ADG: Children's Story Writing Contest

Winner PUBLICATION CONTRACT Please hit the back button on your brower to go back to the page you last visited.

THIS AGREEMENT, dated ________________________, by and between _________________________________, (referred to herein as “Writer,” ”Artist,” “Author,” “Seller” or “Assignor”),and THE AMERICAN DREAM GROUP, INC.™, referred to herein as “Publisher,” “Purchaser,” “Buyer” or “Assignee”); for good and valuable consideration, receipt of which is hereby acknowledged, hereby grants to Publisher, its successors and assigns, SOLE PUBLICATION RIGHTS and certain allied and all other rights, as set forth herein, in the original literary and/or dramatic work (the "Material") described as follows:

Artist’s original Manuscript now entitled “___________________________” (which together with the title, ideas, plot, themes, contents, products, characters, translations, work, words, and other versions thereof, whether now existing or hereafter created, is referred to herein as the “Material,” or the “Manuscript,” or the “Work”).

The following also confirms the basic terms of the agreement between Artist and Publisher, with respect to the Material based upon Artist’s original Manuscript, described herein.

Manuscript:
The Author shall deliver to the Publisher on or before thirty (30) days from the date of this agreement, one electronic copy of the completed manuscript on computer disk, in IBM format, along with one additional hard copy, plus all related materials, such as maps or illustrations.

Copyright and Publication:
Publisher shall copyright the Material in the name of the Author in the United States and other countries as it may deem expedient. By entering the essay contest, entrants grant permission for the sponsors to publish all or part of the submitted essay on the publishers web site, and to use the entrant's name to publicize the winning entries and the names of all the final essays, all without royalty or other consideration.

Publishing and Rights Acquired:
For good and valuable consideration, otherwise recited herein, Artist hereby grants Publisher all rights, title, and interest in and to the Material in all media now or hereafter known throughout the world in perpetuity. Among other rights granted herein, the Author hereby grants and assigns to the Publisher, during the full term of the copyright of the work, and all renewals and extensions of copyright, the exclusive right to publish, sell and license the work or material in the English language and all other languages throughout the world. During the period(s), Publisher shall have the right to seek and enter into written agreement(s) with financially responsible companies engaged in the development, publication, distribution, syndication, and/or financing of novels, motion pictures, or other media in order to further develop, finance, produce, publish, and distribute the Material. During the same period(s), Publisher shall also have the exclusive right to print, photocopy and present copies of the material to others for such publication, sale, assignment or other purposes.

Publisher hereby acquires and Artist hereby irrevocably pre-assigns and assigns all right, title, and interest in and to the Material and the title thereof in all media now or hereafter known throughout the world in perpetuity including without limitation all literary rights (including without limitation, copyright, trademark and patent), Material rights, all motion picture and television rights (including, without limitation, live, free, pay, cable, long form, and series television rights) and all allied, ancillary, subsidiary and incidental rights, including, without limitation, prequel, sequel and remake rights, music publishing, scripts or screenplays, videocassette, videodisc, and laserdisc rights, CD-ROM, CD-1, interactive and multi-media rights and any and all on-line Internet rights, digital entertainment, animation, theme park, soundtrack recording, commercial tie-in and merchandising rights and promotional and advertising rights (including, without limitation, printed synopses and 10,000 word excerpt publication rights and the right to broadcast, over radio, television and all other media, advertisements with respect to publications Published hereunder).

The rights herein granted include the right to distribute, transmit, exhibit, broadcast and otherwise exploit all publications Published pursuant to this Agreement by means of any and all media and devices, whether now known or hereafter devised, in perpetuity and in any and all markets/territories whatsoever. Publisher may in its discretion make any and all changes in, additions to, and deletions from the Material and Artist waives any and all so-called moral rights, droit morale, or any similar rights, of authors. Nothing contained in this Agreement shall be construed as requiring Publisher to exercise or exploit any of the rights granted to or acquired by Publisher under this Agreement.

