Welcome to our site. We maintain this Web site as a service to our customers. By using our site, you are agreeing to comply with and be bound by the following terms and conditions. Please review the following terms carefully. If you do not agree to these terms, you should not review information or obtain goods or products from this site.
As a designer for The Authorities Inc. (The Authorities) you may upload designs or other images (Designs) for the purposes of having such Designs considered to be printed and sold on articles of clothing and accessories. The following Submission Terms and Conditions (Designer Terms) govern all Design submissions. By submitting a Design to The Authorities, you agree to be bound by all of the terms and conditions of these Designer Terms.
The Authorities reserves the right, at its sole discretion, to modify or replace any of these Designer Terms at any time (including, without limitation, with respect to payment). Changes will be posted on The Authorities’ website (the Site). It is your responsibility to check the Designer Terms periodically for changes. Your Design will be subject to the Designer Terms in effect at the time your Design is submitted to the Site.
You represent and warrant that all Designs submitted by you to the Site shall be your original work or you have the permission of the owner to assign all rights to the Design. In addition, you represent and warrant that (i) you are over the age of 18 and (ii) Designs will not contain any material referencing offensive, profane, abusive or objectionable content as determined by The Authorities.
The Authorities reserves the right to reject or remove any Design, at any time, for any reason.
The Authorities is not responsible or liable for all claims, actions or proceedings of any nature whatsoever arising from any breach or non performance of your obligations under this Designer Contract or arising out of your willful act, neglect or default in the performance of such obligations.
By submitting a Design to the Site, you grant The Authorities a worldwide, non-exclusive, royalty-free, sublicensable and transferable right and license to use, reproduce, distribute, prepare derivative works of, display and perform the Design in connection with the Site’s Design selection process for 120 days.
Designs are selected to be printed and sold based on criteria determined solely by The Authorities. Designs that are selected according to such system may be Selected Designs. The Authorities reserves the right to reject any Design, or designate any design as a Selected Design.
If your Design becomes a Selected Design, you
(i) agree to submit high-resolution artwork deemed suitable for print and (ii) hereby do and shall grant to The Authorities (and its successors, assigns, third party services providers (e.g. contract manufacturers), distributors, resellers and other channel partners) a worldwide, non-exclusive, royalty bearing, perpetual, irrevocable, sublicensable and transferable license to use, reproduce, modify, distribute, publicly display and otherwise exploit the Selected Design on and in connection with the manufacture, sale, promotion and distribution of clothing products and accessories. For clarity, a Selected Design may be reworked by professional designers to prepare it for use, including but not limited to changing size, colors and other aspects of the design. You will have no approval rights over any changes made by The Authorities. Additionally, if the Design meets the criteria of the copyright laws of the United States, you will retain the copyright ownership of your Design, but The Authorities may (and you shall reasonably assist The Authorities to) register the design with the U.S. Copyright Office, at The Authorities sole cost and expense.
Nothing contained hereunder requires that The Authorities use, produce or distribute any Selected Design.
You may use or continue to use your Selected Design for any purposes that are not subject to the license above.
If your Design becomes a Selected Design and The Authorities elects to print your Design on apparel or accessories, then you will receive a 10% royalty on each item sold at the exact price The Authorities sells it to its customers, whether wholesale or retail. In addition, at the time of approval, you may be eligible to receive an advance payment on future royalties, to be paid within 15 days of approval. Royalty payments will be paid on a monthly basis, starting the month your Design is sold on the Site. You acknowledge and agree that this is the sole compensation to you for submission, selection and sale of your Design, no other compensation will be provided to you. You are an independent contractor and are solely responsible for, and shall pay when due, any fees and/or dues, or contributions due to any unions or guilds, all estimated tax, withholding, social security, disability, unemployment, self employment, and other taxes. If you exceed $600 in compensation (cash and gift certificates combined) in one (1) year, you will need to provide the necessary information to complete a W-9 to be paid as an independent contractor.
