WHEREAS, Contributor has produced a video, photo, piece of art, illustration or news articles (as further defined in Exhibit A, the “Content”) and wishes for BI to publish such individual piece of Content on the Websites (as defined below),
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
Contributor grants to BI, a non-exclusive, royalty free, worldwide, perpetual right to publish, display, syndicate, and distribute all or a portion of the Content on the BI owned and operated web site(s), subdomains, and applications as well as the web sites, subdomains and applications of its affiliates and international licensees (together the “Websites”). In connection with this license, Contributor grants BI the right to use Contributor’s name, likeness, general information, as well as the logo of Contributor’s web site, if applicable, in connection with the Content. Except for the rights granted to BI in this Agreement, Contributor retains all rights, including copyrights, in the Content.
Contributor represents and warrants that Contributor has the right to enter into this Agreement and grant these rights; that the Content are original; that they do not contain any defamatory statements, violate any right of privacy or publicity, or infringe upon any statutory or common law intellectual property right or otherwise violate the rights of any third party; and that all statements in the Content that are asserted as facts are true and based upon reasonable research for accuracy. Contributor agrees to cooperate in the defense of any legal action brought against BI from the publication of the Content. Contributor agrees to reveal to BI any actual or potential conflict of interest, including but not limited to any financial interest in any product, firm, or commercial venture relating to the subject of the Content, or linking from the Content. BI reserves the right to remove from the Websites any of the Content that in its sole discretion violate its publishing standards, available on the web at http://www.businessinsider.com/terms. BI may illustrate the Content and alter Contributor provided headlines and related information.
Neither Contributor nor BI may assign this Agreement, in whole or in part, without the prior written consent of the other party. Any attempt to assign this Agreement in violation of this Section shall be null and void. Notwithstanding the foregoing, this Agreement may be transferred, assigned and /or delegated without the prior written consent of Contributor by BI to a person or entity who acquires or has acquired all or substantially all of BI’s assets, stock or business by sale, merger or otherwise. The parties are independent contractors. This Agreement will not be construed to and does not create a relationship of agency, partnership, employment or joint venture or any other fiduciary relationship between the parties. Except as may be expressly permitted herein, neither party will issue a press release, announcement or engage in any advertising or other publicity relating to this Agreement or the business relationship established by this Agreement without the prior written approval of the other party. Should any provision of this Agreement be held to be void, invalid, unenforceable or illegal, it shall be severed from this Agreement and the remaining terms shall remain in full force and effect. Either party may terminate this Agreement at any time by providing written notice to other. Upon termination, BI shall stop publishing new Content, however all Content published on the Websites prior to termination may remain on the Websites. This Agreement is governed by the laws of the State of New York.