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CURRICULUM LICENSING AGREEMENT
Licensing Agreement Between First Congregational United Church of Christ – River Falls, WI Inc. and Authorized User
This licensing agreement (the “Agreement”) is entered into as of the date the user who clicked “OK” or otherwise accepted the terms of this Agreement (the “Authorized User”) between First Congregational United Church of Christ – River Falls, WI Inc. (the “Church”) located at 110 North Third Street, River Falls, Wisconsin, and Authorized User.
WHEREAS, the Church owns all rights, titles and interests to certain pieces of artwork which the Authorized User wishes to access, consistent with the terms of this Agreement.
NOW, THEREFORE, in consideration of the covenants and agreements contained herein, the parties hereto agree as follows:
Definitions. For the purposes of this Agreement, the following terms shall have the meanings set forth in this section.
The “Agreement” means the entire content of this document, together with any accompanying appendices, duplicates, copies, exhibits, schedules, or attachments hereto.
The “Images” means any and all materials, artwork, sketches, visual designs, visual elements, graphic designs, illustrations, photography, writings, concepts, and any other creative content provided and/or developed by the Church for use by the Authorized Userint.
Scope. The Church hereby grants to the Authorized User a non-exclusive, non-transferable, royalty-free, worldwide license to use the Images provided by the Church for purposes of their own ministries within the confines of their own congregation. The Authorized User may not modify the Images, may not make derivative works of the same, may not sell the same or in any way use the same outside of the contents of the Authorized User’s own church. The Authorized User states and affirms that the Authorized User is a church of the Christian faith engaged in active ministry.
Nothing in this Agreement shall be construed (expressly or by implication) as granting or conveying to the Authorized User, or as otherwise creating, any licenses or other rights or interests in or to any Images owned or controlled by the Church other than the specific licenses to the Images that are expressly granted under this Agreement.
Rights. All Images and rights relating to them, including copyright and ownership rights in the media in which the Images are stored, remain the sole and exclusive property of the Church. This license provides the Authorized User with the limited right to reproduce, publicly display, and distribute the Images only for the agreed upon terms as set forth in this Agreement, as signed by both parties. Specifically:
- The Authorized User may download and print copies from the provided digital files.
- The Authorized User must not alter the digital files in any way.
- The Authorized User is not permitted to produce derivative works.
- Each individual page of the Images must be printed and used in its entirety.
- The Authorized User must not electronically scan the Images.
- The Authorized User may not sublicense or use the Images with any user or congregation outside of the Authorized User’s congregation.
- The student pages of the Images must be purchased as a set of thirty-six (36) pages plus two (2) introductory pages. They cannot be purchased individually.
- The Church is not responsible for providing printed copies of the digital files. When the Authorized User purchases the right to use the Images, the Authorized User receives access to the digital images only.
Images used for any purpose, not directly related, outside of these terms, must be with the express permission of the Church and may include the payment of additional fees. The Church shall have the right to grant further licenses to third parties with respect to such retained rights.
Relationship of the Parties. The parties agree that the Church is an independent contractor, and that neither the Church, nor the Church’s employees or contract personnel are, or shall be deemed to be, employees of the Authorized User. No agency, partnership, joint venture, or employee-employer relationship is intended or created by this Agreement. Neither party is authorized to act as agent or bind the other party except as expressly stated in this Agreement. The Church and the Images or any other deliverables prepared by the Church shall not be deemed a work for hire as defined under Copyright Law.
No Exclusivity. This Agreement does not create an exclusive relationship between the parties. The Authorized User is free to engage others to perform services of the same or similar nature to those provided by the Church. The Church shall be entitled to offer and provide services to others, solicit other Authorized Users, and otherwise advertise the services offered by the Church.
Transfer and Assignment. Authorized User may not assign or transfer this Agreement or any rights granted under it. No amendment or waiver of any terms is binding unless in writing and signed by the parties.
