Article Submission Terms and Conditions
As a contributing writer [hereinafter “Writer”] to Michael Alden’s Blog (the “Work”), you agree to the following Terms and Conditions (“Agreement”) by submitting an article (“Article”) to the Work, accessing or using this Web Site, registering for services offered on the Web Site, and/or or by accepting, uploading, submitting or downloading any information or content from or to this Web Site. These Terms and Conditions constitute a legal Agreement between you and mikealden.com (“Publisher”) and shall apply to your Article, payment, and use of the Web Site and the services even after termination. Publisher and Writer shall be individually referred to throughout this Agreement as the “Party” and collectively as the “Parties.” Publisher reserves the right to change these Terms and Conditions at any time, effective immediately upon posting on our Site.
1. The Article. The Article will be authored solely by the Writer and will not be co-authored. The Work is intended to showcase Writer and Writer’s business in order to generate and boost Writer’s reputation and credibility. Publisher will not be responsible or required to pay any royalty to Writer and Writer expressly waives any right to seek royalty payments or credits in anyway related to the Article. Publisher reserves the right in its sole discretion to reject any submission that does not meet Publisher’s criteria. Publisher is not obligated to utilize the rights granted in this Agreement.
2. Promotion. Writer will use their best efforts to promote the Article and Work through means such as email distribution, social media outreach and all other means commercially acceptable and available.
3. Editing. Publisher reserves the right to edit the Article. Publisher may make typographical, spelling, and grammatical changes to the Article without Writer’s consent and shall have the right to make any revision to the Article which it may deem desirable in the interests of uniformity and style of the Work.
4. Name/Likeness. The Publisher shall have the right to use the name, likeness and biographical data of the Writer in relation to the Article and Work or on any derivative work thereof, and in advertising, publicity or promotion related thereto and may sub-license such rights for the purposes of fulfilling its obligations hereunder.
5. Grant of Rights. In consideration of Publisher publishing and marketing the Article to the Work at Publisher’s expense, Writer hereby grants to Publisher the right to reproduce, publish, license for publication and or distribute the Work and/or Article in whole and in part in all editions, forms and media including but not limited to, in printed, visual, audio, electronic or any other medium, and in turn to authorize others to do the same, in the English language and in any translations without limitation. This grant includes without limitation the right to edit, duplicate and to use or re-use the Work and/or Article in whole or part as Publisher may elect and to broadcast, exhibit, market, sell and otherwise distribute the Work and Article and any derivatives of the Work and Article either in whole or in parts, and either alone or with other products, for commercial and/or non-commercial internet, print or any other purpose that Publisher in its sole discretion may determine. This grant includes the right to use the Work for promoting or publicizing any of the aforementioned uses. All right, title, and interest in and to collective Work shall be and remain the sole property of Publisher including any derivatives of the Work, and including all trademark and copyright interests, and Writer acknowledges that Writer has no interest or ownership in the Work or any derivatives of the Work or its copyright or trademark related thereto. The rights granted Publisher herein are perpetual and worldwide. Writer shall not acquire any right, title or interest in the collective Work by virtue of this Agreement or otherwise. Writer shall not in any way or at any time dispute or attack the validity or harm or contest the rights of Publisher in or to collective Work and/or the Article. Any unauthorized use of any of the Work by the Writer shall be deemed an infringement of the rights of Publisher therein.
6. Waiver. Writer waives any and all right of content approval, and any and all claims for compensation arising from the use of the Article. Writer waives any and all claims (including without limitation claims of defamation or invasion of privacy, or of infringement of moral rights or rights of publicity or copyright.) arising out of or in connection with, any use, alteration, or use in any composite form hereunder of the Work. Writer hereby releases and discharges the Publisher, together with all principals, shareholders, officers, employees, agents, successors, heirs, assigns and affiliates of Publisher from any and all liability arising out of or in connection with the making, producing, reproducing, processing, exhibiting, distributing, publishing, transmitting by any means or otherwise using the Article in the Work.
7. Representations and Warranties. The Writer represents and warrants to Publisher that: (a) the Article is original and does not include any material for which third party permissions will need to be obtained; (b) Writer is the sole author and owner of the copyright to the Article; (c) Writer has not engaged in plagiarism with respect to the Article; (d) the Article has not previously been published and is not in the public domain; (e) Writer has the right to enter into this Agreement and can convey the rights granted to the Publisher; (f) the Article contains no libelous or unlawful material or instructions that may cause harm or injury; (g) the Article does not infringe upon or violate any copyright, trademark, trade secret or other right or the privacy of others; (h) the Article is accurate, and statements in the Article asserted as fact are true or based upon generally accepted professional research practices; (i) the Article is not in violation of anyone’s privacy, is not injurious, obscene, libelous, slanderous, or otherwise a violation or infringement of any federal, state, or local law, statute, or code and (j) Writer is at least 18 years old, and has the legal capacity to enter into this Agreement.
