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TERMS OF DELIVERY AND SALES
Media Employers’ Association – the Union of Journalists in Finland
5 April, 2001
TERMS OF DELIVERY AND SALES FOR FREELANCE ASSIGNMENTS
1. Scope of application
The undersigned have agreed that the principles given below, agreed upon between the Media Employers’ Association and free journalists who are members of the Union of Journalists in Finland be applied, unless otherwise agreed between the parties in writing.
A freelance journalist, hereinafter referred to as the Author and the media, hereinafter referred to as the Purchaser, can use the model forms attached to these terms of delivery and sales when agreeing on an assignment or a more permanent, contributing employment. Items 3, 5 and 8 of the terms of delivery and sales shall also be applied to material offered.
When agreeing on assignments in accordance with these terms of delivery and sales, it shall be taken into account that the journalist is an independent entrepreneur or a self-employed person who is responsible for his/her pension cover, social security and holidays. They shall be included in the total fee agreed on by the journalist and the Purchaser.
Direct costs and expenses related to carrying out the assignment are also included in the fee.
The fee shall be set taking into consideration the extent of the right of use, if it deviates from these terms.
2. Settling an individual assignment
An agreement on each assignment shall be made by the Purchaser and the Author, in writing when possible.
The agreement shall stipulate the quality, length, schedule, price and other possible terms of the assignment.
3. Sales price and its payment
The sales price shall be the fee agreed on by the Author and the Purchaser. If the price has not been agreed upon, it shall be the current price charged by the Author. This price shall be set taking into consideration the nature and length of the assignment, as well as the terms stipulated above in item 1.
The contracting parties shall agree on the date of payment in conjunction with the commissioning of the work. Unless otherwise agreed, the term of payment used by the Author and a reasonable penal interest shall be applied. Billing will be done once the Purchaser has received and accepted the commissioned work.
For a special reason, the parties may agree on an advance payment, to be deducted from the total fee.
4. Hindrances and delays
If it becomes impossible to fulfil the commission contract due to unforeseen force majeure, beyond the Author’s control, he/she has the right to reasonable compensation for any expenses accrued.
If the commission is delayed by force majeure, the Author is required to notify the Purchaser so that agreement can be reached regarding the continuation or termination of the commission. If the commission is terminated, the compensation to the Author for possible expenses incurred shall be agreed upon.
If the Author himself/herself is directly responsible for a commission being delayed, the Purchaser has the right to charge for losses accrued as a result of the delay. The indemnity amount may not, however, exceed the amount of the agreed or reasonable fee.
If either the Purchaser or the Author withdraws from or terminates the commission agreement, regardless of the other party, the party not guilty to the withdrawal of termination has the right to receive compensation for any resulting expenses and losses, to a maximum of the agreed or reasonable fee.
5. The Purchaser’s rights to the object of sale
The parties shall agree on the extent of copyright in conjunction with the commissioning of the work.
Unless otherwise agreed, the Purchaser has the primary right of publication and free right of use in its communication, including forwarding related to the use of the information (image/text). These forwarding rights are contingent on the work being a compilation of work from the magazine’s own information reserve, regardless of the implementation or distribution (magazines, digital records, on-line connections etc.), rather than a single work which is solely the product of a named freelancer.
The Purchaser has the right to revise the text of pictures only according to good manners and established press practice. The Author has the right to be referred to as a freelance journalist in conjunction with his/her name or introduction, according to the conventions of each medium.
The Purchaser has the exclusive right to the material, to the extent of the purposes of use that the Author has been informed about.
The right to a photograph made on order belongs to the orderer, unless specifically otherwise agreed. In accordance with established practice, the photographer may, however, exhibit the picture for advertising purposes, unless this is denied by the orderer.
Although the photographer has reserved the right to a photograph, the orderer of a portrait produced by means of photography has the right to submit the portrait to be included in a newspaper, review, or biographical article, unless the photographer has specifically reserved the right to deny that.
The Author has the right to use the material in his/her own exhibitions and compilations that do not directly compete with the Purchaser.
Regardless of which rights are assigned, the filing of originals shall be separately agreed upon when necessary. The party that shall possess the material, shall be obliged to take appropriate care of it.
6. Unsatisfactory or faulty performance
If the final commission result is unsatisfactory or faulty, the Purchaser is entitled to require correction or completion of the commission in accordance with the original agreement within a reasonable time and without further compensation.
If the timetable does not allow for the correction or supplementation of insufficient or inaccurate data, and the work therefore remains unpublished, the Purchaser is under no obligation to pay the fee, provided that the mistake was essential to the work and should have been recognised by the Author.
7. Recurrent assignments
If the Purchaser and the Author agree on recurrent or consecutive assignments, the parties may, despite there being no employment contract relationship between them, agree that the Author refrains from selling to competing media any material that is comparable with material ordered by the Purchaser.
The termination of a commissioning relationship that is valid until further notice and includes recurrent assignments can be separately agreed upon by the parties, if necessary.
8. Solving the disputes
The disputes due to interpretation of these terms of delivery and sales shall be decided in a lower court of the Purchaser’s domicile, unless it be agreed by the parties that the matter be submitted to a court of arbitration.
Each undersigned union shall name one representative to a possible arbitration. Those two shall together elect a chairman for the arbitrators.
9. Term of contract
These terms of delivery and sales shall be valid until further notice. Either party may withdraw from this agreement subject to three months’ notice.
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