Licensing agreement. Did I do it right?

[W.Y.Photo]

I already sent this off to a client. Now tell me how bad I did.

Agreement to License Images

Name of Artist: William Young
(Hereinafter referred to as "the artist")

Mailing address:
Postal Code:
Phone number(s):
E-mail(s): [email protected]
Fax: N/A

Name of Client:
(Hereinafter referred to as "the licensee")

Mailing address: [Insert mailing address]
Postal Code: [Insert postal code]
Phone number(s): [Insert phone number(s)]
E-mail(s): [Insert E-mail(s)]
Fax: [Insert fax]



Title of Images: Image Title (image #001-097)

Date created: January 17th 2015

Artist: William Young

Name of person who owns the copyright to these images: William Young

Identifying information: A collection of digital images of Clients name's set at Fontana's in downtown Manhattan

Agreement:

The artist grants the licensee the non-exclusive, non-transferable and non-assignable use of ImageName images 001 thru 097 (the images described above) for the entirety of the bands existence, for the purpose of usage in any of the client's web and print publications used for promotional and aesthetic purposes, not for print or sale as merchandise, until the date of expiry of this agreement.

Payment:

The amount of amount of *amount paid* is to be paid immediately upon receipt of the image.

Provisions:

[Include any additional limitations and/or provisions regarding the use of the image. See examples below.]

The artist retains all copyright and moral rights attached to this image as well as any other rights which may not be detailed in this agreement.

Credit/Acknowledgement of the artist's name and website URL [www.WilliamYoungPhoto.com] must be given when any of the images are published, either with a picture credit, caption or a link/acknowledgement in the publication if the image is used for editorial purposes (newspapers, magazines, newsletters, web or print publications, etc...). This credit/acknowledgement agreement is limited to social media and printed publications and excludes items like concert posters, advertisements, and the licensee's own personal website.

Selling and/or redistribution of this image is forbidden.

Licensee is allowed to crop and/or electronically alter the image to suit their purposes for the usage stated above.

Indemnity:

The Licensee indemnifies and holds harmless William Young against all claims, liability, damages, costs and expenses stemming from a breach of this agreement, the use of the images, your failure to abide by any restriction regarding the use of an image, or any claim by a third party related to the use of the images.

Warranty and Liability:

These images are provided "as is" with no warranty regarding the suitability of the image for any purpose. The artist is not liable to the client or any person or entity for damages, costs or losses stemming from any usage of this image.



Artist's Signature_________________________________ Date:_________________



Licensee's Signature_______________________________Date:_________________

 

[tirediron]

For the most part, this seems reasonable (bear in mind, I'm not a lawyer, nor do I play one on television, and I did NOT stay at Holiday Inn Express lastnight), but there are a couple of things that I would do differently.
-What are 'aesthetic purposes'? Is this a commonly used and understood term in the music industry? It may be, I don't know, but to a layman, it doesn't seem very descriptive.
-I wasn't aware that US copyright law included moral rights? I thought that was a Canadian/UK thing only.
-Where is the expiry date of the agreement? Your use of that term seems to conflict with "for the entirety of the bands existence" which could be a week or fifty years. Further what consitutes the band's "existance"? If four out of five people leave, and the one remaining person keeps the name and adds four new people and goes in a whole different direction is the license still valid? If they same people remain, but change their band's name, look, style and type of music totally, does the band still exist?
-I recommend always including copies of the images or at least contact sheets attached to all copies of the agreement, since image numbers & file names are hardly unique.
-What is the and supposed to do if 'Rolling Stone' wants to use an image, but will not agree to print credit? After reading several times, I believe I understand your requirements for name credit, but to be honest, this seems very petty to me.
In general, the language and wording seem slightly amateurish to me; have you had a New-York IP lawyer review this?

 

[KenC]

Don't. Ask. Us.

Get. A. Lawyer.

 

[W.Y.Photo]

I have not had a lawyer review it, but would like to. Is this something that most lawyers would be willing to do free of charge or would I need to hire one though? I know I will eventually need a lawyer to help me work out things like this but I simply cannot afford to pay one at the moment.

Thanks for the tips though Tirediron. The expiration date would be upon the bands complete end. I know this is a hard thing to distinguish but I thought that as it seems most bands have clear statements as to whether or not they are simply changing their name or dismantling and going in other directions that that terminology would suffice.

 

[tirediron]

In my experience, lawyers do very little pro bono. I would expect to pay $2-300 for their time. Make sure you get an IP lawyer, not a family a lawyer, criminal lawyer, etc. As for the expiration aspect, I would suggest a definite time/date. Even if they are together in, say, three years, they will likely have changed enough that these images won't be terribly relevant. There's also nothing to say you have to charge them to renew the license. You can have a 1, 2, or however many years you want license period and 'no-cost renewal subject to concurrence by both parties' or some such.

 

[W.Y.Photo]

Excellent Idea. thanks!!

 

[vintagesnaps]

I think you're re-inventing the wheel. If you're going to do work in photography get some professional resources - American Society of Media Photographers or try PPA or maybe even take a look at the Photo District News Photo Magazine | Professional Photography Industry News and Resources - so you don't have to start from scratch and make up your own contract but can look at sample forms and adapt them to your needs.

And I agree, the band won't be able to be responsible for what a newspaper may or may not do for publication; it often may jut say 'Provided' if the photo is provided to the paper and not taken by one of their photographers.

Usually licensing is for a specific time period, not from now til doomsday or the band breaks up.

