ArtbooksPartner License Agreement
This agreement gives us, our licensees and successors, and assigns Your permission to use your Material on the terms and conditions set out below.
This agreement is made between:
The Commonwealth of Australia, represented by and acting through the Department of Communications, Information Technology and the Arts, ABN 51 491 646 726 (which includes our licensees, successors and assigns) ('us' or 'we' or 'our' as the case requires)
And
You (being the Contributor Organisation or Contributor Individual referred to above) ('you' or 'your' as the case requires)
1 MATERIAL
You are giving us permission to publish the Material in the publication or on the Site described in clause 4, and to use the Material to promote the publication or Site in any medium, such as writing, broadcast or on the Internet. This agreement means that you have given us permission to use the Material (and updates to it) in this way indefinitely and anywhere in the world, but it does not stop you from giving similar permission to anyone else.
No fee or royalty is payable by us to you or anyone else for this permission to publish the Material, unless otherwise agreed.
2 OUR ROLE
We will acknowledge the owner and creator of the Material and we will maintain the integrity of the Material.
We will not make any major changes to the Material or change any of your trade marks unless you give us permission to do so. Without your consent we may:
i. make minor changes to the Material, such as correcting spelling or grammar;
ii. adapt the Material but only as much as is required by the technology involved; and
iii. delete any or all of the Material if we consider that it may be defamatory, misleading or deceptive or if we receive legal advice to do so for any reason.
We do not have to use any or all of the Material but if we decide not to use it we will return it to you. By signing this agreement, you agree that you will not claim damages or compensation from us in any circumstances, including if we change or delete the Material or if we do not use any or all of it.
Ownership of the Intellectual Property Rights in the Material remains with the current owner. This agreement does not giveyou any rights over the publication or Site.
3 WARRANTIES
By signing this agreement you are giving us an assurance that, at the time you sign:
i. you are either the owner of the copyright in the Material or you have obtained all necessary authorisations, permissions, licences and clearances that are required by law so that you may use the Material and enter this agreement;
ii. the Material does not infringe the Intellectual Property Rights of any person;
iii. the Material does not contain any breach of confidence; and
iv. the Material is not misleading or deceptive. You must tell us as soon as you know or suspect that any of these assurances is not correct so that we can minimise any misuse or costs involved.
4 TERMINATION
We may terminate the agreement if:
i. you go into liquidation or are made bankrupt or bankruptcy proceedings are started against you;
ii. a receiver or receiver and manager or mortgagee's or chargee's agent is appointed; or
iii. you enter into a scheme of arrangement with your creditors.
If the Material is included in a Site:
i. we may terminate the agreement if we discontinue or redesign the Site; and;
ii. you may terminate the agreement at any time if you want the Material removed from the Site, provided that you tell us in writing.
If the agreement is terminated by you or us in accordance with this clause, neither you nor we will be liable to pay any compensation, damages, costs or expenses in connection with that termination.
5 INDEMNITIES
You will indemnify us if we suffer any liability, loss, damage or expense due to your negligent acts or omissions or because what you have assured us in the warranties at clause 3 is not true. Such liability, loss, damage, or expense includes but is not limited to, legal costs, expenses of a solicitor/own client basis and the cost of time spent, resources used or disbursements paid by us. If any negligent act or omission by us contributed to the relevant liability, loss, damage or expense, then your obligation to indemnify us will be reduced proportionally. This indemnity continues even after this agreement expires or is terminated.
6 USE OF THE MATERIAL BY OTHER PEOPLE
We will not authorise any infringement of any Intellectual Property Rights in the Material. Where we publish the Material on a Site, we will put a warning on that Site about unauthorised use of the Material (including copying).
By signing this agreement, you agree not to take action against the Commonwealth under any law in any jurisdiction for any loss or damage at all which you may suffer as a direct or indirect result of any infringement of your Intellectual Property Rights in the Material.
7 LAW APPLYING TO THIS AGREEMENT
This agreement is governed by the laws of the Australian Capital Territory.
8 ENTIRE AGREEMENT AND AMENDMENT
You must not take anything that we have said or written to you to be part of this agreement unless we agree to that in writing. Any variation to this agreement must be in writing and signed by us and you.
9 DEFINITIONS
Infringement includes acts done by the Crown which would be an infringement but for the operation of subs 163(1) of the Patents Act 1990, s40A of the Designs Act 1906, s183 of the Copyright Act 1968 or s25 of the Circuit Layouts Act 1989.
Intellectual Property Rights includes all intellectual and industrial property rights, including copyright, moral rights and trade marks, whether or not they exist at the moment and whether or not they are registered or may be registered. It also includes any right to apply for registration and all renewals or extensions.
Internet means the world-wide network of networks connected to each other using the TCP/IP protocol for worldwide information transfer.
Material includes all relevant intellectual property rights in the material described in clause 3.
Site means a virtual address space accessed via the Internet from which information is able to be accessed by users of the Internet, regardless of the particular computer or other physical platform on which that information may be stored from time to time.
We, us means the Commonwealth of Australia.
You, your includes any of your officers, employees and agents.
10 INTERPRETING THIS AGREEMENT
Headings and words in brackets have been included for convenience only and do not extend or limit the meaning of the agreement, other than to correct any wrong cross reference.
Words in the singular include the plural and words in the plural include the singular.
