RENDERWERKS SUBSCRIPTION TERMS & NDA
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This TERMS & CONDITIONS & NON-DISCLOSURE AGREEMENT (this “Agreement”) is made and entered into as of the Subscription Date via the Customer’s or Third Party’s purchase of a RENDERWERKS Subscription and transmittal of payment. A purchase of a RENDERWERKS Subscription is agreement and acceptance of these terms and conditions.
1. DEFINITIONS
For the purposes of this Agreement:
a) The term “Confidential Information” shall include, but not be limited to, documents, records, information and data (whether verbal, electronic, or written), drawings, models, 3D models, sketches, designs, product plans, logos, marketing plans, technical procedures, manufacturing processes, analyses, prototypes, specifications, and other business information, relating to the Customer’s or Third Parties’ business, assets, operations or contracts, furnished to BRACE Design, in the course of the work contemplated in this Agreement, regardless of whether such Confidential Information has been expressly designated as confidential or proprietary.
b) The term “Subscription Date” refers to the date that the Customer or Third Party purchased (completed the entire checkout process) a RENDERWERKS Subscription through BRACE Design’s website.
c) The term “Subscription Period” refers to a single billing cycle of the RENDERWERKS Subscription (typically monthly), starting from the first Subscription Date.
d) The term “Results” shall include, but not be limited to, image files (typically .png .jpg .tif .bmp) or video files (typically .mp4 .avi .mov), that are produced by BRACE Design and furnished to the customer once each Subscription Period.
e) The term “Production Files” shall include, but not be limited to, any physical or digital: tool, method, file, image, video, texture, 3D model, render pipeline, material, or any portion of the methodology required to produce the Results.
f) The term “Questionnaire” refers to the RENDERWERKS Questionnaire that is sent to the Customer or Third Party from BRACE Design within a week of the Subscription Date.
2. CONDITIONS
a) With this Agreement, BRACE Design agrees not to redistribute, share, or disclose Confidential Information to others outside this Agreement, and that any improvements, extensions, and derivatives of and to the work contemplated in this Agreement shall be the property of the respective Customer or Third Party, unless otherwise expressly and explicitly stated in written form.
i) If the Yes box is checked in the Questionnaire, the Customer or Third Party allows BRACE Design to share any portion of the Results as necessary with parties outside of this Agreement.
b) With this Agreement, the Customer or Third Party agrees to enter into an indefinite obligation, subject to Termination, to make a required payment every Subscription Period in order to receive any Results.
c) With this Agreement, the Customer or Third Party acknowledges that the Results provided via RENDERWERKS does not necessarily include modeling services, 3D models in return, product consultation or improvements, extensions, or derivative work. Additionally, the Customer or Third Party acknowledges that BRACE Design will keep and maintain any Production Files necessitated by the RENDERWERKS Subscription, and that the Customer or Third Party is not entitled to any Production Files.
d) With this Agreement, the Customer or Third Party agrees to pay additional charges if the creation of the 3D model dictates it. This will vary on a case-by-case basis but will be determined via the complexity of the 3D model, and the time it takes to create it.
i) The Customer or Third Party also acknowledges that this service is not meant for them to request product or model swapping in between Subscription Periods, and that doing so may require additional charges.
e) With this Agreement, BRACE Design agrees to discuss any additional charges as necessitated in (2c) with the Customer or Third Party prior to invoicing or billing.
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f) With this Agreement, the Customer or Third Party agrees that BRACE Design may update or change any portion of this Agreement without prior notification to the Customer or Third Party, and that BRACE Design is not obligated to inform the Customer or Third Party of any updates or changes. BRACE Design will inform the Customer or Third Party of any billing, pricing, or payment changes prior to their enactment.
g) With this Agreement, the Customer or Third Party acknowledges that there are not any revisions, refinements, or changes to the Results guaranteed by this service, and that once the Results have been sent by BRACE Design, BRACE Design considers all business conducted during the Subscription Period concluded and that any additional effort to modify the Results after said Subscription period may require additional charges.
h) With this Agreement, the Customer or Third Party acknowledges that there is no guaranteed boost to their social media accounts, boost to web traffic, or any guaranteed metric provided in the Results, and that any outcome from the Results is solely the responsibility of the Customer or Third Party. The Customer or Third Party will not hold BRACE Design liable in any way regarding any outcome from the Results, past, present, or future.
i) With this Agreement, the Customer or Third Party agrees that once the Results have been sent to them, whether digitally or physically, they are no longer entitled to a refund for that Subscription Period, regardless of confirmation of receipt or not.
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3. GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the laws of the United States of America
4. TERMINATION
Either party involved in this Agreement may terminate the RENDERWORKS Subscription prior to the beginning of the next Subscription Period, but that does not terminate the Terms given in this Agreement.
a) The Customer or Third Party may terminate their RENDERWORKS Subscription via BRACE Design’s website at any time, subject to recourses as discussed in (2e). This does not terminate this Agreement.
b) BRACE Design may terminate this Agreement at any time or without notice if any one of the Conditions have not been met or payment has not been received by BRACE Design for a Subscription Period.
c) BRACE Design will honor any non-disclosure portions of this Agreement (2a), as indefinitely as possible, even if this Agreement, the Customer’s RENDERWERKS Subscription, or RENDERWERKS, or BRACE Design has ended. Your ideas and product designs are your own, and we will respect that.
Both parties hereby agree to the Definitions and Terms described in this Agreement effective as of the Subscription Date. (Note that by signing up for a RENDERWORKS Subscription, the customer also agrees to the entirety of these Terms and Conditions and this Agreement)