Product licenses and terms of use

Luminar Marketplace License Agreement

This Luminar Marketplace License Agreement ("Agreement") governs your purchases of Assets made through Luminar Marketplace located at https://skylum.com/marketplace and any other websites of Skylum and/or its affiliates where this Agreement is placed (collectively, “Luminar Marketplace Websites”).

The terms of this Agreement constitute a legally binding contract between you and Shinyfields Limited, a Cyprus company (“Skylum” or “we”), so please review them carefully. If you have any questions, please contact us before proceeding to using or making purchases through Luminar Marketplace Websites.

The terms of this Agreement are in addition to the Terms of Use available under the link: https://skylum.com/terms-of-use (“Terms”). In case of contradiction between the terms of the Terms of Use and this Agreement, the terms of this Agreement apply.

If you proceed to use or purchase through Luminar Marketplace Websites, you acknowledge that you have read, agreed with, and accepted this Agreement and the Terms.

1. License grant
   1. Subject to compliance with this Agreement, the Terms, and paying applicable fees, Skylum grants you a limited, non-exclusive, non-transferable, non-sublicensable, royalty-free and revocable license and right to use LUTs, overlays, presets, backgrounds, sky objects, textures, and other objects (“Assets”) that you purchased through Luminar Marketplace Websites for personal and non-commercial use.
   2. Please note that, despite sometimes using the word “sell”, the Assets are not sold but licensed to you as provided above, and the above license does not constitute a transfer of title or ownership to any of the Assets and Skylum or other relevant owners reserve all and any intellectual property rights in the Assets.
   3. Unless otherwise specified on the Asset’s web page, you are not required to attribute or give credit to Skylum or the Asset’s creator, although we encourage you to do so.
2. Restrictions
   1. You must not:
      • allow a third party to use, download, extract or access the Assets;
      • use the Assets for commercial use or for the benefit of a third party;
      • violate any third-party rights, or otherwise take any action in connection with the Assets that infringes the intellectual property or other rights of any person;
      • use the Assets in pornographic or defamatory materials, or resulting in violation of applicable laws, rules, or regulations;
      • remove, obscure or alter any proprietary notices associated with the Stock Assets, or give any express or implied misrepresentation that you or another third party are the creator or holder of intellectual property rights in any Assets.
      • The Asset’s web page may contain additional restrictions on its use.
3. Disclaimer
   1. All Assets sold to you “as is” and Skylum hereby disclaims all and any warranties in relation to the Assets, express, implied, or statutory, including, without limitation, any implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, accuracy, timeliness, title, or non-infringement of third party rights, to the fullest extent authorized by law.
   2. Some or all of the Assets may not be compatible with all or some software or hardware. If you have questions about compatibility of certain Assets, contact our Support team.
4. Returns and Refunds
   1. Given the digital character of the Assets, they are non-returnable and non-refundable.
5. Limitation of Liability
   1. In no event, whether liability may arise under contract, tort (including negligence), breach of statutory duty, through indemnification or in any way otherwise under or in connection with this agreement, shall Skylum, its affiliates, resellers, agents or distributors, be liable to you or any party related to you, to the full extent permitted under applicable law, for:
      • any indirect, incidental, or consequential damages;
      • special, exemplary, or punitive damages (including, without limitation, damages for loss of business profits, business interruption, loss of information, loss of data or pecuniary loss), or otherwise, even if Skylum has been advised of the possibility of such damages;
      • loss of business opportunity; or
      • loss of goodwill or reputation.
   2. In no event will Skylum's total aggregate and cumulative liability to you or any other person for any and all claims of any kind arising hereunder exceed the amount of fees actually paid by you to Skylum in the twelve months preceding the claim for the use of the software giving rise to the claim. To the full extent permitted under applicable law, the foregoing limitations will apply even if the above stated remedy fails of its essential purpose. The parties further intend the exclusion of consequential damages as an independent agreement apart from any other remedy provided herein.
6. Indemnity
   1. You will indemnify Skylum and our subsidiaries, affiliates, officers, agents, employees, partners, contractors, and licensors from any claim, demand, loss, or damages, including reasonable attorneys’ fees, arising out of or related to your use of the Assets and your violation of the Agreement or the Terms.
7. Personal Data
   1. Your personal data will be processed in accordance with our Privacy Policy. If you have any questions or queries regarding processing of personal data, please write to us at [email protected].
8. Termination
   1. We may terminate this Agreement unilaterally by notifying you directly or by making a notice on our website if (i) you violate any provision of this Agreement or the Terms, or (ii) an agreement with the Assets’ owner, an intellectual property, legal or another issue requires us to do so.
9. Effect of Termination.
   1. Upon the expiration or termination of the Agreement all license rights granted to you will terminate and you will be obliged to immediately cease using the Assets and delete any copies of the Assets in your possession.
   2. You will not be entitled to any compensation in case of termination of the Agreement.
   3. Provisions of this Agreement will survive termination of this Agreement if, pursuant to their nature, they shall survive termination.
10. Miscellaneous.
    1. You may not assign the Agreement, in whole or in part, without the prior written consent of Skylum. Skylum may assign this Agreement at its own discretion.
    2. This Agreement, its (in)validity, conclusion, performance, termination and any other matters arising out of or in connection to it, will be governed by and construed in accordance with the laws of Cyprus, regardless of any conflict of laws provisions. The parties agree that any dispute arising under this Agreement will be resolved exclusively through Cyprus courts according to their jurisdiction, and both parties irrevocably consent to the exercise of jurisdiction by said courts over them.
    3. The Parties expressly disclaim the applicability of the United Nations Convention on Contracts for the International Sale of Goods, which shall not govern the Agreement.
    4. Skylum may amend this Agreement at any time by posting an updated version on its website and/or by notifying you of the amended Agreement in another way, provided that Skylum will notify you of any material changes at least 30 days before they become effective.
    5. Except as expressly set forth in the Agreement, the Agreement may not be modified or amended except by an instrument or instruments in writing signed by the Party against whom enforcement of any such modification or amendment is sought. If any provision of the Agreement is held to be invalid, such invalidity will not affect the remaining provisions.