Standard Terms for the Supply of Content
These standard terms for the supply of content (“standard terms”) apply to any written articles or other content (each, a “Work”) which the contributor named below (“you”) supplies to the Inuit Art Foundation (“IAF”) for publication in the Inuit Art Quarterly Magazine. These standard terms are subject to any other written terms that you and IAF may agree to, including terms relating to payment, travel and other expenses, deadlines, publication dates and editorial procedures, which are typically confirmed by e-mail. Those terms, however, will not affect or modify the License or Electronic Rights referred to below.
1. Works Submitted to Inuit Art Foundation
Any Work submitted to IAF will be an original work written or created by you and will not have been previously published in any form unless otherwise agreed upon. You represent and warrant to IAF that any Work submitted to IAF will not infringe upon any copyright, moral right, proprietary right or any other right of any kind. Works will be subject to editing and IAF’s decision as to placement and not shown to other readers.
2. Truthfulness and Accuracy of Works
You will be prepared to support all facts in any written Work and to assist IAF fact checkers in verifying facts. Where applicable, you will include contact information for all sources. Where factual information is missing or inaccurate in a written Work, you will provide the correct information to IAF as soon as possible. You are required to disclose any materials or facts to the IAF about any issues relating to your Work that could present legal risks to IAF. In the case of a libel action or potential libel action relating to your Work, you will provide reasonable assistance to IAF to allow it to prepare for and deal with such action or potential action.
3. Rights Granted to IAF
You retain the copyright and moral rights in all Works submitted to IAF. In consideration of the total fee payable to you for a Work, as agreed by you and IAF and confirmed by e-mail (with 5% of such total fee being allocated to the rights in paragraph (b) below, unless otherwise agreed upon), you grant to IAF the following rights in respect of the Work:
(a) the ongoing, perpetual, transferrable, assignable worldwide license to produce, reproduce, publish, display, translate and use the Work, in whole or in part, with or without modification by Inuit Art Foundation, (i) in the print edition of Inuit Art Quarterly magazine, and (ii) for advertising or promotional purposes relating to Inuit Art Quarterly magazine or IAF (the “License”); the License will be exclusive to IAF for a period of one year from the first date of publication of the issue of Inuit Art Quarterly magazine containing the Work, including reproductions online as well as non-competitive commercial use; and
(b) the ongoing, perpetual, transferrable, assignable worldwide license to the Electronic Rights. “Electronic Rights” as used in these standard terms and in any other terms that you and IAF agree upon means, in respect of any Work, the right to produce, reproduce, publish, display, translate and use the Work, in whole or in part, with or without modifications by IAF by any means now known or in the future discovered or created, including without limitation the right: (a) to store, archive, reproduce, distribute, display or otherwise make available the Work, in whole or in part, with or without modifications by IAF, on or via on-line databases, discs and other media and the Internet (including without limitation optical, digital, magnetic and electronic media, the World Wide Web and electronic bulletin boards or messaging systems); and (b) to permit hard-copy printouts of the Work, or any part thereof, whether or not modified by IAF, when it is accessed in any such form.
Should a third party wish to reprint the work, in whole or in part, the party shall be obligated to print an acknowledgement of the IAF in or approximating the following form: “Originally published in the Inuit Art Quarterly, [number], [year]. Reprinted here with the kind permission of the Inuit Art Foundation.”
IAF will be permitted to sublicense the Electronic Rights to commercial service providers and other third parties for the purposes of storing, archiving, reproducing, distributing, displaying or otherwise making available any Work, in whole or in part, with or without modifications by IAF, by any means now known or in the future discovered or created.
4. Works Not Published
In cases where the total fee payable to you for a Work (the “Total Fee”) has been agreed to by you and IAF and confirmed by e-mail, and IAF subsequently determines, in its sole discretion, that the Work will not be used for whatever reason, IAF will inform you by email that the Work will not be published or used. In this case, IAF will pay you any previously agreed upon travel expenses incurred by you prior to that time in connection with the production of that Work, together with 30 percent of the Total Fee. IAF will forfeit the rights granted by you with respect to that Work under section 3 of these standard terms and all such rights will revert to you.In cases where the Work is not published, both parties agree not to engage in any defamation of the other party in any public or private communication in print or online.
Either you or IAF may terminate these standard terms in respect of future Works upon written notice to the other, but any termination will not affect the rights granted under these standard terms with respect to already-submitted Works.
6. Governing Law
These standard terms and any other terms that may be agreed upon between you and IAF will be governed by the laws of the province of Ontario and the federal laws of Canada.
7. Québec Contributors
The parties confirm that it is their wish that these standard terms, as well as any other terms, written correspondence and documents relation to the subject of these standard terms, including e-mails, notices schedules and authorization, have been and shall be drawn up in the English language only. Les parties conferment leur volonté que la présente conention, de même que tous les documents relatifes à l’objet de celle-ci, y compris les letters, avis, annexes et autorisations, soient rédigés en Anglais seulement.
8. Binding Nature
These standard terms will enure to the benefit of and be binding upon the parties and their respective successors (including any successor by reason of amalgamation of IAF) and their respective heirs, attorneys, guardians, estate trustees, executors, trustees and permitted assigns.
These standard terms may be executed by the parties in counterparts and may be delivered by fax or e-mail and all the counterparts and faxes or e-mails together will constitute one and the same agreement.
Any notice given in connection with these standard terms must be in writing and will be sufficiently given if delivered in person, by courier service or other personal method of delivery or transmitted by fax or e-mail, in the case of notice to:
Inuit Art Foundation
1655 Dupont St.
Toronto, Ontario, CanadaM6P 3T1
Any notice will be considered to have been given and received on the day it is delivered or transmitted, so long as it is delivered or transmitted on a business day prior to 5:00 p.m. (EST) or if the day is not a business day, then the notice will be considered to have been given and received on the next business day. Any party may change its address for notices by giving notice to the other in accordance with the provisions of this section.