Submission Agreement
This SUBMISSION AGREEMENT (”Submission Agreement”) is between you, as the submitter of digital comic content (”You”), and ShishKaboom, Inc. and Oregon corporation whose address is 7219 N Hurst Ave, Portland, OR 97203 (”ShishKaboom”).
Background and Purpose
ShishKaboom exists to discover and publish great comics by providing an online community for independent creators to find their audience and sell their works. The purpose of this Submission Agreement, along with the Rights Agreement referenced below, is to enable ShishKaboom to discover and publish great comics while allowing You, as the independent creator, to retain the copyright in and to Your work and receive certain benefits as further described below.
Agreement
You and ShishKaboom agree as follows:
When used in this Submission Agreement, the following terms shall have the following meanings:
“Competitions” means the competitions conducted on the Website by ShishKaboom, as further described herein; each such competition to include submissions chosen by ShishKaboom, and shall allow registered users to, among other things, view, rate and vote for their favorite submission.
“Instant Winners” means those Submissions that are chosen by ShishKaboom in its sole discretion to receive the consideration set forth in the Rights Agreement (that is, without having to win a Competition).
“Review Period” means the period of time that begins upon submission of the Submission and continues for 90 days, unless terminated sooner as allowed herein.
“Rights Agreement” means the ShishKaboom Rights Agreement, the form of which can be found here.
“Submission” means the work submitted by You in connection with this Submission Agreement, including the title of the work, the art and script comprising the work and the concepts, plots, themes, storylines, characters (including names and images), environmental settings, devices, characterizations, logos, trademarks, designs and other elements to the extent included in the work.
“Team” means more than one person submitting the Submission as a group pursuant to this Submission Agreement. The person who submits the Submission and clicks “I agree” below shall be the “Team Leader”. The term “You” when used herein shall refer to the individual submitter or the Team, as applicable.
“Technical Requirements” means those certain submission instructions, specifications and requirements that can be found below.
“Website” shall mean the ShishKaboom website, currently found at www.ShishKaboom.com, that is owned, operated and maintained by or for ShishKaboom, Inc., as may be updated from time to time.
Your Submission to ShishKaboom must conform to the Technical Requirements. You acknowledge and agree that submitting the Submission does not guarantee its appearance on the Website and that ShishKaboom’s review and analysis of the Submission is sufficient consideration hereunder. ShishKaboom may not be able to review and evaluate all of the submissions it receives, and is only able to select a certain number for each Competition. ShishKaboom may reject the Submission for any reason, in which case ShishKaboom shall have no rights at all in or to the Submission.
If You have used or are currently using the Submission in any way, please list those uses in the appropriate space on the submission form (”Prior and Current Uses”). During the Review Period, You agree not to publish, post, distribute, display or otherwise use (or authorize any third party to publish, post, distribute, display or otherwise use) the Submission in any manner or media. To the extent reasonably possible, You must discontinue all Prior and Current Uses of the Submission until You are otherwise permitted to use it pursuant to the terms of this Submission Agreement. To the extent that such discontinuation of a Prior or Current Use of the Submission is not reasonably possible, You must disclose the circumstances of such Prior and Current Use in the submission form. The Review Period shall end on the earlier of the following: (a) 90 days after You submit the Submission or (b) on the date that ShishKaboom expressly rejects the Submission. In either instance, You shall be free to publish, post, distribute, display or otherwise use (and authorize any third party to publish, post, distribute, display or otherwise use) the Submission without any obligation to ShishKaboom, and ShishKaboom shall have no rights at all in or to the Submission.
If, during the Review Period, ShishKaboom chooses the Submission as an Instant Winner, and You sign the Rights Agreement, all rights in and to the Submission shall be governed by the Rights Agreement.
