Cha, Cha, Cha, Changes...

When you are licensing art for products you will, sooner or later, be faced with the situation where a manufacturer requests, or requires, that changes be made to your design before going into production. These can be as simple as moving some text or a border, or they can be complex, like a total colorway change, a character redo or more. How you handle the request may be more important than you think – it can kill a project and even make or break your future with that licensee.

A good license agreement will have language that specifies what can happen, and who can do it. This is from our standard contract:

Any alterations or modifications of Artist's original artwork for Licensed Product(s) deemed necessary by Licensee shall be performed personally by Artist unless Artist explicitly consents, in advance and in writing, to modifications performed by Licensee.

Pretty simple and straightforward, it allows for control of the situation while leaving the door open for the licensee to make the changes – which is often the most efficient route. We very rarely see any objection to this clause except in a last minute rush situation. Below are a couple of paragraphs taken from agreements that we have seen (and rejected…):

[Manufacturer] shall have the right to make changes or alterations to the Design Art, including but not limited to changes or alterations in shape, color, shading, form, size, and positioning of the Design Art, which may result in derivative works of the Design Art (hereinafter the “Derivative Works”). Changes to the Design Art may be made by [Mfr] in [Mfr]’s sole discretion.  [Mfr] does not require approval from Artist for changes made to the Design Art. 

 Licensor hereby grants to Licensee a license to use the Design in the preparation of the work in the following respects (the “License”):

a) Modify the Design

b) Reproduce the Design

c) Sell the Design

d) Incorporate the Design into other products created by Licensee

The first one is bad enough but the second is a complete mess – none of the clauses A to D are acceptable for a variety of reasons that go far beyond design changes.

The point here is twofold: think about what changes you might be willing to accept long before you are confronted with them (if for no other reason than to get comfortable with the idea), and make sure that you will have some input regarding those changes through the language in your agreement. Ninety nine percent of the time all of this can be effortless because you put everyone on the same page from the get-go.