In addition to the foregoing, Publisher shall be the sole and exclusive Owner of the Material and all the results and proceeds of Artist’s services hereunder and all copyrights (and extensions and renewals thereof) in all the foregoing, and shall have the exclusive right in perpetuity to use, exploit, advertise, exhibit and otherwise turn to account any or all of the foregoing, in any and all media, whether now known or unknown, throughout the Universe, in all languages, as Publisher, in its sole and unfettered discretion shall determine. Publisher may change, edit, alter, add to, strike from or rearrange all or any part of the Material or any other material as Publisher sees fit.

Artist hereby irrevocably assigns, licenses and grants to Publisher, throughout the world, irrevocably, in perpetuity, Artist’s rights, if any, to authorize, prohibit and/or control the renting, lending, fixation, republication and/or other exploitation of the Material by any means and in any media now known or hereafter devised as may be conferred upon Artist under applicable laws, regulations, or directives, including, without limitation, any so-called “Rental and Lending Rights” pursuant to any European Economic Community (“EEC”) directives and/or enabling implementing legislation, laws or regulations enacted by the member nations of the EEC. Writer hereby acknowledges receipt of equitable remuneration with respect to said “Rental and Lending Rights” and hereby waives any benefit of any provision of law known as “droit moral” or any similar or analogous law, regulation, or decision in any country of the world.

In the event Artist pursuant to any applicable law or regulation retains any rights in and to Artist’s work product or the Material that cannot be assigned to Publisher, Artist hereby unconditionally and irrevocably waives the enforcement of all such rights, and all claims and causes of action of any kind with respect to any of the foregoing against Publisher, its distributors, licensees and assigns, whether now known or hereafter to become known and agrees, at the request and expense of Publisher and its successors, licensees and assigns, to consent to and join in any action to enforce such rights and to procure a waiver of such rights from the holders of such rights, if any, including without limitation, Artist, his successors, representatives, heirs, and assigns.

In the event, that Artist retains any rights in and to Artist’s work product and the Material that cannot be assigned to Publisher and cannot be waived, Artist hereby grants to Publisher and its successors, licensees and assigns, an exclusive, perpetual, worldwide, royalty-free license to republish, distribute, modify, change, publicly perform, and publicly display, with the right to sublicense and assign such rights in and to said work product and Material including, without limitation the right to use in any way whatsoever said work product and Material.

Author Compensation:
The Publisher shall pay the Artist the following: 1) $250 upon execution of this Agreement; 2) For books self-published by The American Dream Group - A) Zero percent (0%) of the first $5,000 of royalty income paid to The American Dream Group, Inc™ and B) Fifty percent (50%) of any royalty income paid to The American Dream Group, Inc™. above the first $5,000; 3) For books picked up and published by an independent publisher - A) 100% of the first $5000 of royalty income paid to The American Dream Group, Inc™ and B) Fifty percent (50%) of any royalty income paid to the American Dream Group, Inc™ above the first $5000.

Special Sales:
The Publisher shall have the exclusive right, at the Publisher’s option, either to license rights of publication or sell copies of the Material to a book club. The Author grants to Publisher the exclusive right to license subsidiary rights in the Work. If rights are so licensed, the Publisher agrees to pay to the Author fifty percent (50%) of the Publisher’s net receipts after deduction of the costs of any necessary manufacture, development, production, freight or other expenses. For regular edition copies sold to a book club, the Publisher agrees to pay the Author fifty percent (50%) of the royalty paid by the third party publisher to The American Dream Group, Inc.™

Author’s Copies:
The Publisher agrees to furnish the Artist with a total of 2 copies of the published story at no cost. The Author may purchase further copies of the Work at the same wholesale price provided to The American Dream Group™. The Author is permitted to buy books from the Publisher for the purpose of selling them for a profit, in effect, acting as a distributor or direct sales agent, but only under the condition that these sales as distributor or agent must be approved in writing by the Publisher. However, under no conditions may these sales impede sales by the Publisher or constitute direct competition.

