LICENSE AGREEMENT
The License Agreement (this “Agreement”) is dated as of ___________________(the “Effective Date”) by and between ___________________an e-commerce company formed under laws of ________________having its principal place of business at ________________________ ( the “Company”) AND _______________________ having an address at ________________________(the “Artist”). Each of the Company and Artist may be referred to in this agreement individually as a “Party”, collectively as the “Parties”
RECITALS
WHEREAS, The Company engages in the business of selling artwork made on vintage books. The Company creates and sells prints with 3 illustrations made by the Artist.
WHEREAS, The Artist is an illustrator.
WHEREAS, The Company and the Artist wish to enter into this Agreement and to formalize certain understandings reached between the Parties.
NOW THEREFORE, the Company and Artist, intending to be legally bound, hereby agree as follows:
- Licensed Art. Subject to the terms and conditions of this Agreement, Artist shall illustrate prints for the Company. Artist represents and warrants that the Artist does not infringe upon the rights of any third party.
- License. Artist retains the non-exclusive and sub-licensable right to his work. However, the Artist is refrained from using the work to create prints on book pages.
- Restrictions. Except as set forth expressly herein or as permitted by the Company with prior written consent, Artist shall not, and shall not permit to (a) sublicense, sell, or distribute the work hereunder; or (b) modify the work hereunder.
- Payment. In Consideration for the use of the illustrated work, Artist shall receive from Company: (i) 15% of the money from every sold print (the “Revenue Payment) (ii) a minimum amount of 300 euros per month procured in the first 3 months of collaboration. The total amount shall be 900 euros in the period of 3 months (If the Company sells prints with the Artist’s images for 1000 euros in a month, the Artist will be paid 300 euros instead of 150 euros to match the minimum amount).
- Term. The term of this Agreement shall commence on the Effective Date and continue for 3 months. Upon expiration of 3 months, the Agreement may be terminated by the Company or the Artist through sufficient written notice. If the contract is not terminated after three months, the Artist continues to receive 15% of the money acquired from sales.
- Rights assigned to the Company. The Company is allowed to promote the illustrated works on their social media platforms, through ads, email marketing, through social media influencers, and any other platforms for the purpose of promoting the products. In instances where the Company promotes the illustrated work on social media platforms, the Company shall tag the Artist in ads, social media posts, and on the product page. The Rights assigned to the Company may not be transferred to any Company or third parties.
- Confidentiality. The Company may disclose to the Artist certain confidential information regarding its technology and business (“Confidential Information”). Artist agrees to keep confidential and not disclose or use any Confidential Information except to support its use of the illustrated work. Confidential Information shall not include information that Artist can show (a) was already lawfully known to or independently developed by Artist without access to or use of Confidential Information, (b) was received by Artist from any third party without restrictions, (c) is publicly and generally available, free of confidentiality restrictions; or (d) is required to be disclosed by law, provided that Artist provides Company with prompt notice of such requirement and cooperate in order to minimize such requirement.
- Limitation of Liability. To the maximum extent permitted by applicable law, in no event shall Company be liable to Artist or any third party for any damages, including but not limited to incidental, consequential, indirect, direct, and special or punitive damages arising out of the illustrated work. In no event shall the Company’s maximum cumulative liability under any cause of action exceed the amount paid by Company to Artist. As such, if the Company has not made any payments to Artist in order to use the illustrated work, Company shall not have any liability to Artist.
- Disputes. Any disputes arising out of this Agreement shall be solved through negotiation.
- Warranties, Disclaimer of Warranties. Artist represents and warrants that the Illustrated work shall fulfill the needs of the Company as specified and do not infringe the intellectual property rights of any third parties.
- Miscellaneous. This Agreement represents the entire Agreement between the parties regarding the subject matter hereof and supersedes any and all other agreements between the Parties, whether written or oral, regarding the subject matter hereof. Except as expressly set forth herein, this Agreement may not be modified or amended except in writing executed by both parties. All waivers must be in writing. If any part of this Agreement shall be invalid or unenforceable, such part shall be interpreted to give maximum force possible to such terms as possible under applicable law, and such invalidity or unenforceability shall not affect the validity or enforceability of any other part or provision of this Agreement which shall remain in full force and effect.
The Agreement shall be governed by the laws of _________________, and the competent courts in_________________ shall have exclusive jurisdiction to hear any dispute arising hereunder.
IN WITNESS WHEREOF, the Parties have executed this Agreement through their duly authorized representatives as of the date first written above.
By: ________________________ By: ______________________
Name: ______________________ Name: _____________________
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