If, during the Review Period, ShishKaboom chooses the Submission for a Competition, ShishKaboom shall enter the Submission into one of the next three Competitions on the Website, and the use restrictions set forth in Paragraph 3 above shall continue until the end of the applicable Competition. In addition, if the Submission is chosen for a Competition, You grant to ShishKaboom the following:
An exclusive, transferable, sublicensable (through multiple tiers), royalty-free, worldwide, irrevocable license to use, publish, reproduce, display, distribute and otherwise exploit the Submission (i) on the Website in connection with the applicable Competition and (ii) to market and promote the applicable Competition.
A nonexclusive, transferable, sublicensable (through multiple tiers), royalty free, irrevocable and perpetual license to include the Submission in a print anthology of submissions (an “Anthology”).
If the Submission does not win the Competition, a nonexclusive, transferable, sublicensable (through multiple tiers), royalty-free, worldwide, license to use, publish, reproduce, display, distribute and otherwise exploit the Submission on the Website, provided that You may require ShishKaboom, by written notice, to remove the Submission from the Website at the end of three months after the end of the Competition.
The right to use Your name, likeness and biography in connection with any of the grants set forth in subparagraphs (a) through (d) above.
In addition, for each unique Anthology that ShishKaboom publishes that includes the Submission, ShishKaboom shall pay You a one-time reprint fee of $500 (unless You receive a royalty or fee separately for the Anthology under the Rights Agreement or Services Agreement). An Anthology is only unique if the content is different (that is, includes a different set of submissions), not if the format is different (for example, a softcover edition of a previously published hardcover). If You are part of a Team, ShishKaboom shall pay all amounts owed to the Team hereunder to the Team Leader, who shall be responsible for splitting such amounts with the rest of the Team.
The winning submission in the Competition shall be the submission that has the most points at the end of the Competition under a voting system which incorporates a certain number of points for each vote and additional points for other user activity as functionality becomes available (for example, user ratings, views, comments and tags). ShishKaboom reserves the right to disqualify what it believes to be fraudulent or disruptive votes and/or submissions, to use technical and manual methods (including IP addresses) to monitor and enforce this policy, and to make all such judgments in its sole discretion.
If the Submission wins the Competition, ShishKaboom shall send You an email with the Rights Agreement attached and with instructions. You acknowledge that if you want to enjoy the benefits of the Rights Agreement, you agree to print, sign and return them to ShishKaboom within 10 business days after receipt of the email. Each Team member shall receive an email and must sign his or her own agreement. If You do not return the agreements by the deadline, or if You are for any reason determined by ShishKaboom to be ineligible, then ShishKaboom shall have the right to rescind the deal offer and select the runner up as an alternate winner.
You (including each Team member, if applicable) hereby represent, warrant and covenant that:
You have the full right, power and authority to enter into this Submission Agreement, to perform all of the obligations hereunder and to submit the Submission, and You are at least 18 years old and, upon ShishKaboom’s request, shall provide ShishKaboom with proof of the foregoing,
the Submission is completely original to You, except to the extent it includes elements from the public domain, and the Submission and any publication thereof shall not be unlawful and does not and shall not defame or infringe or violate any personal, proprietary or other rights of any third party, including copyright, trademark or contract rights, moral rights or rights of privacy or publicity,
the Submission has not been published, posted, distributed or displayed online, in print or in any other manner, and neither the Submission nor any elements thereof have been used in any manner or media, except as set forth in the appropriate space under Prior and Current Uses on the submission form, and
the Submission is not and shall not be encumbered by any liens, options, prior commitments, grants, licenses or assignments of rights of any kind, and there are no and shall be no disputes of any kind as to Your ownership of the Submission and right to enter into this Submission Agreement.
You acknowledge that ShishKaboom has no obligation to You for ShishKaboom’s use of material that was created by or for ShishKaboom without the benefit of the Submission, before, during or after You submitted the Submission, and that is similar or identical to the Submission in theme, characters, ideas, plots storylines, formats or other similar respects. In addition, ShishKaboom shall have no fewer rights with respect to the Submission than any member of the general public.
