The Saylor Foundation’s Textbook Challenge Submission Agreement
Obligations: Author agrees to submit a completed textbook, which meets the criteria laid out for submission on the Saylor.org website, to the Foundation for review. The Foundation will determine whether or not to accept the textbook for use through a peer review process. The decision as to whether to accept a textbook and award the license fee remains in the sole discretion of the Foundation and textbooks that may otherwise meet the criteria could be rejected. If the Foundation decides to accept the submitted textbook for use (“Accepted Textbook”), the Foundation agrees to pay the Author $20,000 (U.S. dollars) upon publication with rights properly conferred. Any supplementary materials submitted along with the Accepted Textbook are included in this fee and are not subject to additional compensation. A final “Publication Agreement” which will not materially conflict with (and will incorporate) this Submission Agreement, will be executed once the textbook has successfully passed through the peer review process and will recognize the acceptance and detail payment obligations and timing. The Foundation will remit the fee 90 days after publication of any Accepted Text. Non-residents of the United States may need to provide additional documentation for U.S. tax purposes.
Rights Granted: As a condition of acceptance of a submitted textbook, the Author shall grant the Foundation the right to use the Accepted Textbook in its courses and the unrestricted right to publish and license the Accepted Textbook under a Creative Commons Attribution 3.0 Unported License. This Creative Commons license grants the Foundation and others who access the Accepted Textbook the right to distribute, copy, modify, and make commercial use of the work, as long as it is attributed to the Author (see the license at CreativeCommons.org, for complete terms). If the textbook is not accepted, the Author retains all rights to the material it contains, unless a separate agreement is made with the Foundation.
Term of License: The term of the Creative Commons license is perpetual (for the duration of the applicable copyright in the work).
Warranties and Representations: Author warrants and represents (i) that he/she is the sole and exclusive owner of the copyright in the textbook with the full right to license, sell or dedicate the same to the public; (ii) that any and all materials provided to the Foundation under this Agreement will be original and belong to the Author who has the right to provide and assign such materials to the Foundation for their intended use, or these materials have been released under an open license and do not infringe the intellectual property rights of any third party. Author also warrants that all materials comply with U.S. Copyright Law and there is no litigation or dispute currently ongoing related to the materials submitted.
Indemnification: Author agrees to indemnify, defend and hold harmless the Foundation for any and all damages (including attorneys’ fees) and costs incurred by the Foundation arising from any and all claims related to the materials submitted, including but not limited to: (i) any claims that information or materials provided by the Author and used by the Foundation in the Accepted Textbook infringe the intellectual property rights of any third party, or libel, slander, or otherwise invade the privacy rights of any third party; or(ii) that the submission of the materials to the Foundation, the acceptance of payment from the Foundation or the publication of materials submitted or entry into a publication agreement constitutes the breach of any term, provision, warranty, representation, employment agreement or obligation of the Author.
Severability: If any provision of this Agreement is invalid or unenforceable under applicable law, it shall not affect the validity or enforceability of the remainder of the terms of this License, and without further action by the parties to this agreement, such provision shall be reformed to the minimum extent necessary to make such provision valid and enforceable.
Waiver: No term or provision of this Agreement shall be deemed waived and no breach consented to unless such waiver or consent shall be in writing and signed by the party to be charged with such waiver or consent.
Integration: This Agreement may not be modified or amended, except in a writing signed by both parties.
Dispute Resolution: While the Foundation wishes to avoid disputes and we hope none arise, both parties will have 30 days to cure any alleged breaches after receiving notice in writing and the laws of the District of Columbia govern all disputes.