights of any third party and without being obligated to make any payments to, or obtain any permission from, any third party; and
- If the Design is posted for sale for use on Zazzle Custom Stamps, the Design meets the Zazzle Custom Stamps Appropriate Use Guidelines.
If you have a dispute with one or more Users or Designers, you release Zazzle (and Zazzle's officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code §1542, which states: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."User Agreement
This Agreement supplements the Zazzle User Agreement, which is incorporated by this reference.