Non-Competition Clause:
The Author agrees that during the continuation of this Agreement, he will not write, publish, print or cause to be written, printed or published, any altered version of the Work, or in any way become interested in such version or in any book that is competitive or might otherwise interfere with or reduce the sales of the Material covered by this Agreement.

Pre-Publication Development and Writing Services:
Artist agrees to cooperate and assist Publisher in the development and/or publication of the Material by performing, at the option of the Publisher, the additional writing services requested without charge to Publisher.

Artist agrees to render all writing services required by Publisher hereunder and customarily rendered by writers, as, when and where reasonably required by Publisher. Artist shall, to the best of his ability, incorporate into the Material all of Publisher’s reasonable instructions, requirements and suggestions. In this regard, Artist agrees that Artist will be available to and shall commence all writing services required hereunder not later than two (2) weeks after Publisher furnishes Artist with its instructions, requirements, and suggestions, and orders the relevant writing services.

If Artist is not available to perform said services in accordance with the terms hereof, Publisher shall have no further obligation to engage Artist and may cancel this agreement with notice to Artist and without compensation to Artist of any kind.

Control:
Publisher shall have complete control of the publication of the Material including, but not limited to, all artistic controls, the right to cut, edit, add to, subtract from, arrange, rearrange and revise the Material and any revisions thereto, and also including, but not limited to, complete control over the title, artwork, cover or other designs, or words therein.

Guarantee To Publish:
Publisher agrees to publish the Work within 12 months of acceptance of a complete and satisfactory final manuscript, as determined by the Publisher. If the manuscript is not complete and satisfactory or no mutual definition of “complete and satisfactory” can be reached between Author and Publisher, this Agreement shall be terminated.

Reversion of Rights:
In the event that there is no edition of the Work in print and no contract or license for the publication of any reprint or for the use of the Work in any manner, 12 months following the execution of this Agreement, then the Author may demand in writing at any time the reassignment to himself of all rights granted under this agreement. In such event, the Publisher shall have six months during which it may make arrangements for publication, printing, or other use of the Work, or it may submit other evidence of anticipated earnings from the Work, and upon satisfactory evidence of such, this Agreement shall continue. If however, at the end of six months, the Publisher shall not have made any such arrangement or submitted such evidence, all rights hereby granted to the Publisher shall revert to the Author.

Name and Likeness:
Publisher shall have the right to use and authorize others to use the name, approved photograph, voice, approved likeness and approved biography of Artist, and any results and proceeds of his services hereunder, to advertise and publicize the Material or derivative works in commercial tie-ups, and in all other forms and media of advertising and publicity, including merchandising, publications, records and commercial advertising and publicity tie-ups derived from or relating to the Material provided such use is not a commercial endorsement by Artist. In connection with the foregoing rights, Artist shall promptly, upon request, furnish Publisher with pre-approved stills, likeness, if available, and a pre-approved biography for such use.

Additional Documents:
Artist agrees to execute such additional documents consistent herewith as Publisher shall require in order to effectuate the terms and conditions of this Agreement including, without limitation, the short form Assignment of Rights attached hereto as Exhibit “1”, and the Certificate of Authorship attached hereto as Exhibit “2”.

