Common use of Consideration Clause in Contracts

Consideration. The Parties agree that the Publisher’s agreement to its contractual obligations in this Agreement in respect of its efforts in considering publishing and promoting the Contribution and the Work is good and valuable consideration for the rights granted and obligations undertaken by the Author under this Agreement, the receipt, validity and sufficiency of which is hereby acknowledged by the Author. The Parties expressly agree that no royalty, remuneration, licence fee, costs or other moneys whatsoever shall be payable to the Author. The Publisher and the Author each have the right to authorise collective management organisations (“CMOs”) of their choice to manage some of their rights. Reprographic and other collectively managed rights in the Contribution (“Collective Rights”) have been or may be licensed on a non-exclusive basis by each of the Publisher and the Author to their respective CMOs to administer the Collective Rights under their reprographic and other collective licensing schemes (“Collective Licences”). Notwithstanding the other provisions of this Clause, the Publisher and the Author shall each receive and retain their share of revenue from use of the Contribution under Collective Licences from, and in accordance with, the distribution terms of their respective CMOs. To the fullest extent permitted by law, any such revenue is the sole property of the Publisher and the Author respectively and, if applicable, the registration and taxation of that revenue is the sole responsibility of the respective recipient party. The Publisher and the Author shall cooperate as necessary in the event of any change to the licensing arrangements set out in this Clause. The Publisher has the sole right to determine whether to publish any subsequent edition of the Work containing an updated version of the Contribution, but only after reasonable consultation with the Author. Once notified by the Publisher that an update of the Contribution is deemed necessary, the Author agrees to deliver an updated manuscript in accordance with the terms of the Clause "The Author's Responsibilities" and the other relevant provisions of this Agreement, together with the material for any new illustrations and any other supporting content including media enhancements, within a reasonable period of time (as determined by the Publisher) after such notification. Substantial changes in the nature or size of the Contribution require the written approval of the Publisher at its sole discretion. The terms of this Agreement shall apply to any new edition of the Work that is published under this "New Editions" Clause. If the Author, for whatever reason, is unwilling, unable or fails (including as a result of death or incapacity) to submit an updated manuscript that meets the terms of this Agreement within the above stated period, then the Publisher is entitled to revise, update and publish the content of the existing edition or to designate one or more individuals (which, where co-authors have entered into this Agreement, may be one or more of the co-authors) to prepare this and any future editions provided that the new editions shall not contain anything that is a derogatory use of the Author's work that demonstrably damages the Author’s academic reputation. In such case, the Author shall not participate in preparing any subsequent editions. The Author agrees that the Publisher shall be entitled but not obliged to continue to use the name of the Author on any new editions of the Work together with the names of the person or persons who contributed to the new editions. Should the Author or the Author's successors object to such continuing use then they must notify the Publisher in writing when first contacted by the Publisher in connection with any new edition.

Appears in 159 contracts

Sources: Publishing Agreement, Publishing Agreement, Publishing Agreement

Consideration. The Parties agree that the Publisher’s agreement to its contractual obligations in this Agreement in respect of its efforts in considering publishing and promoting the Contribution and the Work is good and valuable consideration for the rights granted and obligations undertaken by the Author Author under this Agreement, the receipt, validity and sufficiency of which is hereby acknowledged by the Author. Author. The Parties expressly agree that no royalty, remuneration, licence fee, costs or other moneys whatsoever shall be payable to the Author. Author. The Publisher and the Author Author each have the right to authorise collective management organisations (“CMOs”) of their choice to manage some of their rights. Reprographic and other collectively managed rights in the Contribution (“Collective Rights”) have been or may be licensed on a non-exclusive basis by each of the Publisher and the Author Author to their respective CMOs to administer the Collective Rights under their reprographic and other collective licensing schemes (“Collective Licences”). Notwithstanding the other provisions of this Clause, the Publisher and the Author Author shall each receive and retain their share of revenue from use of the Contribution under Collective Licences from, and in accordance with, the distribution terms of their respective CMOs. To the fullest extent permitted by law, any such revenue is the sole property of the Publisher and the Author Author respectively and, if applicable, the registration and taxation of that revenue is the sole responsibility of the respective recipient party. The Publisher and the Author Author shall cooperate as necessary in the event of any change to the licensing arrangements set out in this Clause. The Publisher has the sole right to determine whether to publish any subsequent edition of the Work containing an updated version of the Contribution, but only after reasonable consultation with the Author. Author. Once notified by the Publisher that an update of the Contribution is deemed necessary, the Author Author agrees to deliver an updated manuscript in accordance with the terms of the Clause "The AuthorAuthor's Responsibilities" and the other relevant provisions of this Agreement, together with the material for any new illustrations and any other supporting content including media enhancements, within a reasonable period of time (as determined by the Publisher) after such notification. Substantial changes in the nature or size of the Contribution require the written approval of the Publisher at its sole discretion. The terms of this Agreement shall apply to any new edition of the Work that is published under this "New Editions" Clause. If the Author, for whatever reason, is unwilling, unable or fails (including as a result of death or incapacity) to submit an updated manuscript that meets the terms of this Agreement within the above stated period, then the Publisher is entitled to revise, update and publish the content of the existing edition or to designate one or more individuals (which, where co-authors have entered into this Agreement, may be one or more of the co-authors) to prepare this and any future editions provided that the new editions shall not contain anything that is a derogatory use of the Author's work that demonstrably damages the Author’s academic reputation. In such case, the Author shall not participate in preparing any subsequent editions. The Author agrees that the Publisher shall be entitled but not obliged to continue to use the name of the Author on any new editions of the Work together with the names of the person or persons who contributed to the new editions. Should the Author or the Author's successors object to such continuing use then they must notify the Publisher in writing when first contacted by the Publisher in connection with any new edition.

