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AGREEMENT made by and between ___________ [Name] whose address is ___________, and who is a citizen of ___________ [Country] (hereinafter referred to as "Illustrator"), his or her heirs, executors, successors and assigns;
and ___________ a company or corporation of ___________ [Address] the state of ___________ with its principal offices at ___________ [Address] (hereinafter referred to as "Publisher"), its successors assigns;
Concerning a publication presently titled:
by ___________ [Name] (hereinafter referred to as the "Work").
In consideration of the mutual covenants herein contained, the parties agree as follows:
l. Description. The Illustrator shall provide cover art (hereinafter called "Artwork") for the Work in a form suitable for printing reproduction ("cameraready mechanical") and subject to the approval of the Publisher (which approval shall not be unreasonable withheld).
2. Schedule. The Illustrator agrees to the following delivery schedule and will make every effort to honor and meet these deadlines. However, these delivery dates are estimates only and Illustrator shall not be held responsible for any damages for failing to deliver by these dates.
The Illustrator shall provide roughs not later than ___________, 20 __. Illustrator shall deliver a first rough prior to this date in case the first rough is not acceptable and a second rough is required.
The Illustrator shall provide a semi-comprehensive design and type selection not later than ___________, 20 __. It is recognised that Illustrator may make minor design improvements as the work progresses.
The Illustrator shall provide the finished Artwork not later than ___________, 20 __.
3. Warranties. The Illustrator hereby warrants to the Publisher and their assigns and licensees that Illustrator has full power to make this Agreement, that Illustrator is the sole author of the Artwork and is the owner of the rights herein granted, that the Artwork is original to Illustrator, and has not previously been
published ________________, that the Artwork is in no way whatever a violation or an infringement of any existing copyright, trademark or license, and that it contains nothing obscene, libelous or defamatory.
4. Indemnities. The Illustrator shall indemnify and keep the Publisher indemnified against all actions, suits, proceedings, claims, demands, damages and costs (including any legal costs or expenses properly incurred and any compensation costs and disbursements paid by the Publisher on the advice of their legal counsel to
compromise or settle any claim) occasioned to the Publisher in consequence of any breach of this warranty or arising out of any claim alleging that the Work constitutes an infringement of copyright or contains libelous or defamatory matter. The Publisher reserves the right to insist that the illustrator alter the Artwork in such a way as may appear to them appropriate for the purpose of removing any feature which on the advice of the Publisher's legal counsel may be considered objectionable or likely to be actionable by law, but any such alteration or removal shall be without prejudice to and shall not affect the Illustrator's liability under Illustrator's warranty and indemnity herein contained.
5. Grant of rights. In consideration of the payments hereinafter mentioned, the Illustrator grants to the Publisher the sole and exclusive right and license to produce and publish the Artwork or any part of it in any form in the Work and in connection with the promotion of the Work for the legal term of copyright throughout the world. Illustrator retains all rights and title to the Artwork until final payment has been received.
6. Work for hire. This is a "work for hire" in which Publisher owns all copyright interests in the Artwork as it relates to the Work, and Illustrator assigns all of same to Publisher.
7. Exhibition rights. The Illustrator shall allow the Publisher free of charge full use of the Artwork to promote the Work in (but not limited to) catalogues, advertisements, paperback editions, foreign editions, publicity and exhibitions). Illustrator shall make the Artwork available free of charge to the Publisher for any subsequent publishing purposes and shall not sell or otherwise dispose of the Artwork without imposing such conditions on the purchaser, donee or third party.
8. Risk of loss or delivery. Illustrator shall insure the Artwork against loss or damage. While proper care will be taken of the Artwork, the Publisher shall not be responsible for any loss or damage to it while it is in the Publisher's possession or in the course of production or in transit.
9. Release. Should the Artwork contain a recognizable likeness of any person the Illustrator shall explain to such person the use to which the Artwork will be put. The Illustrator shall obtain from each such person a form of release satisfactory to the Publisher and deliver the release to the Publisher.
10. Payments. The Publisher shall pay to the Illustrator a fee of $ in progress payments payable as follows:
(a) One third on signing this agreement.
(b) One third on delivery and approval of rough Artwork.
(c) One third on delivery and approval of finished Artwork.
Price includes all art, mechanicals, typography, photostats, and outside services. Price does not include color separations or printing.
11. Subsidiary rights. The Publisher shall further pay to the Illustrator ten percent (10%) of any net sums received by the Publisher in respect of the Artwork sub-licensed by them to a third party for reproduction in other than book form, such as but not limited to tee shirts and bumper stickers.
12. Cancellation. Should the Publisher for any reason cancel the commission, they shall pay to the Illustrator a cancellation fee to be agreed and proportional to the degree of completion. Illustrator shall retain any progress payments paid or due. The Publisher shall have no rights in any artwork so canceled. Should the Illustrator for any reason cancel the commission, or fail to produce the agreed upon Artwork within thirty (30) days of the above schedule, the Illustrator shall return all payments received. The Publisher shall have no rights in any artwork so canceled.
13. Credit. The Illustrator's name shall be printed either on the Title page of the Work, on the Half title page, the Reverse of the title page, the Acknowledgment page and/or in the Colophon at the discretion of the Publisher. The Publisher shall use their best endeavors to ensure that the Illustrator is given full acknowledgment in any edition of the Work sub-leased by the Publisher to a third party. The Illustrator shall ensure that any exhibition of the Artwork shall make full acknowledgment to the Work, its author and to the Publisher.
14. Copyright. The Illustrator shall retain ownership of any copyright in the Artwork and the Publisher shall print the following line on the reverse of the title-page of the Work:
Illustrations: ________ 20 __.
15. Complimentary copies. The Publisher shall send to the Illustrator on publication three (3) complimentary copies of the Work. The Illustrator shall the right to purchase at best wholesale trade terms further copies for personal use but not for resale.
16. Reversion of rights. If at any time the Publisher allows the Work to become out of print and not available in any edition and if the Publisher returns to the author of the text all rights granted to Publisher under the terms of the agreement between them, the Publisher shall at the same time return to the Illustrator all rights in the Work granted under this Agreement without prejudice to all rights of the Publisher in respect of any contracts or negotiations properly entered into by Publisher with any third party prior to the date of such reversion.
17. Arbitration. If any difference shall arise between the Illustrator and the Publisher touching the meaning of this Agreement or the rights and liabilities of the parties thereto, the same shall be referred to the arbitration of two persons (one to be named by each party) or their mutually agreed umpire, in accordance with the Rules of the American Arbitration Association or like organization; judgment on the award rendered may be entered in any court having jurisdiction thereof.
18. Modification or waiver. This agreement represents the entire contract made by the parties. Its terms cannot be modified except by a written document signed by the parties. A waiver of any breach of any form will not be construed as a continuing waiver of other breaches of the same or other provisions of the contract. If any
part of this agreement is held to be illegal, void or unenforceable, this shall not affect the validity of any other part of this contract.
19. Interpretation. This Agreement shall be governed by and interpreted in all respects in accordance with the Law of the United States, state of:
20. Disputes-lawyer's fees. In any action upon this agreement, including litigation and arbitration, the party which prevails will have all lawyer's fees and costs paid by the losing party.
IN WITNESS WHEREOF the parties hereto have executed and duly witnessed this Agreement as of the day and year written below.