The FINTECH Book Project is pleased to commission members of the public to create original content. We have set forth below the agreement between members of the public and FINTECH Circle and FINTECH HK for such work:
The below terms will be directly e-mailed to authors and will need to be sent counter-signed by them within 10 days of receipt.
1. Commissioned Content
1.1. The FINTECH Book Project may commission you to create original articles or other works (including any preliminary drafts, the “Content”) pertaining to a subject matter or area in which you possess particular expertise, and you agree to produce the Content on the terms set out in this agreement. You agree that you will receive no payment, tangible benefit, or other thing of value from The FINTECH Book Project in connection with the Content. The subject of each piece of Content, its time for delivery, and other matters related will be recorded in a separate writing that will form part of this agreement as if fully incorporated herein. If there is an ambiguity or conflict between the separate writing and this agreement, this agreement will prevail.
1.2. As between you and The FINTECH Book Project, you will retain the copyright in the Content. For good and valuable consideration, including your ability to submit Content for consideration for publication by The FINTECH Book Project, receipt of which you hereby acknowledge, you hereby grant and assign The FINTECH Book Project and its parents, subsidiaries, affiliates, licensees, agents, successors, and assigns (collectively, “The FINTECH Book Project”) the perpetual, irrevocable, royalty-free, and fully-paid up right to use, display, perform, publish, republish, edit, revise, abridge, condense, translate, and prepare derivative works of the Content or portions thereof, in any manner or form throughout the world, in all languages, and in all media whether now known or hereafter devised.
1.3. The license granted to The FINTECH Book Project is exclusive to The FINTECH Book Project for a period of 6 months following The FINTECH Book Project’s first-time publication of the Content, and non-exclusive thereafter. You also hereby grant to The FINTECH Book Project the right to use the Content (or any portion thereof), your name, biography, and likeness in connection with the publication, advertising, and promotion of the Content, and to make such other promotional or advertising use as The FINTECH Book Project may determine.
1.4. You will cooperate with The FINTECH Book Project’s revision and editing process. The FINTECH Book Project solely retains final approval of the Content and any accompanying text, images, or other materials. You will cooperate with other journalists that The FINTECH Book Project assigns to assist with the Content. The FINTECH Book Project will solely determine if any individuals, in addition to you, will be credited on the byline of the Content.
2. Independent Contractor
2.1. You acknowledge and agree that you are an independent contractor and will not be considered an employee of The FINTECH Book Project for any purpose. You hereby acknowledge and agree that you have no claims for unemployment or workers’ compensation benefits. You acknowledge that nothing in this agreement will be construed as establishing an employment contract. You will not represent yourself to any party as an employee of The FINTECH Book Project or a staff member of any The FINTECH Book Project publication, nor will you authorize any third party to represent you in such a manner.
2.2. As an independent contractor, you will use your own materials, equipment, facilities, and resources provided at your own expense in preparing the Content. You also agree that you will not accept, nor have you accepted, any gratuity or compensation of any kind (including free or reduced-rate benefits, products or services) in connection with the Content.
3. Journalistic Standards
3.1. You will disclose to The FINTECH Book Project in writing no later than the time of submission of each piece of Content, as to whether you have ever:
(a) received compensation from, had any expense (including travel) reimbursed by, or had any Financial Interest (as defined below) in any individual, entity, or company either (i) that you mention in the Content or (ii) that is engaged in whole or significant part in any industry you mention in the Content;
(b) accepted any speaking or consulting engagements from a for-profit entity that you mention in the Content or that is engaged in whole or significant part in any industry you mention in the Content;
(c) been a member of the board of or served in a similar capacity for any entity or company that you mention or plan to mention in the Content or that is engaged in whole or significant part in any industry that you mention or plan to mention in the Content;
(d) engaged in any commercial transactions related to the Content or its subject, or;
(e) contributed to any candidate for public office or political party (or entity affiliated with either) that is mentioned in the Content or relevant to the Content’s subject.
“Financial Interest” includes any investment interest, ownership of debt or equity securities, compensation of any kind that has been paid in the prior twelve months, or compensation of any kind that you expect to be paid or that you believe to be owed.
3.2. When you submit Content to The FINTECH Book Project, you will disclose in writing if (a) you or your spouse, partner, or dependent child has any Financial Interest in any entity or investment vehicle mentioned in the Content; or (b) you are a member of or are in any way affiliated with any entity pertaining to the Content or engaged in activities relevant to the subject of the Content.
3.3. You will not alter any Financial Interest without The FINTECH Book Project’s written permission until three trading days after The FINTECH Book Project’s publication of a particular piece of Content or until you receive written confirmation from The FINTECH Book Project that it will not publish the particular piece of Content.
3.4. You will not solicit or accept anything of value of any kind (including cash, services, goods, or any in-kind payment) from any person or entity in exchange for or in connection with the inclusion or exclusion of any material in the Content, whether before or after publication. You will not create Content for the purpose of trading on or profiting from that Content.
