Kooperationsvereinbarung

Cooperation Agreement

Stadt Wien Kunst GmbH

FOTO ARSENAL VIENNA Division

Museumsplatz 1, Staircase 2

1070 Vienna, Austria

FN: 375512z

(hereinafter referred to as FAW)

represented by

Felix Hoffmann (Artistic Director FOTO ARSENAL WIEN / FOTO WIEN)

and Dr Wolfgang Kuzmits (Managing Director Stadt Wien Kunst GmbH)

and

Programme partner according to the entry in the Open Call on the occasion of FOTO WIEN 2025.

(hereinafter referred to as programme partner)

The programme partner and FAW agree on the following cooperation:

Preamble

Since 2023, FAW has been the organiser of FOTO WIEN, Austria's largest biennial festival of photography. FAW is an institution of the Stadt Wien Kunst GmbH.

The main theme of FOTO WIEN 2025 is dynamic futures, an exploration of speculative future scenarios that address the impact of scientific and technological progress on society as seen through the lens of photography. What visions of the future are revealed in historical and contemporary images of science and art? How do photography and post-digital technologies influence the way we imagine our future? What ethical and sociopolitical questions do digital and algorithmic images pose? As a transdisciplinary testing ground between art, science, and technology, FOTO WIEN 2025 examines photography as a window to the future and offers a rich program of panels, artist talks, and workshops from October 3 to November 2, 2025.

The programme partners selected in the Open Call process will organise exhibitions and events to be included in the FOTO VIENNA 2025 programme within the festival period in the venues they entered in the Open Call application at their own expense and under their own direction in terms of content, organisation and financing.

Festival Program and Cooperation Formats The program partners and FAW agree on the following basis for their cooperation:

1. Festival Programme & Cooperation Formats

1.1 Services of FAW in the context of FOTO WIEN 2025

a) Publication & Promotional Materials: FAW presents and promotes the festival through invitations, flyers/postcards, posters, on social media channels, through press and media work, and with a high-quality publication in book form.

For promotional materials that relate to the entire FOTO WIEN Festival 2025, FAW will provide the program partner with free flyers/postcards, invitations, and posters.

The planning, production, and distribution of promotional materials and publications for individual exhibition and event projects fall under the content-related, organizational, and financial responsibility of the program partners (including exhibition-specific or event-specific invitations, posters, catalogs, flyers/postcards, and other printed materials).

b) Website: FAW creates a website entry for the program partner on the FOTO WIEN website with a direct link to the presentation of the project under the name of the institution.

c) Promotion: The promotion of FOTO WIEN 2025 as a whole is the responsibility of FAW in terms of content, organization, and finance. FAW decides which partner projects are included in the communication. For the promotion FAW will use image, design, and text materials from the projects submitted through the Open Call. By submitting to the Open Call, the program partners agree to the promotional use of the image, design, and text materials provided by them for FOTO WIEN 2025.

1.2. Services of the Programme Partner in the context of FOTO WIEN 2025:

a) The program partner organizes exhibitions and events in the spaces indicated in the Open Call application at their own risk, cost, and under their own content-related, organizational, and financial management, within the festival period from October 3 to November 2, 2025. These exhibitions and events must correspond to the submitted concepts and image files.
The program partner is fully responsible for the organization, implementation, and coordination of the exhibitions and events in the spaces indicated in the Open Call, ensuring smooth operations, and taking financial responsibility for the costs associated with the exhibition or event projects.
The program partner undertakes to meet all necessary legal and administrative requirements for all exhibitions and events they organize and to obtain the necessary approvals where required.

b) Promotional Materials: The program partner agrees to visibly and in unaltered form place the FOTO WIEN 2025 logo (as on the website www.fotowien.at) with the wording "A project within FOTO WIEN 2025" on the front page or main view page of any self-produced promotional materials or documentation (e.g. posters, flyers, folders, catalogs, videos).
This also applies to project presentations on the internet (e.g. the festival logo on a dedicated project website). When entering events in various event calendars or newsletters, the phrase "A project within FOTO WIEN 2025" should be used (if no graphical logo is possible). These measures ensure a consistent overall appearance for the festival.

c) Website and Social Media: The program partner will link from their website to www.fotowien.at and tag social media posts with @foto_wien.

d) The program partner agrees to actively promote the application of their project or event as an independent organizer.

