In the Agreement, the party who is granting the right to use the licensed property will be referred to as "Artist," and the party who is receiving the right to use the licensed property will be referred to as "Nasteeshirts."

 

The parties agree as follows:

 

1. GRANT OF LICENSE
   • Artist owns graphic design, including any artwork or other materials submitted (the "Authored Work"). In accordance with this Agreement, Artist agrees to grant Nasteeshirts a non-exclusive, royalty-free (other than the commission per sale set forth), perpetual, worldwide, and transferable license authorizing Nasteeshirts to use, reproduce, modify, adapt, distribute, display (in whole or part), advertise, publish, translate, promote, import, create other derivative works from, and incorporate the design into other products or works in any form, media, or technology known now or that may be later developed, whether for commercial, marketing purposes or otherwise and the right to distribute in connection with Artist’s name and any other personal information provided to Nasteeshirts.
   • Under the terms of the foregoing license, Nasteeshirts may, at its sole discretion, display the Design on Nasteeshirts’s website or other associated social media forum(s), third-party marketplace(s) and in advertising and promotional materials related thereto, to print, have printed, sell, ship, have shipped, or distribute to customers, t-shirts and or other products using or bearing Artist’s Design. Artist further acknowledges that customers or any other third-party users of Nasteeshirts’s website or other associated social media forum(s), may publicly comment on and or criticize Artist’s Design. Artist acknowledges that Nasteeshirts is not obligated in any way to utilize Artist’s Design under this license. Nasteeshirts may display and sell t-shirts bearing Artist’s Design on Nasteeshirts’s website and remove or disable access to Artist’s Design on Nasteeshirts’s website at any time at Nasteeshirts’s discretion, unless otherwise provided in this Agreement.

 

2. PAYMENT OF COMMISSION
   • Nasteeshirts will pay to Artist a commission which shall be calculated based upon the price of each product bearing Artist’s Design, that is paid by the customer and is shipped following an order being placed on Nasteeshirts’s website, any affiliated website, or third-party marketplace(s). The commission amount will be based upon the price of the product bearing Artist’s Design, see attached Commission Schedule.
   • The commission shall be paid on qualifying shipments of products using or bearing Artist’s Design and are to be paid monthly to Artist. At the end of each month, Nasteeshirts will determine the number of qualifying product shipments. The commissions on such qualifying shipments will be paid to Artist within thirty (30) days of the end of that month. Nasteeshirts will pay Artist via PayPal, or another method that Nasteeshirts selects.
   • Artist agrees that Nasteeshirts is not required to pay commissions to Artist for any product that a customer does not pay for or that is returned. Artist agrees that the payment amounts described in this Agreement will be full and complete payment for the rights that Artist grants to Nasteeshirts in this Agreement, and that Artist is not entitled to receive any other amounts that Nasteeshirts may receive as payment from Nasteeshirts’s customers. Artist also agrees that Nasteeshirts may use Artist’s Design on Nasteeshirts’s website or other associated social media forum(s) or for other promotional purposes and Artist agrees that such uses are royalty free. Artist agrees that Nasteeshirts will not owe Artist any commissions, license fees, or other amounts for such uses. Artist agrees to be solely responsible for taxes of any kind or nature that Artist may be responsible for due to payment of the commissions to Artist.

 

3. ARTIST’S PERSONAL INFORMATION
   • Nasteeshirts may request personal information about Artist, such as name and place of birth, to be displayed alongside any products bearing Artist’s Design. Artist may refuse to provide any additional information that Nasteeshirts may request, other than any information Nasteeshirts may require in order to carry out the payment of any commissions that may be owed to Artist under this Agreement, which will be kept confidential. If Nasteeshirts so requests, Artist agrees to provide personal information that is accurate, current, and complete. Nasteeshirts will only use Artist’s personal information in compliance with its Privacy Policy.

 

