Unit Application and Vesting Deed
This is an application for units, and an agreement between a copyright owner
Name of Copyright Owner
and The Australian Copyright Trust
By which the Copyright Owner vests certain Copyright in the Australian Copyright Trust and becomes a beneficiary under the trust deed for the use of that Copyright by the trust, and receives a licence to use that Copyright for any purpose except in certain circumstances
NOTES:
1. The inner pages comprise the formal application and agreement and should be completed by the copyright owner. Make sure you complete both parts of the document. A copy will be returned to the copyright owner when it is checked and executed by the Australian Copyright Trust This agreement will be supplemented by a “Record of Copyright Material” form to help identify your works and to determine if your works have been copied by licensees or by institutions copying under statutory licences Please read the information about copyright and the role of the Australian Copyright Trust on the back page before completing this agreement Post this form to the address below
OFFICE USE ONLY Received:
____/____/____
Checked:
2. 3.
____/____/____
Entered:
____/____/____
Owner Number:
4. 5.
6. Call the IP Hotline on 07 3366 4295 for more assistance or information
Form Revised to March 2001
The Australian Copyright Trust
Level 1, Silverton Place 101 Wickham Terrace, Brisbane QLD 4000 GPO Box 3175, Brisbane QLD 4001 Phone : 07 3831 6668 Fax : 07 3832 6398
Application for Units
TO: The Trustee of the Australian Copyright Trust
I/We
Description of Copyright Owner
Name : Trading as : Address : Postal Address : Phone : ( ) Fax : ( ) Postcode : Postcode : ABN :
E-mail address :
HEREBY APPLY for one Voting Unit in the Australian Copyright Trust. Upon issue of units to me/us, I/we agree to be bound by the provisions of the Trust Deed establishing the Australian Copyright Trust. SIGNED :
(Signature)
Date : ____ / ____ / ________
NOTE: a Voting Unit ensures your participation in the Australian Copyright Trust. Classes of units for calculation of the distribution of benefits from the operation of the Trust will be allocated in accordance with the copyrights vested in the Trust This will be done from time to time as each unit holder’s proportion of the copyrights is calculated.
Deed vesting Copyright in the Australian Copyright Trust
THIS DEED is made on BETWEEN: _________________________________________
(“the Copyright Owner”)
7.0 INDEMNITY 7.1. The Copyright Owner indemnifies and agrees to indemnify the Trustee against any loss or damage suffered by the Trustee as a result of any breach by the Copyright Owner of this Agreement. 8.0 NOTICES 8.1. A notice shall be given to the Trustee by leaving it at its registered office or by sending it by registered post to it at its registered office 8.2. A notice may be given by the Trustee to the Copyright Owner either personally or by sending it by post, facsimile or email to him at the address notified to the Trustee by the Copyright Owner 8.3. Where a notice is sent by post, email or facsimile as the case may be, service shall be deemed to have been effected on the day after the date of its posting or transmission.
2001
AND : The Association of Consulting Surveyors
(Queensland) Ltd (ABN 23 010 425 724) as Trustee of the Australian Copyright Trust (“the Trustee”)
for the vesting of the Copyright.
