Video Content License Agreement for Web Site (Pro-Licensor) This is a form of license agreement where a licensor of video content (“Licensor”) licenses videos for placement on a Web site operated by a third party licensee (the “Licensee”). This form is drafted in favor of the Licensor.
Video Content License Agreement for Web Site This License Agreement is between the undersigned party (“Licensor”) and the undersigned licensee (“Licensee”).
1.1 Grant. Licensor hereby grants to Licensee a non-exclusive, limited license (the "License") for the display, reproduction, posting and publication on Licensee Web Site of the video content itemized in Exhibit A (the "Licensed Content"). "Licensee Web Site" means the Web site owned and operated by Licensee located at www._____________ and no other Web site. Viewers or users of the Licensee Affiliated Sites are granted the non-exclusive right to download, reproduce and copy for their own personal use the Licensed Content that appears on the Licensee Affiliated Sites. 1.2
Fee. Licensee shall pay a license fee of ____________, payable on ____________.
1.3 Cost. If Licensee does decide to use the Licensed Content, it shall be solely responsible for the cost of creating the Web pages containing the Licensed Content and hosting of those pages. 1.4 Term. The term of the License shall be for a period of one (1) year from the date hereof (the "Term"). The Term shall be automatically renewed for successive one (1) year periods unless either party elects to terminate the License through written notice to the other party at least 30 days prior to the end of the initial Term, or renewal Term, as the case may be. Licensor may terminate this Agreement upon ___ days notice to Licensee. 1.5 Retention of Ownership. Each party acknowledges that as between the parties, Licensor shall retain ownership or other intellectual property rights with respect to the Licensed Content and the Brands, subject to the grant of licenses hereunder. 2.
2.1 Licensee Hyperlinks. The first Web page containing a piece of the Licensed Content will contain a hyperlink to the Licensor site and an acknowledgement that Licensor is the owner or licensor of the Licensed Content.
Promotional Materials, Proprietary Rights and Advertising.
Press Releases. If either party elects to issue a press release relating to this Agreement, that party will prepare any such press release and will first submit the press release to the other party for its consent, which consent shall not be unreasonably withheld or delayed.
Representations and Warranties.
4.1 General Representations and Warranties. Each party represents and warrants to the other that it has the right to enter into this Agreement and perform its obligations hereunder in the manner contemplated in this Agreement; that this Agreement shall not conflict with any other agreement entered into by it; and that the person executing this Agreement is properly authorized to do so. 4.2
Rights. Licensor represents and warrants to Licensee