e) Posters: The program partner will display at least one FOTO WIEN 2025 poster visibly at the entrance of the event venue and distribute promotional materials in a visible location.

f) The program partner will document the promotion (poster placements) with photographs, which they will send to FAW at the end of the event or on an ongoing basis.

g) The program partner agrees to explicitly and appropriately indicate in their own media work that their project is "A project within FOTO WIEN 2025" organized by FAW. The program partner will support FAW and FOTO WIEN 2025 to the best of their ability in their own media work and communication. This includes ongoing updates on prominent visitors or participants from politics or culture, particularly well-attended events, and other events of public interest.

h) Public relations for FOTO WIEN 2025 will be handled by FAW. The program partner will also carry out additional public relations work for their project. The program partner agrees to inform FAW about any public relations activities that go beyond the immediate promotion of the project on-site. The purpose of this coordination is to ensure a targeted and coordinated public presence, especially regarding the involvement of regional and international media or television and radio contributions.

i) The program partner declares that they have all necessary rights and permissions for the use of the materials for FOTO WIEN 2025 and any subsequent exploitation measures (e.g. production of audio or visual recordings) and holds FAW harmless from any third-party claims. The program partner also agrees to the promotion and marketing of FOTO WIEN 2025 during the festival by FAW. The program partner agrees to provide all relevant information (especially digital images) for an efficient promotion in text, image, and/or sound in a timely manner and to grant the necessary usage rights free of charge.

j) If third parties (particularly media representatives) contact the program partner for general information about FAW or FOTO WIEN 2025, the program partner will refer them directly to FAW.

k) For press and marketing purposes, the program partner will provide FOTO WIEN 2025 with free tickets. The number of tickets will be set in agreement with FAW.

l) The program partner will offer discounted entry tickets to FAW's cooperation partners or FOTO WIEN 2025 partners, provided they are properly authorized. Only one discount per ticket may be applied.

m) The program partner agrees to collect visitor numbers for their event or exhibition and provide these figures to FAW. These data as well as photographic documentation must be sent to FAW at fotowien@fotoarsenalwien.at by November 7, 2025.

n) The program partner will inform FAW of any additional events such as openings, tours, workshops, etc., by April 2, 2025, and report any changes by August 5, 2025. These deadlines must be followed to include programs and events on the FOTO WIEN 2025 website.

o) The program partner is responsible for making all necessary notifications to collection societies (e.g. AKM) and authorities (e.g. magistrates) for their exhibition or event.

p) The program partner is required to purchase a minimum number of printed copies of the FOTO WIEN 2025 publication at a cost price of €19 per copy.

Program partners will have the right to resell the publication in accordance with book price regulations. The binding retail price is €35 including VAT.

Purchase contingent package small (project spaces, smaller galleries, universities): 15 publications for a total of EUR 285
Large package (museums, commercial galleries): 25 publications for a total of EUR 475

1.3 Provision and rights of use of text and image material

a) Image Material: The program partner provides FAW with 3-5 photos (print-ready files in high resolution, TIFF/JPEG format at 300 dpi, as well as web-optimized photos in JPG format), including full captions and copyrights, and agrees that FAW may use them for communication, press, and media work free of charge, with proper attribution of the caption and copyright. This usage also includes editing, reproduction, publication, and storage of the images in various media formats (print, e.g. advertising and publication, OH, web, social media). The program partner guarantees they have the necessary rights for the image material provided.

The program partner agrees that the image material provided by them may be edited/modified for FOTO WIEN 2025 communications. This may include cropping, animating, zooming, and overlaying text or other information on the images.

b) Texts: The program partner will also send a short text as well as all necessary information and materials for the project. FAW reserves the right to edit the text provided by the program partner and link to relevant pages of the program partner's website. This process ensures uniform communication across all projects. This usage includes the storage and reproduction of the texts in various media formats (print, e.g. advertising and publications, web, social media).

c) The submission deadline for photos, short texts, and program information is April 2, 2025. The program partner must submit them using the provided online form on Picter.

1.4. Rights and Permission to Use Works

The program partner has licensable rights to any provided images of loaned works and grants FAW the non-exclusive rights to use and, if necessary, edit and reproduce these images.

