Agreement
The parties hereto, intending to be legally bound in consideration of the mutual covenants and agreements set forth herein, hereby agree as follows:
The Devotable LLC contact person for this agreement will be Landen Melton.
This Agreement will become effective as of the date of this agreement is signed.
Agreement Details and/or Specifications (WORK) Rights Granted
I hereby grant to Devotable LLC and to its legal representatives, successors and assigns a First Publish right to do and to authorize the following, in all languages and in all formats, configurations, means and media now existing or hereafter devised, discovered or developed (including, without limitation, physical copies, digital media, electronic transmission, “new technologies” and portable electronic devices):
(1) to publish WORKs (such as consisting, for example, but without limitation, of only a part or portion of the WORK) (“Derivative WORKS”) and to copy, reproduce, publish, display, perform and distribute the WORK and any and all Derivative WORKS in conjunction with or as a part of (A) the PUBLICATION named above and (B) any and all other publications, matter or materials apart from the PUBLICATION, of any kind or nature (including, without limitation, any and all commercial, promotional, endorsement, advertising and merchandising use).
(2) to copy, reproduce, display, publish and distribute author's name, photograph, and biographical information, or such other information or materials as I may provide to Devotable LLC, in connection with the WORK, in perpetuity.
These rights will be exclusive to Devotable LLC until the date on which the WORK is first published.
CONTRIBUTOR acknowledges that this is not a copyright assignment and that CONTRIBUTOR retains copyright in the WORK and may use the WORK at CONTRIBUTOR’S discretion, subject to the specific rights granted herein to Devotable LLC.
CONTRIBUTOR further acknowledges that if at any time in the future, Devotable LLC may wish to use the WORK other than as described above, such other use will be subject to a separate agreement between CONTRIBUTOR and Devotable LLC.
Ownership
I certify, represent and warrant that:
(a) the WORK is original;
(b) the WORK is not in the public domain;
(c) I am the author of the WORK and the sole and exclusive owner of the copyright and of all other rights in the WORK;
(d) the WORK does not contain any defamatory or unlawful matter and does not infringe on the copyright or on any other rights of any person, or legal or business entity;
(e) there is no litigation, dispute, claim or action related to the WORK;
(f) except as specifically set forth herein, Devotable LLC will not be required to make any payments in connection with the WORK or Devotable LLC's uses of the WORK;
(g) I have not caused or permitted, and will not do or permit, any act or thing that shall or may impair in any manner the rights granted to Devotable LLC in this agreement;
(h) I will execute such further instruments as Devotable LLC may require to effectuate the purposes and intent of this agreement; and
(i) I have full right, power, and authority to make, and enter into, this agreement and to grant the above rights to Devotable LLC.
I agree to promptly indemnify and hold Devotable LLC harmless from any and all loss, damage, judgment, award, cost or
expense incurred or paid by any of them as a result of any claim, demand, action or proceeding brought or initiated on the basis of, or in relation to, any of my acts or omissions or any breach by me of this agreement, or that is inconsistent with my above certification, representation and warranty.
Compensation Terms
CONTRIBUTOR agrees that the compensation stated above in this agreement is the only compensation due to the CONTRIBUTOR from Devotable LLC in exchange for the rights granted above and for the above promises and covenants.
Editing
I agree to my WORK edited professionally without subsequent approval. Devotable LLC will work with a professional editor to correct any issues with the WORK. Devotable LLC will make every effort to leave the true essence of the WORK intact and only make necessary grammatical, spelling and punctuation edits. In the rare event that the WORK is heavily edited, we will make every effort to allow the CONTRIBUTOR to read and agree to the edits made. However, that will be the exception and not the rule. We anticipate being able to make small edits to each piece and not have the original author re-read and approve the edits.
Indemnification
Both parties agree to promptly indemnify and hold each other and their legal representatives, licensees, successors and assigns harmless from any and all loss, damage, judgment, award, cost or expense incurred or paid by the respective parties as a result of any claim, demand, action or proceeding brought or initiated on the basis of, or in relation to, any of either parties’ respective acts or omissions or any breach by the other party of this agreement, or that is inconsistent with each parties’ above certification, representation, and warranty.
Independent Contractor
The CONTRIBUTOR is an independent contractor and not an agent or employee of Devotable LLC, and shall not be considered or treated as an employee of Devotable LLC for any purpose.
Terminating the Agreement
With reasonable cause, such as material violation of this Agreement or an act exposing the other party to liability to others for property damage or personal injury, either Devotable LLC or CONTRIBUTOR may terminate this agreement, effective upon giving written notice. For any reason other than cause, either party may terminate this Agreement by giving written notice to the other party of the intent to terminate within thirty (30) days after the date this Agreement is signed.
Exclusive Agreement
This document and any attachment(s) constitute the entire Agreement between the parties, and no promises or representations, other than those contained here and those implied by law, have been made by Devotable LLC or CONTRIBUTOR. Any modifications to this agreement must be in writing and signed by both parties.
Force Majeure (Act of God)
The performance of this Agreement by both parties is subject to major acts of God, government authority, disaster or other emergencies, any of which make it illegal or impossible to provide the agreed services. It is provided that this Agreement may be terminated by either party for any one or more of such reasons by written notice without liability.
Applicable Law
The laws of the state of Missouri will govern this Agreement.
