Work for hire contract

This is an Agreement between Artist and Client for sole rights to the Artists work.

This Agreement is entered into effective this date, APRIL 6 2018, between A.Clark (“ARTIST”) and D.Lieber (“CLIENT”). All references to the Client in this Agreement shall include Client’s parent companies, affiliates, and subsidiaries.

This Agreement covers the preparation of "Character Illustrations" and submission of ideas and materials therefore. Artist will receive a total fee of $645 upon satisfactory completion. Artist will receive fifty (50)% of the payment from Client upfront and fifty (50)% of the payment upon completion. Artist will deliver to Client on or before agreed date 1 JUNE 2018 the "Character Illustrations" in form and content satisfactory to Client.

Artist is an independent contractor. This work is considered work-for-hire under the United States Copyright Act of 1976. All concepts, ideas, copy, sketches, art- work, electronic files and other materials related to it will become the property of Client. Artist acknowledges that "Character Illustrations" is being created by Artist for use by Client.

At Client's sole and absolute discretion, Client may make any changes in, deletions from, or additions to "Character Illustrations". Client is not under any obligation to use "Character Illustrations" or derivative materials.

Artist acknowledges that "Character Illustrations" is being created by Artist for use by Client and that "Character Illustrations" is a work made for hire under the United States Copyright Act of 1976. At all stages of development, "Character Illustrations" shall be and remain the sole and exclusive property of Client. If for any reason the results and proceeds of Artist's services here under are determined at any time not to be a work made for hire, Artist hereby assigns to Client all right, title and interest therein, including all copyrights as well as renewals and extensions thereto.

Credit for the work shall read: credit to Andrew Clark, provided that a substantial portion of Artist's work is used in Client's final product. No inadvertent failure by Client to comply with the credit line shall constitute a breach of this Agreement.

Artist represents and warrants to Client that to the best of his/her knowledge the concepts, ideas, copy sketches, artwork, electronic files and other materials produced do not infringe on any copyright or personal or proprietorial rights of others, and that he/she has the unencumbered right to enter into this Agreement.

Artist will indemnify Client from any damage or loss, including attorney's fees, rising out of any breach of this warranty.

Artist grants Client the right to issue and authorize publicity concerning Artist and to use Artist's name and approved biographical data in connection with the distribution and advertising of the project.

Any proprietary information, trade secrets and working relationships between Artist and Client and its clients must be considered strictly confidential, and may not be disclosed to any third party, either directly or indirectly.

With reasonable cause, either party reserves the right to cancel this Agreement without obligation by giving 30 days written notice to the other party of the intent to terminate. In the event that either party shall be in default of its material obligations under this Agreement and shall fail to remedy such default within 60 days after receipt of written notice thereof, this Agreement shall terminate upon expiration of the 60 days period. Should Artist's commission be cancelled or postponed for any reason before the final stage, Client agrees to pay a cancellation fee based on work completed.

Please indicate acceptance of the terms set forth above by signing this Agreement.

APRIL 6 2018

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