WHEREAS: (a) (b) The Copyright Owner is the owner of the Copyright The Copyright Owner wishes to vest the Copyright in the Trustee, subject to the terms of this Deed
Executed as a Deed
SIGNED SEALED AND DELIVERED by the Copyright Owner (Individual)
______________________________________________________ (Signature of individual Copyright Owner) in the presence of :
IT IS HEREBY AGREED AS FOLLOWS: 1.0 DEFINITIONS 1.1. In this Agreement, unless the contrary intention appears: “Vesting” means the vesting of the Copyright pursuant to this Deed; “Copyright” means anything created during the normal course of practice in surveying by the Copyright Owner either alone or jointly with any other person whether now in existence or created in the future and in which the Copyright Owner has copyright including, but not limited to, cadastral survey plans, drawings or diagrams, subdivision and development designs, engineering plans, topographic maps, digital terrain models, thematic maps and diagrams either in a printed or digital format. 2.0 VESTING 2.1. The Copyright Owner hereby vests the Copyright in the Trustee of the Australian Copyright Trust 3.0 EXTENT 3.1. The vesting of the Copyright is absolute and worldwide 4.0 COPYRIGHT OWNER’S RIGHTS 4.1. The trustee hereby grants a licence to the Copyright Owner to make any use of the Copyright, whether for commercial or personal use, except in circumstances where the use of the Copyright by the Copyright Owner is in competition with an exclusive licence for use of the Copyright issued by the Trustee for the benefit of the Trust beneficiaries as determined in the absolute discretion of the Trustee from time to time and notified in writing by the Trustee to the Copyright Owner. 5.0 BENEFIT OF THIS DEED 5.1. This Deed shall enure to the benefit of and be binding upon the parties and their successors, trustees, permitted assigns or receivers but shall not enure to the benefit of any other persons 6.0 WARRANTY 6.1. The Copyright Owner warrants to the Trustee that it has full authority and powers to vest the Copyright in the Trustee of the Australian Copyright Trust and that the Copyright does not infringe the copyright or other proprietary rights of any person
______________________________________________________ (Solicitor/Justice of the Peace/C.Dec) EXECUTED by the Copyright Owner (Company) in accordance with its Constitution and pursuant to the provisions of Section 127(1) of the Corporations Law in the presence of :
______________________________________________________ Signature of Director/Copyright Owner ______________________________________________________ Name of Director/Copyright Owner in full
______________________________________________________ Signature of Director/Secretary ______________________________________________________ Name of Director/Secretary in Full
EXECUTED by the Association of Consulting Surveyors (Queensland) Ltd as Trustee of the Australian Copyright Trust in accordance with its Constitution and pursuant to the provisions of Section 127(1) of the Corporations Law in the presence of :
______________________________________________________ Signature of Director ______________________________________________________ Name of Director in full
______________________________________________________ Signature of Director/Secretary ______________________________________________________ Name of Director/Secretary in Full
Notes about Copyright
Ownership
Copyright Works
Spatial information practitioners, in the course of their normal work, create both “literary works” and “artistic works” in terms of the copyright legislation. Literary works may include reports, feasibility studies, written procedures, quality assurance manuals, computer programs, data bases etc. Artistic works may include survey plans (incl. RP plans), design plans, maps, diagrams etc
The Role of Australian Copyright Trust
The Australian Copyright Trust will generally act as a collection society for royalties due to authors for copying or other use of their copyright material. The Trust will negotiate licence agreements and administer the collection of royalties from statutory licences. The Australian Copyright Trust will combine its knowledge of the industry and the copyright issues in order to :– • achieve maximum involvement and therefore the strongest voice in the shortest possible time • provide any initial capital investment required during the initial stages, thus sharing the load • proactively track down the copyright owners of surveying material and seek to include their material in the licence and royalty agreements negotiated • actively look for new opportunities to extend the licence and royalty agreements into new areas • provide economies of scale by removing the need for individual practitioners to spend time and effort on matters related to protection of copyright • provide a united voice for the industry to copyright users • provide an information hotline for copyright owners — an information line that is familiar with the industry and the copyright issues The Australian Copyright Trust will seek to combine the resources of the industry and combine the voice of the industry. The alternative is that practitioners join a collection society individually or do their own thing completely. Those options are always available. The Trustee firmly believes that a united effort will be most effective in most instances.
Ownership
The general rule in the Copyright Act 1968 is that the creator of a work (the author) is the first owner of copyright. Exceptions to this rule, are :– • works created by employees in the course of their employment • certain commissioned works • material made or first published by, or under the direction or control of, the Commonwealth or State Governments • copyright may be owned jointly where a work is the product of collaboration • ownership of copyright can also be determined by an agreement between the parties concerned
Works created by Employees and others
Copyright in works created by most employees as part of their job is owned by the employer. This may be varied by agreement, e.g. as part of an employment contract. This does not apply to people working on a sub-contract basis. Subcontractors are separate legal entities from the principal and own copyright in the works they create as a general rule, unless some assignment is made. Practitioners should clarify the situation by obtaining an assignment of the copyright in any works created by a subcontractor to themselves. This needs to be done in writing and a suggested assignment clause is available from the Association. This clause could be used as a stand-alone for the assignment of past works or as a clause within a contract of engagement for future works.
