again the most minor of normally overlooked clauses have saved our collectives asses when things turn rough with a particular client. Proposal Kit IS the reason we are still in business; a PROFITABLE BUSINESS after all these years."
COPYRIGHT INFRINGEMENT WORKSHEET Use this worksheet to gather information for putting together your copyright infringement case. Typically you are not going to go through this much work for copyright infringement case unless it is commercial in nature and you have protected your works with US Copyright Office registrations. This worksheet will allow you to create detailed description of the infringement that you can turn over to your lawyer to draft your response and explain your potential case. Since most copyright infringements are settled out of court detailed response can improve your chances for settlement in your favor. This is not legal advice consult your attorney for legal advice on how to pursue your case. Name of Company. Insert name of company caught infringing. Infringing Company Contact Information. Insert contact details for the infringing company such as physical address phone number email addresses web site URL etc. Background. Insert description of the infringement such as how it was discovered.
Timeline. Insert timeline of the infringement such as when it was discovered and any research that can pinpoint specific events related to the infringement such as timestamps on files. Also include any dates for the creation of the works as well as dates of copyright registrations. Description of Infringing Works. Insert description and examples of the work that is infringing on yours. Include screenshots URLs references to printed materials etc. Description of Infringed Works. Insert description and examples of the original work that was infringed. Include screenshots URLs references to printed materials etc. Comparison of Infringement.
Insert comparison of the infringing works and the infringed works and describe how much was infringed. Extent of Infringement. Insert description of how extensive the infringement is or could be such as number of copies distributed or amount of web site traffic that has used the infringing works. How the Infringement Occurred. Insert description of how you believe the work was infringed and how many ways it could have been infringed. Nature of Infringement. Insert description of the nature of the infringement such as being used commercially or non commercially. Extent of Damages.
Insert description of the financial losses that can be attributed to this infringement such as loss of sales if the work had been purchased from you. If the infringement is commercial in nature describe the sales revenue the infringer could have made from the infringed work that you are entitled to. Protections of Infringed Work. Insert description of how you have protected this work or not. If you have submitted the work to the US Copyright Office and have obtained registered copyrights list the copyright registration numbers and registration dates. Analysis of the Infringement. Insert your analysis of the infringement such as how you proved the infringement. Since most copyright infringement has digital trail has your analysis pointed to any proof of willful infringement such as another persons name tagged in documents properties. Does your analysis show any digital fingerprints such as identical styling font types unique formatting identical color palettes etc. that shows it was directly copied. Whats Been Done. Insert description of any actions you have taken so far such as communications you have had with the infringing party or with parties that have any connection to the infringement such as web site hosting company hosting the infringing material.
Retrieval of Proof. Insert description of how you have maintained copies of the infringement so that it can still be proven if the situation changes such as the infringing work being discovered online. Have you downloaded copies of the infringement in case it is hidden from view. Our Demands. Insert list of your demands from the infringer. These may include removal of the infringing works payment for use of the material and legal fees identification of any other infringements not yet known about agreement to not copy material from you in the future etc. If Demands Not Met.
Insert description of what you will do if the demands are not met or compromise is not reached. Actions might include filing lawsuit submitting DMCA takedown request to web site hosting company and search engines etc.
CEASE AND DESIST LETTER Dear contract first name contract last name It has come to our attention that you have made an unauthorized use of our copyrighted work entitled Insert the name of the infringed work the Work in the preparation of work derived therefrom. have reserved all rights in the Work which was first published in Insert the publication date of the infringed work on Insert the URL of original work and have registered the copyright. Your work entitled Insert the name of the infringing work and which appears on your web site at Insert the URL of infringing site is essentially identical to the Work and clearly used the Work as its basis. Give few examples that illustrate direct copying and or unfair use. You neither asked for nor received permission to use the Work as the basis for Insert the name of the infringing work nor to make or distribute copies of it. Therefore believe you have willfully infringed my rights under USC §101 et seq. and could be liable for statutory damages as high as 100 000.