Indemnification. The Authorized User will indemnify, hold harmless, and defend the Church against all claims, liability, damages, costs, and expenses, including reasonable legal fees and expenses, arising out of the creation or any use of the Images or materials furnished by the Authorized User. It is the Authorized User’s responsibility to obtain the necessary model or property releases and ensure they are in full effect.
General Law/Arbitration. This Agreement sets forth the entire understanding of the parties, and supersedes all prior agreements between the parties. This Agreement shall be governed, interpreted, and enforced in accordance with the laws of the State of Wisconsin. Any claim or litigation arising out of this Agreement or its performance may be commenced only in courts physically located in Pierce County, Wisconsin, and the parties hereby consent to the personal jurisdiction of such courts. In the event of any litigation arising out of or relating to this Agreement, the prevailing party shall be entitled to recover its attorneys’ fees incurred in the litigation. If parties are unable to resolve the dispute, either party may request mediation and/or binding arbitration in a forum mutually agreed to by the parties.
Duration and Severability. If one or more of the provisions in the Agreement is found invalid, illegal, or unenforceable in any respect, the validity and enforceability of the remaining provisions shall not be affected. Any such provisions will be revised as required to make them enforceable.
The Authorized User and the Church both retain the right to sever this Agreement in its entirety with thirty (30) days written notice to the other party if (a) the Church has not been paid in accordance with this Agreement, (b) either party suffers a public controversy causing them to be seen in poor light, or (c) either party breaches the contract in any way.
This Agreement shall take effect immediately, and shall remain in full force and effect for the period of one (1) year, or until terminated pursuant to this Agreement. The License provided to the Authorized User shall expire one year from the date hereof. This Agreement may be amended only by written agreement duly executed by an authorized representative of each party.
Waiver. No action of either party, other than in writing agreed to by the parties, may be construed to waive any provision of this Agreement and a single or partial exercise by either party of any such action will not preclude further exercise of other rights or remedies in this Agreement.
Representations and Warranties. The Church represents and warrants that it is fully authorized and empowered to enter into this Agreement and that its performance of the obligations under this Agreement will not violate any agreement between the Church and any other person, firm, or organization or any law or governmental regulation.
The Church represents and warrants that the Images do not infringe on or violate the legal rights of any third party. The Church represents and warrants that the Church has complied with all applicable laws in the manufacture, and/or obtaining of, the Images.
IN WITNESS WHEREOF, the parties, intending to be legally bound, have each executed this agreement as of the Effective Date.
PICTURE THE BIBLE IMAGES ON CD COPYRIGHT LICENSE
Limited Copyright License Grant by First Congregational Church of Christ – River Falls, WI INC.
Upon payment of $150, a church (“Licensee”) shall receive the limited rights described herein from First Congregational United Church of Christ-River Falls, WI INC. a Wisconsin non-stock corporation (“Licensor”):
- The “Works” are certain images to be provided to Licensee on a CD or other mutually agreed-upon electronic format. Any images provided by Licensor to Licensee shall be deemed Works hereunder and subject to the terms of this Limited Copyright License Grant.
Licensee is granted a limited license to use the Works in only the two following manners:
- Screen projection within the physical confines of Licensee’s church or worship space during worship service.
- Reproduction in the bulletin which is handed out to persons in attendance at weekly worship service and which is specific to a given worship service, as shown by the fact that it contains the date of the worship service and a sequential listing of the components of the service to be followed on that date.
- No other use of the Works is permitted hereby without specific written approval from Licensor. Any other use of the Works shall be a violation of the copyright of Licensor and a violation of applicable copyright laws.
III. This License, and all rights to the Works given hereby to Licensee, shall expire 365 days from the date of payment by Licensee to Licensor. Upon such date, Licensee must discontinue all use of the Works.
IV. Licensor retains all copyright and moral rights to each image. Licensor also retains all rights not expressed in the agreement including advertising rights. Licensee may not transfer this license to other parties without written permission from Licensor. Licensee agrees that altering images is prohibited without first receiving written permission from Licensor.