PROCOVERSTOCK ROYALTY-FREE LICENSE AGREEMENT

Effective December 15, 2025

This Royalty-Free License Agreement (the “Agreement”) is a legal agreement between you, or the employer or other entity on whose behalf you are entering into this Agreement (“you” or “Customer”), and Procoverstock.com (“Procoverstock”, “we”, “us” or “Licensor”).
Procoverstock operates an online marketplace that facilitates access to graphic design content created by independent contributors (“Contributors”) and provides Customers with digital graphic files under the terms set forth in this Agreement.
“Graphic Design(s)” means visual compositions, artworks, illustrations, raster and vector graphics, drawings and similar digital content made available on the Procoverstock website.
By downloading or using any Graphic Design from the Procoverstock website, you agree to be bound by the terms of this Agreement. If you do not agree with these terms, you must not download or use any Graphic Design.

1. GRAPHIC DESIGN LICENSE

1.1 Grant of License
Subject to your compliance with this Agreement, Procoverstock grants you a non-exclusive, non-transferable, non-sublicensable, royalty-free license to use, modify and reproduce the Graphic Designs worldwide, strictly as permitted by this Agreement.
This Agreement does not constitute a sale. All intellectual property rights in the Graphic Designs remain with the respective rights holders. Customers receive only the limited usage rights expressly granted herein.

1.2 Extended License
The Extended License grants you the following rights:
a) Territory: Worldwide. Where applicable, specific territorial limitations may be indicated in the product description.
b) Validity: Perpetual.
c) Printed reproduction: Commercial use as cover art and related materials, including but not limited to notebooks, exercise books, textbooks, coloring books, activity books, notepads, greeting cards, postcards, posters, calendars, advertising materials, catalogues, flyers, brochures, packaging and book covers, without limitation on the number of reproductions.
d) Digital use: Use in digital presentations and digital documents for advertising, promotional and informational purposes.
e) Personal use: Prints and reproductions for personal use.
f) Derivative works: Creation of new original works that incorporate the Graphic Design or parts thereof, provided that such derivative works are not substantially similar to the original Graphic Design.
g) Use of derivative works: Derivative works may be used in the same manner as the original Graphic Designs under this Agreement.
h) Production transfer: You may make a one-time transfer of files containing Graphic Designs or derivative works to printers, manufacturers, clients or agencies solely for production purposes, provided that such parties obtain no further rights to use the Graphic Designs.

1.3 “Cover Design Series” means a thematic collection of multiple related Graphic Designs offered as a single product under one Product ID.
A Cover Design Series is licensed as a single product; however, each individual Graphic Design included in the Series may be used independently, provided that all such uses comply with the terms of this Royalty Free License.

2. RESTRICTIONS ON USE

You may not:
a) Use any Graphic Design except as expressly permitted under this Agreement.
b) Use Graphic Designs in any pornographic, obscene, defamatory or unlawful manner.
c) Resell, redistribute, provide access to, share or otherwise make available any Graphic Design as a standalone file or in any manner that allows extraction or reuse by third parties.
d) Use Graphic Designs as or as part of a trademark, trade name, logo or design mark.
e) Falsely represent that any Graphic Design was created by you or by a person other than the rightful rights holder.
f) Transfer, sublicense, sell, rent or lend any rights in the Graphic Designs except as expressly permitted by this Agreement.

3. WARRANTIES AND DISCLAIMERS

3.1 Rights
Procoverstock represents that it has obtained from Contributors the necessary rights to grant the usage rights described in this Agreement.
Procoverstock operates solely as a digital marketplace facilitating access to Graphic Designs between Contributors and Customers. Statements regarding ownership or rights in Graphic Designs are provided for reference only.
For the avoidance of doubt, “Royalty-Free” refers solely to the absence of recurring license fees payable by the Customer for continued use of the Graphic Designs and does not imply the absence of obligations that Contributors may have to third parties outside the scope of this Agreement.
3.2 Disclaimer
Graphic Designs are provided “as is”, without warranties of any kind, express or implied, including warranties of merchantability or fitness for a particular purpose. Procoverstock does not warrant that the Graphic Designs will meet your requirements or that access will be uninterrupted or error-free.
Procoverstock makes no warranties regarding keywords, titles or descriptions of Graphic Designs and shall not be liable for inaccuracies therein.

4. LIMITATION OF LIABILITY AND INDEMNIFICATION

4.1 Indemnification
You agree to indemnify and hold harmless Procoverstock and its officers, employees, directors and contributors from any claims arising from your breach of this Agreement or misuse of any Graphic Design.
4.2 Limitation of Liability
Procoverstock shall not be liable for damages arising from modifications made to Graphic Designs or from the context in which they are used.
The total aggregate liability of Procoverstock arising from any Extended License shall not exceed USD 34.00.
In no event shall Procoverstock or its Contributors be liable for indirect, incidental, consequential or punitive damages, including lost profits or revenues.

5. ADDITIONAL TERMS

5.1 Refunds. Except where required by law, all sales are final.
5.2 Authority. If you enter into this Agreement on behalf of an entity, you represent that you have authority to bind such entity.
5.3 Subscriptions. Download availability and pricing are governed by the subscription or purchase plan selected by you.
5.4 Discounts. Membership discounts apply only during the active subscription period.
5.5 Termination. Procoverstock may terminate your account for breach of this Agreement without refund.
5.6 Entire Agreement. This Agreement constitutes the entire agreement between you and Procoverstock regarding Graphic Designs and supersedes all prior communications.

🔒 Important Clarification
For the avoidance of doubt, no payments made by Customers under this Agreement constitute royalties, license fees or other payments payable to Contributors.