Q&A
What is the Australian Copyright Trust? The Australian Copyright Trust is a discretionary unit trust which has been set up to commercialise Copyright, particularly in the field of spatial information. Who are the Trustees? The Trustees of the Australian Copyright Trust is the Association of Consulting Surveyors (Qld) Limited ABN 23 010 425 724 which is a company limited by guarantee. How do I become a member of the Australian Copyright Trust? You may acquire units in the Australian Copyright Trust by making an application form and signing the Vesting Deed. What happens after I have made application to join the Australian Copyright Trust? Once you have submitted your application the Trustees will consider the application and if your application is accepted the Trustees will issue you with a unit or units in the Copyright Trust which will entitle you to receive a share of the revenue from the Trust. How is this revenue derived? The Australian Copyright Trust derives its income from licensing various commercial bodies to utilise the copyright from the Trust in exchange for a licence fee. The Australian Copyright Trust also acts as a collecting society for the purposes of the Copyright Act and you will also receive royalties in respect to the copying of your copyright. What is a Vesting Deed? The Vesting document grants ownership of the copyright to the Australian Copyright Trust in exchange for a share in the income of the Trust. Can I continue to use my copyright even though I have signed the Vesting Deed? Yes, you may continue to use your copyright for any private or commercial purpose provided that the use of that copyright is not commercially competitive with any exclusive licence arranged by the Australian Copyright Trust with a third party because that is considered the most advantageous way of exploiting the copyright on behalf of the beneficiaries of the Trust. Do I have to contribute any money to the Australian Copyright Trust? No, the Trust Deed provides that the Trustees may retain from any income earned by the Trust sufficient to meet current and expected outgoings. When I sign the Vesting Deed, what copyright is granted to the Australian Copyright Trust? Copyright is defined in the Vesting Deed as being anything created during the normal course of practice as a surveyor. It does not include copyright of a personal nature such as books, songs or artwork.
Commissioned works
Copyright in commissioned works, such as books, designs plans, survey plans, reports, studies, etc is owned by the author. Note that, in general terms, a client has an “implied licence” to use the works for certain purposes but does not obtain ownership of the copyright unless an assignment is made in writing.
Direction or control of a government
Copyright in material made or first published by, or under the direction or control of the Commonwealth or State Governments is owned by the Commonwealth or the State. “Commonwealth or State” includes departments but may not extend to independent statutory authorities. It does not include government owned corporations or Local Governments.
Assigning and Licensing copyright
Ownership of copyright can be varied by agreement. Copyright owners may sell, donate, vest, bequeath or permit the use of the whole or part of their copyright. A transfer of ownership is referred to as an “assignment” and must be in writing and signed by or on behalf of the copyright owner. A permission to use copyright material is a “licence”. Copyright owners may assign or licence their rights to others, with or without limitations (such as type of use or period of time) and conditions (such as payment). This agreement is in the nature of an assignment with conditions in that there is an automatic licence back to the copyright owner to enable the copyright owner to use and commercialise the copyright in any way except for uses that the Australian Copyright Trust notifies to the owners. This circumstance will generally be where there are uses for which the Trust has given an exclusive licence because that is considered the most advantageous way of exploiting the copyright on behalf of the beneficiaries of the Trust. A second condition is that the Copyright Owner may receive payments as a beneficiary of the Trust.
Moral rights
Recent legislation to amend the Copyright Act has introduced the concept of moral rights of creators of works. They are rights of attribution and integrity. These rights always remain with the author and cannot be assigned. They are entirely separate from the commercial rights to exclusive use of copyright material and are not part of the vesting of copyright embodied in this agreement.
For assistance, clarification or more information, call the IP Hotline on 07 3366 4295