Terms of Sale for Digital Products

These terms and conditions of sale of digital products (the "Terms of Sale") together with Contra’s Terms of Service and Privacy Policy govern the sale, license and purchase of digital products on Contra’s Platform (“Digital Products”). By selling or purchasing digital products on Contra you are confirming that you understand this agreement, and that you accept all of its terms and conditions. If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the legal authority to bind the entity to this agreement, in which case “You” will mean the entity you represent as Seller or Purchaser.

1. Definitions
Digital Products: Software, code, scripts, digital tools, plug‑ins, templates, themes, digital art, audio‑visual works, documentation, and other intangible digital materials listed, licensed, or delivered via the Platform.
Seller: Any third‑party developer or licensor that offers Digital Products for sale or license through the Platform. 
Purchaser: Any user that purchases, downloads, or otherwise acquires a license to a Digital Product through the Platform.
Platform: The online freelancer marketplace operated by Contra, including related websites, applications, and services.
Listing: The content provided for listing a Digital Product on the Platform.
Brand Features: The trademarks and similar intellectual property of each party.
Personal Data: Any information relating to an individual Purchaser, Seller, or end user that could identify them, whether supplied by the Platform or generated in the course of performing obligations under this Agreement.

2. Role of Contra Platform & DISCLAIMER
Contra will be the merchant of record for the purpose of having its third-party payment processor process payment for Digital Products and provide Purchaser post-sale support with respect to invoicing and communication with Seller.  Contra will facilitate the delivery of Digital Products to Buyers by connecting Seller with Buyers to enable the Buyers to download or access the purchased Products.

Purchasers and Sellers acknowledge that the Platform does not test, audit, or review every Digital Product and does not guarantee that any Digital Product will be error‑free, secure, or compatible with any particular system. 

Contra disclaims all liability arising from the use of, inability to use, or reliance on Third-Party Products. When you purchase or access a Third‑Party Digital Product, to the fullest extent permitted by law, you acknowledge and agree:


Digital Products are provided “as is” and “as available,” without warranties of any kind, whether express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, non-infringement, or availability.

Contra makes no representations or guarantees regarding the performance, compatibility, legality, accuracy, or suitability of any Third-Party Product.
Any claims, liabilities, damages, losses, or disputes arising from or related to a Third-Party Product rest solely between the purchaser and the applicable third-party Seller.

Use of Digital Products may be subject to additional terms, license agreements, or usage restrictions imposed by the third-party Seller. It is the customer’s responsibility to review and comply with any such terms.

Contra does not undertake any obligation to monitor or screen Third‑Party Digital Products and may remove, suspend, or disable access to any Third‑Party Digital Product at any time, in its sole discretion, without notice or liability.


3. Relationship Between Seller and Purchaser
The license and commercial terms for each Digital Product (including price, scope of license, support, and refunds) are between Seller and Purchaser. Sellers are solely responsible for support, updates, and handling any complaints or disputes regarding their Digital Products, unless the Listing or a separate agreement clearly states otherwise.

4. No Refunds for Digital Products
Unless otherwise required by applicable law or expressly stated at the point of sale, all purchases of digital products (including Third‑Party Digital Products) are final and non‑refundable once access has been granted or the product has been made available for download or streaming.


5. Purchaser Responsibilities
(a) Purchaser is responsible for verifying that the scope of license, permitted uses, and technical requirements of a Digital Product meet Purchaser’s needs before purchase.

(b) Purchaser is responsible for complying with all license terms, laws, and regulations applicable to Purchaser’s use of the Digital Product, including privacy, data protection, and export control laws.

(c) Purchaser acknowledges that any ongoing maintenance, bug fixes, updates, or support for the Digital Product are the Seller’s responsibility unless expressly provided by the Platform under separate terms.


6. Permitted Uses: Purchaser may:

• Use the Digital Product in accordance with its documentation,

• Make a reasonable number of backup copies, and

• Modify source code only where the Listing explicitly permits modification or where necessary for permitted use, subject to any open‑source or third‑party license terms disclosed by Seller.

7. Restrictions: Except where expressly permitted by applicable law or by the Seller’s written terms, Purchaser may not:

• Resell, redistribute, or publicly perform or display the Digital Product,

• Sublicense the Digital Product to third parties,

• Remove or alter proprietary notices, or

• Use the Digital Product for any illegal, defamatory, infringing, or harmful purpose.

8. Commercial Use: If the Listing specifies “commercial use” or similar rights (for example, to integrate the Digital Product into Purchaser’s products or services provided to third parties), such rights are granted only to the extent clearly described in the Listing or a separate license from Seller.

9. Relationship Between Digital Products Purchasers, Contra, and Third‑Party Sellers
No contract of sale or license for a Third‑Party Digital Product is formed between you and Contra; such contract, if any, is between you and the applicable third‑party Seller. Third‑party Sellers are independent contractors and are not agents, partners, or joint venturers of Contra. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship.


10. Use of Purchaser’s Personal Information
Contra may share with Sellers a Purchaser’s limited account information (such as name, business name, and contact details) as reasonably necessary to complete the transaction, enable access to the Digital Product, and facilitate support. Purchasers consent to such sharing by purchasing or accessing a Digital Product and acknowledge that Seller’s processing of personal data is governed by Seller’s own privacy notice, not Company’s privacy policy.


