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 Copyright licensing - a checklist for drafting an agreement |
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The following is an extract from Practical Forms & Precedents NSW . For information about purchasing this service, contact the LawBook Company.
The sorts of issues which generally should be considered when drafting an agreement dealing with copyright material:
1. Identify the parties to the agreement.
2. Descrtibe or identify the copyright material.
3. Speicfy who owns the copyright.
4. State whether rights are granted by way of assignment, exclusive licence or non-exclusive licence.
5. Specify the scope of the grant of rights (in some cases it may be appropriate to state specifically that any other uses require the copyright owner's consent).
6. Where appropriate, oblige the licensee to exploit the rights to the benefit of the copyright owner (this is important where the copyright owner is being paid a royalty and returns depend upon continued sales).
7. State the period of time for which the rights are granted.
8. State the territory or territories in which the rights may be exercised (generally, the grant of rights should be limited to territories where the publisher has the intention and capacity to exploit the work effectively).
9. State how payment will be calculated and when it is to be made (for example, by a once-only lump sum paypment, or by way of an advance and a royalty).
10. If paypment is to be by way of a royalty, the agreement should provide for how often accounts are to be rendered and settled, and for the person granting the rights to be able to inspect the relevant account books.
11. Provide for adequate attribution (credit) to be given to the creator.
12. Require the inclusion of the copyright notice.
13. In respect of artistic works capable of being registered as designs under the Designs Act 1906, provide for which party may register.
14. Include a prohibition on alteration of the material without consent.
15. Include a prohibition against any use of the material which is damaging to the creator's honour or reputation.
16. Include a warranty from the copyright owner that the work is original and does not infringe any existing copyright, and that the copyright owner has the power to enter the agreement.
17. Provide for any alternative dispute resolution mechanisms which are to be followed before either party may resort to court action.
18. Prohibit the other party from assigning or licensing the rights granted in the contract to anyone else without written consent.
19. Provide for termination of the agreement and the reversion of rights if the other party becomes bankrupty or goes into liquidation; where rights are assigned or licensed for any length of time there should be some provision made for the agreement to be termianted and for rights to revert to the creator if the licensee fails or ceases to exercise the rights acquired or to fulfil other obligations under the contract.
2000
March, 2001
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