Such uses may include all exploitation rights as per iSd §§ 14ff UrhG and types of exploitation (including future, unknown types), especially print, online (including website, social media, and Metaverse), and future media. The right to edit includes, in particular, the right to crop images, display works in parts, overlay them with text, and display them in color or black-and-white.

The program partner confirms that they are authorized to grant these rights. They indemnify FAW in the event of third-party claims regarding the contract-compliant use of the works.

2. Data Protection

FAW processes personal data (project, contact, and event data) in connection with the organization, promotion, and execution of the FOTO WIEN 2025 festival. This processing is based on FAW's legitimate interests (Art. 6 Abs. 1 lit. f DSGVO). Data may be shared with selected partners (print and digital media, sponsors, cooperation partners, tourism entities, public funding bodies, suppliers for the festival such as website, press, graphic support, translators, editors) insofar as this is necessary for the execution of the festival.

Confidentiality of data in accordance with data protection laws must be maintained.

It is stated and communicated that each contracting party is independently responsible for processing the personal data required for the performance and fulfillment of the contract and for complying with the currently applicable data protection regulations. Each contracting party has the right to access.

The contracting parties have the following rights regarding their personal data:

Right to access;
Right to rectification or deletion;
Right to restriction of processing;
Right to object to processing;
Right to data portability;

The contracting parties also have the right to lodge a complaint with the data protection authority (www.dsb.gb.at) regarding the processing of their personal data.

Finally, reference is made to the privacy policy for suppliers of SWK, available at www.stadtwienkunst.at/datenschutz.

3. Termination of Contract and Duration of Contract

The contracting parties agree that they waive the right to withdraw from this agreement or to terminate it. The possibility of early termination of the agreement for important reasons is excluded from this.

FAW is entitled to immediately withdraw from the contract in writing if:

There are significant circumstances on FAW's side that make proper execution impossible;
There are significant circumstances on the partner's side that make proper performance impossible;
Cooperation is not reasonable for other serious reasons.

Serious reasons include, in particular, a sustained breach of contract by the other contracting party despite prior warning and extension of time, as well as sustained hindrances or impossibilities caused by force majeure or third parties (e.g., project partners) or by a lack of financial resources, which prevent the realization of services/projects under this agreement.

FAW reserves the right to withdraw from the partner project in the event of substantial changes or if all data from the FOTO WIEN 2025 festival program are not delivered in a timely manner.

Withdrawal from the contract or termination of the contract will be made by registered mail with legally binding production.

4. Indemnification

The program partner expressly declares that they possess all the necessary rights and permits for the execution of their contribution and services and, in this regard, and with respect to all other contractual promises made, shall fully indemnify and hold FAW harmless from any claims by third parties.

5. Liability

The program partner may not, under any circumstances, derive any claims against FAW due to the postponement or cancellation of the entire project or parts thereof, regardless of the reason. FAW's liability for lost profits is excluded.

6. Miscellaneous

Both contracting parties mutually acknowledge their legal position and ability to enter into binding obligations for the respective companies/institutions they represent. This agreement does not create any rights for third parties, particularly not a partnership agreement or obligations to be jointly fulfilled toward third parties. If "joint" task fulfillment is mentioned, this only refers to the mutual obligations within the contractual relationship and does not establish any obligations to third parties. In this sense, third parties cannot rely on or assert any rights from this agreement. It is stated that this does not affect the copyright.

The program partner declares that all information underlying this contractual relationship has been provided diligently and truthfully, and undertakes to immediately notify FAW of any changes (e.g., the cancellation or significant limitations of the business authorization).

At the time of the contract conclusion, there are no side agreements in addition to this contract. Changes and supplements to this contract must be made in writing. This also applies to an agreement intended to waive the requirement for written form. If any provision of these contractual terms, a subsequent change, or supplement is invalid or becomes invalid, this will not affect the validity and effectiveness of the remaining provisions of the contract. In the event of invalidity, nullity, or unenforceability, the contracting parties agree on a provision that comes as close as possible to the economic outcome of the invalid, null, or unenforceable provision and is not ineffective, void, or unenforceable.

The contract is governed by Austrian law, excluding conflict-of-law rules, and excluding UK sales law.

The exclusive place of jurisdiction for all disputes arising from the contract is the competent court at the registered office of Stadt Wien Kunst GmbH in Vienna, Austria.

The German version shall prevail.

Date: 20.02.2025