The following terms of this Designer License Agreement (herein, the “Agreement”) between you (the “Designer”) and POST AR Design Marketplace (together with “we,” “us,” and “our,” “POST”) apply if you upload a photograph, illustration, image or other pictorial or graphic work (collectively, the “Work”) onto POST’s mobile device application and the website, http://www.iwepost.com or any affiliated websites, (collectively, the “App”). By uploading Work to the App, the Designer agrees to the following:

a. the terms of this Agreement;

b. that this Agreement applies to each Work that the Designer uploads, including the Work uploaded prior to the effective date of this Agreement; and

c. the POST Terms of Use, which incorporates this Agreement.

DESIGNER IDENTIFICATION

1. The Designer will be identified, either through a real name, a professional name, or a user name, as the Designer chooses, as the author and source of the Work when purchased in a customary manner. The Designer waives any obligation by POST and its members who purchase the Work to identify the Designer as the source of the Work, if such identification is not common business practice or is infeasible due to factual or operational constraints. This is particularly the case for uses of the Work online, for instance on private or commercial websites, within images used for advertising purposes or in connection with goods or services intended for resale or distribution (including marketing and packaging materials and electronic template applications).

2. Unless otherwise stated in this Agreement, POST has no payment obligations to the Designer other than pursuant to the payment and pricing policies set forth herein, which may be updated from time to time.

INTELLECTUAL PROPERTY

POST takes intellectual property rights very seriously. As a result, we comply with intellectual property laws and industry best practices in order to maintain the integrity of the App.

1. POST’s Role. POST includes individual third-party sellers who create their own designs complying with the law. We provide a venue, but POST does not manufacture goods, Designers are responsible for ensuring they have all necessary rights to their content and that they are not infringing or violating any third party’s rights by posting it.

POST reserves the right to disable any listing, shop, or account that we believe violates our Terms of Use or this Designer License Agreement. POST also reserves the right to take action against abusers of the Designer License Agreement or our Terms of Use.

POST can’t speak on behalf of intellectual property owners, nor is POST in a position to offer legal advice or make legal determinations whether a shop’s content infringes someone else’s intellectual property. POST will remove material cited for alleged intellectual property infringement when provided with a proper notice.

2. Notices of Intellectual Property Infringement. POST strives to respond quickly when we receive proper notice of intellectual property infringement by removing or disabling access to the allegedly infringing material. When POST removes or disables access in response to a notice, POST makes a reasonable attempt to contact the affected member, provide information about the notice and removal, and, in cases of alleged copyright infringement, provide information about how to submit a counter notice. POST may also provide a copy of the infringement notice, including the name and email address of the reporting party, to the affected member.

POST may request additional information before processing a notice, such as identity verification of the reporting party or documentation regarding the claimed right. POST may reject notices or counter notices that contain information we believe is false, fraudulent, incomplete, or otherwise submitted in bad faith. POST also reserves the right to take action against abusers of this policy.

3-Counter Notice: POST respects the intellectual property laws of the United Arab Emirates, including Federal Law No. 38 of 2021 on Copyrights and Related Rights. If POST receives a formal notice alleging copyright infringement, we may remove or disable access to the material in question. The affected Designer may submit a written response to contest the claim, including documentation supporting their rights to the content. POST will review the response and may, at its discretion, restore access to the material if the claim appears unfounded or if the Designer provides sufficient evidence of ownership or authorization. In cases of dispute, POST may refer the matter to the competent authorities in the UAE, including the Ministry of Economy or the relevant courts, for resolution. POST reserves the right to share the original notice and the counter response with both parties involved

4-Repeat Infringement: POST is committed to protecting intellectual property rights in accordance with the laws of the United Arab Emirates, including Federal Law No. 38 of 2021 on Copyrights and Related Rights. In appropriate circumstances and at POST’s sole discretion, we may suspend or terminate the selling privileges of any member who is subject to repeated or multiple valid notices of intellectual property infringement. If POST reasonably believes that a member has attempted to reopen a shop or create a new account following termination, we reserve the right to deny access to all services for that member. These actions may apply to any accounts that POST reasonably associates with or believes are operated by the affected member. In accordance with our Terms of Use, POST reserves the right to terminate account privileges at any time, for any reason, and without prior notice.

5- Notice Withdrawals: POST accepts withdrawals of intellectual property infringement notices only from the original rights holder or an authorized representative who submitted the claim. The withdrawal must clearly state that it is a formal retraction and must sufficiently identify the affected member and/or the material in question.

Once POST receives a formal withdrawal of a notice of infringement, POST makes reasonable attempts to contact both parties involved to confirm receipt from the party submitting the withdrawal and to inform the member affected by the withdrawal. Please note that infringement matters are reviewed on a case-by-case basis, and withdrawals do not guarantee changes to a member’s status.

