Publication Agreement and Copyright Licence
This is a publication agreement and copyright licence (“Agreement”) between the author (“Author”) and The Canadian Bar Foundation (“CBF”), regarding a written work by the Author to be published in the Canadian Bar Review.
The Canadian Bar Review (“CBR”) consists of an electronic version available at https://cbr.cba.org/index.php/cbr.
1. LICENCE OF COPYRIGHT
1.1 Subject to the terms and conditions of this Agreement, the Author grants to CBF for the Term of this Agreement the following royalty-free worldwide nonexclusive licences in respect of the Article:
- 1.1.1 a licence to produce, reproduce, publish, distribute, communicate to the public by telecommunication, translate, adapt and use the Article in the CBR in any form whatever (including print or electronic media), and by any technology now known or hereafter developed, either separately or as part of a collective work,
- 1.1.2 a licence to sublicense third parties to reproduce, transmit and distribute the Article for the purposes of assisting with the publication of the Article in the CBR,
- 1.1.3 a licence to sublicense third parties to exercise those rights necessary to prepare and include the Article in research and document delivery services such as those offered by Westlaw, Lexis, Quicklaw (LexisNexis Canada), Hein Online and SSRN or their successors,
- 1.1.4 a licence to sublicense third parties to duplicate the Article for educational use, provided that (a) copies are distributed at or below cost, (b) the Author(s) are identified, and full correct citation is included, (c) proper notice of copyright is affixed to each copy.
- 1.1.5 to authorize commercial duplication provided that (a) consent has been received either by the CBF or by the Author, (b) a reproduction fee as set by the CBF from time to time is remitted to the CBF, (c) the Author(s) are identified, and full correct citation is included, (d) proper notice of copyright is affixed to each copy.
1.2 Notwithstanding the nonexclusive licences granted above, the parties agree that the CBF shall have the exclusive right to publish the Article, in print or electronic form, for a period beginning when this Agreement is executed and ending twenty-four (24) months after publication of the Article in the CBR. During this period of exclusivity, the CBF expressly consents herein that the Author may publish the Article on the Author’s own website or on the Author’s firm website or the SSRN or similar scholarly forum that publishes working draft versions of academic papers, providing that the Author indicates, on or in association with the first page of the Article, that the Article is scheduled for publication, or has been published, in the CBR. The Author agrees not to publish the Article, or any substantially similar article, in any other location without first approval of the CBF until the expiry of the exclusivity period.
1.3 The CBF agrees to supply the Author with a final typeset version of the Article in PDF format upon request by the Author. The Author agrees to replace any draft version of the Article that has been posted to the Author’s own website with the typeset final version of the Article in PDF format within two weeks of its receipt from the CBF.
1.4 The CBF shall have the right to assign, sublicense, or otherwise transfer any and all rights granted under this Agreement.
1.5 The CBF agrees to properly affix the Author’s copyright notice “Copyright © [year] by [author name]” to all reproductions, publications, distributions, communications to the public by telecommunication, translations and uses of the Article.
2. AUTHOR’S RIGHT TO REPUBLISH
2.1 The Author retains ownership of the copyright in the Article, including the right to produce, reproduce, publish, distribute, communicate to the public in person or by telecommunication, translate, adapt, perform, display and use the Article in any form whatever (including print or electronic media), and by any technology now known or hereafter developed, subject to the rights granted in this Agreement.
2.2 The Author agrees that any re-publications in print, electronic, or other form shall include a notice on the first page or associated with the first page of the Article specifying that the first publication of the Article was in the CBR and providing a full citation to the print and/or electronic volume and issue.
2.3 The Author agrees that the publication of any work that is substantially similar to the Article shall include a notice on the first page or associated with the first page of the Article specifying that a version of the Article was first published in the CBR and providing a full citation to the print and/or electronic volume and issue.
3.1 The Author represents and warrants that the Article is original and that the Author has obtained all necessary permissions to republish any copyrighted material contained in the Article.
3.2 The Author represents and warrants that the Article is not unlawful, including, but not limited to, that the Article does not defame any person, does not invade the privacy of any person, does not constitute a breach of confidence, and does not in any other manner infringe upon the rights of any person (including but not limited to intellectual property rights).
3.3 The Author represents and warrants that the Author has full power and authority to enter into this agreement and to grant the rights granted in this agreement.
3.4 The Author represents and warrants that the Article furnished to the CBF has not been submitted for publication elsewhere, that no agreement to publish it is outstanding, and that the Article has not been published previously.
3.5 The Author agrees to indemnify and hold harmless the CBF and its editors and staff, their licencees and distributees, from any claim, action or proceeding arising from a breach of any of the Author’s warranties.
3.6 The CBF reserves the right to terminate this agreement immediately if the Article is found to contain plagiarized material or for breach of any of the Author’s warranties.
4. TERM AND TERMINATION
4.1 This Agreement shall remain in effect for as long as copyright protection subsists in the Article (the “Term”).
4.2 Immediate Termination – Either party hereto shall have the right to terminate this Agreement effective immediately upon the commission of a material breach of any material term or covenant of this Agreement by the other party hereto which breach is not cured or resolved to the satisfaction to the non-breaching party within thirty (30) days of receipt by the non-breaching party of written notice of such breach.
4.3 Termination for Convenience – CBF shall have the right to terminate this Agreement immediately if, prior to publication, in its sole discretion it elects not to publish the Article. Neither party shall be entitled or liable for any compensation for termination under this Section 4.3.
4.4 Effect of Termination – (a) Subject to sub-section (b) hereof, upon termination or expiry of this Agreement (i) the licences and rights granted herein shall terminate, and (ii) CBF shall return the manuscript of the Article to the Author. (b) The parties expressly agree that the licences granted to the CBF in Sections 1.1.1-1.1.3 hereof shall survive the termination of this Agreement for any reason, if the Agreement is terminated after publication of the Article in the CBR.
4.5 Survival – Sections 2.1, 2.2, 3.5, and 4.4(b) shall survive the termination or expiry of this Agreement for any reason.
5.1 The Author agrees and acknowledges that the Author will receive no payment from the CBF for use of the Article or the rights granted in this Agreement. The CBF will publish the article electronically on their open journal systems (OJS) site found here: https://cbr.cba.org/index.php and a final typeset version in PDF format will be provided to the Author if requested by the Author.
5.2 The CBF agrees and acknowledges that the CBF will not receive any payment from the Author for publication by the CBF.
6. APPLICABLE LAW
6.1 This Agreement shall be governed by the applicable laws of Ontario and federal laws in Canada.
7.1 In the event any one or more of the provisions of this Agreement shall for any reason be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unimpaired in such a manner that the original intent of the parties as set out in this Agreement is preserved to the greatest extent possible.
8. ENTIRE AGREEMENT
8.1 This Agreement supersedes any and all other agreements, either oral or in writing, between the Author and the CBF with respect to the subject of this Agreement. This Agreement contains all of the warranties and agreements between the parties with respect to the Article, and each party acknowledges that no representations, inducements, promises, or agreements have been made by or on behalf of any party except those warranties and agreements embodied in this Agreement. No agreement, statement, or promise not contained in this Agreement shall be valid or binding.