I demand that you immediately cease the use and distribution of all infringing works derived from the Work and all copies of it and that you deliver to me all unused undistributed copies of it or destroy such copies immediately and that you desist from this or any other infringement of my rights in the future. If have not received an affirmative response from you by date indicating that you have fully complied with these requirements shall consider taking the full legal remedies available to rectify this situation. Sincerely first name last name e mail address Phone. phone number Fax. fax number
job title company name
CEASE AND DESIST LETTER current date VIA MAIL AND EMAIL company name Attn. DMCA Copyright Agent address address city state or province zip or postal code
email address Re. Unauthorized Use of Copyrighted Work It has come to our attention that you have made an unauthorized use of our copyrighted work Insert type of media i. e. photograph video publication etc. entitled Insert the name of the infringed work the Work The infringed Work is on file with the U. S. Copyright Office Insert copyright filing number The Work is available for paid license and can be viewed at our Insert name of web site web site. Insert direct link to the original infringed work. This statement is written on the assumption that most copyright infringement will be from source material copied from the Internet. If the infringement was from physical works change the description accordingly. Also submit the cease and desist demand with printed copies of both the original source material and infringing material. This web page makes clear in several locations that the Work is copyrighted and that any unauthorized use is prohibited.
company name has made unauthorized use of the Work in Insert description of how the work was infringed i. e. web site advertisement mass email campaign etc. see attachment. No license has been purchased by company name from company name and no authorization was given by company name to use this copyrighted and registered work. Insert any extra information that helps back up your infringement claim such as any research you have done regarding specifically when the infringement occurred third party information that helps your case and information about who effected the infringement. As you can easily determine by comparing the Work and the infringing version they are the same. If you can show willful violations such as copyright notices watermarks etc. being removed describe these alterations to the infringed work. company name distributed this infringing work via Insert description of how the infringing work was distributed on Insert date that the infringement occurred or was detected As you are no doubt aware copyright ownership in original works vests in the author or creator of the work U. S. C. a It is violation of U. S. copyright law to reproduce and or prepare derivative of copyrighted work U. S. C. §. It is also violation of our license agreement to make unauthorized use of copyrighted content without payment or permission. In addition under U. S. C. it is unlawful to remove or alter copyright management information including identifying information about the copyright owner contained in digital watermark. If there are other issues that were violated by the unauthorized copying also state them here. For example the normal use of an image may require separate written authorization from third party such as the use of an image requiring not only license but written permission from recognizable person in photograph. Add as many details as possible to your claim showing as many problems created by the infringement as possible. If you can show willful violation such as the removal of copyright statements or watermarks add the following statement. The removal of digital watermark after the Work was copied from web page clearly identifying it as copyrighted and for licensed use only indicates that the infringement has been performed willfully. Under U. S. C. §§ and infringer could be liable for statutory damages as high as 150 per violation together with attorneys fees and costs necessary to secure judgment in court. Reword that statement as needed. The statement above is based on the assumption that the Work was copied from an Internet web page owned or controlled by you and that you had copyright notices displayed.
If you believe you have the right to use the Work without our authorization please advise us in writing and provide documentation to support your position. Otherwise we demand that you immediately cease the use and distribution of all infringing works reproduced using and or derived from the Work purge all copies of the Work and desist from this or any other infringement of our rights in the future. We also demand that you conduct an investigation and inform us in writing of each unauthorized use of the Work and any other works obtained from company name. We further demand payment of Insert dollar amount of your demand for immediate resolution of this matter. If we are forced to incur legal expenses in this matter we will demand those in any future resolution. Please respond to this letter by effective date indicating in writing that you have fully complied with these requirements and agree to these terms. This letter and demand are offered in furtherance of settlement and are subject to ER and not admissible to prove liability for or invalidity of any claim. We retain all rights in the copyright and other interests in the Work and all claims we may have against any person or entity. This letter is not full recitation of all relevant matters and nothing omitted and or contained herein shall be construed as or deemed to be an admission or waiver. We appreciate your cooperation with this matter and look forward to your prompt response. Sincerely first name last name e mail address Phone. phone number
Fax. fax number job title company name
SEARCH ENGINE OPTIMIZATION RESELLER SERVICES AGREEMENT THIS AGREEMENT is made this current day day of current month current year by and between company name Company and company name Customer Recitals A. Company has experience and expertise in the development of Search Engine Optimization SEO Strategies for Web Pages Web Sites and other Services. B. Customer desires to resell Company Search Engine Optimization Strategies custom programming keyword optimization and other SEO services as well as engage Company to help create and develop custom SEO strategies according to the terms listed on Exhibit attached hereto. Agreements In consideration of the mutual covenants set forth in this Agreement Customer and Company hereby agree as follows. 1. Right to Resell. Subject to the terms and conditions of this Agreement Company grants the Customer non exclusive right to resell its SEO products and services to the Customers clients.
