Terms & Conditions
Textile Republic Challenge Terms and Conditions
By checking the “I Accept” button, and in consideration of Textile Republic reviewing your Design (hereinafter the “Design”) for the possible use in a line of accessories, home goods, fabric, clothing, stationary and all other future merchandise (collectively, a “Merchandising Opportunity”), you are agreeing to the following terms, which serve as a binding agreement (hereinafter “the Agreement”) between you and Textile Republic LLC (“Textile Republic”).
At all times you shall retain the copyright in your Design which you submit or post to Textile Republic’s website. If your submitted Design receives the minimum required 100 Facebook “likes” during the 30 day review period then:
a) You hereby do and shall grant Textile Republic a worldwide, exclusive, perpetual (subject to the artist termination clause below), sublicensable and transferable license to use your Design for any commercial use.
b) Textile Republic agrees to pay one of the following royalty rates based upon the Design’s final number of Facebook Likes:
i) 100-399 Likes: 7% of the following sum (the Design’s gross sales excluding shipping, handling, taxes, reversals and returns)
ii) Greater than 400 Likes: 10% of the following sum (the Design’s gross sales excluding shipping, handling, taxes, reversals and returns)
Royalty payments shall be due 30 days after each quarter, subject to a minimum $20 royalty threshold and a 30 day order clearing period. A written royalty report shall accompany each payment. All payments shall be made through Paypal. No payment of any kind shall be made until Textile Republic receives the hi-resolution artwork deemed suitable for print.
c) You hereby represent and warrant that your Design is original work that has not been previously published, and that you have the full authority to grant the rights given herein, and that Textile Republic’s use of the Design does not violate any contractual rights and does not infringe upon the copyright, trademark, or other intellectual property rights of any other person or entity. You hereby agree to indemnify and hold Textile Republic harmless from and against any alleged copyright or trademark violations or breaches of any foregoing warranties pertaining to your Design.
Artist Termination Clause: Notwithstanding anything contained herein to the contrary, if your annual royalty payment after the second year is less than $200, then you shall have the right to cease the Merchandising Opportunity and request that the license agreement be terminated. This termination right must be exercised in writing and sent to info@textilerepublic.com. Once written notification is received, Textile Republic will cease using your design for the Merchandising Opportunity and any other commercial purposes. The above dates shall be determined from the day your Design is first marketed for sale.
If your Design does not receive the minimum required 100 Facebook votes within the 30 day period, or was never selected for Facebook Voting then you are free to use the Design for any commercial or non-commercial purpose. However, if your Design is used elsewhere, you must notify Textile Republic by email (info@textilerepublic.com) about where and when the Design will be used, so that it can be removed from the Textile Republic website. Textile Republic reserves the right to choose your Design for a Merchandising Opportunity after the 30 days have passed pursuant to the license agreement set forth above on the condition that the design has not been used for commercial purposes.
Textile Republic reserves the right to make necessary adjustments or changes to your high resolution Design artwork. Textile Republic also reserves the right to make any other final decisions pertaining to the Design’s ink colors, sizing, placement, printing, appliqué, or embroidery. Any changes by Textile Republic to your design will not cancel the aforementioned royalty payments.
Notwithstanding anything contained herein to the contrary, Textile Republic reserves the right at any time to retire your design, cease the manufacturing and selling of your design, and/or terminate the licensing agreement for any reason whatsoever. The minimum royalty clause above shall still apply.
Textile Republic reserves the right to reject any Design from reaching Facebook voting for any reason whatsoever. Additionally, Textile Republic reserves the right to remove any Design from Facebook Voting for any reason whatsoever.
No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
If any part, term or provision of this Agreement shall be held illegal, unenforceable, or in conflict with any law of a federal, state or local government having jurisdiction over this Agreement, the validity of the remaining portions or provisions shall not be affected thereby.
This Agreement shall be construed and enforced according to the laws of the State of Ohio and any dispute under this Agreement must be brought in this venue and no other.