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Company Logo Design Agreement

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Company Logo Design Agreement Powered By Docstoc
					Company Logo Design
Agreement
This agreement is between a company and an artist that has been hired to design the
company’s logo. This agreement contains all of the necessary clauses requiring the
artist’s work to be original and genuine and thereby assigning all intellectual property
rights in the logo to the company. Customize the information of the parties, the logo’s
due date, first draft procedures, the artist’s compensation amount, and more. This
agreement is ideal for individuals or small businesses that want to provide or receive
logo design services.
                         COMPANY LOGO DESIGN AGREEMENT

THIS COMPANY LOGO DESIGN AGREEMENT (hereinafter referred to as the
“Agreement”) is made and entered into as of __________________, [Instructions: Insert the
date of this agreement] by and between ________________________ [Instructions: Insert the
Company’s         name]    (hereinafter  referred  to   as     the    “Company”),       of
_________________________________ [Instructions: Insert the Company’s address] and
________________________ [Instructions: Insert the Artist’s name] (hereinafter referred to
as the “Artist”), of _________________________________. [Instructions: Insert the Artist’s
address]

WHEREAS, Company desires to engage Artist to design a logo for the Company, as described
in Exhibit “A” attached hereto and incorporated herein (the “Logo”); and, subject to the terms
and conditions hereof, Artist desires to accept such engagement.

NOW, THEREFORE, in consideration of the promises and other good and valuable
consideration set forth, the parties agree as follows:

1.       ENGAGEMENT

Artist shall design, create, and illustrate Company’s Logo, in a form suitable for digital
reproduction, and submit the Logo to Company for approval, as set forth in this paragraph. On
or before ____________________, [Instructions: Insert the date that Artist will provide the
Logo to Company] Artist shall submit a draft of the Logo to Company. Within ___________
(___) [Instructions: Insert the number of days Company has to approve the Logo’s design]
days following Company’s receipt of Artist’s draft (the “Revision Request Period”), Company
shall provide written notice of: (i) any required revisions to the draft; or (ii) Company’s
acceptance of the Logo. In the event that Company fails to request revisions during the
Revision Request Period, the Logo shall be deemed accepted. Should revisions be required,
Artist shall complete all such revisions within ___________ (___) [Instructions: Insert the
number of days Artist has to make revisions] days following receipt of Company’s notice.
Each subsequent draft submission by Artist shall be subject to the foregoing procedure.
Notwithstanding anything to the contrary contained herein, Artist shall use best efforts to ensure
completion the Logo on or before _____________________. [Instructions: Insert the final
completion date of the Logo]

2.       LICENSE BY COMPANY

In connection with Artist’s engagement hereunder, Company hereby grants to Artist a limited
license to use Company’s trade-name, trademark(s), service mark(s) and/or other intellectual
property owned or controlled by Company solely for the purpose of designing the Logo.

3.       OWNERSHIP

Artist certifies and agrees that: (a) the Logo will be created in the regular course of Artist’s
employment by Company and that the Logo has been specifically ordered or commissioned by


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Company, (b) the Logo, and all other results and proceeds of Artist’s services in connection with
the Logo are, and shall from inception be deemed works “made-for-hire” for Company within
the meaning of U.S. Copyright Law and for the purpose of all other copyright laws throughout
the world, and as such shall be Company’s sole and exclusive property, in perpetuity and
throughout the Universe, and shall be free from any claims whatsoever by Artist or any
individual or entity deriving any rights or interests from Artist; and (c) in the event the Logo, or
any of the other results and proceeds (or any portion thereof) of the services described herein,
shall not be deemed a work “made-for-hire,” and/or to the extent that Company is not deemed to
be the author thereof in any territory of the Universe, Artist hereby irrevocably transfers, assigns
and grants to Company the entirety of copyright in and to the Logo, and all other rights in and to
the Logo (including ownership of the original Logo), and the results and proceeds of Artist’s
services in connection with all thereof, throughout the Universe in perpetuity. Artist hereby
waives any so-called “droit morale” with respect to such material. In no event shall the period
of rights granted to Company hereunder in respect of the Logo be less than the period of
copyright, and any renewals and extensions thereof. Without limiting the generality of the
foregoing, Artist further acknowledges, certifies and agrees that Company shall have the right to
exploit the Logo in any and all media and via any and all methods, now known or hereafter
devised, throughout the Universe, in perpetuity, as Company determines in its sole discretion.
Artist will, upon request, execute, acknowledge and deliver to Company's assignees or designees
(as appropriate) such additional documents as Company may deem necessary to evidence and
effectuate Company’s rights hereunder, and Artist hereby grants to Company the right as
attorney-in-fact to execute, acknowledge, deliver and record in the U.S. Copyright Office or
elsewhere any and all such documents if Artist shall fail to execute the same within five (5)
business days after so requested by Company.

