PROCOVERSTOCK CONTRIBUTOR UPLOAD AGREEMENT
Effective December 15, 2025
This Contributor Upload Agreement (the “Agreement”) is a legal agreement between you (“Contributor”, “you”, “your”) and Procoverstock.com (“Procoverstock”, “we”, “us”).
By submitting any graphic designs (“Graphic Designs”) to the Procoverstock platform, you acknowledge that you have read, understood and agree to be bound by this Agreement and the applicable Submission Guide.
1. OVERVIEW
1.1. Procoverstock operates a global online marketplace that enables Customers to license graphic designs under standardized royalty-free license terms.
1.2. By submitting Graphic Designs, you grant Procoverstock a worldwide, non-exclusive, non-transferable license to host, display, promote, categorize and make available such Graphic Designs for licensing in accordance with Procoverstock’s Submission Guide and Royalty-Free License Agreement.
1.3. You authorize Procoverstock to add, modify or remove metadata, titles, keywords, descriptions and categorization related to your Graphic Designs solely for marketplace, technical, marketing and administrative purposes.
1.4. You grant Procoverstock a worldwide, non-exclusive, limited right to use your Contributor Display Name in connection with marketing your submitted Graphic Designs on the Procoverstock platform only.
1.5. Procoverstock may, at its sole discretion, list Graphic Designs under the applicable Royalty-Free License Agreement, as further described in the Submission Guide.
2. COPYRIGHT AND OWNERSHIP
2.1. You retain full ownership and copyright in all Graphic Designs submitted by you.
2.2. Nothing in this Agreement constitutes a transfer, assignment or sale of copyright or other intellectual property rights to Procoverstock or to any customer.
2.3. Customers receive only limited usage rights under the applicable royalty-free license and acquire no ownership interest in the Graphic Designs.
3. REPRESENTATIONS REGARDING RIGHTS AND RELEASES
3.1. You represent and warrant that you own or control all rights necessary to submit and license the Graphic Designs under this Agreement.
3.2. If any Graphic Design includes identifiable persons, private property, trademarks or other protected elements, you represent and warrant that you have obtained all required model releases, property releases or permissions. You must obtain all necessary releases (model, property) prior to submission.
3.3. You are solely responsible for compliance with any third-party platform or content obligations arising outside of this Agreement.
4. CONTENT REVIEW AND AVAILABILITY
4.1. Procoverstock may accept, reject, suspend or remove any Graphic Design at its sole discretion, including where Procoverstock reasonably believes that such Graphic Design may expose it to legal or regulatory risk. Procoverstock may remove content for technical, quality, legal, regulatory, or compliance reasons without prior notice.
4.2. Procoverstock does not guarantee any minimum number of downloads or sales of any Graphic Design.
4.3. Licenses issued to customers prior to removal of any Graphic Design shall remain valid and unaffected.
4.4. Procoverstock may promote Graphic Designs through its website, partner platforms, advertising channels and social media.
5. CONTRIBUTOR ACCOUNT
5.1. You agree to provide accurate, complete and current information in your Contributor account.
5.2. Your use of the platform is subject to the Procoverstock Privacy Policy, which is incorporated by reference.
5.3. Procoverstock may suspend or terminate accounts for fraud, intellectual property infringement, violation of platform rules or breach of this Agreement.
5.4. Upon written request, Procoverstock will terminate your account within ninety (90) days. Until termination becomes effective, your Graphic Designs may remain available for licensing.
5.5. Multiple accounts or duplicate submissions are prohibited without prior written consent.
6. SUBMISSION GUIDELINES AND STANDARDS
6.1 You agree to comply with all operational standards set forth in the Procoverstock Submission Guide, including requirements relating to originality, file formats, naming conventions, metadata, prohibited content and product/Series structure.
6.2 Submission compliance is part of the operational relationship and is not part of your legal license rights.
6.3 Repeated violations of the Submission Guide or this Agreement may result in warnings, temporary restrictions, suspension or termination of your account.
7. COMPENSATION AND PAYOUTS
7.1. Contributor Compensation Model
Contributor compensation represents commissions for marketplace participation and availability of content. Contributor compensation is calculated as a percentage share of marketplace revenue received by Procoverstock from customer purchases of licenses for Graphic Designs.
The current compensation rate is 50% of Net Sale Volume per licensed download.
“Net Sale Volume” means the amount actually received by Procoverstock from the Customer for a license, after applicable discounts and excluding any refunds or chargebacks relating to such transaction.
7.2. Nature of Payments
All payments made to Contributors under this Agreement constitute commission for marketplace participation and content availability.
For the avoidance of doubt:
• payments are not royalties;
• payments are not license fees;
• payments are not consideration for the transfer of intellectual property rights.
7.3. Payment Schedule
Earnings are calculated monthly and paid automatically on or around the 15th day of the following month.
7.4. Minimum Payout Thresholds
Minimum payout amounts per payment cycle are:
• USD 35.00 for electronic payments (e.g. PayPal);
• USD 500.00 for bank transfer or cryptocurrency payments.
Unpaid balances below the threshold will roll over to subsequent periods.
7.5. Forfeiture on Breach
In the event of account termination due to material breach, Procoverstock may withhold unpaid balances as liquidated damages.
8. AFFILIATE PROGRAM
8.1. Contributor referrals may qualify for affiliate commissions in accordance with Procoverstock’s Affiliate Program terms.
8.2. Affiliate commissions are calculated as a percentage of Net Sale Volume and are: (i) separate from Contributor compensation; (ii) governed by the Affiliate Program terms.
9. TAXES
You are solely responsible for determining, reporting and paying any taxes, duties or levies arising from payments received under this Agreement in your jurisdiction. Procoverstock does not withhold taxes unless required by applicable law and does not provide tax advice.
10. REPRESENTATIONS AND WARRANTIES
You represent and warrant that:
• you are at least 18 years of age;
• Graphic Designs are original and lawful;
• Graphic Designs do not infringe third-party rights;
• no legal proceedings exist that would impair the rights granted under this Agreement.
11. INDEMNIFICATION
You agree to indemnify and hold harmless Procoverstock and its officers, employees and partners from any claims arising from your breach of this Agreement or use of Graphic Designs.
12. MISCELLANEOUS
12.1. Procoverstock shall not be liable for indirect, incidental or consequential damages.
12.2. Procoverstock may update this Agreement from time to time. Continued use of the platform following updates constitutes acceptance of the updated terms.
12.3. This Agreement constitutes the entire agreement between the parties and supersedes all prior communications.