Why is this contract worded like a client is talking to himself?

Question

I'm looking at a sample contract for a graphic designer who is planning on doing freelance work. I don't understand why it says that the Client should obtain all copyright permissions for materials included in the designs at their own request, like said client is asking himself to get copyright permission? It reads,

Client shall obtain all necessary copyright permissions and privacy releases for materials included in the designs at Client’s request. Client shall indemnify Contractor against all claims and expenses, including reasonable attorney fees, due to Client’s failure to obtain such permissions or releases.

Shouldn't it read,

Client shall obtain all necessary copyright permissions and privacy releases for materials included in the designs on their own"?

Answer 1

No, the clause is correct. The reason it is put in is to protect the designer from the client's mistakes (or lies) about whether the material the client wants to use is copyrighted.

To see how this works, suppose the client gives the designer a photo, and says she has the rights to it. It turns out the client doesn't have rights, and the true owner sues. The designer will undoubtedly be named in the suit. This clause will probably not protect the designer against the true owner, so she may end up having to pay damages. However, this clause gives the designer grounds to sue the client to recover any damages she suffers.

Answer 2

"at their own request" is referring to design elements that the Client (customer) wants in the product. That could include particular fonts, a photograph, etc. If the designer wants to use a particular font in the product but was not asked for that particular font by the Client, the designer will make sure to obtain any copyright permissions.

Answer 3

Client shall obtain all necessary copyright permissions and privacy releases, for materials included in the designs at Client’s request. Client shall indemnify Contractor against all claims and expenses, including reasonable attorney fees, due to Client’s failure to obtain such permissions or releases."

Does that make more sense? As you can see the comma I added seems almost out-of-place, but my bolding reflects the intended scope of the phrase.

Specifically, it means Client has no obligation to obtain copyright releases for material the contractor decides to put in there.

This protects the contractor only from Client's error in clearing material.

Answer 4

Shouldn't it read, "Client shall obtain all necessary copyright permissions and privacy releases for materials included in the designs on their own"?

Most likely it is a [draftman's] mistake. You might want to ask the client to fix the clause because its current wording makes no sense.

Based on the terms regarding indemnification, the burden of obtaining copyright permission(s) is on the client. In that case, the most straight-forward approach is to remove the part in bold (i.e., the phrase "at the Client's request").