2. Representation. The Customer shall maintain sales office for product and service promotion and is responsible for all costs incurred for the promotion and sale of Company products and services. The Customer shall conduct business in its own name and shall not represent itself as an employee or agent of the Company. Prospects may be registered with the Company and will be protected for ninety days. This protection may be renewed at the Companys discretion for further ninety days. 3. End User Pricing. End User pricing for SEO products and services provided by Company and Customer Compensation is outlined on Exhibit attached and is subject to change at the sole discretion of the Company. 3. 1. Compensation. Terms of payment are C. O. D. unless credit approval has been granted by the Company. If credit approval has been granted credit terms are net days upon receipt of invoice. The Company reserves the right to revoke any credit extended if payment is in arrears or delinquent for more than thirty days.
4. Services Provided. SEO services are intended to provide Customer with preferential positioning in selected search engines and report results on an ongoing and timely basis. SEO services may include but are not limited to. 4 Keyword Selection. Company will provide comprehensive list of Insert Keyword and Phrases Count keywords and phrases relevant to the desired search terms for Customers client. Customer will conduct an initial interview with Customers client to ascertain the initial starting list of keywords and target phrases. Company shall conduct its own research and provide to Customer an expanded list of potential keywords to present to Customers client. 4 Web Page Creation Edits and Custom Programming. Company will create or edit existing Web Pages to include Custom HTML tags content text or other elements as deemed necessary by Company in order to aid submissions to selected search engines and directories. Company will register Insert Domains to be Registered Count additional domains to be used as gateways to improve SEO services. Registration shall be in Customers name and schedule of fees for maintaining the additional domains shall be billed to Customer accordingly.
Company will create Insert Web Page Count additional Web Pages for the purpose of targeting specific agreed upon keywords or phrase searches relevant to Customers Web Site. These Web Pages will be placed in locations determined to be most effective and at Companys sole discretion. Company may employ proprietary positioning techniques coding and other resources as it deems necessary to improve Customers positioning. Company reserves the right to create specially coded Web Pages to prevent competitors from copying code or any resources employed by Company. 4 Software. Company will install update upgrade and configure software packages the Installation or the Software as required by the Specifications and provide documentation and instructions to Customer on using all Software installed by Company. Company shall provide hours hours of training to Customer and turn over all disks CD ROMs digital media downloads links or other Software purchased for Customer under this Agreement to Customer. Company shall not be responsible for keeping copies back ups or any other form of the Software after turning over the original copies to Customer. Company will not maintain the Installation updates or any daily tasks required for the maintenance of the Software under this Agreement unless otherwise specified in Exhibit B. Company will not manage or maintain copies of licenses for any of the software packages or installations under this Agreement. All licenses for software installations will be turned over to Customer upon execution of this Agreement. 4 Services.
Company will individually submit Customers Web Pages to the search engines and directories as stated in the Specifications. Insert services related to paid inclusion programs and other disclaimers if used. Company will create custom reports for traffic and positioning of Customers Web Site Web Pages and any additional Web Sites or custom Web Pages created by Company under this Agreement. Company will provide detailed reports as required by the Specifications and shall endeavor to provide the reports to Customer in timely manner. Customer acknowledges that any reports provided by Company are to be considered estimates based on industry standard reporting software and techniques and shall never be construed as an exact counting of each and every submission. Insert exclusions to reporting and other disclaimers if any. Company will provide editing services and continue to adjust all Web Pages keywords and other media created under this Agreement for period of days days in order to increase the effectiveness of SEO services. Insert exclusions to editing services and other disclaimers if any. Company will create and employ the following third party tools for Customer.
Insert specifics including number of keywords pay per click engines maximum bids etc. Insert additional services to be performed for Customer under this Agreement if any. Company will develop and maintain regular monitoring and reporting on search engine placement and SEO performance. Reports will be provided to Customer on Insert Frequency of Reporting weekly monthly quarterly basis. Customer acknowledges the following with respect to services. a Company accepts no responsibility for policies of third party search engines directories or other Web Sites Third Party Resources that Company may submit to with respect to the classification or type of content it accepts whether now or in the future. Customers Web Site or content may be excluded or banned from any Third Party Resource at any time. Customer agrees not to hold Company responsible for any liability or actions taken by Third Party Resources under this Agreement. b Customer acknowledges that due to their nature many of the resources Company may employ under this Agreement are competitive in nature. Company does not guarantee #1 positions consistent positioning top positions or guaranteed placement for any particular keyword phrase or search term. Customer acknowledges that Companys past performance is not indicative of any future results Customer may experience. c Customer acknowledges that SEO and submissions to search engines and directories can take an indefinite amount of time for inclusion unless paid inclusion programs are employed. Each edit or change made to any resources employed by Company will repeat these inclusion times.
