along with a contract goes to show your professional standards and it is the only way for all parties to come to an agreement about the project. For a long time I’ve been searching for a package out there that would offer me both the professional look and flexibility I deserved. Proposal Kit reaches and exceeds my expectations with a solid suite of products that helped my business grow."
TRANSFER OF COPYRIGHT AGREEMENT THIS AGREEMENT is made this current day day of current month current year by and between company name hereafter referred to as Author and company name hereafter referred to as Client PART A. The purpose of this Agreement hereafter referred to as the Agreement is to act as transfer of copyright for the attached work Exhibit hereafter referred to as the Article from company name to company name effective as of the date of this agreement. Note. If article was prepared as part of the writers duties for his her employer work for hire this agreement must be signed and authorized by the employer as the Author. If the Article was prepared by U. S. Government employee as part of his her official duties please refer to Part B.
Copyright to the above work including without limitation the right to publish the work in whole or in part in any and all forms of media now or hereafter known is hereby transferred to company name for the following publication uses. Insert details of the specified usage of the content. Copyright to the listed original and unpublished article and subsequent revisions errata or abstracts submitted by the above author the Article is hereby transferred to company name for the full term thereof throughout the world subject to the following rights that the author may freely exercise and to acceptance of the Article for publication and use in company name business. company name shall have the right to register as claimant copyright to the Article in its name whether used individually or as part of another work or medium in which the Article is part of. The author shall retain the following rights so long as the author agree that all copies of the Article made under any of these following rights shall include notice of the company name copyright. 1 All proprietary rights and patent rights other than copyright and the publication rights transferred to company name. 2 The nonexclusive right after publication by company name to give permission to third parties to republish the Article or translation thereof or excerpts therefrom without obtaining permission from company name provided the company name published version is not used for this purpose and provided the Article is not to be published in another journal or web site. If the company name version is used permission from company name must be obtained. 3 The right to post their own author versions of reprints and revisions to use all or part of the Article without revision or modification including the company name published version in personal collection or other publications of the authors own works so long as the company name copyright notice is attached. 4 The right of an employer to make copies of the Article so long as it was prepared by an employee within the scope of his or her employment and only for the employers own internal use. 5 In the case of work performed under United States Government contract Publisher grants the U. S. Government royalty free permission to reproduce all or portions of the Article and to authorize others to do so for U. S. Government purposes.
In the event that the Article is not accepted and published by company name this agreement becomes null and void. By signing this Agreement the author warrants that the Article is original with the author and does not infringe any copyright or violate any other right of any third parties and that the Article has not been published elsewhere and is not being considered for publication elsewhere in any form except as provided herein. If each authors signature does not appear below the signing author represent that they sign this Agreement as authorized agents for and on behalf of all the authors and that this Agreement and authorization is made on behalf of all the authors. The signing author or in the case of work made for hire the signing employer also warrant that they have the full power to enter into this Agreement and to make the grants contained herein. If any provision of this agreement is held to be unenforceable the enforceability of the remaining provisions shall in no way be affected or impaired thereby. This agreement and any disputes arising here under shall be governed by the laws of state or province state without regard to conflicts of laws principles. failure by any party to exercise or delay in exercising right or power conferred upon it in this agreement shall not operate as waiver of any such right or power. company name Name. Signature.
Date. PART B. In the case of work that was performed under U. S. Government contract but you are not U. S. Government employee please sign the transfer form above and review Item above. The following certifies that the author of the listed Article see Exhibit are employees of the U. S. Government and the work was performed as part of their employment and that the Article is not subject to protection under U. S. Copyright. Name. Signature.
Govt. Organization. Date. Author Initials Client Initials
WORK ORDER company name address address city state or province zip or postal code Phone phone number DATE. current date Order WorkOrder Bill To.