4.       COMPENSATION

In consideration of Artist’s full and faithful performance of all of Artist’s obligations hereunder,
upon Company’s acceptance of the Logo, Company shall pay Artist ___________ Dollars
($____) [Instructions: Insert the compensation amount the Company will pay the Artist]
which shall constitute payment in full to Artist, and to all persons or entities deriving or claiming
rights through Artist.

5.       REPRESENTATIONS; WARRANTIES; INDEMNIFICATION

Artist represents and warrants that the Logo and all other results and proceeds of Artist’s services
in connection with the Logo are new and original, and neither the Logo, nor any use or
exploitation thereof by Company (excluding any use of Company’s trade-name, trademarks,
service marks and/or other intellectual property owned or controlled by Company), shall violate
any law or infringe upon the rights of any person or entity. Artist shall defend, indemnify and
hold Company and its successors, licensees and assigns, harmless from any and against all
damages, losses and costs (including, but not limited to, reasonable attorneys’ fees and court
costs) in any manner connected with any claim, demand or action arising out of or occasioned by
any breach or alleged breach of, or any claim, demand or action inconsistent with, the foregoing
representation and warranty.




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6.       MISCELLANEOUS

       a.      All notices and/or requests for approvals (“Notices”) that either party hereto is
required or may desire to give to the other party shall be given in writing by addressing the same
to the other party at the addresses set forth above, via email (to Artist at
___________@___________.com [Instructions: Insert the Artist’s email] to Company at
___________@___________.com [Instructions: Insert Company’s email]) or at such other
address as may be designated in a notice to the other party. Notices shall be made by email,
personal delivery, courier, or by certified U.S. mail, return receipt requested, postage prepaid.
Notice shall be deemed given on the date of delivery to the other party.

       b.     This Agreement constitutes the entire agreement between the parties hereto with
respect to the specific subject matter hereof and supersedes all prior agreements or
understandings of any kind with respect to the specific subject matter hereof.

       c.       In the event that any provision or part of this Agreement shall be deemed void or
invalid by a court of competent jurisdiction, the remaining provisions or parts shall be and
remain in full force and effect.

       d.      Any and all additions, deletions, or modification to this Agreement must be in
writing and signed by the parties or it shall have no effect and shall be void.

        e.      This Agreement is binding upon and shall inure to the benefit of the respective
successors, licensees and/or assigns of the parties hereto. Notwithstanding the foregoing, neither
party may assign or transfer its rights or delegate its obligations under this Agreement without
the other party's prior written consent, which consent will not be unreasonably withheld.

       f.     This Agreement shall be governed in accordance with the laws of the State of
____________________, [Instructions: Insert the state’s laws that will govern this
agreement] applicable to agreements to be wholly performed therein, without giving effect to its
laws governing conflict of laws.

       g.      Artist also acknowledges and agrees that: (i) Artist has the right and has been
given the unrestricted opportunity to seek the advice and counsel of Artist’s own attorney in
connection with this Agreement; (ii) if Artist decides not to seek independent legal counsel, such
decision is made by Artist voluntarily and without coercion by Company or anyone acting on
behalf of Company and shall not affect the binding nature of this Agreement; and (iii) in
executing this Agreement and accepting the terms hereof, Artist is not relying upon the advice or
counsel of any employee, attorney, or agent of, or other person otherwise connected with
Company.




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IN WITNESS WHEREOF the parties have duly executed this Agreement as of the date first
written above.

COMPANY                                                          ARTIST
__________ [Instructions: Insert Name]



__________________________                                       __________________________
Authorized Signatory                                             __________ [Instructions: Insert Name]




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                                                     Exhibit “A”

                                                Logo Specifications

1.       Logo Description. __________ [Instructions: Insert Description]

2.       Logo Style. __________ [Instructions: Insert Description]

3.     __________ [Instructions: Insert Specification Title]. __________ [Instructions:
Insert Specification Description]

4.     __________ [Instructions: Insert Specification Title]. __________ [Instructions:
Insert Specification Description]




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DOCUMENT INFO
Description: This agreement is between a company and an artist that has been hired to design the company’s logo. This agreement contains all of the necessary clauses requiring the artist’s work to be original and genuine and thereby assigning all intellectual property rights in the logo to the company. Customize the information of the parties, the logo’s due date, first draft procedures, the artist’s compensation amount, and more. This agreement is ideal for individuals or small businesses that want to provide or receive logo design services.