Warranties, Representations and Indemnities:
All warranties, representations and indemnities survive the termination or expiration of this Agreement. Artist represents and warrants that Artist is the sole owner of all rights, title and interest in and to the Material; that no part of the Material is in the public domain and all of the Material enjoys or will enjoy either statutory or (to the extent it may exist) common law protection in the United States; that all literary material of any kind written, authored prepared, composed or submitted by Artist hereunder shall be wholly original with him; Artist has not heretofore and will not during the term of this Agreement sell, assign or otherwise convey any rights in and to the Material; that to the best of Artist’s knowledge, nothing contained in the Material or the revisions thereto libels, slanders, defames, violates any copyright, common law or other right, or otherwise infringes upon any right of any third party; that the Material has not been previously published: that all statements of fact in the Work are true and based upon deliberative research and all instruction and advice in the work is harmless and not negligent or defective; that Artist has the right to enter into this Agreement render the required services hereunder and grant the rights granted to Publisher hereunder; and that there are no liens, claims or encumbrances which in any way limit, derogate from, interfere with, or restrict the full and complete exercise of the rights granted to Publisher hereunder.

Artist hereby agrees to indemnify Publisher from and against any and all claims, liabilities, penalties, costs, and expenses (including reasonable outside attorneys’ fees) arising out of or in connection with any and all breaches of Artist’s representations, warranties and undertakings hereunder. Publisher hereby reciprocally indemnifies Artist from claims arising from material added to the Material by Publisher or at Publisher’s request. Artist agrees that Publisher shall have the sole right to control the legal defense against any claims, demands, or litigation, including the right to select counsel of its choice (it being understood that Artist may have the right to separate counsel at Artist’s sole expense) and in any event Publisher shall have the final and controlling authority to compromise or settle any such claims, demands, or litigation.

Notices:
All notices (including, without limitation all copies of notices of delivery of Artist’s work product hereunder) hereunder shall be in writing and shall be sent by personal delivery, certified mail, express mail, or telegram. If a notice is intended for Publisher it shall be addressed to Publisher, THE AMERICAN DREAM GROUP, INC.™, Ms. Sharon Pivirotto, P.O. Box 1137, Moon Township, PA 15108; Publisher’s Telephone: (412) 604-0421 or to such other address which Publisher shall later designate in writing; and if intended for Artist it shall be sent to: ___________________________________________________, ______________________________________________________________________________.

The specific individual designated by Publisher to order and receive all writing services of Artist hereunder is Ms. Jean Webster, or such other individual whom Publisher shall later designate in writing, at the address noted for Publisher above.

Publisher is hereby irrevocably authorized, to deduct, withhold and pay any taxes, contributions, withholdings, or other deductions required by law from the sums due Artist hereunder; though this shall not be construed as requiring Publisher to do so.

No Right to Contract:
Artist acknowledges and agrees that he has no right or authority to and will not employ any person to serve in any capacity, nor contract for the purchase or rental of any article or material, nor make any commitment or agreement whereby Publisher shall be required to pay any monies or other consideration or which shall otherwise obligate Publisher, without Publisher’s express prior written consent.

Assignment:
Publisher may transfer and assign this Agreement or all or any of its rights hereunder to any person, firm or corporation. This Agreement shall inure to the benefit of Publisher’s successors, licensees and assigns.

Artist shall not assign or transfer this Agreement, or any of his rights or obligations hereunder, it being understood that the obligations and duties of Artist are personal to Artist, and any purported assignment shall be void. Artist shall nevertheless have the right one (1) time only to assign his right to receive money hereunder to one (1) person or entity.

Limitation of Remedy:
All rights assigned, transferred, conveyed, or licensed by this Agreement shall be irrevocable under all or any circumstances and shall not be subject to reversion, rescission, termination or injunction. Artist agrees that Artist shall not have the right to enjoin the exhibition, distribution or exploitation of any Material Published hereunder or to enjoin, rescind or terminate any rights granted, transferred, conveyed, or licensed to Publisher hereunder. Artist further agrees that Artist’s sole remedy in the event of any default by Publisher hereunder shall be an action at law for damages. At all times, the Publisher shall have all rights and remedies which it has at law or in equity, pursuant hereto or otherwise.