company name city state or province zip or postal code Phone phone number For. Insert what you are doing for the customer here DESCRIPTION* HOURS RATE AMOUNT TOTAL Agreements
In consideration of the mutual covenants set forth in this Agreement Customer and Company hereby agree as follows. 1. Development of Project or Services. Customer agrees to engage Company to develop the Project as described above*. 2. Delivery of Project or Services. Company will use reasonable diligence in the development of the project and endeavor to deliver to Customer an operational project no later than delivery date. Customer acknowledges however that this delivery deadline is an estimate and not required delivery date. 3. Ownership Rights. Company shall hold all right title and interest in and to all copyrights patents trade secrets and other intellectual or industrial property rights in the project or any component or characteristic thereof which are proprietary to the Company. Customer shall not do anything that may infringe upon or in any way undermine Companys right title and interest in the project as described in this paragraph 3. Notwithstanding the above Customer shall retain all of its intellectual property rights in any components it owns and transmits to Company for use in the project. 4. Compensation. For all of Companys services under this Agreement Customer shall compensate the Company in cash the amount specified in the total above. In the event Customer fails to make any of the payments referenced by the deadline set forth as invoiced Company has the right but is not obligated to pursue any or all of the following remedies. terminate the Agreement remove the project from public access bring legal action. 5. Limited Warranty and Limitation on Damages. Developers warrant the project will conform to the Specifications. If the project does not conform to the Specifications the Company shall be responsible to correct the project without unreasonable delay at the Companys sole expense and without charge to Customer to bring the project into conformance with the Specifications. This warranty shall be the exclusive warranty available to the Customer. Customer waives any other warranty express or implied. Customer acknowledges that the Company does not warrant that the project will work on all platforms. Customer acknowledges that the Company is not responsible for the results obtained by the Customer. Customer waives any claim for damages direct or indirect and agrees that its sole and exclusive remedy for damages either in contract or tort is the return of the consideration paid to the Company. 6. Binding Effect. This Agreement shall be binding upon and inure to the benefit of Customer and the Company and their respective successors and assigns provided that the Company may not assign any of its obligations under this Agreement without prior written consent of Customer. ACCEPTANCE OF AGREEMENT. The above prices specifications and conditions are hereby accepted. The Company is authorized to execute the project as outlined in this Agreement. Payment will be made as proposed above. company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed
company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed Customer Initials Company Initials
CD ROM DEVELOPMENT AGREEMENT the Agreement THIS AGREEMENT is made this current day day of current month current year by and between company name Developers and company name Customer Recitals A. Developers have experience and expertise in the development of multimedia digital media graphic design computer programming web sites and CD ROM presentations. B. Multimedia created by Developers includes. CD ROMs web sites computer programming flash animations graphics and other multimedia created or licensed by Developers.
C. Customer desires to have Developers develop multimedia for them. D. Developers desire to develop Customers Presentation on the terms and conditions set forth herein the Presentation Definitions As used herein the following terms shall have the following meanings; A. Customer shall mean company name
B. Developers shall mean company name C. Presentation shall mean the project according to the terms and specifications as set out in the schedules to this contract as agreed and amended by the parties hereto. D. Specifications shall mean for the purpose of each separate contract the specifications as set out and agreed to by the parties and any amendments thereto as attached hereto as Schedule B. E. Dollars All amounts referenced herein shall mean currency of Canada. F. Material shall mean all of Developers and third parties material described in Schedule C. G. Schedules The following are the Schedules attached hereto and are incorporated by reference into this agreement. a. Schedule Terms and other conditions for the development of the Presentation. b. Schedule Specifications that are applicable to Customers Presentation.
c. Schedule List of Material owned by Developer and third parties. d. Schedule Addresses specified for the parties to this Agreement. Agreements In consideration of the mutual covenants set forth in this Agreement Customer and Developers hereby agree as follows. 1. Development of Presentation. Developers agree to develop the Presentation according to the terms and specifications set forth in Schedule attached hereto. 2. Specifications.
Developers agree to develop the Presentation pursuant to the specifications set forth in Schedule attached hereto the Specifications 3. Delivery of Presentation. Developers will use reasonable diligence in the development of the Presentation and endeavour to deliver to Customer Presentation based on the Specifications no later than days after all required media has been received from Customer. Customer acknowledges however that this delivery deadline and the other milestones listed in Schedule are estimates and are not required delivery dates. 4. Ownership Rights. Developers shall hold all right title and interest in and to the Presentation. Specifically but without limitation Developer shall hold all right title and interest in and to all text graphics animation audio components and digital components of the Presentation the Content all interfaces navigational devices menus menu structures or arrangements icons help and other operational instructions and all other components of any source or object computer code that comprises the Presentation all literal and nonliteral expressions of ideas that operate cause create direct manipulate access or otherwise affect the Content and all copyrights patents trade secrets and other intellectual or industrial property rights in the Presentation or any component or characteristic thereof. Customer shall not do anything that may infringe upon or in any way undermine or challenge any of Developers right title and interest in the Presentation as described in this paragraph 4. Notwithstanding the above Customer shall retain all of its intellectual property rights in any text images or other components it owns and provides to Developers for use in the Presentation. 5. Compensation. For all of Developers services under this Agreement Customer shall compensate Developers in cash pursuant to the terms of Schedule attached hereto. In the event Customer fails to make any of the payments referenced in Schedule by the deadline set forth in Schedule Developers have the right but are not obligated to pursue any or all of the following remedies. terminate the Agreement remove all web sites hosting and tracking resources for Presentation avail itself of any other right available at law equity or otherwise bring legal action keep Customers deposit and credit it towards development time and costs already incurred for the Presentation. The rights and remedies set out in this Agreement are cumulative and the exercise of any right shall not exhaust all rights or preclude Developers from exercising any one or more right or remedy. 6. Confidentiality. Customer and Developers acknowledge and agree that the Specifications and all other documents and information related to the development of the Presentation provided by Developers the Confidential Information are confidential and constitute valuable trade secrets of Developers. Customer shall keep the Confidential Information in confidence and shall not at any time during or after the term of this Agreement without Developers prior written consent disclose or otherwise make available to anyone either directly or indirectly all or any part of the Confidential Information. Excluded from the Confidential Information definition is anything that can be seen by the public on the Presentation when each page of the Presentation is first accessed.
7. Limited Warranty and Limitation on Damages. Developers warrant the Presentation will conform to the Specifications for period of days from the date of shipment by Developers. If the Presentation does not materially conform to the Specifications Developers shall be responsible to correct the Presentation without unreasonable delay at Developers sole expense and without charge to Customer to bring the Presentation into material conformance with the Specifications. This warranty shall be the exclusive warranty available to Customer. Except as expressly set out herein Customer waives any other warranty condition or representation express or implied. Customer acknowledges that Developers do not warrant that the Presentation will work on all platforms. Customer acknowledges that Developers are not responsible for the results obtained by Customer on the Presentation. Customer acknowledges that Developers are not responsible for fixing problems on Presentations once mass produced after Customer has tested proofed and approved their Presentation. Under no circumstances will Developers be liable to Customer for any claim for damages direct indirect incidental consequential or special howsoever caused or arising even if such damages are reasonably foreseeable. Customer agrees that its sole and exclusive remedy for damages either in contract or tort is the return of the consideration paid to Developers as set forth in Schedule attached hereto. 8. Independent Contractor. Developers are retained as independent contractors. Developers will be fully responsible for payment of their own income taxes on all compensation earned under this Agreement. Customer will not withhold or pay any income tax pension or Workers Compensation Board assessments contributions or any other similar charges in respect of Developers personnel or any other payroll taxes on Developers behalf. Developers understand that they will not be entitled to any employee benefits that Customer provides for its employees generally or to any statutory employment benefits including without limitation workers compensation or unemployment insurance. 9. Equipment. Customer agrees to make available to Developers for Developers use in performing the services required by this Agreement such items of hardware and software as Customer and Developers may agree are reasonably necessary for such purpose. 10. General Provisions.
10 Entire Agreement. This Agreement contains the entire agreement between the parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings written or oral between the parties related to the subject matter hereof. No modification of this Agreement shall be valid unless made in writing and signed by all of the parties hereto. 10 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the Province of state or province and applicable federal laws of Canada without reference to its principles of conflicts laws. The parties hereby agree to attorn to the exclusive jurisdiction of the courts of the Province of state or province for the commencement of any action hereunder other than applications for injunctive relief. 10 Binding Effect. This Agreement shall be binding upon and enure to the benefit of Customer and Developers and their respective successors and assigns provided that Developers may not assign any of their obligations under this Agreement without Customers prior written consent. 10 Waiver. The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect limit or waive such partys right thereafter to enforce and compel strict compliance with every term and condition of this Agreement. 10 Good Faith.
Each party represents and warrants to the other that such party has acted in good faith and agrees to continue to so act in the negotiation execution delivery performance and any termination of this Agreement. 10 Ownership of Photographs and Media. Developers may use some of their own photographs and other media for the Presentation. Developers retain all right title and interest in such photographs and other media other than hereby granting Customer non exclusive right to use those photographs and media and only on the Presentation. Customers right to use of Materials will be revoked if the Agreement is breached. 10 No Right to Assign. Customer has no right to assign sell modify or otherwise alter the Presentation except upon the express written advance approval of Developers which consent can be withheld for any reason. 10 Indemnification. Customer warrants that everything it provides Developers to put on the Presentation is legally owned or licensed to Customer. Customer agrees to indemnify and hold Developers harmless from any and all claims brought by any third party relating to any aspect of the Presentation including but without limitation any and all demands liabilities losses costs and claims including attorneys fees arising out of injury caused by Customers products services material supplied by Customer copyright infringement and defective products sold via the Presentation.
