Design Submission Legal Terms & Conditions
By submitting your design (the “Design”) to MSCHIFCLOTHING.com and in consideration of John James Halvorson Inc, d/b/a M$CHIF, its affiliates and parents (collectively “M$CHIF”), evaluating your Design for its possible use (including, but not limited to, sale to the public and/or participation in a M$CHIF Design or other contest), you agree to the following terms and conditions (the “Design Submission Terms and Conditions”):
- The Design is your own original work and does not contain any trademarks, logos, copyrighted material, any other intellectual property belonging to any third party, or content subject to a third party’s right of publicity or privacy.
- The Design does not infringe any rights (including but not limited to copyright) of any third party.
- This is a legal, binding agreement. You represent and warrant that you have the full right, power and authority to enter into this agreement, agree to the Design Submission Terms and Conditions, and that your agreement to them does not violate any other agreement you have entered into with a third party. If you have entered into an agreement with any third party concerning the Design you must advise M$CHIF CLOTHING immediately by emailing: MsCHIFART@GMAIL.COM.
- As between you and M$CHIF Clothing, you own and will maintain ownership of the Design. M$CHIF Clothing does not and will not own the Design because of your submission of the Design.
- By submitting the Design, you hereby grant M$CHIF Clothing a worldwide, irrevocable, non-exclusive, right and license to use, upload, modify, reproduce, copy, exhibit, create derivative works of, distribute, sell, advertise, and display the Design, in any manner now known or hereafter devised. This license may be sub-licensed by M$CHIF Clothing to others. You waive any “moral rights” you may have in the Design.
- You also grant M$CHIF Clothing a worldwide, irrevocable, non-exclusive, right and license to use, portray, display and publish your name, appearance, voice, likeness, photographic image, and biographical information, in any and all media now known or hereafter devised. This license may be sub-licensed by M$CHIF Clothing to others.
- M$CHIF Clothing understands that circumstances may change and recognizes that, on a rare occasion, you may need to request a revocation of one or both of the irrevocable licenses you granted to M$CHIF Clothing in paragraphs 5 and 6 above (the “Non-Exclusive License(s)”). On such a rare occasion you can make this request by MSCHIFART@GMAIL.com. Your e-mail must have “Request for Revocation” in the subject line, include the title of the Design, and explain the basis for the request. You understand and agree that M$CHIF Clothing is not obligated to revoke a Non-Exclusive License and that, if M$CHIF Clothing does revoke a Non-Exclusive License, it may do so with certain conditions, for example, preserving its or its sub-licensees right to sell through any items bearing the Design, and advertise and promote the same, until all inventory is exhausted.
- M$CHIF Clothing also may terminate the Non-Exclusive Licenses by providing written notice to you, at the email address provided by you, of M$CHIF Clothing’ election to terminate a Non-Exclusive License. Upon such notice, the Non-Exclusive Licenses shall terminate; provided, however, M$CHIF Clothing and any sub-licensees and wholesale parties that sell the Design under M$CHIF Clothing’ authorization, may, at their discretion, sell through any items in their possession bearing the Design and advertise and promote the same, until such time as the inventory of such products is exhausted.
- If the Design is sold by M$CHIF Clothing, M$CHIF Clothing will pay you an amount equal to 2% of its “whole sale net receipts” from sales of the Design. “Net receipts” are the profits from the sale of the Design minus all costs, returns and allowances (including cash or credit refunds made to customers, rebates, and other allowances off the actual sales price). Subject to these Design Submission Terms and Conditions, all payments will be made on a monthly basis within 7days after the end of each month, via Paypal, except certain partnership and wholesale program payments, which will be made on a quarterly basis within 45 days after the end of each quarter ending March 31st, June 30th, September 30th, and December 31st of each year, beginning with the first quarter in which payments become due based on revenue received by M$CHIF Clothing. M$CHIF Clothing shall be entitled to retain a reasonable reserve for returns, provided that such reserve will not exceed 10% of the payment owed to Artist in a month, and M$CHIF Clothing will not withhold such sums for more than three (3) months. You are required to provide M$CHIF Clothing with your Paypal account information. You will not be charged by Paypal for any payment made to you by M$CHIF Clothing. Please contact MSCHIFART@GMail.com if there are any questions or concerns in regard to payment.
- On certain occasions, M$CHIF Clothing may award a cash prize (and/or other prize(s)) in addition to the payments discussed above when the Design is submitted in a Design Challenge and selected as a winning design. Information regarding any such prize will be published on MSCHIFCLOTHING.COM. Payment of any cash prize will be on the same terms and conditions as, and subject to your agreement to, these Design Submission Terms and Conditions as well as the official contest rules that apply to that Design Challenge.
- M$CHIF Clothing’ use of the Design and its payments to you are subject to your representation that you own the Design and that the Design does not infringe any third party’s legal rights.
- You alone will be responsible for the payment of any tax that arises as a result of receiving any payment from M$CHIF Clothing, its subsidiaries, related companies, partners, or licensors.
- Pursuant to applicable U.S. law, payments under these Design Submission Terms and Conditions (or otherwise) will not be made to persons who reside in Cuba, Iran, Syria, North Korea, Sudan and Burma (Myanmar) or to select persons who are prohibited from receiving such payments.
- You agree to defend, indemnify and hold harmless M$CHIF Clothing, including M$CHIF Clothing’ sub?licensees (each an “Indemnified Party”) from and against any and all claims, damages, liabilities, costs and expenses (including without limitation reasonable attorneys’ fees and court costs) arising out of or relating to an Indemnified Party’s use of the Design (including reproducing, distributing, adapting, and displaying the Design) and/or a breach or alleged breach of the Design Submission Terms and Conditions by.
- The Design must not disparage any person; it must not be indecent, obscene, hateful, tortious, untruthful, inaccurate, defamatory, slanderous or libelous; it must not promote bigotry, racism, hatred or harm against any group or individual or promote discrimination based on race, gender, religion, nationality, disability, sexual orientation or age.
- You acknowledge that mschifclothing.com may decline to select or print the Design, exclude the Design from consideration, or take down the Design from mschifclothing.com for any reason, at any time, and in its sole discretion and that the decisions of mschifclothing.com are final and binding.
- M$CHIF Clothing may, in its discretion, change these Design Submission Terms and Conditions at any time and such changes shall be effective immediately and incorporated into this Agreement. It is your responsibility to review any changes to the Design Submission Terms and Conditions. No modification of this Agreement shall be binding unless confirmed in writing by M$CHIF Clothing.
By submitting your Design, you acknowledge that you have read and agree to these Design Submission Terms and Conditions. Your agreement with M$CHIF Clothing is governed by the laws of the State of California without regard to its conflict of law provisions. You agree to submit to the personal and exclusive jurisdiction of the courts located in Orange County, California, in connection with any dispute arising from this agreement