Contingencies:
Artist’s engagement, payment of Artist’s compensation and the running of any periods herein provided for will be suspended, upon written notice, during all periods that (a) Artist is in material breach or material default hereof; (b) Artist is prevented from performing Artist’s obligations hereunder by reason of Artist’s illness, accident or mental, physical or legal or other disability or death; or (c) the development, publication, distribution or other exploitation of the Material is prevented, materially interrupted or materially delayed or Publisher’s business operation becomes commercially impracticable because of a forced major event (as such term is customarily defined, including without limitation any labor dispute, strike or lockout) or because of other causes beyond Publisher’s control. Any such suspension shall continue until its cause ceases to exist, the resumption of Artist’s services, and Artist has reported to Publisher ready, willing and able to perform Artist’s services, provided that Publisher will have the right to lift any suspension, other than a suspension for a matter referred in (b) above, at any time.

If any matter referred to in (a) above occurs or any matter referred to in (b) above exists for nineteen (19) consecutive days or thirty (30) days in the aggregate, or if any matter referred in (c) above exists for three (3) weeks or more, Publisher may terminate Artists’ engagement hereunder without any further obligation, financial or otherwise, to Artist, provided that no such termination for an event set forth in (b) or (c) above shall relieve Publisher of its obligation to pay Artist any previously accrued compensation hereunder, and provided further that Publisher shall not terminate Artist’s engagement for breach or default unless Publisher has first given Artist notice of such breach or default and Artist failed to cure the same within forty-eight (48) hours after receipt of such notice. The foregoing shall not be deemed to limit Publisher’s rights at law or in equity.

Time of the Essence:
Time of Delivery, of all materials or other items required of Writer, under this contract is of the Essence.

Unenforceability:
If any term or provision contained in this Agreement shall be held by any court of competent jurisdiction to be unenforceable, illegal, void or contrary to public policy, such term or provision shall be of no force or effect (but only to the minimum extent necessary to eliminate such unenforceability, illegality or violation), and this Agreement shall nevertheless be binding and effective as to the other terms and provisions hereof, it being the intention and declaration of the parties that had they, or either of them known of such infirmity, they would have entered into a contract, each with the other, containing all of the other terms and provisions hereof. Nothing herein shall require the commission of any act or the payment of any compensation which is contrary to an express provision of law or contrary to the policy of express law.

Prior Agreement; Entire Agreement; General Provisions:
This Agreement embodies the entire understanding of the parties hereto, supersedes any prior agreement respecting the Material, and may not be amended or modified, nor may any provisions thereof be waived, except by a writing signed by the party to be charged therewith. No payment by Publisher shall constitute a waiver of any term or condition of this Agreement. The captions in this Agreement are only for convenience and should not have any substantive effect. This Agreement shall not constitute any relationship of partnership, joint venture, or agency between the parties.

Pennsylvania or other Law; Formal Agreements; Publisher’s Right of Election:
This Agreement shall be construed, interpreted and governed by the courts and laws of the State of Pennsylvania, applicable to agreements wholly performed within said state. It is contemplated that if a distributor or financier may require a more formal agreement to be entered into by the parties hereto covering the subject matter hereof, such agreement shall be entered into, which agreement shall contain such standard terms as are customary for agreements of this type, subject to good faith negotiations not inconsistent with the terms specified herein. However, unless and until such more formal agreement is executed, this Agreement shall constitute a binding contract between the parties hereto and their respective heirs, successors and assigns. In the event of need or decision to make other agreements or arrangements; Publisher, in its sole discretion, may also give written notice to Artist of its election to apply the laws of any other state to this agreement, as though this agreement were wholly performed within said state.

Captions:
The captions used in connection with the clauses and subclauses of this Agreement are inserted only for the purpose of reference. Such captions shall not be deemed to govern, limit, modify, or in any manner affect the scope, meaning or intent of the provisions of this Agreement or any part thereof; nor shall such captions otherwise be given any legal effect.

Wherefore, the parties have shown their understanding and agreement with the foregoing by executing this Contract and Agreement in the space provided below, as of the date above first written: