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Creative Works Agreement

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Creative Works Agreement Powered By Docstoc
					This Creative Works Agreement is an agreement is between a company hiring an
individual performing creative works such as a writing or artwork. This agreement mainly
lays down terms of the ownership of the work product and work for hire terms. This
document in its draft form contains numerous of the standard clauses commonly used in
these types of agreements, as well as opportunities to add additional language to allow
for customization to ensure the specific terms of the parties' agreement are addressed.
Use this agreement when hiring individuals performing creative works such as writing,
and artwork.
                           CREATIVE WORKS AGREEMENT

THIS CREATIVE WOKRS AGREEMENT (“Agreement”) is made this ___________ day of
___________ 20 __, by and between _____________________________(hereinafter referred to
as the "Publisher"), a company organized, and existing under the laws of the State of
____________, with its principle place of business located at _____________________, and
___________________________, (hereinafter referred to as the "Writer"), an individual with his
or her principle place of residence at __________________________________________.


WHEREAS, the Writer is commissioned to write an article of approximately ____words, with a
working title of ____. This legal and written agreement represents services contracted by the
Publisher for the Writer to provide creative commercial services for the following project:
_________________________________________________________________ (“Project”).

The parties hereto agree as follows:
1. STATEMENT OF WORK.
Writer agrees to perform the services (“Work”) as set forth in Annexure 1 attached and made a
part of the Agreement. The completion of the Manuscript shall follow the schedule (“Milestone
Deliverables”) as set forth in the Annexure 1 attached.

2. OWNERSHIP RIGHTS.
2.1 All rights, title and interest in the following shall be the sole and exclusive property of the
Publisher including:
(i) All materials, including but not limited to Word files, tapes, and completed manuscript, the
completed Project and/or other product resulting from this effort;
(ii) The content of the subject matter of the Project provided by the Publisher;
(iii) Any ideas, works, documentation or notes conceived related to the Project;
(iv) All writings and work product by the Writer related to or associated with the Project;
2.2 To the extent that ownership of the items stated above does not automatically vest in the
Writer, the Writer agrees to transfer and assign to the Publisher all right, title and interest in and
to the same, whether or not copyright applications are filed thereon.
2.3 If the Publisher is required to obtain the Writer’s consent to register any US and foreign
copyrights related to the Project, the Writer shall provide his/her consent and transfer and assign
any of his/her interest as stated herein.


2.4 Writer shall retain no rights whatsoever to its specific content, sales, marketing, distribution,
resale, reprinting, or use, except as specified within this agreement. The provisions of this
Section on “Ownership Rights” shall survive the termination of this Agreement.

2.5 Writer acknowledges that the Publisher reserves editorial rights as to grammar, spelling,
deletions, formatting, and other minor changes that do not affect the material content of the
piece. Should the Publisher ask the Writer to revisions, the Writer shall promptly make changes
to the Articles as requested. The Publisher may illustrate the Articles with photographs and/or


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illustrations and if requested, Writer agrees to reasonably assist in writing of captions or
procuring photographs.

2.6 Writer agrees that Publisher may make any changes or additions to the Work prepared by
Writer, which Publisher in its sole discretion may consider necessary, and may engage others to
do any or all of the foregoing, with or without attribution to Writer. Writer further agrees to
waive any so-called moral rights in the Work.

2.7 Publisher may use the whole or a part of the Project generated as it fits without additional
compensation to the Writer; however the Publisher is not obligated to use such materials.



3. CREDITS.

3.1 The Publisher shall, or shall by contract, require any license to refer to Writer as the Writer
of the Article. Publisher may also use or authorize the use of Writer’s name and pertinent
biographical data in connection with the advertising or promotion of any publication of the
Article.


