SPECIFIC CONDITIONS TO BE READ IN CONJUNCTION WITH THE GENERAL TERMS AND CONDITIONS

CONTRACT TO GRANT SCULPTEO CERTAIN POWERS AND LICENSE TO USE AND REPRODUCE THE IMAGE

This contract, including its exhibits, schedules, attachments, annexes and any amendments hereto, (collectively referred to hereinafter as the “Contract”) is signed when the Designer as defined below clicks on the “accept the seller contract on Sculpteo” option on the SCULPTEO website: “http:// www.sculpteo.com”.

Between
SCULPTEO, a simplified joint-stock company with a capital of 2,370,010.50 Euros, registered in the Créteil trade and companies register (RCS) under number 514 971 654, whose head office is situated at 10 Rue Auguste Perret, 94800 Villejuif, hereinafter referred to as “SCULPTEO”,

and
The Designer, as identified upon its registration in accordance with article 6 of this Contract, hereinafter referred to as “The Designer”,
Hereinafter referred to collectively as the “Parties” and each individually as “Party”.

Whereas:

Last Update: Oct 20. 2014



ANNEX 1: Amendment to agreement between Designer and SCULPTEO

Reference is made to that certain agreement (the “Agreement”), dated as of October 20th 2014, between the Designer and SCULPTEO, a simplified joint-stock company, registered in the Créteil trade and companies register (RCS) under number 514 971 654, whose head office is situated at 10 Rue Auguste Perret, 94800 Villejuif - FRANCE, VAT Number FR48.514.971.654 ("SCULPTEO"), in connection with SCULPTEO’s production and sale of 3D products (collectively, the “Products”) based upon and derived from certain designs, images and drawings created by Designer (collectively, the “Images”).

For good and valuable consideration, the sufficiency of which is hereby acknowledged, Company and Designer agree to amend the Agreement as follows:

  1. Notwithstanding any of the terms of the Agreement, the parties agree that Designer grants to SCULPTEO the worldwide right, during the term of the Agreement, to sell, license, sub-license, re-produce, manufacture, distribute and otherwise exploit the Products and/or the Images on and through Amazon.com and/or any of its subsidiaries, licensees and affiliates (collectively, the “Amazon Parties”), subject to and in accordance with the terms of the Amazon Services Business Solutions Agreement (the “Amazon Agreement”), a copy of which is available at : http://sellercentral.amazon.com/gp/seller/registration/participationAgreement.html

  2. The parties agree that SCULPTEO, and not Designer, shall be the party to the Amazon Agreement. As such, in the event of any breach of the Amazon Agreement by any of the Amazon Parties, Designer shall have no legal recourse against the Amazon Parties, and SCULPTEO may elect, but shall not be obligated, to enforce the terms of the Amazon Agreement under applicable law. As such, Designer, on behalf of itself and any of its heirs or successors, releases SCULPTEO from any damages, claims or other liability which Designer may incur as a result of any breach of the Amazon Agreement by any of the Amazon Parties. Designer agrees that SCULPTEO may rely on this release in making the Products and/or Images commercially available through the Amazon Parties.

  3. In the event of any conflict between the terms of this Amendment, and the terms of the Agreement, the conflicting terms of this Amendment shall control. Except as expressly amended herein, all terms and conditions of the Agreement are hereby ratified and shall remain in full force and effect.

  4. This Amendment may be executed in counterparts, or by facsimile, PDF or other electronic means, which shall not affect its validity.

Last Update: Oct 20. 2014