Additional terms regarding content contributors for THE Campus

1. Introduction


1.1. These Additional Terms detail the additional terms and conditions which apply to your use of the Times Higher Education platform, website and related services (“THE”) and should be read in conjunction with our General Terms and Conditions (“General Terms”). The legal agreements set out below govern your use of THE and detail the contracts between users of THE and us.

1.2. Please read both these Additional Terms and the General Terms carefully before using any part of THE. By using THE and/or any of the Websites or Services, you agree to the General Terms and any Additional Terms applicable, including these Additional Terms. Capitalised terms used but not otherwise defined in these Additional Terms have the meaning given to them in the General Terms.

1.3. These Additional Terms and the General Terms (and any additional agreements referred to or contemplated in each of the foregoing) represent the entire agreement between us and you. In the event of a conflict of the General Terms, the terms of these Additional Terms shall prevail over General Terms.

1.4. Without prejudice to our powers under the General Terms, you agree that we at our sole discretion, without notice to you, may: (i) terminate or amend the General Terms or these Additional Terms and/or any user’s account; and/or (ii) preclude any user’s access to the THE website(s) (or any part thereof), and seek any other lawful remedy available.

2. Background


2.1.The parties (being You and THE) wish to agree that THE can publish the commissioned work belonging to the Content Contributor (i.e. You) on THE’s Websites in exchange for publicising the Content Contributor in an agreed form.

2.2. The parties agree that the grant of intellectual property rights in the Commissioned Content (as below) and the agreed promotion of the Commissioned Content and the Content Contributor amount to good consideration, this agreement is to be a contract between the parties.

2.3. No monies, fees, or other charges are due under this agreement.

3. Commissioned content


3.1. The Commisoned Content shall be that agreed between the parties in writing from time to time.

3.2. Submitting content for publication on the THE Websites shall be agreement by You to The General Terms and these Additional Terms.

4. Promotion


4.1. THE will display clearly upon the same page as the Commissioned Content on its Websites the name, and other information regarding the Content Contributor, who shall be credited as the originator of the content (or derivative thereof). Further, a link to the Content Contributor’s profile (on the Websites) will be displayed alongside the Commissioned Content. This profile may, where appropriate, indicate any associated institution which the Content Contributor is properly to be considered associated with.

4.2. The THE may display a logo, Trademark or other such image on its Websites in a similar manner to the name of the Content Contributor, if the Content Contributor indicates in writing this is their desire. In the event of the Content Contributor indicating they wish a Trademark to be shown, the Content Contributor grants a royalty-free, non-exclusive right and licence to use, reproduce, display, and publish the Trademark for these purposes.

5. IP Rights


5.1. The Content Contributor grants THE a royalty-free, perpetual, irrevocable, non-exclusive and fully sub-licensable right and licence to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such Commissioned Content (in whole or part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed. Save as set out in these Additional Terms the Content Contributor waves their moral rights.

5.2. The Content Contributor agrees to perform all further acts necessary to perfect any of the above rights granted by it to THE, including the execution of deeds and documents, at THE’s request.

6. Warranties undertakings and representations regarding IP Rights


6.1. The Content Contributor represents and warrants that it owns or otherwise controls all of the rights to the Commissioned Content and any Trademark and can grant the rights set out above.  

6.2. The Content Contributor also represents, warrants and undertakes that:

6.2.1.    The Commissioned Content is accurate to the best of its knowledge and belief; and

6.2.2.    use of the Commissioned Content will not infringe the rights of any third parties  (including that the Commissioned Content is not defamatory); and

6.2.3.    it has obtained all rights and consents that are necessary for it to provide the Commissioned Content; or Trademark(s); and

6.2.4.    it will immediately notify THE of any Commissioned Content, or Trademark(s), may infringe the rights of, or cause damage to third parties.

6.3. The Content Contributor agrees to indemnify THE and its affiliates for all claims brought by a third party against THE or its affiliates in respect of infringement of that third party’s intellectual property rights or arising out of or in connection with a breach of any of the warranties in paragraph 6 of this agreement.

7. Miscellaneous


7.1. No failure or delay in exercising any right under this agreement shall operate as a waiver thereof nor will any single or partial exercise of any right preclude any further exercise thereof or the exercise of any other rights under this Agreement.

7.2. If any provision of this agreement is judged by a court to be unlawful, void or unenforceable, the provision shall to the extent required be severed from this Agreement.  Such severance shall not affect the validity or enforcement of this agreement.

8. Term


8.1. The initial term of this Agreement shall commence as of the date of this Agreement, which shall be date of the later signature to this agreement and shall run for an initial term ending on the third anniversary of said date. Thereafter, this Agreement shall automatically renew for additional consecutive one year terms, unless either party gives the other at least thirty (30) day’s notice prior the end of the then current term. 

9. Third party rights


9.1.A person who is not a party to this agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce or enjoy the benefit of any term of this agreement but this does not affect any right or remedy of a third party which exists or is available apart from that Act.

10. No partnership


10.1. This agreement shall not be interpreted or construed to create an association, joint venture, agency relationship, or partnership between the parties or to impose any partnership obligation or partnership liability upon either party. Neither party shall have any right, power or authority to enter into any agreement or undertaking for, or act on behalf of, or to act as or be an agent or representative of, or to otherwise bind, the other party.