copyright copyright-transfer
Particular Copyright Transfer Agreement - dubious or clear?
<p>Could anyone please help me to understand a few rather confusing moments in one particular Copyright Transfer Agreement? The said Agreement is issued by the Journal of Materials Research and can be accessed <a href="https://www.cambridge.org/core/journals/journal-of-materials-research/information/instructions-contributors" rel="nofollow noreferrer">here</a> (via the link at the bottom of the page) or <a href="https://www.cambridge.org/core/services/aop-file-manager/file/576020a7ffd64610661a5b62/JMR-CTF.pdf" rel="nofollow noreferrer">here</a> (a direct PDF link).</p>

<p><strong>1.</strong> In the Section A1 it is required that</p>

<blockquote>
  <p>Additional authors names and affiliations should be provided on a separate sheet and all should be aware of, and accept, the terms of this form and accompanying form</p>
</blockquote>

<p>I've read the Agreement forms back and forth a few times and couldn't find neither the manner in which the authors names and affiliations should be provided nor how should all the authors acknowledge that they are aware of this form and accept its terms. Am I right that in Agreement there is no explicit indication of how exactly should all the authors affirm that they understand and agree with these forms?</p>

<p><strong>2.</strong> On the page 2:</p>

<blockquote>
  <p>Section B - ... (to be completed by all authors)</p>
</blockquote>

<p>Under Section B there are Name, Signature and Date fields. At first, I thought that it is required to print out as many <em>Section B</em>s (second pages) as there are authors and to make them all fill and sign the forms. But in the middle of the page this phrase rests:</p>

<blockquote>
  <p>(one author authorized to execute this warranty statement above and conflict of interest statement below on behalf of all the authors of the above article)</p>
</blockquote>

<p>So, does it mean that one author can sign the form on behalf of all of them? What gives him the authority to do so? As far as I see, in the forms provided there is no explicit way to acknowledge that one author is (sorry) authorized to act on behalf of the others. Isn't there a legal loophole that, after the forms are signed and filed, allows the co-authors to claim that they did not permit that one (corresponding) author to transfer the copyright?</p>

<p>So, from the point of view of thoroughly correct legal English, is the said Agreement as dubious as I perceive it, or did I miss something?</p>

<h2>The contract is fine (or fine enough)</h2>

<p>What you are overlooking is <a href="https://en.wikipedia.org/wiki/Law_of_agency" rel="nofollow noreferrer">agency law</a>. The person who is signing the document is representing to the other party that they are authorized by the other authors to act as their agent. The other party is entitled, through agency law, to rely on that representation unless they have reasonable belief that the agent is not so authorized.</p>

<p>For example, when you buy your groceries, the cashier is an agent of the supermarket. You are allowed to assume that they have the right to sell the supermarket's product. If you couldn't do that you (and everyone else) would have to ask to see a letter signed by all of the directors of the supermarket giving that particular cashier such authorization. And you'd have to check the cashier's ID and make sure that the directors who signed were the current directors etc. This is clearly unworkable - hence agency law.</p>

<p>If the author who signs does not, in fact, have the authorization of the the other authors that's a problem between them - it does not invalidate the contract they signed.</p>