4. CONFIDENTIAL INFORMATION:
4.1 Writer understands and agrees that all information related to the Project /website, including
without limitation, its content, writings, work product, audio tapes, notes and diagrams, is of
great value and high importance to [Publisher] (“Confidential Information”). Accordingly,
Writer agrees not to disclose to anyone, either during or after the term of this Agreement, any
Confidential Information obtained or developed by Writer while working on the Project /Website
and related project.
4.2 Upon expiration of this Agreement, Writer agrees to deliver to [Publisher] all documents,
papers, drawings, tabulations, reports, audio tapes, video tapes and similar documentation and
recording devices as applicable which are furnished to or produced by Writer pursuant to this
Agreement.
4.3 Upon the expiration or termination of this Agreement, Writer agrees to make no further use
or utilization of any Confidential Information. Writer may only disclose Confidential
Information to third parties upon the express written consent of Publisher. The provisions of this
Section on “Confidential Information” shall survive the termination of this Agreement. Likewise,
Publisher will accept sole responsibility and liability for the written contents of this project in
which he exclusively provides.

5. WORK FOR HIRE.

5.1 Writer expressly acknowledges that the material contributed by Writer hereunder, and
Writer’s services hereunder, are being specially ordered and commissioned by Publisher for use
in connection with the preparation of the fictional Project. The Work contributed by Writer
hereunder shall be considered a "work made for hire" as defined by the copyright laws of the
United States. Publisher shall be the sole and exclusive owner and copyright proprietor of all



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rights and title in and to the results and proceeds of Writer r services hereunder in whatever stage
of completion. If for any reason the results and proceeds of Writer services hereunder are
determined at any time not to be a "work made for hire", Writer hereby irrevocably transfer and
assign to us all right, title and interest therein, including all copyrights, as well as all renewals
and                                          extensions                                       thereto.

6. PAYMENTS.
6.1 The Parties hereby agrees that the total payment for the services performed by Writer for the
Project shall be ____________________ DOLLARS ($_____).
6.2 The Publisher may abort the project and/ or cancel the contract with the Writer in its sole
discretion but it is agreed that in such an event Publisher shall be obligated to pay Writer for the
services performed to that date. The Publisher shall provide Writer with a written notice
expressing such an intention.
6.3 The Publisher has full authority to cease payments if work is not completed. In such an event
when work is not completed according to Annexure 1 and by the Completion date, Writer shall
be obligated to refund full amount of payment made and interest accrued till date to the
Publisher.
6.4 Writer will be responsible for withholding, accruing and paying all income, social security
and other taxes and amounts required by law for the Payments (as defined above Clause 6.1).
Writer will also be responsible for all statutory insurance and other benefits required by law for
Writer and the Staff and all other benefits promised to the Staff by the Writer, if any. The Writer
shall provide Publisher with a completed W-9 form.

7. EXPENSES.
7.1 Writer shall bear the full expenses of transcriptions, telephone calls, postage, travel, lodging,
typing/word processing services, and other expenses as related to the Book, and subject to the
Publisher’s approval. No expense will be incurred without the Publisher's prior knowledge and
consent. For bookkeeping purposes, Writer must enclose an invoice and Writer’s expense
receipts after the Manuscript is accepted for publication.

8. TERM AND TERMINATION.
8.1 This Agreement will commence on __________ and expire on _____________.
8.2 Either Party has the right to terminate this Agreement upon a prior written notice to the other
party of 14 days. It is agreed and understood that if the Publisher terminates this Agreement for
any reason, except as provided in Clause 8.3, the Publisher shall make full payment till the date
to which Writer has worked. Writer agrees that if Writer terminates this Agreement, Writer shall
refund all payments made till date to the Publisher.
8.3 The Publisher has the full authority and right to terminate this Agreement if the work product
and the manuscript is of low quality. In such an event, the Publisher shall not be obligated to pay
any amount outstanding till that date to Writer. The Publisher shall have the right to terminate
the Agreement without any notice period and shall have the right to demand refund of the
payment made till date from the Writer.

9. ROYALTIES.




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9.1 The Publisher will retain all royalties and other income produced from the sale of this book
in any form. Writer surrenders all claims to further income related to the Book, except as stated
in a separate written instrument signed by both the Publisher and Writer.

10. ACKNOWLEDGEMENTS.
10.1 By Writer:
  i. Writer represents that, except with respect to material furnished to Writer by Publisher,
       Writer is the sole author of the Work and all of Writer’s services are original and not
       copied in whole or in part from any other work; that Writer’s Work is not libelous or
       obscene, or knowingly violates the right of privacy or publicity, or any other rights of any
       person, firm or entity. Writer guarantees that all the materials, final deliverables Writer
       submits to Publisher are free of plagiarism, and that the facts contained in the Project are
       accurate.

  ii.    Writer will not authorize the publication of any material, which appears in this Project
         which is similar publications and/ or for any competitor of the publication, without
         expressed written consent from Publisher.