EXCLUSIVE LICENSE

1 - Exclusive License: The Designer grants POST an exclusive license to use the Work in connection with the download, display, and aggregation services offered by POST within the United Arab Emirates and internationally.

2- Scope: This exclusive license is granted on a worldwide, royalty-free basis and includes the rights to, use and reproduce the Work, publicly display and distribute the Work, modify the Work (for example, to enhance presentation or compatibility), translate the Work, publicly perform the Work as needed for POST’s services.
This license is granted for the duration of the Designer’s participation on the POST platform and may be subject to termination or revision in accordance with POST’s Terms of Use and applicable UAE laws, including Federal Law No. 38 of 2021 on Copyrights and Related Rights.

3-Download and aggregation services. Download and aggregation services include POST providing Work through the App such that the Work is viewable by the App’s users, Customers, or other viewers for the purposes of making one or more licenses to download digital copies of the Work available for purchase, providing a counter specifying a number of remaining licenses for a given Work available for purchase, removing a Work once its counter reaches zero, and providing one or more visual aid tools whereby a potential Customer may view the Work superimposed over various articles.
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These services are governed by POST’s Terms of Use and comply with applicable laws in the United Arab Emirates, including regulations related to digital commerce and intellectual property.

4-Exclusivity. POST has the exclusive right to use the Work uploaded to the App while downloads are still available to Customers, as indicated by the provided counter. Therefore, the Designer may not sell, directly or indirectly, digital forms of the Work itself or through a third-party who is not affiliated with post until the counter for the Work reaches zero.
This exclusivity applies globally and is governed by the applicable laws of the United Arab Emirates, including Federal Law No. 38 of 2021 on Copyrights and Related Rights. Once the license counter for a given Work reaches zero, the exclusivity automatically ends, and the Designer may resume offering the Work elsewhere.

5 - Use of Work. POST may use the Work by posting and displaying the Work online, for the purposes of marketing and promoting the Work, the App, POST’s business (and the business of its affiliates), POST’s other products and services (and those of POST’s affiliates).
This use may include digital campaigns, social media, promotional materials, and augmented reality experiences, provided such use complies with applicable laws in the United Arab Emirates, including Federal Law No. 38 of 2021 on Copyrights and Related Rights.

6 - Sale of Work. POST may sell the Work via digital downloads. Such use may include placing a limit on the number of times the Work may be downloaded or selling a limited number of downloads.

7-Compensation for Marketing. POST may use the Work to market and promote the Work or the App, distribution programs, or to expand the market for the licensing of the Work.

8-No obligation to use. POST is not obligated to accept the Work uploaded to the App or make it available to users of the App.

SOCIAL MEDIA

1. Social Media. “Social Media Site” means a website or application which has a primary focus on facilitating social interaction among its users and allowing users to share content in connection with such social interaction.

2. Use of Work on Social Media. Subject to any restrictions the Designer has designated at the time of upload, POST may allow its members and other relevant third parties to post or share the Work directly or indirectly onto Social Media Sites. No compensation will be payable by POST, its affiliates, its related companies, or by any third party regarding the use of the Work on Social Media Sites.

- Such use must comply with all applicable laws and regulations of the United Arab Emirates, including:
- Federal Law No. 38 of 2021 on Copyrights and Related Rights;
- Federal Decree Law No. 34 of 2021 on Cybercrime;
- Any relevant media and content standards issued by UAE authorities.

3. Liability. POST is not liable for any terms of use or other provisions or authorizations which may appear on any Social Media Sites, even if such Social Media Sites explicitly or implicitly allow third parties to access, download, share or use the Work in any way; or for any use whatsoever made by any third party who accesses the Work directly or indirectly via Social Media Sites.

POST reserves the right to remove or restrict access to the Work if its presence on Social Media Sites violates UAE law, including but not limited to laws governing copyright, privacy, defamation, and public decency

4- Social Media Use. For clarity, POST (and its affiliates) may also post or share the Work onto Social Media Sites for its own promotional purposes, without any compensation payable to the Designer.

Fees & Payments

Designers may be charged for using POST’s App. This Fees & Payments Section explains your fees and taxes and how to pay them.

1. Types of Fees
Designers may be required to pay the following types of fees. Please note that all fees are listed exclusive of any value-added tax (VAT) or similar taxes that may apply. See the Taxes section below for further details.

A. Listing your design on the App

Where POST is required to collect sales tax/VAT on your behalf in UAE, POST will use the category you assigned to each listing to calculate, collect, and remit the applicable taxes. You are solely responsible for ensuring that all of your listings are properly categorized, and you agree to indemnify POST for any losses it incurs in connection with any mis-categorization of your listings by you.

Please remember that POST ‘s fees do not include any withholding taxes that might apply in your home country. You are required to pay POST the full amount of our fees and may not deduct any applicable withholding taxes from that amount.
Please also note that some countries require POST to apply VAT on the fees that you may be charged in accordance with this policy, and that the fees listed in this policy are exclusive of VAT.

Digital VAT Fees

Under local laws in certain countries, POST is required to collect and remit VAT to the relevant tax authorities when you sell a digital item delivered via automatic download to the buyer. POST will automatically display the increased amount charged to the buyer of the digital item to collect the correct amount of VAT, and we will remit to the tax authorities. POST you will receive the additional amount paid by the buyer for the VAT, and you will need to pay this amount to POST. The VAT amount paid by the buyer will appear on your payment account and will be deducted from your current balance.

PROHIBITED ITEMS

We want POST to be a place where people of all backgrounds, nationalities, religions, political affiliations, and even different types of artistic taste and humor feel welcome.

POST does not allow items or listings that promote, support or glorify hatred toward people or otherwise demean people based upon: race, ethnicity, national origin, religion, gender, gender identity, disability, or sexual orientation (collectively, “protected groups”). We also prohibit items or content that promote organizations or people with such views.

Illegal items, items that promote illegal activity, and stolen items are not allowed on POST. Neither are certain items that are subject to complex legal regulations or registration systems. Because POST is a global company, it’s important to abide by the laws of the markets in which you are selling. What is legal in one country may be illegal in another. All forms of illegal activity are strictly prohibited. Listings may not facilitate or promote illegal acts.

Counterfeit or unauthorized items are prohibited on POST. We consider counterfeit or unauthorized goods to be items that imitate an authentic good, particularly by using a brand’s name, logo, or protected design without the brand owner’s consent. Additionally, we may consider up-cycled or repurposed items, even if using authentic materials, to be counterfeit if they are making use of a brand’s name, logo, or protected design without their permission. Examples of prohibited counterfeit or unauthorized goods include replica luxury and non-luxury items like bags and branded apparel.

POST provides a direct connection between buyers and sellers around the world. If you buy or sell an item from another country, or if you enter into a transaction with someone across international borders, you are responsible for complying with laws and regulations of the country of destination as well as your local laws.

When buying and selling internationally, you should comply with your local laws and be aware that other countries may have their own restrictions. You might be prohibited from exporting or importing certain items under international laws and regulations. Some transactions may require licenses, permits, or other documentation. If you have questions about how to comply with the law, we recommend that you speak to a qualified professional.

POST reserves the right to request that sellers provide additional information, disclose an item’s country of origin in a listing, or take other steps to meet compliance obligations.

You should be aware that third-party payment processors, may independently monitor transactions for sanctions compliance and may block some transactions as part of their own compliance programs. POST has no authority or control over the independent decision-making of these providers.

Pornography or mature content of any sort is prohibited on the App, whereas mature content is restricted.

Although pornography can be difficult to define, an item generally qualifies as pornography when it contains printed or visual material that explicitly describes or displays sex acts, sex organs, or other erotic behavior for the sole purpose of sexual arousal or stimulation.

We define mature content containing printed or visual depictions of human genitalia, sexual activity or content, profane language, sexual wellness items, violent images, and explicit types or representations of taxidermy.

We do not allow items or listings that promote, support or glorify acts of violence or harm towards self or others, including credible threats of harm.

DESIGNER’S REPRESENTATIONS AND WARRANTIES

The Designer makes the following representations and warranties:

• The Designer represents and warrants that it has the right to enter into this Agreement and to grant an exclusive license in the Work to POST.

• If the Designer uploads the Work on behalf of an entity, then this Agreement applies to that entity and its affiliates. In such case, the Designer represents and warrants that the Designer has the authority, whether it is explicit, implicit, or apparent, to bind the entity to this Agreement.

• The Designer represents and warrants that the Designer owns all rights, title and interest in and to the Work, including all Intellectual Property Rights.

• The Designer represents and warrants that to the Designer’s knowledge, no one else claims ownership of, or exclusive rights to, the Work or associated Intellectual Property Rights.

• The Designer represents and warrants that the Designer has obtained all necessary releases or model agreements if the Work contains an image or likeness of one or more persons, or property of one or more persons or entities, of the Intellectual Property Rights of one or more persons or entities.

DESIGNER INDEMNIFICATION OBLIGATIONS

1. Designer Indemnification. The Designer will indemnify POST and its subsidiaries, affiliates, officers, agents, employees, partners, licensees, and licensors from any claim, demand, loss, or damages, including reasonable attorneys’ fees, arising out of or related to the Work or other content that the Designer has provided to POST, the Designer’s use of the Website, or the Designer’s violation of these terms.

2. Right to Control. POST has the right to control the defense of any claim, action or matter subject to indemnification by the Designer with counsel of its own choosing. The Designer will fully cooperate with POST in the defense of any such claim, action or matter.

3. Satisfaction Through Accrued Royalties. Any amount owed to the Designer may be offset and reduced by any amount owed by the Designer pursuant to indemnity obligations hereunder, without demand or notice to the Designer.

LIMITATIONS OF LIABILITY

1. Limitations of Liability. Under no circumstances including, without limitation, its own negligence, shall POST or its parents, subsidiaries, officers, employees, affiliates, directors, agents, suppliers, or any other party involved in creating producing, transmitting, or distributing POST or related Services be liable for any direct, indirect, special, consequential, incidental, exemplary, or punitive damages. The limitations and exclusions in this section apply to the maximum extent permitted by law.

2. Damages Limited. Such damages that are limited include, but are not limited to, damages for loss of profits, goodwill, use, data or other intangible losses, (even if POST has been advised of the possibility of these damages), including those (a) resulting from loss of use, data, or profits, whether or not foreseeable, (b) based on any theory of liability, including breach of contract or warranty, negligence or other tortious action, (c) arising from any other claim arising out of or in connection with the Designer’s use of or access to the Services or the Work, (d) arising from the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transaction
entered into through or from the App, (e) unauthorized access to or alteration of the Designer’s transmission or data, or (f) statement or conduct of any other third party on the App.

3. Exception. Nothing in these terms limits or excludes POST’s liability for gross negligence or for POST’s (or its employees’) intentional misconduct. Except as explicitly stated otherwise, the total liability in any matter arising out of or related to these terms is limited to US $100.

4. Disclaimer of Warranties. The App and Services are provided “AS-IS.” To the maximum extent permitted by law, POST disclaims all warranties express or implied, including the implied warranties of merchantability and fitness for a particular purpose. The limitations and exclusions in this section apply to the maximum extent permitted by law. POST specifically disclaims any liability for any actions resulting from the Designer’s use of any Services or the Work. The Designer may use and access the Services or the Work at the Designer’s own discretion and risk, and the Designer is solely responsible for any damage to the Designer’s computer system or loss of data that results from the use and access of any Service or the Work.

TERMINATION

1. Termination. POST may terminate this Agreement or remove any Work or suspend the Designer’s account without prior notice. The Designer may terminate this Agreement at any time upon at least 3-month notice to us in a manner that POST prescribes through the App.

2. For Cause Termination. In the event of a breach of the terms of this Agreement by
the Designer or as part of POST’s investigation for fraudulent or illegal activities or in response to law enforcement requests, POST will notify the Designer prior to terminating its account.

3. Royalty Payment After Termination. Upon termination of the Designer’s account, POST will proceed with payments of accrued royalties through the remainder of the month during which the Work is removed from the App. POST will have no payment obligation to the Designer if POST terminates the Agreement for cause.

4. Removal of Work Upon Termination. Upon termination of this agreement, POST will remove the Work from the App within 10 business days. Upon termination of this agreement by either party, POST may deny the uploading of any subsequent Work owned by the Designer to the App.

5. Effect of Termination. POST may continue to use the Work solely for internal archival and reference purposes after the termination of this Agreement.

MISCELLANEOUS

1. Governing Law and Dispute Resolution
This Designer License Agreement is governed by the laws of the United Arab Emirates, and any disputes shall be subject to the exclusive jurisdiction of the courts of Dubai, in accordance with the dispute resolution provisions set forth in POST’s Terms of Use, which are incorporated herein by reference.

2-No Agency. The relationship between the Designer and POST under this Agreement is that of independent contractors. For clarification purposes, the parties are not joint ventures, partners, principal and agent, or employer and employee. Neither party shall have the power to bind or obligate the other in any manner.

3- No Waiver. Failure by POST to enforce or exercise any of these terms is not a waiver of that section.

4. Assignment
POST, whose headquarters are located in Dubai, reserves the right, at its sole discretion, to assign any or all of its rights or obligations under this Agreement. The Designer shall not assign any of its rights or obligations, and any such attempt shall be null and void.

5- Severability. If a particular term is not enforceable, the unenforceability of that term will not affect any other terms.

6- Modification. POST may modify these terms that apply to the Work to, for example, reflect changes to the law or changes to POST’s services. The Designer should look at the terms regularly. POST will post notice of modifications to these terms on this page. By continuing to use or access the App after the revisions come into effect, the Designer agrees to be bound by the revised terms.