If you do not comply with any of these Designer Terms, your Design can be excluded by The Authorities from consideration to be a Selected Design without notification of reason. The decisions of The Authorities are final and binding. These Designer Terms will be governed by the laws of the State of New York, without reference to conflicts of laws principles or the UN Convention on International Sales of Goods. Any term of this Agreement may be amended or waived only with the written consent of The Authorities. Any notice required or permitted to be given will be delivered (i) by registered or certified mail, postage prepaid, return receipt requested, (ii) by overnight courier, or (iii) by fax or e-mail with receipt confirmed. Notice so given will be deemed effective when received, or if not received by reason of fault of addressee, when delivered. If any provision (or portion thereof) of these Author Terms is found to be invalid or unenforceable, such provision (or portion thereof) will be severed and the remainder will be interpreted so as to best reflect the original intent of the parties. These Designer Terms constitute the sole entire agreement between the parties pertaining to the subject matter hereof, and supersede all oral negotiations and prior writings with respect to the corresponding subject matter.
Acceptance of Agreement
You agree to the terms and conditions outlined in this Terms and Conditions Agreement (this "Agreement") with respect to our site (the "Site"). This Agreement constitutes the entire and only agreement between us and you, and supersedes all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Site, the content, products or services provided by or through the Site, and the subject matter of this Agreement. This Agreement may be amended at any time from time to time by us without specific notice to you. The latest Agreement will be posted on the Site, and you should review this Agreement prior to using the Site.
The content, organization, graphics, design, compilation, magnetic translation, digital conversion and other matters related to the Site are protected under applicable copyrights, trademarks and other proprietary (including but not limited to intellectual property) rights. The copying, redistribution, use or publication by you of any such matters or any part of the Site, except as allowed by Section 3, is strictly prohibited. You do not acquire ownership rights to any content, document or other materials viewed through the Site. The posting of information or materials on the Site does not constitute a waiver of any right in such information and materials.
Limited Right to Use
The viewing, printing or downloading of any content, graphic, form or document from the Site grants you only a limited, non-exclusive license for use solely by you for your own personal use and not for republication, distribution, assignment, sublicense, sale, preparation of derivative works or other use. No part of any content, form or document may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical, other than for your personal use (but not for resale or redistribution).
Editing, Deleting and Modification
We reserve the right in our sole discretion to edit or delete any documents, information or other content appearing on the Site.
You agree to indemnify, defend and hold us and our partners, attorneys, staff and affiliates (collectively, "Affiliated Parties") harmless from any liability, loss, claim and expense, including reasonable attorneys' fees, related to your violation of this Agreement or use of the Site.
Your right to use the Site is not transferable. Any password or right given to you to use the Site is not transferable.
Disclaimer and Limits
THE INFORMATION FROM OR THROUGH THE SITE IS PROVIDED "AS IS," "AS AVAILABLE," AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED (INCLUDING, BUT NOT LIMITED TO, THE DISCLAIMER OF ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE). THE INFORMATION AND SERVICES MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. WE AND OUR AFFILIATED PARTIES HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF ANY INFORMATION OR SERVICE. IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, WE AND OUR AFFILIATED PARTIES ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE NEGATION OF DAMAGES SET FORTH ABOVE IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU. THIS SITE AND THE INFORMATION WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US THROUGH THE SITE SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THIS AGREEMENT. ALL RESPONSIBILITY OR LIABILITY FOR ANY DAMAGES CAUSED BY VIRUSES CONTAINED WITHIN THE ELECTRONIC FILE CONTAINING THE FORM OR DOCUMENT IS DISCLAIMED. WE WILL NOT BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND THAT MAY RESULT FROM USE OF OR INABILITY TO USE OUR SITE. OUR MAXIMUM LIABILITY TO YOU UNDER ALL CIRCUMSTANCES WILL BE EQUAL TO THE PURCHASE PRICE YOU PAY FOR ANY GOODS, SERVICES OR INFORMATION.
Use of Information