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Exclusive license agreement


Pobieranie 21.66 Kb.
Data19.06.2016
Rozmiar21.66 Kb.
EXCLUSIVE LICENSE AGREEMENT

concluded on .............................. in Krakow between:

…………………………………………………………………………………………… street:........................................ .. code: .......... ...... .. Location: ................ ......... .......
tel. number: .................................... e-mail: ........................................
hereinafter referred to as "Author"

and


"Apeiron" Academy of Public Security and Individual in Krakow, located at Krupnicza Street 3, 31-123 Krakow, ......................... NIP number ............... ......
represented by Julius Piwowarski - Rector of the University,
hereinafter referred to as "Publisher"

also referred to as the "Parties"



§ 1.

  1. The Author declares that he has written a work in the form of ................................., which was created both in Polish, ................... , .............. language version (hereinafter in this agreement referred to as "the Work").

  2. The Author declares that the Work titled as above is original and was written by the aforementioned Author, so the Author is entitled to all property and moral rights and these rights are not encumbered in any way by the rights or duties of third parties. The Work is free of ghostwriting and guest authorship. The Work is also free of content obtained in a manner inconsistent with applicable regulations and does not affect the property or moral rights of third parties. The Author declares that the claims made above applies to all language versions of the Work set out in point 1 of this paragraph.

  3. The Parties jointly agree that the subject of this agreement is to provide to the Publisher an exclusive license for the exploitation of the Work, and the related rights necessary for the exploitation of the Work.

  4. The Author declares, moreover, that Work has not been published in whole or in part, in any language version.

§ 2.

    1. Upon conclusion of this agreement Author grants Publisher license to the Work - royalty-free, exclusive and transferable, under the terms set out in this paragraph.

    2. Grant of license to Work takes on all fields of exploitation known at the time of conclusion of this agreement, in particular:

      1. in the field of saving - the production of copies of the Work in all techniques, including printing, reprographic, magnetic recording technique, analog, digital and optical including in the form of a sound recording (audiobook) or electronic (e - book);

      2. in the field of reproduction - the production of copies of a the Work in every medium, including printing, reprographic, magnetic recording technique, analog, digital and optical including in the form of a sound recording (audiobook) or electronic (e - book);

      3. in the field of trading in the original or the copies on which the Work was saved and multiplicated in the manner specified in points a) and b) above - placing on the market, lending or rental of the original or copies;

      4. in the field of dissemination of the Work in a manner different from that stated above - public performance, display, broadcasting and re-broadcasting, and public use of the Work in each way referred to in points a) and b) above, particularly in such a way that everyone can have access to it in a place and at a time individually chosen, in particular via the Internet.

    3. For the avoidance of doubt Parties declare that their intention is to provide license in the widest possible scope, on all fields of exploitation known at the time of the conclusion of this agreement.

    4. The Author also grants Publisher, on an exclusive basis and in scope of fields of exploitation referred to in point 2 and 3 above, permit to exercise related rights with regard to the Work. Permit referred in preceding sentence include the right to grant further authorizations.

    5. The Author moves to the Publisher the right to make in its sole discretion decisions about modifications, alterations, new versions, adaptation, translation, etc. of the Work, in whole or in part, in the scope specified in this paragraph and transfer to the Publisher the right of exploitation of these versions, alterations, fragments etc. on fields of exploitation and in the scope specified in this paragraph.

    6. The Author does not retain the right to authorize any third party to the exercise of related rights to the Work. Author undertakes not to authorize any third party to the exercise of related rights to the Work and undertakes not to transfer the right to authorizing to exercise the related rights to the Work on any third party.

    7. Upon the conclusion of this agreement, Author grants the Publisher an irrevocable permission to exercise moral rights to the Work, in particular:

      1. the decision about the first public release of the Work;

      2. to make modifications, alterations, modifications, improvements of the Work on Publisher's sole discretion and the use of modified Work in the fields of exploitation referred to in this agreement without obtaining additional consent of the Author;

      3. sharing the Work anonymously or under the name of the Author.

        1. The Author irrevocably undertakes that shall not exercise, especially in relation to the Publisher, the rights arising from its moral rights to the Work, and does not authorize any third party to exercise the moral rights in relation to the Work.

        2. Author, without any additional remuneration, grants to the Publisher the right to use its name and image, for orders of the implementation of this agreement.

        3. Publisher is entitled to transfer obtained in according to this agreement rights, authorizations and permits on third parties and granting them permission to grant further licenses, authorizations and permits - in the scope specified in this agreement.