I would reconsider providing 90+ photos (if you did, maybe that was just an example of numbering); would they really even use that many?? (or at least for that many I hope you've charged an appropriate amount). Not sure if you gave them your sequential file numbers but I usually use simple or brief name/numbers or descriptions such as Stage/location #1, Drummer #1 etc. not the original file numbers.

 

[KmH]

Yep. Consult with a qualified attorney.

:: PLUS :: License Generator

Some of the terms in your document are contradictory.
For example you say "redistribution of this image is forbidden" but above say "usage in any of the client's web and print publications used for promotional and aesthetic purposes" which would involve redistribution of the images.
Moral Rights only apply to a narrow subset of visual art - Visual Artists Rights Act - Wikipedia, the free encyclopedia
Waiver of Moral Rights in Visual Artworks

"All Rights are retained."
I too recommend you drop "and aesthetic purposes" and I agree a time limit should be specified regardless how far into the future.

I recommend the title - Use License Agreement
Call yourself the Copyright Owner rather than The Artist, and use your name:
Andrew Young, the copyright owner, retains all legal rights to the images.

 

[Austin Greene]

I already sent this off to a client. Now tell me how bad I did.

Agreement to License Images

Name of Artist: William Young
(Hereinafter referred to as "the artist")

Mailing address:
Postal Code:
Phone number(s):
E-mail(s): [email protected]
Fax: N/A

Name of Client:
(Hereinafter referred to as "the licensee")

Mailing address: [Insert mailing address]
Postal Code: [Insert postal code]
Phone number(s): [Insert phone number(s)]
E-mail(s): [Insert E-mail(s)]
Fax: [Insert fax]



Title of Images: Image Title (image #001-097)

Date created: January 17th 2015

Artist: William Young

Name of person who owns the copyright to these images: William Young

Identifying information: A collection of digital images of Clients name's set at Fontana's in downtown Manhattan

Agreement:

The artist grants the licensee the non-exclusive, non-transferable and non-assignable use of ImageName images 001 thru 097 (the images described above) for the entirety of the bands existence, for the purpose of usage in any of the client's web and print publications used for promotional and aesthetic purposes, not for print or sale as merchandise, until the date of expiry of this agreement.

Payment:

The amount of amount of *amount paid* is to be paid immediately upon receipt of the image.

Provisions:

[Include any additional limitations and/or provisions regarding the use of the image. See examples below.]

The artist retains all copyright and moral rights attached to this image as well as any other rights which may not be detailed in this agreement.

Credit/Acknowledgement of the artist's name and website URL [www.WilliamYoungPhoto.com] must be given when any of the images are published, either with a picture credit, caption or a link/acknowledgement in the publication if the image is used for editorial purposes (newspapers, magazines, newsletters, web or print publications, etc...). This credit/acknowledgement agreement is limited to social media and printed publications and excludes items like concert posters, advertisements, and the licensee's own personal website.

Selling and/or redistribution of this image is forbidden.

Licensee is allowed to crop and/or electronically alter the image to suit their purposes for the usage stated above.

Indemnity:

The Licensee indemnifies and holds harmless William Young against all claims, liability, damages, costs and expenses stemming from a breach of this agreement, the use of the images, your failure to abide by any restriction regarding the use of an image, or any claim by a third party related to the use of the images.

Warranty and Liability:

These images are provided "as is" with no warranty regarding the suitability of the image for any purpose. The artist is not liable to the client or any person or entity for damages, costs or losses stemming from any usage of this image.



Artist's Signature_________________________________ Date:_________________



Licensee's Signature_______________________________Date:_________________

Well, it's certainly shorter than mine. My contract package for clients is 7 pages long and covers everything from acts of god, to a model release. Then again, I'm probably the one doing it wrong.

 

[KmH]

A use license for a commercial use is usually a custom written document separate from a contract, because not every client will want/need the same usage terms.

A retail photography contract should include the use license (print release) because a retail use license (print release) is essentially the same for every client.

 

[W.Y.Photo]

Yep. Consult with a qualified attorney.

:: PLUS :: License Generator

Some of the terms in your document are contradictory.
For example you say "redistribution of this image is forbidden" but above say "usage in any of the client's web and print publications used for promotional and aesthetic purposes" which would involve redistribution of the images.
Moral Rights only apply to a narrow subset of visual art - Visual Artists Rights Act - Wikipedia, the free encyclopedia
Waiver of Moral Rights in Visual Artworks

"All Rights are retained."
I too recommend you drop "and aesthetic purposes" and I agree a time limit should be specified regardless how far into the future.

I recommend the title - Use License Agreement
Call yourself the Copyright Owner rather than The Artist, and use your name:
Andrew Young, the copyright owner, retains all legal rights to the images.

Thanks, this post was really helpful.

If I drop Aesthetic purposes how can I go about ensuring my client have the right to use the image, say as part of a simple non-promotional item that represents their band? I can't think of a good example at the moment but I hope you see what I'm getting at.

 

[KmH]

Any use that represents their band would be a promotional use.

You say "for the purpose of usage in any of the client's web and print publications used for promotional ... purposes.
But then immediately say "not for print or sale as merchandise,"
Are you saying they can not use one of your images on a printed cover insert in a CD case of their songs? It would be a printed, published promotional item that they are selling along with the CD in the jewel case.

How about stipulating that you get some small % of the revenue generated by any printed media that has your images on it, like a CD case insert/cover used to help sell the bands songs?

Consider pricing strategies that provide an ongoing income stream as opposed to a 1 time payment.
Only provide usage the client actually needs. Rather than broad, not well defined usage terms that are open to interpretation by the client and the courts, be very specific with your use licensing terms.

I would be wanting to have use licensing terms that would lead to having this same band hire me several times rather than just once.