ThouArt...Portraits Consent & Release

MODEL RELEASE AND COMMERCIAL LIKENESS AUTHORIZATION This Release is entered into by and between ThouArt, LLC dba ThouArt...Portraits ("ThouArt") and the undersigned Model. 1. CONSENT TO ENTIRE PHOTO SHOOT. Model authorizes ThouArt and its employees, agents, contractors, representatives, successors, licensees, and assigns to photograph, film, videotape, digitally capture, scan, record, and otherwise create visual or audiovisual depictions of Model throughout the entire photography or recording session. This includes all poses, expressions, wardrobe changes, settings, backgrounds, test shots, outtakes, alternate compositions, close-ups, full-length images, candid images, still photographs, video recordings, and other material created during the session. This Release applies to all photographs, recordings, image files, video files, and other visual or audiovisual material created during the entire photo shoot, whether or not initially selected, edited, published, displayed, delivered to Model, or used immediately. 2. ARTISTIC TRANSFORMATION AND DERIVATIVE WORKS. Model authorizes ThouArt to select and use any or all material created during the entire photo shoot and to alter, edit, crop, retouch, enhance, stylize, manipulate, combine, reproduce, redraw, trace, paint, illustrate, digitally process, or otherwise transform such material, including graphite or pencil portraits, charcoal drawings, mixed-media artwork, paintings, digitally painted portraits, digitally enhanced or composited artwork, black-and-white or color artwork, cropped, enlarged, reduced, or reformatted images, artistic interpretations, and derivative works. Model understands resulting artwork may differ substantially from the original photograph. 3. AI, DIGITAL PROCESSING, AND AUTOMATED TOOLS. Model authorizes ThouArt to use image-processing software, digital editing tools, artificial-intelligence-assisted tools, automated retouching systems, image-enhancement software, generative or transformative image-processing systems, and other current or future technologies to edit, enhance, stylize, transform, combine, or create derivative works. 4. WORLDWIDE ROYALTY-FREE LICENSE AND COMMERCIAL USE. Model grants ThouArt an irrevocable, perpetual, worldwide, royalty-free, fully paid-up, transferable and sublicensable license and authorization covering all photographs, recordings, image files, video files, and other material created during the entire photo shoot, whether selected or unselected, edited or unedited, published or unpublished. ThouArt may use, reproduce, copy, publish, display, distribute, transmit, advertise, promote, market, modify, edit, adapt, transform, create derivative works from, license, sublicense, and otherwise exploit any or all such material in any media now known or later developed. There is no limitation on the number of photographs, recordings, portraits, derivative works, sample pieces, advertisements, displays, or promotional materials ThouArt may create or use. Authorized uses include websites, online stores, social media, digital and print advertising, brochures, catalogs, email marketing, retailer and wholesale presentations, bridal-shop displays, showrooms, trade shows, portfolios, sample books, physical portrait samples, demonstration materials, press, publicity, training, instructional materials, and other commercial or promotional uses. 5. THIRD-PARTY VENDORS AND SUBLICENSEES. ThouArt may provide authorized materials to affiliates, printers, framers, fulfillment companies, advertising agencies, web developers, hosting providers, cloud-storage providers, marketing companies, retailers, distributors, contractors, service providers, licensees, sublicensees, successors, and assigns as reasonably necessary. 6. OWNERSHIP. Except for Model's underlying rights in Model's own name and likeness, all photographs taken by ThouArt and all artwork, derivative works, designs, layouts, compositions, edits, reproductions, and other materials created by or for ThouArt shall be owned exclusively by ThouArt. To the extent Model may acquire any copyright or other intellectual-property interest in such materials, Model irrevocably assigns all such right, title, and interest to ThouArt. 7. PHOTOGRAPHER COPYRIGHT. If a photographer or other third party creates copyrightable material, ThouArt's use is subject to a separate written assignment or license sufficient to permit the contemplated uses. This Release does not itself transfer copyright owned by an independent photographer who is not a party. 8. NO APPROVAL RIGHT. Model waives any right to inspect or approve photographs, recordings, finished artwork, edits, alterations, derivative works, advertising copy, layouts, captions, surrounding materials, or manner of display or use, provided ThouArt does not knowingly use Model's likeness in a defamatory or unlawful manner. 