Where any word or phrase is given a defined meaning, any other part of speech or other grammatical form in respect of that word or phrase has a corresponding meaning.
This agreement is made between:
The Commonwealth of Australia, represented by and acting through the Department of Communications, Information Technology and the Arts, ABN 51 491 646 726 (which includes our licensees, successors and assigns) ('us' or 'we' or 'our' as the case requires)
And
You (being the Contributor Organisation or Contributor Individual referred to above) ('you' or 'your' as the case requires)
1 MATERIAL
You are giving us permission to publish the Material in the publication or on the Site described in clause 4, and to use the Material to promote the publication or Site in any medium, such as writing, broadcast or on the Internet. This agreement means that you have given us permission to use the Material (and updates to it) in this way indefinitely and anywhere in the world, but it does not stop you from giving similar permission to anyone else.
No fee or royalty is payable by us to you or anyone else for this permission to publish the Material, unless otherwise agreed.
2 OUR ROLE
We will acknowledge the owner and creator of the Material and we will maintain the integrity of the Material.
We will not make any major changes to the Material or change any of your trade marks unless you give us permission to do so. Without your consent we may:
i. make minor changes to the Material, such as correcting spelling or grammar;
ii. adapt the Material but only as much as is required by the technology involved; and
iii. delete any or all of the Material if we consider that it may be defamatory, misleading or deceptive or if we receive legal advice to do so for any reason.
We do not have to use any or all of the Material but if we decide not to use it we will return it to you. By signing this agreement, you agree that you will not claim damages or compensation from us in any circumstances, including if we change or delete the Material or if we do not use any or all of it.
Ownership of the Intellectual Property Rights in the Material remains with the current owner. This agreement does not giveyou any rights over the publication or Site.
3 WARRANTIES
By signing this agreement you are giving us an assurance that, at the time you sign:
i. you are either the owner of the copyright in the Material or you have obtained all necessary authorisations, permissions, licences and clearances that are required by law so that you may use the Material and enter this agreement;
ii. the Material does not infringe the Intellectual Property Rights of any person;
iii. the Material does not contain any breach of confidence; and
iv. the Material is not misleading or deceptive. You must tell us as soon as you know or suspect that any of these assurances is not correct so that we can minimise any misuse or costs involved.
4 TERMINATION
We may terminate the agreement if:
i. you go into liquidation or are made bankrupt or bankruptcy proceedings are started against you;
ii. a receiver or receiver and manager or mortgagee's or chargee's agent is appointed; or
iii. you enter into a scheme of arrangement with your creditors.
If the Material is included in a Site:
i. we may terminate the agreement if we discontinue or redesign the Site; and;
ii. you may terminate the agreement at any time if you want the Material removed from the Site, provided that you tell us in writing.
If the agreement is terminated by you or us in accordance with this clause, neither you nor we will be liable to pay any compensation, damages, costs or expenses in connection with that termination.
5 INDEMNITIES
You will indemnify us if we suffer any liability, loss, damage or expense due to your negligent acts or omissions or because what you have assured us in the warranties at clause 3 is not true. Such liability, loss, damage, or expense includes but is not limited to, legal costs, expenses of a solicitor/own client basis and the cost of time spent, resources used or disbursements paid by us. If any negligent act or omission by us contributed to the relevant liability, loss, damage or expense, then your obligation to indemnify us will be reduced proportionally. This indemnity continues even after this agreement expires or is terminated.
6 USE OF THE MATERIAL BY OTHER PEOPLE
We will not authorise any infringement of any Intellectual Property Rights in the Material. Where we publish the Material on a Site, we will put a warning on that Site about unauthorised use of the Material (including copying).
By signing this agreement, you agree not to take action against the Commonwealth under any law in any jurisdiction for any loss or damage at all which you may suffer as a direct or indirect result of any infringement of your Intellectual Property Rights in the Material.
7 LAW APPLYING TO THIS AGREEMENT
This agreement is governed by the laws of the Australian Capital Territory.
8 ENTIRE AGREEMENT AND AMENDMENT
You must not take anything that we have said or written to you to be part of this agreement unless we agree to that in writing. Any variation to this agreement must be in writing and signed by us and you.
9 DEFINITIONS
Infringement includes acts done by the Crown which would be an infringement but for the operation of subs 163(1) of the Patents Act 1990, s40A of the Designs Act 1906, s183 of the Copyright Act 1968 or s25 of the Circuit Layouts Act 1989.
Intellectual Property Rights includes all intellectual and industrial property rights, including copyright, moral rights and trade marks, whether or not they exist at the moment and whether or not they are registered or may be registered. It also includes any right to apply for registration and all renewals or extensions.
Internet means the world-wide network of networks connected to each other using the TCP/IP protocol for worldwide information transfer.
Material includes all relevant intellectual property rights in the material described in clause 3.
Site means a virtual address space accessed via the Internet from which information is able to be accessed by users of the Internet, regardless of the particular computer or other physical platform on which that information may be stored from time to time.
We, us means the Commonwealth of Australia.
You, your includes any of your officers, employees and agents.
10 INTERPRETING THIS AGREEMENT
Headings and words in brackets have been included for convenience only and do not extend or limit the meaning of the agreement, other than to correct any wrong cross reference.
Words in the singular include the plural and words in the plural include the singular.
Where any word or phrase is given a defined meaning, any other part of speech or other grammatical form in respect of that word or phrase has a corresponding meaning.
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