11. DISPUTE RESOLUTION.
11.1 Any dispute arising regarding the interpretation or implementation of this Agreement,
including any claims for breach of this Agreement, shall be resolved by submitting the claim for
arbitration to the American Arbitration Association in accordance with its rules and procedures
applicable to commercial disputes. The location of any arbitration hearing shall be [insert
location most convenient to Publisher office] __________[State], and any enforcement of the
arbitrator's decision shall be brought in the Superior Court of _____________.

12. ATTORNEY'S FEES.

12.1 In any action brought by a party to enforce the terms of this Agreement, the prevailing party
shall be entitled to reasonable attorney's fees and costs. The prevailing party shall be entitled to
the reasonable value of any services provided to it by in-house counsel. The reasonable value of
services provided by in-house counsel shall be calculated by applying an hourly rate
commensurate with prevailing market rates charged by attorneys in private practice for such
services.

13. THE WAIVER.

13.1 Waiver by either the Publisher or Writer hereto of breach of any provision of this
Agreement by the other shall not operate or be construed as a continuing waiver.



14. INDEMFICATION.




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14.1 Writer agrees to indemnify and hold harmless the Publisher for any liability which is
attributable to the negligent actions or failure to act of Writer. The maximum amount of liability
will be the sum of fees due to Writer for the previous ___ months at the time that the claim for
liability is made by the Publisher.



15. NOTICE.

15.1 Any notice or other communication under this Agreement shall be considered given when
delivered personally or delivered by first class mail or express courier service (such as DHL
Courier or Federal Express Courier) to the parties at their respective addresses set forth below (or
at such other address as a party may specify by notice made pursuant to the terms of this
Clause 15):

Notices as to Writer: ____________________________(specify address)

Notices to the Publisher:

___________________: (specify address)



16. REPRESENTATIONS AND WARRANTIES.

16.1 Writer shall make no representations, warranties, or commitments binding the Publisher
without the Publisher’s prior consent.



17. ENFORCEABILITY.

17.1 If any provision of this Agreement is held by a court of competent jurisdiction to be
unenforceable, the reminder of the Agreement shall remain in full force and effect and shall in no
way be impaired.



18. MISCELLANEOUS.

18.1 Entire Agreement and Amendments. This Agreement constitutes the entire agreement of
the parties with regard to the subject matter hereof, and replaces and supersedes all other
agreements or understandings, whether written or oral. No amendment or extension of this
Agreement shall be binding unless in writing and signed by both parties.




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18.2 Binding Effect. This Agreement shall be binding upon and shall serve to the benefit of
Writer and the Publisher and to Publisher's successors and assigns.

18.3 Assignment or Subcontracting. Writer may not assign or transfer this Agreement or
any interest therein or subcontract any portion of the Statement of Work.
18.4 Governing Law, Severability. This Agreement shall be governed by the laws of the State
of __________[State] . The invalidity or unenforceability of any provision of this Agreement
shall not affect the validity or enforceability of any other provision.

IN WITNESS WHEREOF, Writer hereby acknowledges that Writer has read this Agreement,
understands it, agrees to it, and has been given a copy.

Writer
_____________________
By: ______________ ____
Date:_________________
    


     The Publisher
_____________________
By: __________________
Date:_________________




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                         ANNEXURE 1
STATEMENT OF WORK AND MILESTONES DELIVERABLES




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DOCUMENT INFO
Description: This Creative Works Agreement is an agreement is between a company hiring an individual performing creative works such as a writing or artwork. This agreement mainly lays down terms of the ownership of the work product and work for hire terms. This document in its draft form contains numerous of the standard clauses commonly used in these types of agreements, as well as opportunities to add additional language to allow for customization to ensure the specific terms of the parties' agreement are addressed. Use this agreement when hiring individuals performing creative works such as writing, and artwork.
This document is also part of a package Entertainment Starter Kit 30 Documents Included