PARTNER ARTWORK AGREEMENT 2017
This Agreement (“Agreement”), entered this 1th of January, 2017, between XXXXXXXXX (“Artist”) and Nogginwear, LLC (“Client”), shall govern the respective rights of Artist and Client with respect to the artwork described herein.
I. Scope of Work Provided
Artist and Client expressly agree that the artwork to be created by Artist pursuant to Client’s specifications shall be limited to, unless modified in a writing signed by both parties, the following artwork, hereafter known as “the Work”:
(i) Artist will provide preliminary artwork to be completed and made subject to Client approval based on limitations of application and approval of both parties; (ii) Client’s intended use of the work is to create a Limited Edition Artist Series Hat approved by both parties with the Artist design to be featured on website
II. Deadlines and Completion
Upon receipt of Client’s specifications pursuant to Section I, which Client agrees are true and complete at the time of execution of this Agreement, Artist agrees to supply the Work upon the following schedule: TBD-product to launch in XXXXX 2017 via pre-order and run until XXXXXX,2017 unless specified otherwise via Client
III. Rights Transferred.
Artist and Client agree that the following rights shall be transferred from Artist to Client upon completion of the Work. Any rights not expressly specified herein shall be reserved by Artist.
All-Rights for Limited Purpose. Artist hereby grants and assigns to Client the exclusive rights to publish, print, employ, advertise, or otherwise utilize the Work exclusively in relation to the Limited Edition Artist Series on Nogginwear Website, and not in furtherance of any other purpose not stated herein, unless modified by a writing signed by both parties.
IV. Compensation. Upon completion, upon the schedule set forth in Section II of this Agreement, Client agrees to compensate Artist as follows: $5 royalty per specified Limited Edition Hat to be paid 7 days after the completion of the specified Limited Edition Series Hat for that Artist. There is to be NO capital investment or cost to the Artist pursuant to this agreement and NO guarantee on number of units sold.
V. Mutual Promotion. Client and Artist agree to mutually promote the following:
- Promote Artist Limited Edition Hat on website
- Post on social media via Facebook, Twitter, Instagram, Linkedin & Blogs as they see fit
- Market via press release
Promote Limited Edition Hat on website, social media, industry blogs
Post on social media via Facebook, Twitter, Instagram, Pinterest, Linkedin & Blogs
Share with other Artists and followers to enhance sharing and re-posts
VII. Form of Copyright Notice. Client agrees to provide copyright notice in the name of Artist as follows: “Illustration © 2017, XXXXXXXXX
VIII. Severability; Integration. Client and Artist agree that this Agreement shall not be amended except by a writing executed by both parties, and expressly state that this writing shall constitute a complete expression of the entire agreement between the parties, and that no additional terms exist that are not included herein. To the extent any provision contained in this Agreement shall be found to be void, invalid, or otherwise unenforceable in any way, such invalidity shall not affect the remainder of this Agreement, which shall remain in full force and effect.
IX. Unauthorized Use by Client; Indemnity. Client agrees to indemnify Artist against any and all claims and expenses, including but not limited to attorneys’ fees and costs, incurred as a result of Client’s unauthorized use of the Work under this Agreement, including the enforcement of this Agreement by Artist.
X. Warranty of Originality. Illustrator represents and warrants to Client that, to the best of Artist’s knowledge and belief, the Work assigned by this Agreement is original and has not been previously published or licensed to any third party. This warranty shall not extend to any unauthorized or undisclosed use of the Work by Client which may infringe upon the rights of any other person. Client agrees that it shall hold Artist harmless for any claim or liability caused by Client’s use of Artist’s product to the extent such use infringes upon the rights of any other person.
XI. Release of Liability. Client agrees that it shall not hold Artist or any agent thereof liable for any damages arising from Artist’s failure to complete the Work in a timely manner, regardless of whether such failure was caused by intentional or negligent acts or omissions of Illustrator or of any third party.
Consented and Agreed to this 1th of XXXXX, 2017.
Nogginwear, LLC Date