SHISHKABOOM SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, WHETHER OR NOT SHISHKABOOM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, IN NO EVENT SHALL THE CUMULATIVE LIABLITY OF SHISHKABOOM RELATING TO THIS SUBMISSION AGREEMENT EXCEED ONE THOUSAND DOLLARS ($1,000.00). THESE LIMITATIONS SHALL APPLY TO ANY AND ALL CLAIMS OR CAUSES OF ACTION, WHETHER IN CONTRACT OR TORT, IN LAW OR IN EQUITY, OR IN ANY OTHER THEORY.
You agree to defend, indemnify and hold harmless ShishKaboom, its parents, subsidiaries, affiliates and its and their employees, agents, officers, directors, representatives, licensees, successors, heirs and assigns, from and against any and all claims, losses and expenses (including counsel fees and costs) that any of them may suffer or incur as a result of a breach of any representation, warrant or covenant made by You herein, including without limitations those set forth above in Section 9. ShishKaboom shall have the sole and exclusive right to undertake the defense and/or settlement of any such claim.
The parties are independent contractors with respect to each other, and nothing in this Submission Agreement shall be construed as creating an employer-employee relationship, a partnership, agency relationship or a joint venture between the parties. This Submission Agreement controls the actions of all party representatives, officers, agents, employees and associated individuals. The terms of this Submission Agreement shall be binding on the parties, and all successors to the foregoing. You will not assign, transfer or delegate Your rights or obligations under this Submission Agreement (in whole or in part) without ShishKaboom’s prior written consent. Any attempted assignment, transfer or delegation in violation of the foregoing shall be null and void. All modifications to or waivers of any terms of this Submission Agreement must be in a writing that is signed by the parties hereto and expressly references this Submission Agreement. This Submission Agreement shall be governed by the laws of the State of Oregon, without regard to Oregon conflict of laws rules. The exclusive venue and jurisdiction for any and all disputes, claims and controversies arising from or relating to this Submission Agreement shall be the state or federal courts located in Multnomah County, Oregon. Each party waives any objection (on the grounds of lack of jurisdiction, forum non conveniens or otherwise) to the exercise of such jurisdiction over it by any such courts. The United Nations Convention on Contracts for the International Sale of Goods will not apply to the interpretation or enforcement of this Agreement. In the event that any provision of this Submission Agreement conflicts with governing law or if any provision is held to be null, void or otherwise ineffective or invalid by a court of competent jurisdiction, (a) such provision shall be deemed to be restated to reflect as nearly as possible the original intentions of the parties in accordance with applicable law, and (b) the remaining terms, provisions, covenants and restrictions of this Submission Agreement shall remain in full force and effect. No waiver of any breach of any provision of this Submission Agreement shall constitute a waiver of any prior, concurrent or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party. This Submission Agreement, together with the Technical Requirements and the Prior and Current Uses which are hereby incorporated into this Submission Agreement constitute the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements or communications. All notices, consents and approvals under this Submission Agreement must be delivered in writing by courier, by facsimile, or by certified or registered mail, (postage prepaid and return receipt requested) to, if delivered to ShishKaboom, the address provided above, if delivered to You, to the address You submit to ShishKaboom in connection with this Submission Agreement.
Technical Requirements
- Submissions must be between 16 and 40 pages in length. Industry standard comics typically range from 24-32 pages.
- Up to eight pages of the Submission will be shown on the site during the competition.
- Please provide a recommendation on which pages should be shown during the competition.
- Comic dimensions: 6.625 x 10.25 inches,
- For Your Submission, You must provide one multi-page digital pdf document at a resolution of 300 dpi.
- Your entire Submission must represent the same series. You cannot submit two different series ideas within the same Submission. However, You can enter multiple Submissions for consideration, provided that all requirements are met as set forth herein.
- Submissions must also include Summary and Full Synopsis descriptions (both defined below).
- The “Summary” description is limited to 250 characters (including spaces) and should give readers the overall idea of the content of the Submission. The “Full Synopsis” description is limited to 2,500 characters (including spaces) and should give readers a more in-depth understanding of the Submission’s story and overall direction.