ДАЛЁКАЯ МУЗЫКА   ::   Аллилуева Светлана

These rights may be exercised by Harper Row or licensees of Harper Row, during the term of copyright of the said work and any renewal and extensions thereof.

2. Harper Row agrees to submit to Copex, for its prior written approval, any proposed licence of paperback, reprint and book-club rights prior to execution thereof, which approval shall not be unreasonably withheld.

3. The parties agree that the Memorandum of Agreement, consisting of four pages and an additional Schedule of three

288

pages, shall be deemed a part of this agreement as if fully set forth herein, except that "Copex" shall be substituted in every instance for "Patientia''.

4. Harper Row agrees to register copyright in the said work in the name of Copex in the United States of America, and to include in all editions of the said work a copyright notice in the name of Copex in conformity with copyright law of the United States of America, the Universal Copyright Convention and the Berne Convention. Copyright in the English language translation shall be in the name of the translator.

5. Harper Row agrees to act as the agent of Copex in connection with the disposition of first and second North American English language serial rights in and to the said book to the extent Copex requests it to so act. Notwithstanding the extent of the activity of Harper Row on behalf of Copex, it shall receive 10% of the proceeds of such disposition. Copex agrees to notify Harper Row of any negotiations it may conduct for first and second serial publication and for any other publication in any form in whole or in part, prior to the book publication contemplated by this agreement, in order that Harper Row may fully comply with all copyright requirements of the United States of America.

If any registered copyright in the said work or any part thereof shall be procured in the name of any party other than Copex prior to publication of the hard cover edition of Harper Row, Copex agrees to deliver to Harper Row legally recordable assignments of such copyright or copyrights in the name of Copex before the hard cover edition goes to press, except that the terms of this subparagraph shall not apply to translations of the work from the Russian language.

6. Copex further agrees to notify Harper Row of the names of the publishers of all hard cover editions of the work outside the United States of America and of the dates of publication of such editions promptly upon receipt of such information by Copex.

289

7. Copex represents and warrants to Harper Row that it is the sole proprietor of the said work; that the said work is original and does not infringe upon any statutory copyright or upon any common law right, proprietory right, or any other right whatsoever; that the said book contains no matter which is scandalous, obscene, libelous, in violation of any right of privacy, or otherwise contrary to the laws of the territory stated in Paragraph 1 hereof; that Copex is the sole and exclusive owner of the rights herein sold to Harper Row; that it has not previously assigned, pledged or otherwise encumbered the same; and that it has full power to enter into this agreement and to make the sale and other grant herein contained.

Copex agrees to indemnify Harper Row for, and hold it harmless from, any loss, expense (including reasonable attorneys' fees), or damage occasioned by any claim, demand, suit or recovery arising out of any breach of the foregoing warranties as determined by judgement finally sustained. If such claim, demand or suit is successfully defended, it is understood that Copex's indemnity hereunder shall be limited to fifty per cent (50%) of the costs incidental to the defence of such claim, demand or suit.

8. If, in the reasonable opinion of Harper Row, there appears to be substantial risk of liability to third persons or of action against the work by the United States or Canadian governments, and if Copex, upon request by Harper Row, refuses to share equally with Harper Row in the cost (including reasonable attorneys' fees) to be incurred by Harper Row in connection with the elimination of and/or lessening of such risk or, having consented to share equally in such costs, Copex refuses to authorize changes to be made in the manuscript as recommended by Harper Row and/or its representatives, Harper Row, as owner of publication rights, may postpone or cancel publication without further liability to Copex.

Harper Row shall, with reasonable promptness, apprise

290

Copex of any claim, demand or suit and Copex shall fully cooperate in the defense thereof. In the event of any claim, demand or suit Harper Row shall have the right to withhold payments due Copex under the terms of this agreement as security for Copex's obligations as stated herein.

Harper Row shall have the right to extend Copex's representations and warranties contained hereinabove to third parties with whom it makes agreements pursuant to the terms hereof (such as purchasers of subsidiary rights granted to Harper Row herein) and Copex shall be liable thereon to the [same extent as if such representations and warranties were originally made to such third parties. The warranties and indemnities as stated herein shall survive in the event this agreement is terminated. Harper Row shall notify Copex, in writing, of the identity of such third parties and of the nature of the agreements with such third parties.

9. Copex agrees that notwithstanding anything to the contrary contained in the Memorandum of Agreement and Schedule thereto, with regard to all copies of the hard cover book sold at discounts of fifty per cent (50%) or more from Harper Row's suggested list price, the additional purchase price shall be ten per cent (10%) of the amount actually received by Harper Row. Nothing herein contained shall be deemed to reduce the purchase price as stated in the preliminary Memorandum of Agreement and Schedule, with regard to any other copies sold in the regular channels of distribution.

10. Copex agrees that there shall be no purchase price Kayable on copies of the said work used by Harper for promotional purposes or sold by it at a price equal to or below ;he cost of manufacture.

11. If Harper Row makes any sales of the said work by means of direct mail, circular, or coupon advertising, newspapers and periodicals, Copex agrees to accept five per cent (5%) of the retail price thereof as the purchase price payable In such sales in lieu of the price stated in the preliminary Memorandum of Agreement and Schedule.

291

12.