VIEWS: 1,415 PAGES: 7 CATEGORY: IT Forms, Policies and Procedures POSTED ON: 10/19/2007
This is an agreement that grants the owner of a website a non-exclusive right to use an artist’s artwork on the website. In exchange for the perpetual grant of rights, the license provides a one-time fee payable to the artist. This document contains numerous standard provisions that are commonly included in these types of agreements, and may be customized to fit the specific needs of the contracting parties. This agreement should be used by small businesses that have a website and want to display licensed artwork on the website.
This is an agreement that grants the owner of a website a non-exclusive right to use an artist’s artwork on the website. In exchange for the perpetual grant of rights, the license provides a one-time fee payable to the artist. This document contains numerous standard provisions that are commonly included in these types of agreements, and may be customized to fit the specific needs of the contracting parties. This agreement should be used by small businesses that have a website and want to display licensed artwork on the website. WEB SITE ART LICENSE AGREEMENT This WEB SITE ART LICENSE AGREEMENT (“Agreement”) is made and entered into on this _____ day of ________________, 20__ [Instruction: Insert Date], by and between ____________________ [Instruction: Insert Name of Web site owner or entity] of _________________________________________ [Instruction: Insert Address] (“Owner”) and ______________________ [Instruction: Insert Name of Artist] of _________________________________________ [Instruction: Insert Address] (“Artist”). WHEREAS, Owner is the owner and operator of a certain web site accessible through the World Wide Web at the following URL: ______________________ [Instruction: Insert URL] (the “Web Site”); WHEREAS, Artist is the creator of certain original works of art, as described in Exhibit “A,” attached hereto and incorporated by this reference (the “Art”); WHEREAS, Owner wishes to use graphical depictions of the Art on the Web Site and wishes to obtain a license from Artist that will permit Owner to display graphical depictions of the Art on its Web Site; and WHEREAS, Artist wishes to grant such a license, subject to the terms and conditions set forth in this Agreement. NOW, THEREFORE, in consideration of the promises and agreements set forth herein, the parties, each intending to be legally bound hereby, do promise and agree as follows: 1. GRANT OF LICENSE A. Artist hereby grants to Owner a non-exclusive, worldwide license to reproduce, exhibit, utilize, display, and otherwise use the Art for display on the Web Site. Owner shall be permitted to make graphical depictions of the Art, in suitable graphics file format for placement on the Web Site. Such graphical depictions may be displayed on the Web Site. B. Owner shall have no right to grant sublicenses of any kind with respect to the Art. C. Upon execution hereof, Artist is delivering to Owner printed copies of such Art. In the event that such copies are inadequate, upon Owner’s reasonable request, Artist shall grant Owner access to the original work of Art in order to assist Owner in the creation of the graphical depictions for placement on the Web Site. D. Owner shall post a separate page on its Web Site which is clearly accessible by hypertext link from any page on which the Art appears on the Web Site, which includes, if so desired by artist, approved: (i) biographical sketch about Artist, (ii) photograph of Artist, (iii) information regarding how to contact Artist, and (iv) a link to Artist’s Web Site (if applicable). All material provided by Artist shall be deemed pre-approved. © Copyright 2013 Docstoc Inc. 2 E. In no event shall Owner be permitted to modify or create a derivative work of the Art, except for conversion of the Art into graphic format suitable for inclusion on the Web Site. In the event that said conversion is deemed to be a derivative work under the U.S. Copyright Act (i.e., 17 USC §§ 101, et seq.), said derivative work shall be owned and registered with the U.S. Copyright Office in Artist’s name. 2. ROYALTY PAYMENTS TO ARTIST In consideration of the license of the Art granted hereunder, Owner shall make a one-time payment to Artist in an amount equal to ______________ dollars ($_____) [Instruction: Insert payment amount] upon execution hereof. 3. TERM AND TERMINATION A. The term of this license shall be perpetuity, unless terminated pursuant to the terms hereof. B. Artist may terminate this Agreement upon written notice to Owner in the event that Owner: i. Breaches any material provision hereof, provided that no failure by either party to perform its material obligations hereunder shall be deemed a breach hereof, unless the non-breaching party has given written notice of such failure to the breaching party, and the breaching party fails to cure such non-performance within ____ (__) days after receipt of such notice; ii. Uses the Art in a manner that is beyond the scope of use permitted in this Agreement; or iii. Files a petition in bankruptcy, is adjudicated by a court of competent jurisdiction to be bankrupt or insolvent, or if a receiver is appointed over Owner. C. Owner shall have the right to terminate this Agreement, with or without cause, upon giving ______ (____) days advanced written notice to Artist. Upon any