10 Use of Presentation for Promotional Purposes. Customer grants Developers the right to use the Presentation for promotional purposes including public display inclusion in Developers marketing material and programs and or to cross link it with other marketing venues developed by Developers now or in the future. 10. 10 No Responsibility for Theft. Developers have no responsibility for any third party copying reverse engineering or improper use of any or all of the Presentation. 10. 11 Right to Make Derivative Works. Developers have the exclusive rights in making any derivative works or modifications of the Presentation source code or other methods or practices developed and employed by Developers. 10. 12 Attorneys Fees. In the event any party to this Agreement employs an attorney to enforce any of the terms of the Agreement the prevailing party shall be entitled to recover its actual attorneys fees and costs including expert witness fees.
10. 13 Identification of Developers. Customer agrees that Developers trademarks logos and web links will be placed and remain on the credits page of the Presentation. Customer also agrees to put Developers copyright notices on the Presentation and the relevant content therein and maintain such proprietary notices at all times. 10. 14 No Responsibility for Loss. Including Hardware or Software Compatibility Issues or User Behaviour. Developers make no representations or warranties whatsoever express or implied statutory or otherwise including without limitation fitness of purpose custom or usage or merchantability regarding hardware or software compatibility Y2K issues Operating System compatibility and or any and all improper use of the Presentation by an end user individual or other third party. 10. 15 Transfer of Rights. In the event Developers are unable to continue maintenance of the Presentation non exclusive rights to the object code version of the Presentation will be granted to Customer. Transfer of Rights does not apply to non transferable third party licenses and proprietary Material owned by Developers. 10. 16 Replication of CD ROMs or other Digital Format. Customer must use Developers to replicate or copy any additional Presentations produced on CD ROM or other Digital Format DVD PAL Video or otherwise.
10. 17 Replication of Multimedia. Customer may not replicate or copy any of the multimedia or artwork owned by Developers without the express written permission of Developers. 10. 18 Cover Art. Customer agrees there may be differences in printed and screen proofs of artwork and screened artwork on final mass duplicated CD ROMs. 10. 19 Reverse Engineering. Customer may not decompile deconstruct or otherwise reverse engineer the Presentation whether in whole or in part without Developers prior approval. 10. 20 Final Approval.
A final proof will be provided to Customer prior to mass production or replication and or release of the Presentation and identified to Customer as such. Customer assumes full responsibility to make sure that the final proof is correct in all capacities including but not limited to. grammar spelling information content artwork copyright and functionality. Developers shall not be held responsible for errors and omissions. 10. 21 Project Backups Copies or Source Maintenance. Developers shall only be responsible for maintaining backups copies or other versions of any source or master files whether developed by Developers or not for period of one year from the date of this agreement. Customer agrees to hold Developers harmless from any damage loss of data theft or other event that may occur to any photographs source code master or other digital files digital media print outs documents or other Customer owned material given to Developers during the course of this agreement. Customer may arrange in writing for Developers copies to be maintained in escrow in the event Developers go out of business cannot maintain copies of source or master files or as otherwise required by Customer. 10. 22 Expiration of Services Related to Project. Any externally linked services provided by Developers that the CD ROM may require including but not limited to. tracking features email hosting forwarding autoresponders submission forms and general web hosting will expire one year from the date of this agreement. External services related to CD ROMs and Presentations created by Developers are not guaranteed to be fully functional in areas requiring access to Internet services after this date and may require an updated version be created at extra cost for updates and reduplication. Developers are not liable or responsible at any time for any damages resulting from any third party services the CD ROM or Presentation may use or changes made to externally linked services that are not provided directly by Developers. Developers will make every effort to test any third party or externally linked resources that Customer requires and will present to Customer proof that all externally linked services are present and in working condition prior to signoff and replication. Developers are not responsible for maintaining any of the data features or reports that third party services may provide.
Each party represents and warrants that on the date first written above they are authorized to enter into this agreement in entirety and duly bind their respective principals by their signature below. EXECUTED as of the date first written above. company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed company name By signator authorized signature or signer.
Job title of signator authorized signature or signer. Date when the contact was signed Customer Initials Developers Initials