Artist Terms of Service
As of 5/20/2020
These Artist License Terms and Conditions constitute a legally binding agreement between FirePro, and you ("Author").
Digital Media Submission
Author may submit digital media files to FirePro, provided that the files presented are entirely in line with the Representations and Warranties defined below.
Representations and Warranties of Submitted Digital Media
• Author is the sole author of all submitted Digital Media and holds sole title and shall continue to hold sole title to the Digital Media and all Intellectual Property Rights related thereof. For purposes of these Terms and Conditions, “Intellectual Property Rights” shall mean all rights of authorship, all copyrights (including rights in applications or registrations), all rights of attribution and integrity and other moral rights, all rights of inventorship, all rights in patents and patent applications, all trademark rights (including rights in applications or registrations), all rights in trade secret and proprietary information, and all other intellectual property rights of any type.
• All information submitted by Author to FirePro, including but not limited to his/her country of residence, is true, complete and accurate.
• The Digital Media: i) do not infringe upon the Intellectual Property Rights of any third party; (ii) do not infringe on the privacy rights of any third party or any other legal right of any third party; and (iii) do not contain any false, misleading or libelous material.
• Author has not received notice of any suit, claim or demand that the Digital Media infringe the Intellectual Property Rights of any third party, infringe on the privacy rights of any third party or any other legal right of any third party, or contain any false, misleading or libelous material. In the event that Author receives any such notice in the future, he/she will promptly notify FirePro of such suit, claim or demand.
Rights Granted to FirePro Upon Digital Media Submission:
In the event that FirePro accepts Digital Media submitted by Author, Author grants FirePro PERMANENT worldwide rights to publish the Digital Media and to license the Digital Media to third parties. FirePro will be given the rights to distribute the digital media at a price set by FirePro, including limited free trials for third parties.
Due to the business model FirePro operates under, FirePro is unable to remove any Digital Media after it has been used by third parties unless the Digital Media is proven to violate the Representations and Warranties of submitted artwork defined above. Artist can reject payment for submitted digital media and have any association of themselves removed from the Digital Media when FirePro presents it to third parties.
Payment to Author
FirePro agrees to pay a royalty fee to Author based on the following method. Fifty percent (50%) of the monthly profit earned by FirePro from such Subscriber subtracted by monthly operating expenses will be allocated and distributed on a monthly basis to authors. The foregoing allocation shall be individually to Author distributed based on the downloads of the Digital Media submitted by Author within this month relative to the total number of downloads by Subscribers to other authors of Digital Media in total.
No payments shall be made on files delivered for review, as preview files, or files designated as free files by Author at the time of upload by Author or thereafter. All files must be approved by the FirePro and files must be downloaded by a current member of FirePro before payment is calculated.
Payment to the Author will be made by the fifteenth (15th) day of the following month via PayPal, and all payments will be made in US dollars. It is Author's responsibility to assign a payout system before a payout is processed.
If Author is a U.S. resident, Author must submit a properly completed and executed IRS Form W-9. If Author is not a US resident; i) Author must submit a properly completed and executed IRS Form W-8BEN; and ii) payments to Author may be subject to US withholding tax based on the country of residence of Author.
Limitation of Liability
FirePro is not liable for any loss suffered by the Author as a result of a buyer or any other person making use of Digital Media submitted by Author contrary to the terms of service in effect between FirePro and such person, if any.
Release of Liability
Author hereby releases FirePro from any liability or any other responsibility relating to any claims, demands or suits related to the Digital Media or the Author.
Author hereby agrees to defend, indemnify and hold harmless FirePro and its directors, officers, employees, agents, assigns, and successors-in-interest from and against any and all liability, damages, losses, claims, demands, actions, causes of action, costs (including attorneys’ fees and expenses) arising out of or relating to: (i) breach or alleged breach by Author of his/her representations, warranties or obligations hereunder; (ii) infringement or alleged infringement by the Digital Media of the Intellectual Property Rights or other rights of any third party; and (iii) arising out of or resulting from a reclassification or attempt to reclassify Author as an employee of FirePro.
Binding Nature of these Terms
These Terms and Conditions constitute a binding agreement between FirePro and Author, and shall bind the parties and their permitted heirs, executors, administrators, successors and assignees. These Terms and Conditions are personal to Author and may not be assigned or transferred by Author, whether by consent of Author or by operation of law. FirePro may assign these Terms and Conditions in its sole discretion, including but not limited to in connection with the sale or other transfer of all or substantially all of its assets or equity interests, whether by sale, merger or otherwise.
Governing Law; Jurisdiction
These Terms and Conditions shall be interpreted, enforced and governed by the laws of the State of Texas, USA, without regard to the choice of law rules of any country, state, province or other jurisdiction. The parties hereby expressly waive the applicability of the UN Convention for the International Sale of Goods.
In the event of a dispute relating to or regarding these Terms and Conditions or termination thereof, FirePro may, at its sole discretion, cause the dispute to be resolved by means of arbitration before a single arbitrator pursuant to arbitration in Texas, USA and pursuant to the Commercial Arbitration Rules of the American Arbitration Association. Should FirePro elect arbitration hereunder, the decision of the arbitrator shall be final and binding.
FirePro reserves the right to amend these Terms and Conditions from time to time and at any time at its sole discretion; such amendments such be effective upon the earlier of: i) FirePro providing notice to Author; and ii) the publication by FirePro of the amended Terms and Conditions on the FirePro web site.