Wildcat Terms and Conditions

GENERAL

The terms of this document apply to agreements between Partnered Designer (Designer) and CGTrader (Parties) according to which the Designer undertakes to create and transfer a Product for a pre-agreed fee. By joining the Partnered Designer area of the Site, the Designer accepts and becomes bound by the terms and conditions described herein. These terms apply in conjunction with General Terms and Conditions. The following terms do not apply to the general sale of 3D models or to 3D Projects, posted by the Buyers.

Terms that are not defined herein are defined in the “Definitions” subsection under General Terms and Conditions or have the meanings that have been given to such terms on the Site.

This document, as well as General Terms and Conditions, are in their entirety binding for the Parties. No modification or amendment of the clauses stated in the present document or in General Terms and Conditions shall be effective for the Parties unless such discretion is given by clauses herein.

These Wildcat Terms will apply to all Contracts for the Wildcat assignments, which were concluded before these Wildcat Terms were notified to the Designers. If Designer does not agree to such application of Wildcat Terms to all prior and current Wildcat assignments, Designer shall discontinue participation in Designer Partnerships program and shall notify in writing (email) CGTrader about withdrawal from Designer Partnerships program accordingly. If Designer does not notify CGTrader about withdrawal from Designer Partnerships program without delay after being notified about these terms, Designer shall be deemed accepted these Wildcat Terms as binging for all prior, current and future Wildcat Assignments.

SERVICE CONTRACTS FOR 3D WILDCAT PROJECTS

• 1.The Contract between CGTrader and Designer for the Wildcat assignments is deemed to be a service Contract. By concluding the Contract Designer undertakes to perform the task described in the assignments and CGTrader undertakes to pay the agreed fee to the Designer.

• 2. The Contract will NOT be construed to create a partnership, joint venture, or employer - employee relationship. Designer is not the agent of CGTrader and is not authorized to make any representation, contract, or commitment on behalf of CGTrader. Designer will choose the manner and means to perform the obligations arising from the Contract. Designer will provide and use its own equipment, tools, and other materials at its own expense.

BECOMING A PARTNERED DESIGNER

• 3. Designer may join Designer Partnerships program by logging into CGTrader Wildcat area with a CGTrader Member account. The designer can only have one CGTrader account linked and used on Wildcat, the use of multiple accounts is forbidden.
• 4. Once the Designer logs into Wildcat area, the Designer is automatically assigned with the first assignment, which can be reviewed in the Designer’s Wildcat Dashboard.
• 5. To become a Partnered Designer and to be able to apply for paid requests, the Designer must complete the first assignment in accordance with the technical, quality and other requirements specified in the assignment description (Brief) and within the specified deadline. CGTrader may at its sole discretion decide to also pay for the first assignment, if the delivered Product complies with the quality and other applicable requirements. The amount of fee for the first assignment will be solely determined by CGTrader and communicated to Designer in the description of the first assignment.
• 6. For the first assignment usually only one round of review shall be performed by CGTrader, where CGTrader reviews the Product created and uploaded by the Designer and provides an answer to the Designer whether Designer is or is not granted a status of Partnered Designer. CGTrader is entitled to solely decide regarding the eligibility of the Designer to be granted a status of Partnered Designer. CGTrader may also decide to ask Designer to correct the first assignment and provide it for second or more reviews.

REQUESTS FOR WILDCAT PROJECTS

• 7. Once the Designer qualifies as Partnered Designer, unassigned Wildcat requests will be made available to the Designer via Wildcat area listing the available requests (Request).
• 8. Designer shall only accept a Request if he or she is prepared and able to contribute sufficient time and resources for completing the Request, taking into account, among other things, the number of other Projects and Requests in progress, and is qualified and experienced enough to meet all technical, quality and other requirements specified in the Request description (Brief).
• 9. When designer accepts the Request it will be displayed in the Dashboard of the Designer’s Wildcat area as an assignment with the status “assigned” (Assignment).
• 10. A Service Contract for a particular posted Wildcat Request shall be deemed concluded once the Designer accepts the Wildcat Request.

TECHNICAL, QUALITY AND OTHER REQUIREMENTS OF CONFORMITY

• 11. Products submitted via the Wildcat area must comply with all technical and quality requirements specified in the Brief of the Assignment, as well as any guides, manuals, standards referred to in the Brief, or any documents, images and files attached to the request.

• 12. The Parties may agree on quality requirements via other means of communication such as comments section or private messages of the Site, and other channels of communication.
• 13. If any requirement is unclear to the Designer, the Designer must ask CGTrader for clarification without delay.
• 14. CGTrader will answer the questions of the Designer and provide the needed information to the Designer to help complete the Project. CGTrader may also provide technical support to and share know-how (via knowledgebase available at the Site or otherwise) with the Designer to help Designer complete the Assignment.
• 15. In case CGTrader permits the Designer access to its own materials (such as pictures, previous 3D models, etc.) for the purposes of fulfilling the Assignment, CGTrader grants the Designer a limited, non - exclusive, non-transferable, revocable (at any time, at CGTrader’s sole discretion) right to use the CGTrader’s materials as necessary solely for the performance of the Assignment. CGTrader reserves all other rights and interest, including, without limitation, all intellectual property rights regarding such material. Upon completion or termination of the Assignment, or upon CGTrader’s written request, the Designer will immediately destroy all copies of the materials.

REVIEW AND ACCEPTANCE OF THE PRODUCTS

• 16. Once the Designer completes the Product required by the Assignment, designer must submit a request for first review to CGTrader in the request management area of the Assignment, enclosing the Product related files and any additional information relevant for the review before the deadline specified in the Assignment.
• 17. CGTrader promptly reviews the Designer’s request for review and provides a response regarding conformity of the Product with the applicable requirements and quality.
• 18. If CGTrader determines that the Product does not meet the requirements or is of insufficient quality, CGTrader may initiate another round of review, requesting the Designer to make corrections or adjustments to the Product to meet the requirements and quality.
• 19. Usually, the Product is approved or rejected in 2-3 rounds, however, the number of review rounds shall be solely decided and determined by the CGTrader.
• 20. CGTrader may at is sole discretion decide to approve or reject the submitted Product. If the Product is rejected, it does not qualify for payment of the fee. When the Product is approved but does not meet all the technical and quality requirements, CGTrader may at its sole discretion decide on payment of a reduced fee in proportion to the conformity of the Product.

TRANSFER OF INTELLECTUAL PROPERTY RIGHTS

• 21. All intellectual property rights, including all author’s economic rights, to any materials (files, images, drawings, etc. regardless of format) uploaded by the Designer to Wildcat area shall irrevocably transfer exclusively to CGTrader for the maximum term of protection of the rights (for copyright - 70 years after the death of author) in all territories of the World and for all existing or known modes of use as of the moment of upload. CGTrader may transfer or license the materials without restriction.
• 22. The Designer will have no rights into materials uploaded to Wildcat area and shall not use the materials for any purpose.
• 23. The Designer hereby represents and warrants that all materials uploaded to the Wildcat area are the result of its own creative work and they do not infringe upon any intellectual property or other protected rights of any third parties and the rights of the Designer into the materials are not restricted in any way. If the Designer incorporates any third party protected materials, the Designer must inform CGTrader about it at the time of upload. The Designer shall indemnify CGTrader against any claims of third parties for damage, costs, expenses or compensations cause by infringement of third party rights due to breach of representations and warranties contained in this paragraph.
• 24. The Designer hereby irrevocably consents that CGTrader may decide if and how to attribute the authorship of the Designer on or when using the approved Product or any materials uploaded to Wildcat. The Designer also irrevocably consents that CGTrader may make any modifications to the materials uploaded. The Designer undertakes not to exercise the moral rights in a manner which would prevent or impede the use of materials by CGTrader or subsequent owners. In jurisdictions which permit transfer or waiver of moral rights, the Designer hereby transfers and waives all moral rights for the benefit of CGTrader.

FEES AND PAYMENT TERMS

• 25. The amount of fee will be indicated in each Request. When accepting the Request, the Designer agrees to be paid the indicated fee for the timely completed Product conforming to the technical, quality and other applicable requirements.

• 26. CGTrader may reduce the fee, if the delivered and accepted Product does not conform with any of the applicable requirements, in proportion to the level of conformity of the accepted Product.

• 27. CGTrader may also reduce the fee if Product was delivered after the specified deadline.

• 28. If Product is rejected, no fees shall be paid to the Designer.

• 29. All fees for the accepted Products will be listed in a monthly report provided by CGTrader to the Designer, which will specify the accepted Products, amount of fees (or reduced fees) for each Product and total amounts.

• 30. All reported fees shall be paid to the Designer together with any other fees if accrued for any other services or sales at the Site within the term specified in the General terms.

• 31. The fees shall be paid to the Designer less any applicable taxes or mandatory deductions, which CGTrader is required to calculate and deduct in accordance with any applicable law and following the procedure defined in the General Terms and Conditions.

TERM AND TERMINATION

• 32. These Terms become valid when the Designer logs into Wildcat area and remain valid as long as CGTrader services are provided at the Site and until the General Terms or the licence for the use of the Site is terminated.

• 33. CGTrader may terminate any Assignment accepted by the Designer at any time. In that case the active Assignment will be removed from Wildcat account of the Designer.

CONFIDENTIALITY

• 34. If, for the purposes of fulfilling the Service Contract, CGTrader discloses information to the Designer, which can be deemed confidential and the CGTrader marks the confidentiality of such information or confidential nature of the information is otherwise evident, the Designer is bound not to disclose such information for indeterminate duration. Confidential information must be protected with the same degree of care as a person uses to protect his or her own confidential information but in no event with less than due care. Protecting confidentiality shall mean, among else, that the Designer must not (a) disclose or permit others to disclose CGTrader’s confidential information to anyone without first obtaining the express written consent of the owner of the confidential information; (b) use or permit the use of CGTrader's confidential information, except as necessary for the performance of Contract (including, without limitation, the storage or transmission of confidential information on or through the Site).

• 35. Information shared publicly in the project description or comments section cannot be deemed confidential.

• 33. If and when confidential information is no longer needed for the performance of the Contract or at CGTrader’s written request (which may be made at any time), the Designer shall promptly return and (or) destroy the disclosing party's confidential information and any copies under his or her control.

NO WARRANTY, LIMITATION OF LIABILITY

• 37. All disclaimers and limitation of liability of CGTrader provided in the General Terms apply in full to the Wildcat area of the Site.

APPLICABLE LAW AND DISPUTE RESOLUTION

• 38. Choice of governing law and agreement on jurisdiction provided in the General Terms apply in full to these Terms.