Exclusive rights (outright purchase)
1. Purpose
This agreement (“Outright Agreement”) governs a full buyout-style purchase of Licensor’s copyright and related rights in a specific Work listed at checkout, so that the buyer (“Assignee”) may control future licensing and distribution—similar in commercial intent to an outright stock asset buyout. The exact legal characterization (assignment vs. exclusive license with buyout economics) may be adjusted by counsel; the business rules below describe how ProceduralSky.com operates the program.
2. What is assigned or conveyed
Upon full payment and execution of any required counterpart documents, Gopex LLC (“Licensor”) conveys to Assignee all right, title, and interest held by Licensor in the identified Work(s), including copyright (where owned by Licensor) and the right to register, enforce, sublicense, and commercialize, subject to the grandfathered licenses described in Section 5.
Moral rights, if any, are waived or not asserted to the extent permitted by law. Third-party components not owned by Licensor (if any) are excluded unless expressly listed in the order.
3. Capture date
The moment Licensor confirms the Outright Agreement for a Work, Licensor records a capture date (UTC timestamp) in its systems and configuration. That date is the boundary for grandfathering in Section 5. After the capture date, Licensor does not sell new standard commercial licenses or new outright purchases for that Work through ProceduralSky.com.
4. Consideration
Assignee pays the fee shown at checkout (processed via Stripe). Taxes and transfer formalities are as stated on the order or invoice.
5. Grandfathering for prior standard licensees
Any customer who completed a purchase of a standard commercial license for the same Work before the capture date retains the rights granted under the Standard commercial license that was in effect at the time of their purchase, solely for uses that fall within that license’s scope. Those rights remain non-exclusive and do not include the ability to re-offer the raw Work as a competing stock product.
Assignee acknowledges that those prior licensees may continue lawfully distributed renders and projects that already incorporated the Work under their grandfathered license. Disputes over scope (e.g. “new” stock-style redistribution vs. finished picture) are resolved under the prior SCL terms and evidence of purchase time.
6. Representations
Licensor represents it has the rights necessary to enter this Outright Agreement. Assignee should perform due diligence (including chain of title) for high-value purchases.
7. Warranty disclaimer / liability cap
Except as expressly stated, the Work is provided as-is. Liability is capped at the fees paid for the outright purchase unless applicable law forbids such a cap.
8. Governing law
Same approach as the Standard commercial license unless the order specifies a different governing law for enterprise deals.
9. Order of precedence
If the checkout screen, invoice, or a signed schedule conflicts with this summary, the signed or expressly agreed transaction documents control. This page is the public summary of policy; counsel should attach a definitive assignment agreement to high-value sales.