8. Indemnification. Writer hereby agrees to defend, save, indemnify and hold harmless Publisher, any of its subsidiaries or its affiliates, their respective officers, directors, shareholders, employees, attorneys and agents, (all collectively the “Indemnified Parties”) from and against all loss, damage, expenses, claims, demands, assessments and actions or causes of action, including but not limited to reasonable attorneys’ fees, disbursements and court costs, interest, penalties and any other sum or fines asserted against, imposed upon or incurred by the Indemnified Parties arising out of or in connection with (i) any claim of rights to the Article asserted by any non-Party to this Agreement; (ii) any alleged or actual infringement and/or misappropriation by Writer of any copyright, patent, trademark, trade secret or other proprietary or intellectual property right; (iii) any third party claim involving libel or defamation (of any kind); and/or (iv) a breach of any warranty, representation or breach of a covenant or obligation made Writer in this Agreement.
9. Miscellaneous.
9.1. Entire Agreement. This Agreement contains the entire understanding of the Parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral, between them with respect to the subject matter hereof. Each Party has executed this Agreement without reliance upon any promise, representation or warranty other than those expressly set forth herein. Each Party acknowledges that (i) it has carefully read this Agreement, (ii) it has had the assistance of legal counsel of its choosing (and such other professionals and advisors as it has deemed necessary) in the review and execution hereof, (iii) it has conducted such investigation, review and analysis as it has deemed necessary to understand the provisions of this Agreement and the transactions contemplated hereby.
9.2. Disclaimer. Publisher does not, and cannot, guarantee to Writer sales of the Work in any amount or at any time. Unless specifically stated to the contrary in this Agreement, Publisher does not guarantee any particular success, rate of return or performance of any of the advertising/marketing provided pursuant to this Agreement. Writer shall hold harmless and release and forever discharge the Publisher from all claims, demands and causes of action which Author, or Author’s heirs, representatives or any other persons acting on Author’s behalf or on behalf of Author’s estate have or may have by reason the consent and authorization granted in this Agreement.
WRITER ACKNOWLEDGES AND AGREES THAT ALL RESOURCES AND SERVICES PROVIDED UNDER THIS AGREEMENT BY PUBLISHER ARE PROVIDED “AS IS,” WITHOUT ANY WARRANTY, CONDITION, GUARANTY OR REPRESENTATION OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, IN LAW OR IN FACT, ORAL OR IN WRITING, INCLUDING WITHOUT LIMITATION, ACCURACY, NON-INTERRUPTION, COMPLETENESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR THE LIKE.
IN NO EVENT SHALL PUBLISHER NOR ANY RELATED INDIVIDUAL OR ENTITY OF PUBLISHER BE LIABLE TO WRITER, A RELATED ENTITY OF WRITER OR ANY THIRD PERSON FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION LOST PROFITS, LOST SAVINGS, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITIES) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE SERVICES PROVIDED HEREUNDER, WHETHER BASED IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), OR OTHERWISE, EVEN IF PUBLISHER, OR A RELATED INDIVIDUAL OR ENTITY OF PUBLISHER, HAS BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGES OR SHOULD HAVE FORESEEN DAMAGES.
9.3. Governing Law/Dispute Resolution. This Agreement shall be governed by and construed in accordance with the internal laws of the Commonwealth of Massachusetts without regard to conflict of laws principles. The Parties irrevocably submit to the venue and jurisdiction of Essex County, Massachusetts. If any dispute arises out of or relates to this Agreement, or the breach thereof, the Parties agree first to try in good faith to resolve the dispute by mediation administered by the American Arbitration Association (“AAA”) before resorting to arbitration. Thereafter, any unresolved controversy or claim arising out of or relating to this Agreement that cannot be resolved through mediation or negotiation shall be conclusively settled by binding arbitration in accordance with the Commercial Rules of the AAA in Essex County, Massachusetts and judgment upon the award obtained in such arbitration may be rendered in any court having jurisdiction thereof and such determination shall not be subject to judicial review. The Parties shall endeavor in good faith to select an arbitrator within ten (10) business days of the occurrence of any event giving rise to arbitration hereunder (an "Event"). All expenses inherent to the mediation/arbitration, such as the charges of the mediator/arbitrator, required travel and other expenses of the mediator/arbitrator and any expenses of the AAA or of any arbitration service used by the Parties, and the cost of any witnesses, proofs or expert advice produced at the direct request of the mediator/arbitrator, shall initially be borne equally by the Parties. The arbitrator shall have the power to award recovery of any or all of the foregoing expenses to the prevailing Party.
9.4. Relationship of the Parties. Neither Party nor any of its officers, employees, agents or representatives is a partner, employee or agent of any other Party for any purpose whatsoever. Rather, each Party is and shall at all times remain an independent contractor. In no event shall this Agreement or be construed as establishing a partnership, employment, joint venture or similar relationship between the Parties.
9.5. Survival. The provisions of Section 5 (Grant of Rights), Sections 6 (Waiver), 7 (Representations and Warranties), 8 (Indemnitees), 9.2 (Disclaimer) and 9.3 (Governing Law/Dispute Resolution) shall survive the termination or expiration of this Agreement.