Freelance Illustrator Contract

Freelance Illustrator Contract

Parties and Effective Date

Effective Date:

Recitals

WHEREAS, Client desires to engage Illustrator to create original illustrations, designs and related artwork for the project described in this agreement (the "Project"), and Illustrator has the professional skill and expertise to provide such services under the terms set forth herein.

WHEREAS, the parties wish to define their respective obligations, payment terms, delivery schedule, ownership and license rights, confidentiality, and other terms applicable to the Project.

Scope of Work

Illustrator will provide creative services including concept development, sketches, final illustrations, and file preparation as required by Client. Specific deliverables, formats, and quantities are described below.

Revisions

Client is entitled to a reasonable number of revisions as set out below. Additional revisions beyond the included number will be billed at Illustrator's standard hourly rate.

Payment Terms

Client agrees to pay Illustrator for services and deliverables as follows. Payment obligations survive termination for work already completed.

Expenses: Reimbursable expenses permitted (travel, licensing, stock images) provided Client pre-approves costs. If checked, describe approximate expenses and reimbursement terms below.

Term and Termination

This Agreement commences on the Effective Date and continues until completion of the Deliverables or until terminated under the conditions below.

Start Date:    End Date (if any):

Either party may terminate this Agreement for material breach if the breaching party fails to cure such breach within the notice period specified above. Upon termination, Client will pay Illustrator for all work performed and non-cancelable expenses incurred through the date of termination.

Confidentiality

Each party shall keep confidential all non-public information disclosed by the other party and shall not use such information except to perform its obligations under this Agreement. Confidential materials do not include information that is or becomes publicly available through no fault of the receiving party or that is rightfully obtained from third parties without restriction.

Ownership, License and Copyright

Illustrator retains copyright in all original artwork and Deliverables unless the parties expressly agree in writing to a transfer of copyright. Upon receipt of full and final payment, Illustrator grants Client an exclusive, perpetual, worldwide license to use the Deliverables for the purposes set forth in this Agreement. Any use beyond the agreed scope shall require additional written license or assignment and additional compensation.

Illustrator hereby waives any moral rights to the extent permitted by law and agrees not to assert such rights against Client in respect of permitted uses.

Warranties, Indemnity and Limitation of Liability

Illustrator warrants that the Deliverables will be original and will not knowingly infringe the rights of any third party. Client warrants that materials supplied to Illustrator do not infringe third-party rights. Each party agrees to indemnify and hold the other harmless from losses arising from a breach of its representations or obligations hereunder.

Except for liability arising from gross negligence or willful misconduct, neither party's aggregate liability for damages under this Agreement shall exceed the fees actually paid to Illustrator under this Agreement.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of: , without regard to conflict of laws principles. The parties agree to submit to the exclusive jurisdiction of the courts located in that state for disputes arising out of this Agreement.

Entire Agreement and Amendments

This document, including any exhibits or attachments expressly incorporated herein, constitutes the entire agreement between the parties and supersedes all prior discussions and agreements. Any amendment must be in writing and signed by both parties.

Miscellaneous

If any provision of this Agreement is held unenforceable, the remaining provisions shall remain in full force and effect. Neither party may assign this Agreement without the prior written consent of the other, except that Client may assign to an affiliate or successor in connection with a merger or sale of substantially all assets.

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