4. ARTWORK REPRESENTATION AND WARRANTY
   • Artist represents and warrants that Artist is the sole author of the Design and that the Design is entirely Artist’s own original work and that Artist’s Design is distinct and different from other works.
   • Artist represents and warrants that Artist is either of the age of legal majority in Artist’s state, territory, province, country, or jurisdiction of residence or is an emancipated minor.
   • Artist represents and warrants that the Design 1) is not prohibited by any applicable laws; 2) is not owned, in whole or in part, by any other person or entity; 3) does not defame, violate, or infringe upon the rights of any other, including any rights of publicity, trademark, personality, copyright, trade secrets, patent, privacy, or any other intellectual property rights; and 4) is not obscene, pornographic, offensive, or objectionable. Artist also represents and warrants that Artist has the right to grant to Nasteeshirts the rights identified in this Agreement, and that such rights do not conflict with the rights of any other person or entity and or Artist’s obligations to them.
   • Artist represents and warrants that, in the event that Artist’s Design refers to the intellectual property rights of another, that Artist’s Design is a new, original, and/or transformative work that parodies, satirizes, and or provides social commentary on such intellectual property rights and that Artist’s Design makes only fair use of such intellectual property rights. Artist agrees to provide an explanation of any instances of parody, commentary, criticism, and or satire in Artist’s Design if requested by Nasteeshirts, that may or may not be made accessible to the general public.
   • Artist agrees to notify Nasteeshirts within one (1) business day if, after submitting a Design, Artist becomes aware that the Design defames, violates, or infringes upon the rights of any other, including any rights of publicity, trademark, personality, copyright, trade secrets, patent, privacy, or any other intellectual property rights. Artist agrees to submit to Nasteeshirts within one (1) business day, all information which Artist is currently aware of, suggesting that the Design defames, violates, or infringes upon the rights of any other, including any rights of publicity, trademark, personality, copyright, trade secrets, patent, privacy, or any other intellectual property rights. Artist also specifically agrees to notify Nasteeshirts when Artist submits a Design of any allegations of which Artist may be currently aware of at that time that the Design infringes upon the intellectual property rights of another. Artist agrees to notify Nasteeshirts within one (1) business day if, after submitting the Design to Nasteeshirts, Artist then licenses rights in the Design to another such that the rights identified in this Agreement conflict with the rights of another or Artist’s obligations to them.
   • Nasteeshirts reserves the right, in its sole discretion, to at any time return, take down, remove, or disable access to Artist’s Design on Nasteeshirts’s website in the event Nasteeshirts becomes aware that the Design does, is suggested to, or is alleged to defame, violate, or infringe upon the rights of any other, including any rights of publicity, trademark, personality, copyright, trade secrets, patent, privacy, or any other intellectual property rights of another.

 

5. INDEMNITY
   • Artist agrees to indemnify, defend, and hold harmless Nasteeshirts and its employees, representatives, and agents, from all expenses, damages, costs, and liabilities, including reasonable attorneys’ fees and litigation expenses, arising from, or related to any claims, demands or proceedings initiated by any third party due to or arising out of Artist’s acts or omissions, including claims arising out of your breach of a warranty that Artist makes in this Agreement. Artist specifically agrees to defend, hold harmless and indemnify Nasteeshirts from any claims, damages, losses, or liabilities (including payment of reasonable attorneys’ fees, costs, and litigation expenses) arising from any claims that the Design has violated the intellectual property rights of others.
   • Artist agrees to indemnify Nasteeshirts for any other liabilities associated with later acts by Artist or Artist’s representatives in connection with the Design, including any attempt to disaffirm this Agreement at any point in the future. Artist agrees that Artist and all of Artist’s legal guardians and representatives will be bound by all provisions contained in this Agreement.
   • Artist also understands and agrees that Nasteeshirts cannot control the use that Nasteeshirts’s customers make of Nasteeshirts’s products, Nasteeshirts’s website or other associated social media forum(s). If a Nasteeshirts customer or a third-party user of Nasteeshirts’s website or other associated social media forum(s) violates Nasteeshirts’s rights or Artist’s rights, or claims are brought against Artist due to the conduct of a customer or third-party user of Nasteeshirts’s website or other associated social media forum(s), Artist agrees to look solely to the customer or third-party user for damages or indemnity arising from or related to such uses or claims. Artist agrees that Nasteeshirts has no obligation to monitor the use of or content of any products, artwork, or other items made available or otherwise displayed on Nasteeshirts’s website or other associated social media forum(s), and that Nasteeshirts will have no liability to Artist for Nasteeshirts’s failure to do so.

 

6. LIABILITY LIMITATION
   • ARTIST AGREES THAT, IN THE EVENT OF ANY DISPUTE REGARDING ARTIST’S DESIGNS, ARTWORK OR OTHER MATERIALS THAT ARTIST PROVIDES TO NASTEESHIRTS, ANY NASTEESHIRTS LIABILITY SHALL BE LIMITED TO UNPAID COMMISSIONS, IF ANY, THAT ARE OWED TO ARTIST PURSUANT TO THE TERMS OF THIS AGREEMENT. ARTIST AGREES THAT ARTIST WILL NOT BE ENTITLED TO TERMINATE OR RESCIND THIS AGREEMENT, OR TO SEEK EQUITABLE OR INJUNCTIVE RELIEF, OR TO ENJOIN, RESTRAIN OR OTHERWISE INTERFERE WITH THE EXERCISE OF THE LICENSES GRANTED IN THIS AGREEMENT. ARTIST HEREBY WAIVES ANY RIGHTS OR CLAIMS TO ATTORNEYS’ AND LEGAL FEES, OR TO INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER FORESEEABLE OR NOT AND WHETHER BASED ON NEGLIGENCE OR OTHERWISE.
   • Artist acknowledges that Nasteeshirts shall not be responsible if an order of a product using or bearing Artist’s Design cannot be implemented or if a commission cannot be paid due to acts of God, acts of war, strikes, governmental action, natural disasters, weather, acts of terrorism, discovery of a virus, computer problem, unauthorized intervention, human error or other error corrupting the administration or security of customers’ orders, or infringement or alleged infringement by Artist’s Design of the intellectual property rights of another. Artist acknowledges that Nasteeshirts makes no representation or guarantee, expressed or implied, in fact or in law, with respect to any order or commission and specifically disclaims all such warranties, including, without limitation, any warranty of merchantability or fitness for a particular purpose. Artist agrees that any and all disputes, claims, and causes of action arising out of or in connection with Artist’s Design shall be resolved individually, without resorting to any form of class action.