termination hereof, all of Owner’s rights in and to the Art, as provided herein, shall terminate and Owner shall remove all Art from display on the Web Site and destroy all graphical depictions of the Art. 4. REPRESENTATIONS, WARRANTIES AND INDEMNITY A. Artist makes the following representations and warranties to Owner: i. Artist is the sole and exclusive owner of the Art and the Art is not subject to any claims by any other party. © Copyright 2013 Docstoc Inc. 3 ii. Artist has the full right, power, and authority to enter into this Agreement and to grant the license to Owner as set forth herein. iii. The Art is the original work of authorship created solely by Artist and Artist is the sole and exclusive copyright owner in and to said Art. iv. To the best of Artists knowledge and belief, the Art does not infringe upon the copyrights or other proprietary rights of any other party. B. Owner represents and warrants that Owner has the full right, power and authority to enter into this Agreement and to grant the rights granted herein. C. Artist and Owner do hereby indemnify, save, and hold each other harmless from any and all loss or damage (including legal expenses and reasonable attorneys' fees) arising out of or connected with any claim by a third party that is inconsistent with any of the representations, warranties, and agreements herein, provided such claims are reduced to a final adverse judgment or settled with the prior written consent of the other party. In addition, Owner shall indemnify, defend, and hold Artist harmless of and from any and all liability, loss, damage, claim, or expense (including, but not limited to, reasonable attorneys' fees and court costs) arising from or related to the Web Site, provided said claim is not specifically related to the Art. 5. RESERVATION OF RIGHTS A. It is hereby acknowledged and agreed that all rights in and to the Art that is not granted by Artist to Owner herein, shall remain with Artist. Without limiting the foregoing, Artist maintains all exclusive rights in and to all proprietary rights relative to the Art, including but not limited to the copyright, moral rights, and any and all other rights that may exist under any state or federal law, subject only to the right of Owner to use the Art within the scope of this Agreement. Owner agrees that it shall not contest, dispute, or take any actions in contravention of the proprietary rights of Artist in and to the Art and depictions thereof. B. Artist shall have the right to obtain and apply for a copyright registration relative to the graphical depiction of the Art, to the extent separate copyright of such graphical depiction is available or necessary. C. Artist shall have the sole and exclusive right, in its discretion, to bring any claim, suit, threat, or demand against any other party claiming infringement upon the proprietary rights of Artist in and to the Art. 6. MISCELLANEOUS A. All notice herein shall be hand delivered or sent via United State certified or registered mail, return receipt requested, or delivered by reputable national overnight delivery © Copyright 2013 Docstoc Inc. 4 service, to the parties at their respective addresses as set forth at the addresses mentioned above, or at such other address as may be designated, in writing, by any such party in a notice to the other. B. This Agreement shall be governed by and any dispute or interpretation hereof shall be in accordance with the laws of the State of _____________ [Instruction: Insert State] applicable to agreements executed and wholly performed therein, with jurisdiction exclusive to the Federal and State Courts located in the County of _____________ [Instruction: Insert County] and each of the parties consent to jurisdiction of such courts. C. This Agreement shall be binding upon and shall inure to the benefit of the parties and their respective successors, assigns, executors, estates, and administrators. Notwithstanding the forgoing, this Agreement may not be assigned by Owner. D. The waiver of an instance of breach or default by either party shall not act as a modification of this Agreement nor shall it foreclose such party from claiming subsequent breaches or default based upon the same or different set of circumstances. E. This Agreement contains the entire understanding of the parties relative to the subject matter hereof and supersedes and replaces all prior agreements and understandings between the parties. F. This Agreement may only be modified by a written agreement duly executed by authorized representatives of each of the parties. IN WITNESS WHEREOF, the parties have executed this Agreement on the date first above set forth, with full knowledge of its contents and significance. OWNER: ________________________________ By: ____________________________ [Instruction: Insert Name of Signatory] Title: ___________________________ [Instruction: Insert Title of Signatory] ARTIST: ________________________________ By: ___________________________ [Instruction: Insert Name of Signatory] Title: ____________________________ [Instruction: Insert Title of Signatory] SSN or FED ID: ___________________________ [Instruction: Insert Social Security Number or Taxpayer ID] © Copyright 2013 Docstoc Inc. 5 Exhibit “A” The Art ______________________ [Instruction: Insert Name(s) of Art] © Copyright 2013 Docstoc Inc. 6
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