These American Urological Association Inc. (“AUA”), Publishing Terms and Conditions (“Terms”) constitute a legally binding agreement between you (“Author”) and the AUA, a Maryland not-for-profit corporation (collectively referred to as the “Parties”). By submitting your work product for publication in an AUA publication (e.g., AUANews), and in exchange for free publication and publicity, you, and your heirs and assigns agree to be bound by these Terms.

Effective Date. These Terms become binding on the Parties the moment the Author submits a work for publishing consideration by AUA, and except as otherwise stated herein, shall remain in effect until such time as the parties mutually agree in writing to dissolve the agreement.

Originality. By agreeing to these Terms the Author hereby warrants to AUA that his or her submission to the Work is original, does not infringe upon, violate, or misappropriate any copyright or other intellectual property rights, or any other proprietary right, contract or other right or interest of any third party, and that he or she has full power to enter into this agreement. Neither this Work nor a similar work has been published nor shall be submitted for publication elsewhere while under consideration by AUA.

Copyright Assignment. Under these Terms and in consideration for publication and publicity within AUA’s portfolio of publications, the Author does hereby transfer, assign, and otherwise convey all his/her copyright ownership worldwide, in all languages, and in all forms of media now or hereafter known, including electronic media such as CD-ROM, Internet, and Intranet, to AUA. The author shall take all actions necessary to transfer any rights in the work product to the AUA, including signing assignment documents, if necessary. If AUA should decide for any reason not to publish the Work, AUA shall give prompt notice of its decision to the Author, this Agreement shall terminate, and neither the Author nor AUA shall be under any further liability or obligation.

Consent to Use Name and Likeness. Under these Terms, the Author hereby grants AUA the rights to use his or her name and biographical data (including professional affiliation) in the Work and in AUA’s publication promotions without expectation of compensation or other remuneration, now or in the future.

License. Under these Terms, if the AUA publishes the Work and the copyright to the Work is assigned to AUA, the AUA hereby grants to Author a non-exclusive, non-transferable, royalty-free, full-paid up, irrevocable license in the assigned work. Under the terms of this license, the Author may republish, display, present, and create derivative works for educational purposes. This license does not include the right to transfer, assign or further license or sublicense the work without the written consent of the AUA.

Representations & Warranties. Each party represents and warrants that it has the legal power to enter into these Terms, and it has all requisite power and authority to execute, deliver and perform its obligations hereunder, and it is not a party to any agreement with a third party, the performance of which is reasonably likely to affect adversely its ability or the ability of the other party to perform fully its respective obligations hereunder. The Author further warrants that the Work submitted contains no libelous or unlawful statements and does not infringe or violate the publicity or privacy rights of any third party, libel or slander any third party, contain any scandalous, obscene, or negligently prepared information, or infringe or violate any other personal or proprietary right of others. The Author warrants that the work does not contain any fraudulent, plagiarized or incorrectly attributed material. The Author agrees under these Terms to defend, indemnify, and hold harmless AUA, its officers, employees and agents for any breach of these warranties.

No Right to Publication. Nothing in these Terms and Conditions shall create any right to publication in an AUA publication on behalf of the Author. The AUA retains the sole discretion and right to determine which works are published in AUA publications and when.

Relationship of the Parties. Nothing in these Terms or Agreement shall be construed as creating an agency, partnership, joint venture or any other form of association, for tax purposes or otherwise, between the parties; and the parties shall at all times be and remain independent contractors. Except as expressly agreed by the parties in writing, neither party shall have any right or authority, express or implied, to assume or create any obligation of any kind, or to make any representation or warranty, on behalf of the other party or to bind the other party in any respect whatsoever. Neither party shall have any obligation or duty to the other party except as expressly and specifically set forth within these Terms, and no such obligation or duty shall be implied by or inferred from these Terms or the conduct of the parties hereunder. The Author shall not be entitled to any of the benefits that the AUA may make available to its employees, such as group health, life, disability or workers’ compensation insurance, profit-sharing or retirement benefits, and the AUA shall not withhold or make payments or contributions therefor or obtain such protection for the Author.

Indemnification. Each of the parties agrees, subject to timely notice, to indemnify the other, and to hold the other party (together with its officers, agents and employees) harmless from any and all claims, liabilities, or judgments, including reasonable costs and attorneys’ fees, resulting or arising out of the relationship of the parties, to the extent caused by the negligence or willful misconduct of the indemnifying party.

Choice of Law. These Terms are executed in the United States of America and in the State of Maryland and shall be construed in accordance with Maryland law. They shall be construed so as to be enforceable, and if any provisions should later be adjudged unenforceable, those provisions shall be deemed severable, and the balance of the agreement shall be valid and enforceable.