Artist Services Agreement

ARTIST SERVICES AGREEMENT

This Artist Services Agreement ("Agreement") is made effective as of , by and between Client Name: (Client) and Artist Name: (Artist).

RECITALS

WHEREAS, Client desires to engage Artist to provide creative services in connection with the project described as: (Project), and Artist has the skill, experience, and ability to perform such services; and

WHEREAS, the parties intend to set forth the terms under which Artist will perform the Services (as defined below), including compensation, ownership of deliverables, and related matters.

NOW, THEREFORE, in consideration of the mutual covenants set forth herein and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows:

1. SERVICES

1.1 Engagement. Client hereby engages Artist, and Artist accepts such engagement, to provide the creative services, deliverables, and related work described in the Scope of Services below ("Services"). Artist shall provide the Services in a professional manner, consistent with industry standards.

1.2 Location and Schedule. Artist will perform the Services at the location(s) and on the dates set forth herein or as otherwise agreed in writing. Primary performance or delivery location:

2. TERM

2.1 Term. The term of this Agreement shall commence on the Effective Date and shall continue until completion of the Services or earlier termination in accordance with Section 12. Commencement date (if different): ,

3. COMPENSATION

3.1 Fees. Client shall pay Artist the total fee of $ (Fee) in accordance with the payment schedule set forth below.

3.2 Taxes; Withholding. Artist is an independent contractor and is solely responsible for all taxes, withholding, and other statutory obligations arising from the Fee. Client shall not withhold taxes unless required by law, in which case Client shall provide documentation of such withholding.

4. EXPENSES

4.1 Pre-approved Expenses. Client will reimburse Artist for reasonable, pre-approved out-of-pocket expenses reasonably incurred in connection with the Services upon submission of receipts. Expense cap (if any): $ .

5. INTELLECTUAL PROPERTY

5.1 Definitions. "Work Product" means all artwork, recordings, designs, drafts, masters, deliverables, and other materials prepared by Artist under this Agreement, whether in tangible or intangible form.

5.2 Ownership. Select the ownership arrangement (check one): Assignment of all copyrights to Client upon full payment Grant of exclusive, transferable license to Client Grant of non-exclusive license to Client

5.3 Assignment Language. If Assignment of all copyrights to Client is selected, Artist hereby irrevocably assigns, transfers and conveys to Client all right, title and interest in and to the Work Product, including all copyrights and renewals, upon payment in full of the Fee. If a license is selected, Artist grants the specified license to Client to use the Work Product in connection with the Project and related promotional activities, subject to the terms and limitations set forth herein.

5.4 Moral Rights. To the maximum extent permitted by applicable law, Artist hereby waives and agrees not to assert any moral rights or droit moral with respect to the Work Product. Artist shall execute documents reasonably requested by Client to effectuate the foregoing.

6. CREDIT AND PROMOTION

6.1 Credit. Client shall provide Artist credit in connection with public use of the Work Product in a manner customary for the medium: Credit line:

6.2 Promotional Use. Client may use Artist's name and Work Product in connection with Client's promotion of the Project, provided such use is consistent with the credit provision above and does not disparage the Artist.

7. REPRESENTATIONS AND WARRANTIES

7.1 Artist Warranties. Artist represents and warrants that: (a) Artist has full power and authority to enter into this Agreement and to perform the Services; (b) the Work Product will be original to Artist and will not infringe the rights of any third party; and (c) Artist will obtain all necessary permissions from third parties (including performers, photographers, or model releases) prior to delivery of Work Product as required by Client.

7.2 Client Warranties. Client represents and warrants that Client has the authority to request the Services and to use the Work Product in the manner contemplated by this Agreement.

8. CONFIDENTIALITY

8.1 Definition. "Confidential Information" means non-public information disclosed by either party in connection with the Services that is identified as confidential or that reasonably should be understood to be confidential.

8.2 Obligations. Each party agrees to maintain the confidentiality of Confidential Information and not to use or disclose it except as necessary to perform obligations under this Agreement, or as required by law. Confidential Information does not include information that is or becomes publicly available through no fault of the receiving party.

9. INDEPENDENT CONTRACTOR

9.1 Relationship. Artist is an independent contractor. Nothing in this Agreement creates an employment relationship, joint venture, partnership, or agency between the parties. Artist shall be solely responsible for all taxes, insurance, and benefits for Artist and Artist's personnel.

10. INSURANCE

10.1 Coverage. During the term of this Agreement, Artist shall maintain insurance coverage appropriate to the Services, including general liability insurance with minimum limits of $ per occurrence, if applicable, and shall provide certificates of insurance upon Client's request.

11. INDEMNIFICATION

11.1 Artist Indemnity. Artist shall indemnify, defend, and hold harmless Client and its officers, directors, agents, and employees from and against any and all claims, liabilities, losses, damages, costs and expenses (including reasonable attorneys' fees) arising out of or relating to Artist's breach of this Agreement, negligence, willful misconduct, or infringement of third-party rights related to the Work Product.

11.2 Client Indemnity. Client shall indemnify, defend, and hold harmless Artist from and against any claims arising from Client's use of the Work Product outside the scope of rights granted in this Agreement or from Client's breach of this Agreement.

12. TERMINATION

12.1 For Cause. Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure such breach within fifteen (15) days after receipt of written notice specifying the breach.

12.2 For Convenience. Client may terminate this Agreement for convenience upon written notice to Artist. In the event of termination for convenience, Client shall pay Artist for Services performed and non-cancellable obligations incurred through the effective date of termination, subject to any setoffs for breach.

13. REMEDIES; LIMITATION OF LIABILITY

13.1 Remedies. The parties acknowledge that monetary damages may be inadequate to remedy certain breaches and that either party may seek injunctive or equitable relief in addition to other remedies.

13.2 Limitation. Except for liability arising from gross negligence, willful misconduct, or indemnities for intellectual property infringement, neither party's aggregate liability for claims arising out of or relating to this Agreement shall exceed the total Fees paid to Artist under this Agreement.

14. NOTICES

Notices shall be delivered by email, certified mail, or courier to the addresses provided above. Effective notice delivery methods (check all that apply): Email Certified Mail Courier

15. AMENDMENTS; WAIVER; COUNTERPARTS

15.1 Amendment. Any amendment to this Agreement must be in writing and signed by both parties.

15.2 Waiver. The failure of either party to enforce any provision of this Agreement shall not constitute a waiver of future enforcement of that or any other provision.

15.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures delivered by electronic means shall be effective.

16. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

16.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflicts of law principles.

16.2 Entire Agreement. This Agreement, including any attached exhibits and attachments, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, or communications, whether written or oral.

16.3 Severability. If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect and the invalid provision shall be replaced by a valid provision that most closely matches the parties' original intent.

17. MISCELLANEOUS

17.1 Subcontracting. Artist may engage subcontractors or assistants provided that Artist remains responsible for the performance of the Services and compliance with this Agreement.

17.2 Records. Artist shall maintain accurate records relating to the Services and, upon reasonable notice, shall permit Client to inspect records solely for purposes related to this Agreement and subject to confidentiality obligations.

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