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Content Licensing Agreement template
Content Licensing Agreement sample


What is Content Licensing Agreement?

Content Licensing Agreement Grants rights to use and distribute content, specifying content, distribution channels, royalties, and usage restrictions.



Sample template:



Content Licensing Agreement


1. Parties

This Content Licensing Agreement (the "Agreement") is entered into as of the Effective Date by and between Stellar Photography Studio, LLC, a limited liability company organized under the laws of the United States, having its principal place of business at [address] ("Licensor"), and Creative Media Productions, Inc., a corporation organized under the laws of the United States, having its principal place of business at [address] ("Licensee").



2. Licensed Content

2.1. Definition of Licensed Content


The term "Licensed Content" shall mean a collection of high-resolution digital images, including but not limited to photographs and graphics, owned by Licensor, in a range of subjects, such as landscapes, portraits, and abstract photography.



3. Grant of License

3.1. License Grant


Subject to the terms and conditions set forth herein, Licensor hereby grants to Licensee, and Licensee hereby accepts from Licensor, a non-exclusive, worldwide, royalty-bearing, non-transferable, and non-sublicensable license to use, reproduce, publicly perform, publicly display, and distribute the Licensed Content for incorporation into creative media projects, including websites, promotional materials, and social media content, during the Term (as defined below).



4. Payment and Royalties

4.1. Licensing Fees


Licensee shall pay to Licensor a one-time licensing fee of [amount] (the "Licensing Fee") within [number] days of the Effective Date. The Licensing Fee is non-refundable.


4.2. Royalties


In addition to the Licensing Fee, Licensee shall pay to Licensor royalties equal to [percentage] of the net revenue generated by Licensee from the use of the Licensed Content ("Royalties"). Royalties shall be payable on a quarterly basis, with payment due within [number] days following the end of each calendar quarter.



5. Restrictions on Use

5.1. Unauthorized Uses


Licensee shall not use the Licensed Content in any manner that violates any applicable laws or regulations or in any manner that infringes or violates the rights of any third party. Licensee shall not sublicense, sell, rent, loan, or transfer the Licensed Content to any third party, unless otherwise agreed to by the Parties in writing.


5.2. Attribution


Licensee shall provide clear and conspicuous attribution to Licensor in any use of the Licensed Content, unless otherwise agreed to by the Parties in writing.



6. Term and Termination

6.1. Term


This Agreement shall commence upon the Effective Date and shall remain in effect for a period of [number] years (the "Term"), unless earlier terminated in accordance with the provisions of this Agreement.


6.2. Termination for Breach


Either Party may terminate this Agreement if the other Party breaches any material term or condition of this Agreement, and such breach remains uncured for a period of [number] days following written notice thereof to the breaching Party.



7. Representations and Warranties

7.1. Mutual Representations and Warranties


Each Party represents and warrants to the other Party that: (a) it has the full right, power, and authority to enter into and perform its obligations under this Agreement; and (b) its execution, delivery, and performance of this Agreement will not result in a violation of any other agreement, obligation, restriction, or legal or equitable duty to which it is a party or by which it is bound.


7.2. Licensor's Representations and Warranties


Licensor represents and warrants to Licensee that: (a) it is the sole and exclusive owner of the Licensed Content or has obtained all necessary rights, licenses, and permissions to grant the rights and licenses granted herein; (b) the Licensed Content does not infringe or violate any copyright, trademark, trade secret, or other intellectual property or proprietary rights of any third party; and (c) the Licensed Content does not contain any defamatory, obscene, or otherwise unlawful material or content.



8. Governing Law

This Agreement shall be governed by, and construed in accordance with, the laws of the United States and the State of [state], without giving effect to any principles of conflicts of law.



9. Counterparts

This Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument.



10. Entire Agreement

This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, negotiations, and understandings, whether oral or written, related to the subject matter hereof.



IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first above written.

_________________________ _________________________
Licensor: Stellar Photography Licensee: Creative Media
Studio, LLC Productions, Inc.

By: ________________________ By: ________________________
Name: ______________________ Name: ______________________
Title: _______________________ Title: _______________________

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Common Sections of a Content Licensing Agreement


In this Content Licensing Agreement, you will see the following sections:

  1. Parties
  2. Licensed Content
  3. Grant of License
  4. Payment and Royalties
  5. Restrictions on Use
  6. Term and Termination
  7. Representations and Warranties
  8. Governing Law
  9. Counterparts
  10. Entire Agreement


Summary of each section:

  1. Parties : This section introduces the two parties involved in the agreement: Stellar Photography Studio, LLC (Licensor) and Creative Media Productions, Inc. (Licensee).

  2. Licensed Content : This section defines the Licensed Content as a collection of high-resolution digital images, including photographs and graphics, owned by the Licensor.

  3. Grant of License : The Licensor grants the Licensee a non-exclusive, worldwide, royalty-bearing, non-transferable, and non-sublicensable license to use the Licensed Content for specific purposes during the agreement's term.

  4. Payment and Royalties : The Licensee must pay a one-time licensing fee and ongoing royalties based on a percentage of net revenue generated from the use of the Licensed Content. The royalties are payable quarterly.

  5. Restrictions on Use : The Licensee cannot use the Licensed Content in any illegal or infringing manner, sublicense, sell, rent, loan, or transfer the content to third parties. The Licensee must also provide clear attribution to the Licensor when using the content.

  6. Term and Termination : The agreement lasts for a specified number of years, and either party can terminate the agreement if the other party breaches any material term or condition and fails to remedy the breach within a specified period.

  7. Representations and Warranties : Both parties make mutual representations and warranties, and the Licensor specifically warrants that it owns the Licensed Content or has the necessary rights to grant the license, the content does not infringe on any third-party rights, and the content does not contain any defamatory, obscene, or unlawful material.

  8. Governing Law : The agreement is governed by the laws of the United States and a specific state, without giving effect to any principles of conflicts of law.

  9. Counterparts : The agreement can be executed in two or more counterparts, each of which is considered an original, and all of which together constitute one and the same instrument.

  10. Entire Agreement : This agreement is the entire agreement between the parties and supersedes all prior and contemporaneous agreements, negotiations, and understandings related to the subject matter.

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