        4. Publisher ensures that all rights and authorizations referred to in this paragraph, including the rights referred to in points 4, 5, 7 and 9 will be executed with respect for the moral rights and personal rights of the Author, merely in the matter justifies with aim of the exploitation of the Work.

        5. Author undertakes not to revoke or limit a license or authorizations granted to the Publisher, referred to in paragraphs 5 and 6 and other authorizations referred to in this paragraph, within the term of this agreement as defined in § 3 below, in a way which could prevent or hinder the exploitation of the Work.

        6. All fields of exploitation specified in this Agreement refer both to use Work in whole as well as in part.

        7. The Parties agree that if in the future arise fields of exploitation unknown at the moment of concluding this agreement, Author agrees to grant Publisher license to the Work also in these fields of exploitation without additional remuneration. The agreement will be concluded within 14 days from the day of receiving the request to conclude an agreement made by the Publisher (the so-called right option). The Parties agree that Publisher is entitled to transfer the right option, referred to in this point, to a third party without the consent of the Author.

§ 3.

  1. The license set forth in this agreement shall be granted for a fixed term five years, counted from the time of first publication or dissemination of the Work. After the period specified in the preceding sentence the license is converted into license granted for an indefinite period (Author agrees to make an additional statement confirming the granting of an exclusive license for an indefinite period, immediately after 5 years period of license), without the right to terminate it. In the event that the exclusion of the right of termination proved to be ineffective, the Parties agree that the termination period shall be of five years.

  2. The Parties jointly agree that the authorization to exercise related rights, together with a further authorization, shall be granted for the duration of the license to the Work and they can not be previously withdrawn, but in conjunction with Art. 2 point. 3 Copyright and Related Rights Act dated 4 February 1994 Parties jointly agree to prolong term indicated in this provision for up to five years. The Parties also agree that the Author would not apply in this scope the right to terminate this agreement. In case the exclusion of the right of termination proved to be ineffective, Parties agree that notice shall be filed within 5 years from the conclusion of the Agreement, and the termination period shall be of five years, and termination in any case will be effective only if the Publisher obtains from exploitation of the Work reimbursement of expenses incurred in connection with exploitation of the Work.

§ 4.

Due to the granting of licenses and other rights specified in this agreement, Author is not entitled to remuneration.



§ 5.

  1. Author ensures Publisher that no third parties make claims or demands against the Publisher concern use of the granted license and nor due to the performance of any other rights resulting from this agreement. In the case of making by third parties of any claims to the Publisher, concern use of the granted license and nor due to the performance of any other rights resulting from this agreement, the Publisher shall immediately inform about this fact the Author. In the event of any third party claims against the publisher in connection with use of the license granted and nor due to the performance of his other rights under this Agreement, Author undertakes to accede to any proceeding before common court, public administration agency or administration court, which will bring an in connection with the use by the Publisher of licenses granted or due to the performance of other rights resulting from this agreement and to cover these claims in any case, when these claims are justified or adjudged by a final judgment of a court, administrative decision or settlement concluded in court or out of court. Author will join the judicial or extrajudicial proceedings instead Publisher or, if it is impossible, next to Publisher and take all actions to protect its interests. Payment of claims, adjudged by judgment of the court, administrative decision or settlement, shall be fulfilled by taking all the activities to which Publisher will be obliged and in the case that it is impossible, to cover all damages to which the Publisher will be exposed due to the need to take such actions and/or pay on bank account indicated by Publisher, the full amount of money adjudged by a final court judgment, no later than fourteen (14) days from the date of passing the judgment. In case of failure to the obligations set out in this point, Publisher shall be entitled to claim for payment of contractual penalty in the amount of the costs incurred in connection with activities which will be obliged to fulfill by decisions indicated in this point.

  2. Notwithstanding the preceding point, in the circumstances referred to therein, Publisher may terminate this Agreement with immediate effect.

  3. The Author shall bear full responsibility for submitting false declarations referred to in § 1 of the Agreement, as well as for damages incurred by Publisher in connection with the violation of rights, including copyrights which third party is entitled, if it turns out that copyrights to the Work belongs to third party in whole in part. Liability for damages on general principles is also reserved for damages incurred in connection with the circumstances referred to in point 1 above, in excess proprietary at this point contractual penalty.

§ 6.

  1. In matters not covered by this agreement are applicable provisions of the Copyright and Related Rights Act and Civil Code shall be apply.

  2. Disputes arising in connection with this agreement, shall be settle in an consensual way. In the case of not reaching an agreement will be submitted for decision to the competent common court, proper to the Publisher’s registered seat.

  3. Changes in this agreement shall be make in written form to be valid.

  4. The Agreement was drawn up in two identical copies, one for each party.



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      Author Publisher


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