Appears in 28 contracts

Sources: Publishing Agreement, Publishing Agreement, Publishing Agreement

Consideration. The Parties agree 4.1. In consideration of the Works to be created and rights assigned under this Agreement, the Producer shall pay the Author a total sum of Rs (Rupees Only) including applicable service tax ( Consideration”). 4.2. Author confirms that no further amounts, royalties shall be payable by the Publisher’s agreement Producer to its contractual obligations in the Author or any other person under this Agreement in respect of exploitation of the Works. 4.3. The Producer or its efforts permitted assignees shall be exclusively entitled (i) to issue or ▇▇▇▇▇ ▇▇- censes in considering publishing the said Works and promoting (ii) collect and utilize the Contribution full share of Master Royalties on one hand and the Work is good Owner‟s/Publisher‟s share of Publishing Royalties on the other hand, from the exploitation of the Works, if and valuable consideration for where applicable, in any manner whatsoever. The Author shall be entitled to receive only the rights granted author‟s/lyricist‟s share of Publishing Royalties (calculat- ed pro-rata with other Authors whose works are incorporated in the Film), if and obligations undertaken by where legal- ly applicable, either directly from end users or from any applicable copyright society. The Author agrees to provide all authorizations/ NOC‟s to the Producer or its assignees in further- ance of the above understanding. 4.4. Nothing contained in this Agreement shall affect the right of the Author under to be or continue to be a member of any copyright society whether in India or outside India. It is clarified that while by virtue of this Agreement, the receipt, validity and sufficiency of which is hereby acknowledged by the Author. The Parties expressly agree that no royalty, remuneration, licence fee, costs or other moneys whatsoever shall be payable to the Author. The Publisher and the Author each have Assignment the right to authorise collective management organisations (“CMOs”) issue or grant licenses in respect of their choice the Work shall vest exclusively with the Producer, the right to manage some collect the Author’s share of their rights. Reprographic and other collectively managed rights in Publishing Royalty shall continue to vest with the Contribution (“Collective Rights”) have been or copyright society of which the Author may be licensed on a non-exclusive basis by each member. Nothing contained herein shall be deemed to be a waiver of the Publisher and right of the Producer or the Author to receive their respective CMOs share of Publishing Royalties, to administer be shared on an equal basis as specified by the Collective Rights under their reprographic Indian Copyright ▇▇▇ ▇▇▇▇ and other collective licensing schemes (“Collective Licences”)its amendments. Notwithstanding It is further clarified that the other provisions of this Clause, Producer shall also not be liable to share any royalties received from overseas territories with the Publisher Author and the Author shall each receive and retain be entitled to collect only their share of revenue royalties through an appropriate copyright society, from use of the Contribution under Collective Licences fromapplicable Overseas Performing Rights Societies such as PRS (UK), and in accordance withASCAP (USA), the distribution terms of their respective CMOsBMI (USA), SOCAM (Canada), SAMRO (South Africa) etc. 4.5. To the fullest extent permitted by law, any such revenue is the sole property of the Publisher and the Author respectively and, if applicable, the registration and taxation of Parties agree that revenue is the sole responsibility of the respective recipient party. The Publisher and the Author shall cooperate as necessary in the event of any change to the licensing arrangements set out in this Clause. The Publisher has the sole right to determine whether to publish any subsequent edition of the Work containing an updated version of the Contribution, but only after reasonable consultation with the Author. Once notified by the Publisher that an update of the Contribution is deemed necessary, the Author agrees to deliver an updated manuscript Agreement in accordance with the terms of the Clause "The Author's Responsibilities" and the other relevant provisions of this Agreement, together with the material for any new illustrations and any other supporting content including media enhancements, within a reasonable period of time (as determined by the Publisher) after such notification. Substantial changes in the nature or size Section 18 of the Contribution require the written approval of the Publisher at its sole discretion. The terms of this Agreement shall apply to any new edition of the Work that is published under this "New Editions" Clause. If the Author, for whatever reason, is unwilling, unable or fails (including as a result of death or incapacity) to submit an updated manuscript that meets the terms of this Agreement within the above stated period, then the Publisher is entitled to revise, update and publish the content of the existing edition or to designate one or more individuals (which, where co-authors have entered into this Agreement, may be one or more of the co-authors) to prepare this and any future editions provided that the new editions shall not contain anything that is a derogatory use of the Author's work that demonstrably damages the Author’s academic reputation. In such case, the Author shall not participate in preparing any subsequent editionsCopyright Act. The Author agrees further acknowledges that the Publisher there are numerous other authors of copyrighted works which shall be entitled included in the Film, including but not obliged limited to continue to use author of other literary or musical works, dramatic works, artistic works and also statutory owners of performer‟s rights, if applicable. The Author acknowledges that no royalty shall be payable in respect of revenues generated from the name theatrical exhibition of the Author on any new editions of the Work together with the names of the person or persons who contributed Film in a Cinema Hall. 4.6. Without prejudice to the new editions. Should Producer’s rights and remedies in law, the Producer agrees to provide all reasonable assistance to the Author or in determining the likely share of Publish- ing Royalties due to the Author's successors object to such continuing use then they must notify the Publisher in writing when first contacted by the Publisher in connection with any new edition.

