THIS AGREEMENT (the “Agreement”) is made as of agreement date[the date the Model submit], by and between MODU TRADING, INC., having an address at 138 Kansas Street, Hackensack, New Jersey 07601 (the “Company”), and model name, having an address(the"Model"; the name and address the Model typed in below).
Whereas, the Company is in the business of supplying variety hair products; and
Whereas, the Company has launched a line of products under the brand name “Selfie Star; and
Whereas, the Company is looking for models whose pictures will be used to promote Selfie Star products and all other products designed by the Company;
Whereas, the Model has applied to be a model for the Selfie Star products on the terms and conditions provided in the Company’s website at www.iselfiestar.com (the “Website”).
Now, Therefore, in consideration of the mutual covenants, terms and conditions contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged it is hereby agreed by and between the parties as follows:
2. Model acknowledges and agrees that all samples, photos, materials provided to the Model contain intellectual and proprietary rights of the Company and shall not use, reproduce or disseminate them in violation of the Company’s rights and without the prior written consent of the Company.
3. Model acknowledges and agrees that the only compensation to the Model if he/she has been selected by the Company shall be in the form of the prizes referenced in the Selection Process on the Company’s Website and the Model shall not be entitled to any other compensation whatsoever including without limitation any claim for royalty. Once selected by the Company, the Model agrees to follow the guidelines and specifications established by the Company as outlined in the Selection Process section of the Company’s Website. Model further agrees and acknowledges that he/she shall not be deemed an employee of the MODU TRADING, INC.
4. Unless otherwise provided herein, it is expressly understood and agreed that any photographs proofs, final or sample prints, or digital media, thereof submitted by the Model to the Company and any and all rights thereto (hereinafter referred to as “Images”) shall become the property of the Company and may be used by the Company for promotional, advertising, display or any other purposes and on any of the Company’s products in the Company’s sole discretion. Model shall not transfer, license, sell, lease, or otherwise confer either permanently or temporarily any reproduction rights to any Images to any third party.
5. RELEASE. In consideration of the terms and conditions contained herein, the Model hereby gives to the Company, their legal representatives, successors or assigns the unrestricted right and permission to copyright and use, re-use, publish, and republish the Images intact or in part, composite or distorted in character or form, without restriction as to changes or transformations, or reproduction hereof in color or otherwise, made through any and all media now or hereafter known for illustration, art, promotion, advertising, trade, or any other purpose whatsoever. Model also permits the use of any printed material in connection therewith. Model hereby relinquishes any right that he/she may have to examine or approve the completed product or products or the advertising copy or printed matter that may be used in conjunction therewith or the use to which it may be applied. Model hereby releases, discharges and agrees to save harmless the Company, their legal representatives, successors or assigns, and all persons functioning under their permission or authority, from any liability by use of the Images as provided herein, as well as any publication thereof, including without limitation any claims for libel, invasion of privacy, right of publicity or unauthorized commercial use of the Images.
6. Model represents and warrants to the Company that the Model is not affiliated with any modeling agency and neither the execution nor delivery of this Agreement nor the transactions contemplated herein, nor compliance with the terms and conditions of this Agreement will:
(1) contravene any provision of law or any statute, decree, rule of regulation binding upon the contravene any judgment, decree, franchise, or order applicable to the Model; or
(2) conflict with or result in any breach of any terms, covenants, conditions or provisions of, or constitute a default (with or without the giving of notice or passage of time or both) under any agreement or other instrument to which the Model is a party of.
7. Model hereby affirms that he/she is over the age of 18 years old and has the right to contract in his/her own name. This Agreement shall bind and inure to the benefit of the Parties and their respective Affiliates, successors and assigns.
8. This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof and supersede any prior or contemporaneous agreements (whether written or oral) between the parties with respect to the subject matter contained herein. This Agreement may be amended or modified only by a writing signed by each party hereto. Should any provision(s) of this Agreement be held to be void or not enforceable, such provision(s) shall be deemed omitted and this Agreement with such provision(s) omitted shall remain in full force and effect.
9. This Agreement shall be governed and construed in accordance with the laws of the State of New Jersey, without reference to any choice of law principles.
10. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and will be deemed fully executed when both parties have affixed authorized signatures, whether or not on a single page. Signatures received via facsimile or e-mail shall be as legally binding for all purposes as an original signature.
11. The prevailing party in any dispute concerning this Agreement shall be entitled to recover reasonable attorneys' fees incurred as a result of defending or prosecuting the claim, as the case may be.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed as of the date set forth above by and through their duly authorized agents.