11. Purchaser Consents and Disclosures
By purchasing or using a Digital Product, Purchaser authorizes Contra and the applicable Seller to collect, use, and disclose Purchaser’s personal information as described in the Platform’s privacy policy and Seller’s privacy notice, as applicable and permitted by law. Purchaser is responsible for providing any required notices and obtaining any required consents from its own customers or end users whose personal data may be processed through Purchaser’s use of the Digital Product.


12. Seller’s Warranties and Representations
Each Seller represents, warrants, and covenants to Company and to each Purchaser that:

a. Ownership and Rights: Seller has all necessary rights, licenses, consents, and permissions to develop, list, license, and provide the Digital Products (including all code, content, and data therein) through the Platform, and to grant the licenses described in Section 10.

b. No Infringement: The Digital Products, Listings, and associated branding do not and will not infringe, misappropriate, or violate any intellectual property, privacy, publicity, or other rights of any third party.

c. Legal Compliance: Seller and the Digital Products comply with all applicable laws and regulations in each jurisdiction where the Digital Products are offered, sold, or used, including export, sanctions, consumer protection, and privacy/data protection laws.

d. No Restricted or Illegal Content: Seller will not list, offer, or distribute any Digital Product that is illegal, unsafe, or prohibited under applicable law or the Platform’s acceptable use policies, including content involving malware, unauthorized scraping, child exploitation, disinformation, or other unlawful or prohibited content or activity including but not limited to Prohibited Digital Products described in Contra’s Terms of Service.

e. Security and Malware: Digital Products will not contain or introduce malicious code, backdoors, or other harmful components and will not be designed to circumvent security controls.

f. Accurate Listings: All descriptions, screenshots, pricing, and other Listing information for Digital Products are truthful, accurate, not misleading, and kept up to date.

13. License Grant to Purchasers
Unless a separate license is expressly provided by the Seller in the Listing or during checkout, the following default license applies:

Upon full payment of all applicable fees, Seller grants Purchaser a limited, non‑exclusive, worldwide, non‑sublicensable, non‑transferable (except as required by law) license to download, install, and use the purchased Digital Product for Purchaser’s lawful internal business or personal purposes, subject to these Terms, Contra’s Terms of Service and any additional Seller terms presented at or before purchase.

Removing a Digital Product from the Platform does not affect the license rights of Purchasers that previously purchased or acquired the Digital Product, unless otherwise required by law or clearly stated in the Seller’s terms.

14. Open‑Source and Third‑Party Components
If a Digital Product incorporates open‑source or third‑party components, those components are licensed under their respective licenses, which will control in case of conflict. Seller will disclose any such licenses in the Listing or documentation.

15. Seller Indemnification of Contra
Seller will defend, indemnify, and hold harmless Contra and its affiliates, and their respective directors, officers, employees, and agents from and against any and all claims, actions, demands, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

a. Seller’s Digital Products, Listings, or Brand Features, including any allegation that a Digital Product infringes, misappropriates, or violates any intellectual property, privacy, or other right of any person.

b. Seller’s violation of these Terms, the Platform’s policies, or any applicable law or regulation (including export, sanctions, and consumer protection laws).

c. Any loss, misuse, or disclosure of personal data or other data by Seller or its Digital Products.

d. Any end user license agreement, privacy notice, or other terms provided by Seller to Purchasers.

Contra may, at its option, participate in the defense with counsel of its choice, at Seller’s expense, and Seller will not settle any claim that imposes obligations on Company without Contra’s prior written consent.


16. Privacy, Data Protection, and Disclosures
If Seller collects, receives, accesses, or otherwise processes personal data through or in connection with a Digital Product or Listing, Seller agrees to:

a. Provide Purchasers and end users with a clear, accurate, and legally adequate privacy notice explaining what personal data is collected, how it is used, with whom it is shared, and where it is stored or processed.

b. Obtain all consents and provide all disclosures required by applicable privacy and data protection laws (including, where applicable, laws modeled on GDPR, CCPA/CPRA, and similar regimes) before collecting or processing personal data.

c. Implement and maintain appropriate technical and organizational security measures designed to protect personal data against unauthorized access, use, disclosure, alteration, or destruction.

d. Limit personal data collection and use to what is necessary and proportionate for the disclosed purposes and the functionality of the Digital Product.

e. Honor data subject rights (such as access, deletion, correction, and objection) to the extent required by applicable law.

17. Data Transfers and Cross‑Border Processing
a. Where personal data is transferred across borders in connection with Digital Products, Sellers represent that they implement appropriate safeguards and comply with applicable data transfer requirements, including standard contractual clauses or other mechanisms recognized by applicable law, where required.

b. Sellers are responsible for determining whether their Digital Products are subject to export controls or sanctions restrictions and for obtaining any required licenses or authorizations.

c. Sellers expressly covenant that they will not use the Platform to sell or distribute any Digital Products where such sale or use is prohibited by applicable law.

18.  Taxes
Contra will be treated as the Merchant of Record of your Products for purposes of sales taxes involved in each sale of your Products and will provide tax collection, reporting and remittance services.

19. Limitation of the Platform’s Liability
To the maximum extent permitted by law, Contra’s aggregate liability to any Seller or Purchaser arising out of or relating to Digital Products will not exceed any fees paid by Seller to Contra in the six (6) months preceding the event giving rise to the claim. Contra will not be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, or for loss of profits, revenues, data, or business opportunities, arising out of or related to any Digital Product or its use or inability to be used.

20. Miscellaneous
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings. If any provision of this Agreement is held to be unenforceable, the remaining provisions will remain in full force and effect.

21. Notices
Notice to Contra may be submitted to hello@contra.com. Notices to Sellers and Purchasers may be delivered via email or through the Platform.