 

7. NASTEESHIRTS’S TRADEMARKS AND COPYRIGHTS
   • Artist agrees that the NASTEESHIRTS trademark and related marks used on the Nasteeshirts web site and on Nasteeshirts’s products are trademarks of Nasteeshirts and are solely owned by Nasteeshirts. Except for designs and artwork provided by Artist, as between Artist and Nasteeshirts, all media, artwork, software, text, images, graphics, user interfaces, music, videos, photographs, trademarks, logos, artwork and other content on the Nasteeshirts site, including but not limited to the design, selection, arrangement, and coordination of such Content on the site is owned or licensed by Nasteeshirts, and is protected by copyright, trade dress, and trademark laws, and various other intellectual property rights laws.
   • Artist may use the NASTEESHIRTS mark and/or the logo to advertise sales of t-shirts using or bearing Artist’s Design as part of a promotion or other limited-time promotion on Nasteeshirts.com, provided that such use complies with Nasteeshirts’s logo usage guidelines, which are hereby expressly incorporated herein, and further provided that such use must immediately cease upon Nasteeshirts’s written request.
   • Except as expressly provided in this Agreement, no part of the site and no Content may be reproduced, recorded, retransmitted, sold, rented, broadcast, distributed, published, uploaded, posted, publicly displayed, altered to make new works, performed, digitized, compiled, translated, or transmitted in any way to any other computer, website or other medium or for any commercial or other purpose, without Nasteeshirts’s prior express written consent. Except as expressly provided herein, Artist is not granted any rights or license to patents, copyrights, trade secrets, trade dress, rights of publicity or trademarks with respect to any of the Content, and Nasteeshirts reserves all rights not expressly granted in this Agreement.

 

8. GENERAL TERMS AND GOVERNING LAW
   • This Agreement shall be governed by and construed in accordance with the laws of the State of Texas. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in Dallas County, Dallas, Texas. The parties hereby agree that any legal actions or proceedings arising out of or relating to this Agreement shall be brought exclusively in the state and federal courts located in Dallas County, Dallas, Texas. The parties hereby waive any right to a jury trial and any objections to the exercise of jurisdiction over the parties by such courts.
   • The parties will attempt to resolve any dispute arising out of or relating to this Agreement through friendly negotiations amongst the parties. If the matter is not resolved by negotiation within 30 days, the parties will resolve the dispute using the below Alternative (ADR) procedure. Any controversies or disputes arising out of or relating to this Agreement will be resolved by binding arbitration under the rules of the American Arbitration Association. The arbitrator's award will be final, and judgment may be entered upon it by any court having proper jurisdiction.
   • If a party engages the services of an attorney or other third party or in any way initiates legal action to enforce its rights or remedies under this Agreement or to interpret any provision of this Agreement, the prevailing party shall be entitled to recover all reasonable costs and expenses, including reasonable attorney’s fees.
   • By signing this agreement and submitting artwork, you acknowledge that you have read and accept this Agreement in its entirety. If you are accepting on behalf of your employer or another entity, you represent and warrant that you have full legal authority to bind your employer or such entity to this Agreement. If you do not have the legal authority to bind, or do not wish to be bound by these terms and conditions, please do not sign this agreement and/or submit artwork.

 

9. TRANSFER OF RIGHTS
   • Artist agrees to notify Nasteeshirts within one (1) business day if Artist sells, assigns, or otherwise transfers the Design, in whole or in part, to another. The parties’ obligations to each other under this Agreement will continue in full force following such transfer.
   • Artist agrees that Nasteeshirts may, at any time without notice to Artist, assign, sell, or otherwise transfer all Nasteeshirts’s rights under this Agreement to any person or entity that Nasteeshirts chooses, including any person or entity that acquires Nasteeshirts’s business or any portion of it. The parties’ obligations to each other under this Agreement will continue in full force following such transfer.

 

10. TERMINATION
    • This Agreement may be terminated by either party by providing 30 days' written notice to the other party.

 

11. ENTIRE AGREEMENT
    • This Agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties.

 

12. AMENDMENT
    • This Agreement may be modified or amended, if the amendment is made in writing and is signed by both parties.

 

13. SEVERABILITY
    • If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid or enforceable, then such provision shall be deemed to be written, construed, and enforced as so

 

14. WAIVER OF CONTRACTUAL RIGHT
    • The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.

 

Commission Schedule

PRICE PAID	COMMISSION PAYOUT
$0.00 - $10.99	$0.50
$11.00 - $20.99	$1.50
$21.00 - $40.99	$2.00
$41.00 - $60.99	$2.75
$61.00 - $80.99	$3.75
$81.00 and up	$4.50