Appears in 1 contract

Sources: Author Agreement

Consideration. The Parties agree that In consideration of the Publisher’s agreement to its contractual obligations in this Agreement in respect payment of its efforts in considering publishing and promoting the Contribution and the Work is good and valuable consideration for the rights granted and obligations undertaken £10.00 (ten pounds) by the Author under this Agreement, Beneficiary to the receipt, validity and sufficiency Guarantor (receipt of which is the Guarantor hereby acknowledged by acknowledges) the Author. The Parties expressly agree that no royalty, remuneration, licence fee, costs or other moneys whatsoever shall be payable to Guarantor covenants with the Author. The Publisher and the Author each have the right to authorise collective management organisations (“CMOs”) of their choice to manage some of their rights. Reprographic and other collectively managed rights in the Contribution (“Collective Rights”) have been or may be licensed on a non-exclusive basis by each of the Publisher and the Author to their respective CMOs to administer the Collective Rights under their reprographic and other collective licensing schemes (“Collective Licences”). Notwithstanding the other provisions of this Clause, the Publisher and the Author shall each receive and retain their share of revenue from use of the Contribution under Collective Licences from, and in accordance with, the distribution terms of their respective CMOs. To the fullest extent permitted by law, any such revenue is the sole property of the Publisher and the Author respectively and, if applicable, the registration and taxation of that revenue is the sole responsibility of the respective recipient party. The Publisher and the Author shall cooperate Beneficiary as necessary in the event of any change to the licensing arrangements set out in this ClauseGuarantee. Guarantee The Publisher has Guarantor (as primary obligor and not merely as surety) irrevocably and unconditionally guarantees: the sole right to determine whether to publish any subsequent edition due and proper performance of the Work containing an updated version Contract by the Contractor; the due observance and punctual performance of all the obligations, duties, undertakings, covenants and conditions by or on the part of the Contribution, but only after reasonable consultation with Contractor contained in the Author. Once notified Contract and to be observed and performed by the Publisher that an update Contractor. Guarantors' obligations In the event of the Contribution Contractor failing to carry out, observe or perform all or any of the said obligations, duties, undertakings, covenants and conditions required under the Contract (unless relieved from the performance of any part of the Contract by statute or by written agreement of the Beneficiary or by the decision of a court or tribunal of competent jurisdiction) or if the appointment of the Contractor under the Contract is deemed necessaryterminated by operation of [clause 14 of the Framework Agreement] or [the relevant termination provisions under the Contract] (as applicable) then, notwithstanding any objection that may be raised by the Contractor or the Guarantor, the Author agrees Guarantor shall: on receipt of a written demand which complies with clause 8, be liable for and shall indemnify the Beneficiary against all proven losses, damages, costs and expenses which the Beneficiary may incur by reason or in consequence of any such failure to deliver an updated manuscript in accordance with carry out observe or perform on the terms part of the Clause "Contractor under the Contract or in consequence of such termination, and/or carry out, observe and perform the obligations and duties, undertakings, covenants and conditions under the Contract (unless relieved from the performance of any part of the Contract by statute or by the decision of a court or tribunal of competent jurisdictions) in substitution for the Contractor. Waiver of defences The Author's Responsibilities" Guarantor shall not be discharged or released from this guarantee and the other relevant provisions of this Agreement, together with the material for any new illustrations and any other supporting content including media enhancements, within a reasonable period of time (as determined Guarantor's liability shall not be reduced by the Publisher) after such notification. Substantial changes in the nature or size occurrence of the Contribution require the written approval of the Publisher at its sole discretion. The terms of this Agreement shall apply to any new edition of the Work that is published under this "New Editions" Clause. If the Author, for whatever reason, is unwilling, unable or fails (including as a result of death or incapacity) to submit an updated manuscript that meets the terms of this Agreement within the above stated period, then the Publisher is entitled to revise, update and publish the content of the existing edition or to designate one or more individuals (which, where co-authors have entered into this Agreement, may be one or more of the co-authors) following: any alteration to prepare this the nature or extent of the Project or any amendment to or variation, express or implied, waiver or release of the terms of the Contract; any allowance of time, forbearance, indulgence or other concession granted to the Contractor under the Contract or any other compromise or settlement of any dispute between the Beneficiary and any future editions the Contractor provided that the new editions Beneficiary shall not contain anything pursue against the Guarantor a remedy contrary to the terms of any such compromise or settlement insofar as the Contractor shall have complied with the terms of such compromise or settlement; the liquidation, bankruptcy, administration, absence of legal personality, dissolution, incapacity, amalgamation, reconstruction or any change in the name, composition, status, function, ownership, constitution or control of the Contractor or the Guarantor; any disclaimer of the Contract by any liquidator or administrator appointed to the Contractor (and the Contract shall for the purposes of this guarantee be deemed to continue notwithstanding any such disclaimer); any provision of the Contract being or becoming illegal, invalid, void, voidable or unenforceable for any reason whatsoever; the suspension or termination of the Contract or the termination of the employment of the Contractor under the Contract for any reason whatsoever; and any failure to take or to realise (or fully to take or to realise), or any release, discharge, exchange or substitution of, any security, guarantee or indemnity in respect of the Contract. Amendments to the Contract and/or the Obligations The Contract and/or any or all of the Obligations may be modified, amended or supplemented in any way without the Guarantor's consent and the Guarantor expressly confirms that it intends that this guarantee shall extend from time to time to any (however fundamental) variation, increase, extension or addition to or of the Contract and/or to or of any or all of the Obligations including, without limitation, any alteration to the nature or extent of the works/services to be carried out under the Contract and/or any allowance of time by the Beneficiary under the Contract. Continuing guarantee This guarantee is a derogatory use continuing guarantee and shall remain in operation until all the obligations, duties, undertakings, covenants, conditions and warranties now or hereafter to be carried out or performed by the Contractor under the Contract shall have been satisfied or performed in full. Calls on the guarantee A valid demand of the Author's work that demonstrably damages the Author’s academic reputation. In such case, the Author Beneficiary under this guarantee shall not participate be in preparing any subsequent editions. The Author agrees writing and: state that the Publisher shall be entitled but not obliged to continue to use the name Contractor is in breach of the Author on any new editions Contract and include details thereof; state the amount of payment to be made by the Work together with the names of the person or persons who contributed Guarantor to the new editions. Should Beneficiary and/or the Author or obligations, duties, undertakings, covenants and/or conditions under the Author's successors object Contract to such continuing use then they must notify the Publisher in writing when first contacted be performed by the Publisher in connection with any new edition.Guarantor;

Appears in 1 contract

Sources: Parent Company Guarantee