9. NO OBLIGATION TO USE. ThouArt has no obligation to publish, display, reproduce, distribute, market, sell, deliver, or otherwise use any particular photograph, recording, artwork, or derivative work. 10. COMPENSATION. Model acknowledges the compensation or other consideration stated in this electronic form. Unless separately agreed in a writing signed by ThouArt, Model is not entitled to royalties, residuals, commissions, licensing fees, usage fees, or additional compensation from future authorized use. 11. NO ACCOUNTING OR REPORTING OBLIGATION. Except as expressly agreed in writing, ThouArt has no obligation to provide usage reports, sales reports, royalty statements, accountings, notices of use, copies of advertising materials, or information concerning where or how authorized materials are used. 12. NAME AND ATTRIBUTION. ThouArt may use Model's first name, professional name, or no name and has no obligation to identify or credit Model unless separately agreed in writing. 13. ARCHIVING, STORAGE, AND PRESERVATION. Model authorizes ThouArt to retain, archive, back up, reproduce, migrate, and store indefinitely all photographs, recordings, artwork, project files, source files, and derivative works, including through cloud-storage systems and third-party technology providers. 14. NONEXCLUSIVE GRANT. Unless separately agreed in writing, the rights granted are nonexclusive. 15. RELEASE OF CLAIMS. Model releases and forever discharges ThouArt and its owners, officers, employees, agents, contractors, representatives, successors, licensees, sublicensees, and assigns from claims arising from authorized use, including claims based upon right of publicity, right of privacy, appropriation of likeness, copyright, moral rights, alteration or distortion, advertising use, or similar claims, except to the extent arising from conduct outside this Release or willful unlawful conduct. 16. MODEL REPRESENTATIONS AND WARRANTIES. Model represents and warrants that Model is at least eighteen (18) years old; has full authority to enter this Release; no conflicting agreement prevents the grant of these rights; participation does not violate any exclusive modeling, agency, employment, sponsorship, or endorsement agreement; personal accessories supplied by Model may lawfully be photographed and depicted; and Model is not relying upon any oral promise not expressly contained in this Release. 17. NO IMPLIED ENDORSEMENT. Unless separately agreed in writing, use of Model's likeness does not mean Model endorses every product, service, statement, or business activity of ThouArt. 18. IRREVOCABILITY AND NO WITHDRAWAL. This Release and the rights and licenses granted become irrevocable once the photo shoot begins or ThouArt otherwise materially relies upon this Release. Thereafter Model may not revoke, withdraw, cancel, rescind, or terminate rights with respect to material already created or based upon the photo shoot. 19. ASSIGNMENT BY THOUART. ThouArt may assign this Release and rights granted under it to an affiliate, successor, purchaser, acquirer, licensee, or person or entity acquiring all or substantially all of ThouArt's business, assets, product line, intellectual property, or relevant operations without further consent. 20. SURVIVAL. Ownership, licensing, sublicensing, releases, waivers, assignment, archival rights, compensation, governing law, venue, and provisions intended by their nature to survive shall survive completion of the shoot and any later termination of a business relationship. 21. GOVERNING LAW AND VENUE. This Release is governed by and construed in accordance with the laws of the State of Texas, without regard to conflict-of-law principles. Exclusive venue for any action, claim, or proceeding arising out of or relating to this Release shall lie in the state courts located in Harris County, Texas, or, if federal jurisdiction exists, in the United States District Court having jurisdiction over Harris County, Texas. Model consents to personal jurisdiction of such courts and waives any objection based upon improper venue or forum non conveniens. 22. SEVERABILITY. If any provision is invalid or unenforceable, it shall be enforced to the maximum extent permitted by law and the remaining provisions remain effective. 23. NO WAIVER. Failure by ThouArt to enforce any provision does not waive it. 24. ENTIRE AGREEMENT. This Release constitutes the entire agreement concerning its subject matter and supersedes prior oral or written understandings. Any amendment must be in writing and signed by both parties. 25. ELECTRONIC SIGNATURES AND COUNTERPARTS. This Release may be executed electronically, by scanned/PDF/digital signature, and in counterparts. Each counterpart is deemed an original and all together constitute one agreement.