3.5. You agree that you will not represent yourself, and to the best of your ability will not allow others to identify you, as an employee, consultant, staff member, freelancer, or reporter for The FINTECH Book Project. You also agree that you will affirmatively inform any journalist for any The FINTECH Book Project publication who calls you seeking comment in connection with an article or potential article that you have previously contributed Content to The FINTECH Book Project.
3.6. The FINTECH Book Project may include with any published Content any disclaimer or disclosure that it deems necessary. At The FINTECH Book Project’s request, you will identify any publications for which you have written.
4.1. You will comply with all applicable laws and regulations. You further will not make any payment or transfer anything of value, directly or indirectly, to:
(a) any governmental official or employee (including employees of government-owned and government-controlled corporations and public international organizations);
(b) any political party, official of a political party, or candidate for public office;
(c) any intermediary, including, but not limited to, agents or family members of government officials, for payment to any government official; or
(d) any other person or entity in a corrupt or improper effort to obtain or retain business or any advantage, in connection with The FINTECH Book Project’s affairs.
4.2. You will not make any payment to any other person or entity if such payment or transfer would violate the laws of the country in which the transaction is made.
4.3. If you learn of any breach of the covenants in this section, whether by you or any other employee or agent of The FINTECH Book Project, you will promptly notify The FINTECH Book Project and take all necessary remedial steps.
5. Representations and Warranties; Indemnification
5.1. You represent and warrant that you will be the sole creator of each piece of Content that you submit, that each will be accurate, original, and will have never been published in any form, that you have made no commitments to others with respect to their use, and that the Content will contain no matter unlawful in content or violative of the rights of any third party. You represent and warrant that you have not assigned or licensed and will not assign or license any of the rights assigned by this agreement.
5.2. You represent and warrant that you are not a Government Official or the immediate family member of a Government Official.
5.3. In addition to other available remedies, you agree to hold The FINTECH Book Project harmless from and defend it against any direct or third-party claims, costs, damages, losses, expenses, or other liabilities (including attorney’s fees) arising from or related to your breach of this agreement or your violation of the rights of any third party.
6. General Provisions
6.1. Nothing contained herein obligates The FINTECH Book Project to make use of any of the rights granted herein and The FINTECH Book Project retains sole discretion over all publication decisions.
6.2. Confidentiality: All information The FINTECH Book Project provides to you that is not already in the public domain (other than through breach of confidentiality) that you obtain while creating or producing Content for The FINTECH Book Project, is strictly The FINTECH Book Project’s property (the “Confidential Information”). You will not provide Confidential Information to any third party without The FINTECH Book Project’s prior written permission. You will not use Confidential Information to buy or sell securities or in any way encourage or assist any other person in buying or selling securities, directly or indirectly, based on Confidential Information.
6.3. This agreement takes effect on the acknowledgement date below and either party may terminate this agreement at will by providing written notice to the other party. The representations, warranties, and indemnities you provide in this agreement will survive its termination and any termination of this agreement will not impair the rights granted to The FINTECH Book Project while it was in effect.
6.4. This agreement contains the entire understanding of the parties regarding its subject matter, supersedes all prior understandings, and may only be modified by a writing signed by both parties. This agreement will be governed in accordance with the laws of England and Wales.
6.5. Any dispute that arises relating to this agreement or any aspect of the relationship between you and The FINTECH Book Project will be resolved by arbitration. Judgment on any arbitration award rendered may be entered in any court of competent jurisdiction. Unless you and The FINTECH Book Project agree otherwise, the arbitration will take place (1) London, United Kingdom. By entering into this agreement, you and The FINTECH Book Project are each waiving the right to trial by jury. Any arbitration under this agreement will take place on an individual basis; class arbitrations and class actions are not permitted and, by entering into this agreement, you and The FINTECH Book Project are giving up the ability to participate in a class action. The arbitrator may award money or equitable relief in favor of only the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. To reduce the time and expense of the arbitration, the arbitrator will not provide a statement of reasons for his or her award unless requested to do so by both parties. Unless you and The FINTECH Book Project agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
6.6. You may not assign your rights or delegate your duties under this agreement without The FINTECH Book Project’s prior written consent. Any attempted assignment or delegation without such consent will be void. You will not utilize or employ any third parties to act on The FINTECH Book Project’s behalf or to act in connection with the performance of any duties under this agreement without The FINTECH Book Project’s prior written approval.
6.7. The FINTECH Book Project will not be liable for any special, incidental, indirect, punitive, exemplary or consequential damages of any kind in connection with this agreement, even if The FINTECH Book Project has been informed in advance of the possibility of such damages.
6.8. If any provision of this agreement is held by a competent authority to be unenforceable, the validity of all other provisions will not be affected and the unenforceable provision will be replaced by a mutually acceptable provision that comes closest to the parties’ intention expressed by the unenforceable provision.
6.9. If an agent signs this agreement on your behalf, the agent warrants that he or she has full authority from you to enter into this agreement, dispose of your rights in the Content as stated above, and to make the foregoing warranties on your behalf.
6.10. Signing a paper or electronic copy of this agreement will have the same effect as signing an original.
6.11. Your heirs, executors, administrators, and assigns will be bound by this consent and release.
If you agree to the terms set out above, please sign both copies of this letter, and return one copy to us.