COMMERCIAL USE TERMS & CONDITIONS

These terms and conditions govern the use of artwork created by Michael Reynolds (“Artist”) for commercial purposes. By commissioning or purchasing artwork for commercial use, the Client agrees to the following terms.

1. Copyright & Ownership

  • Copyright: The Artist retains all copyrights and intellectual property rights in the artwork. The Client does not own the copyright unless explicitly transferred in writing.

  • License to Use: Upon full payment, the Client is granted a non-exclusive, non-transferable license to use the artwork for the specific commercial purposes agreed upon (e.g., advertising, publication, branding, marketing, digital use, etc.). Any additional uses beyond those specified will require a separate agreement and may incur additional licensing fees.

2. Commercial Use Defined

  • Permitted Use: The artwork may be used for the specific purposes outlined in the commission agreement or purchase order, including but not limited to:

    • Advertising and Marketing: Including online and print media (e.g., websites, brochures, social media, billboards).

    • Branding: Logo usage, product packaging, promotional materials.

    • Publications: Books, magazines, newspapers.

    • Other Uses: As agreed upon by both parties.

  • Prohibited Use: The artwork may not be used for purposes not outlined in the agreement, including resale, sublicensing, or alteration of the artwork in a way that is inconsistent with its intended use without Artist’s prior written consent.

3. Licensing Fees

  • The licensing fee for commercial use is separate from the commission fee and is based on the scope, duration, and exclusivity of the use.

  • A separate quote will be provided based on the specific usage rights requested (e.g., global distribution, exclusivity, etc.).

  • Exclusivity: If the Client requests exclusive rights to the artwork, this will be negotiated separately and may involve a higher licensing fee.

4. Reproduction Rights

  • Client may not reproduce, sell, or distribute copies of the artwork without a separate written agreement.

  • Any reproduction of the artwork (whether print, digital, or otherwise) must be consistent with the original project’s scope and purpose, as outlined in the agreement.

5. Credit & Attribution

  • Attribution: If the artwork is used for public purposes (e.g., in advertising, publications, etc.), the Client agrees to provide proper credit to the Artist. The credit should read:

    • Artwork by Michael Reynolds

    • Or as otherwise specified by the Artist.

6. Payment & Deadlines

  • Deposit: A non-refundable deposit of at least 50% of the total fee is required before work begins.

  • Final Payment: The remaining balance is due upon completion and before delivery of the final artwork and licensing rights.

  • Timing: Deadlines for commercial use projects will be established at the start of the project. The Artist will make reasonable efforts to meet deadlines, but delays due to scope changes, Client delays, or unforeseen circumstances may affect the timeline.

7. Indemnification & Liability

  • Client-Provided Materials:
    Client represents and warrants that any photographs, images, likenesses, or reference materials provided to the Artist for the creation of the commissioned artwork are either owned by the Client or that the Client has obtained all necessary rights, licenses, and permissions to use such materials for this purpose. The Client further warrants that the use of these materials in the commissioned artwork will not infringe on any third-party copyrights, trademarks, or other intellectual property rights.

  • The Client agrees to indemnify, defend, and hold harmless the Artist from any claims, damages, liabilities, losses, costs, or expenses (including reasonable attorneys' fees) arising from or related to the use of the artwork or Client-provided reference materials, including but not limited to claims of copyright infringement, violation of third-party rights, or violation of applicable laws.

  • The Client acknowledges that the Artist is not responsible for any legal or financial consequences resulting from the commercial use of the artwork, and that the Client assumes full responsibility for ensuring the legality of the reference materials provided.

8. Termination

  • Either party may terminate this Agreement if there is a material breach by the other party.

  • Upon termination, the Client must cease all commercial use of the artwork, and the Client will pay the Artist for work completed up to that point, as well as any applicable cancellation fees.

  • If the Client continues to use the artwork after termination, the Artist may pursue legal action to enforce these terms.

9. Governing Law

This Agreement is governed by the laws of the State of North Carolina. Any disputes related to this Agreement shall be resolved in the courts of Onslow County, North Carolina.

10. Miscellaneous

  • Amendments: This Agreement may only be amended or modified by a written document signed by both parties.

  • Entire Agreement: This document constitutes the entire agreement between the Artist and Client regarding commercial use of the artwork and supersedes any prior agreements or discussions.

By commissioning or purchasing artwork for commercial use, the Client acknowledges and agrees to the terms and conditions outlined in this Agreement. A separate written contract will be provided for each commercial commission, detailing the specific scope, fees, and licensing rights for the artwork.