d Customer acknowledges that any of the search engines directories or other resources may block prevent or otherwise stop accepting submissions for an indefinite period of time. e Customer acknowledges that search engines may drop listings from its database for no apparent or predictable reason. Company shall re submit resources to the search engine based on the current policies of the search engine in question and whether pay inclusion programs are being used. f Company will endeavor to make every effort to keep Customer informed of any changes that Company is made aware of that impact any of the SEO Services and the execution thereof under this Agreement. Customer acknowledges that Company may not become aware of changes to Third Party Resources industry changes or any other changes that may or may not affect SEO services. g Customer acknowledges that some of the Third Party Resources only offer paid inclusion programs that require fee or continued maintenance or performance fees. Customer is solely responsible for all paid inclusion fees and must maintain adequate funds in any third party accounts in order to maintain inclusion in these resources. Consult Exhibit for complete list of Third Party Resources employed under this Agreement and an estimate of fees for specific keywords and other listings. h Company reserves the exclusive right for the duration of this Agreement to approve or disapprove any design strategies existing code or other techniques whether requested by Customer or presently employed by Customer that are considered by Company to be detrimental to SEO and to the execution of Companys services under this Agreement. i Insert Copyright restrictions including whether Company Customer or Customers clients e. g. any third party retain copyright to the SEO pages keyword lists reports content or any other items created or rendered as service under this Agreement. j Any domain name registered on Customers behalf will be made in Customers name for both the billing and administrative contacts. The technical contact is generally required to be the hosting ISP or Domain Registrar. Customer is responsible for renewing all Customer domain names. Customer Domain Names shall mean all domains requested in writing to be registered by Company for the Customer. During the term of this Agreement Company may register its own domain names for its use in fulfilling its duties and obligations. All domain names registered by Company for Company use under this Agreement shall remain the rightful property of the Company. 5. Non Disclosure.
Proprietary Information exchanged here forth shall be treated as such by the Customer and held in the strictest confidence. This information shall include but not be limited to the provisions outlined in this Agreement SEO product and services information pricing source code company practices methodology and procedures SEO strategies techniques and all other practices deemed by the Company to be considered proprietary and or confidential information. The Customer further agrees to not distribute decompose disassemble decode or reverse engineer any Company program delivered to the Customer or any portion thereof without prior written approval of the Company. 6. Transfer of Rights. The Customer may not assign or transfer this Agreement in whole or in part without the prior written consent of the Company. In the event that the Customer contemplates whole or partial sale of its business ownership change or change in its jurisdiction the Customer shall notify the Company by mail facsimile or email no less than sixty days prior to the effective date of the event. 7. Term of Agreement. The term of this Agreement is twelve months from the date of execution by the Company. This Agreement shall be continuously renewed every twelve months unless the Customer notifies the Company in writing thirty days prior to the expiration date.
8. Termination. The Company may terminate this Agreement at its sole discretion upon the occurrence of one or more of the following events. failure to comply with any provisions of the Agreement upon receipt of written notice to the Customer from the Company of said failure appointment of Receiver or upon the filing of any application by the Customer seeking relief from creditors upon mutual agreement in writing of the Company and Customer. 9. Disputes. If legal proceedings are commenced to resolve dispute arising out of or relating to this Agreement the prevailing party shall be entitled to recover all costs legal fees and expert witness fees as well as any costs or legal fees in connection with any appeals. 10. Indemnification. The Customer shall indemnify and hold the Company harmless from and against any and all claims judgments awards costs expenses damages and liabilities including reasonable attorney fees of whatsoever kind and nature that may be asserted granted or imposed against the Company directly or indirectly arising from or in connection with Customers marketing or support services of the product or services or the unauthorized representation of the product and services or any breach of this Agreement by the Customer. 11. Limited Warranty. The Company warrants that the product will substantially perform the functions or generally conform to the specifications published by the Company for the product. If it is determined that the product does not operate according to such documentation the Companys only responsibility will be to use reasonable efforts consistent with industry standards to correct the defect. 12. Force Majeure.
Neither party shall be held responsible for delay or failure in performance hereunder caused by acts of nature strikes embargoes fires war or other causes beyond their reasonable control. 13. Binding Effect. 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 hereunder shall be governed by the laws of state or province state without regard to conflicts of law 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. Both parties represent and warrant that on the date first written above they are authorized to enter into this Agreement in its entirety and duly bind their respective principals by their signatures 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 Company Initials