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1. In this Agreement the terms (a) PICTURE includes a photograph,
transparency, negative, design, artwork, painting, montage,
drawing, engraving, or any other item which may be offered
for the purposes of reproduction; (b) REPRODUCTION includes
any form of publication or copying of the whole or part of
any picture, altered or not, whether by printing, photography,
slide projection (whether or not to an audience), xerography,
artist's reference, artist's illustration, layout or presentation,
electronic or mechanical reproduction or storage by any other
means; (c) DATE FOR RETURN is the date by which the pictures
must be returned as specified on the delivery note. If no
date is specified, the Date for Return shall be four weeks
from the date of the delivery note or if an invoice is rendered
for reproduction rights, 12 weeks from the date of such invoice.
2.
No variation of terms or conditions set out herein shall be
effective unless agreed in writing by both parties.
3.
Pictures are supplied on LOAN and no property or copyright
in any pictures shall pass to the Client whether on its submission
or on the Supplier's grant of reproduction rights in respect
thereof.
4.
A non refundable service fee to cover administrative costs
and despatch of pictures is payable by the Client on each
submission and resubmission of pictures whether or not reproduction
rights are required or granted. The Client shall pay for courier,
express or any other special delivery arrangement requested.
5.(a)
Reproduction rights (if and when granted) are strictly limited
to the use, period of time and territory specified on the
Supplier's invoice and unless otherwise agreed in writing
relate to a single publication in a single size with that
text (if any) in one language only. (b) Reproduction rights
are not granted exclusively to the Client except when specified
on the invoice. (c) Reproduction rights granted are personal
to the Client and may not be assigned, nor may any picture
submitted to the Client be loaned or transferred to third
parties save for the purpose of the exercise by the Client
of such reproduction right. (d) Any reproduction rights granted
are by way of licence and no partial or other assignment of
copyright shall be implied.
6.
The Supplier's delivery note will list all the pictures delivered
to the Client, which shall be presumed to have been received
in good condition, unless within 3 days of receipt the Supplier
receives notification of any discrepancy or damage.
7.
(a) Risk in and responsibility for pictures passes to the
Client from the time they are received until their safe return.
The Client shall immediately inform the Supplier in writing
of any known loss or misuse of, or damage to the pictures
while in the Client's possession or that of any third party.
If a picture is not returned within 12 weeks of the date for
return, the Supplier may in its sole discretion presume it
to be lost. (b) The Client shall be liable to pay compensation
to the Supplier in respect of each picture lost or damaged
(see over). The loss or damage of colour or monotone prints
or duplicate transparencies for which there are available
originals shall also be the subject of compensation, but at
a different level. A Supplier may also specify in writing
at the time of the loan a different compensation figure for
loss or serious damage to certain pictures. Payment of compensation
does not give rise to any rights in any picture. These figures
have been assessed by the Supplier and are a genuine pre-estimate
of the loss which would be suffered if such a picture were
to be lost or damaged. The Client is urged to take out insurance
to cover the total value of the pictures delivered. (c) A
picture subsequently found must be returned immediately. If
it is undamaged the Client will be credited with the compensation
paid less a rental fee(under Clause 10) from the date the
compensation is claimed to the date the picture is returned,
such credit being at least 20% of the compensation paid.
8.
Any picture returned without its mount or with its caption
or other mount data missing or defaced, may incur a replacement
charge.
9.
The Client must return every picture to the Supplier by its
date for return by any method affording proof of delivery
and insured to the relevant level of compensation cover. Adequate
protection must be given to pictures in transit. A delivery
note listing and totalling the returned pictures must be enclosed,
and an advice in writing with this same information sent by
separate post.
10.
Unless otherwise agreed each picture may be held by the Client
rental free until its Date for Return and thereafter the Client
shall be liable to pay a rental fee (see over) per picture
per week or part thereof pending its return. Payment of the
rental fee does not entitle the Client to retain the picture
after the Date for Return.
11.(a)Until
the Supplier has invoiced the reproduction fee neither party
is committed to grant or to acquire any reproduction rights
in any picture. After a fee has been agreed and an invoice
issued there is a firm and binding contract whereby the Supplier
is committed to grant reproduction rights and the Client to
acquire them. If after such invoicing but before payment,
the Client requests cancellation of the reproduction rights
the Supplier may in its discretion cancel subject to the Client
paying a cancellation fee. (b) The Client's rights to reproduce
a picture arises only when the Supplier's invoice relating
to the grant of such right is fully paid. Any reproduction
before payment of the invoice constitutes an infringement
of rights and a breach of this Agreement entitling the Supplier
to rescind the Agreement and rendering the Client liable for
the payment of damages. (c) The Client agrees to indemnify
the Supplier in respect of any claims or damages or any loss
or costs arising in any manner from the reproduction without
proper reproduction rights of any picture supplied to the
Client by the Supplier.
12.(a)
The Supplier's invoice shall be paid within 30 days of issue
save in the case of newspaper, periodical and broadcasting
clients where payment shall be made no later than the end
of the calendar month immediately succeeding publication or
use. (b) If payment is not made in accordance with (a) above
then the Supplier may rescind this Agreement and recover damages,
or, at its option, may charge interest on the overdue amount
at 2% per month on the outstanding balance.
13.
On the Client's death or bankruptcy or (if the Client is a
Company) in the event of a Resolution, Petition or Order for
winding-up being made against it, or if a Receiver is appointed,
the Supplier may at any time thereafter inspect any records,
accounts and books relating to the reproduction of the Supplier's
pictures to ensure that the pictures are being used only in
accordance with the reproduction rights granted to the Client.
14.(a)Unless
otherwise agreed in writing, if any picture reproduced by
the Client omits the copyright notice or credit line specified
by the Supplier them reproduction fee payable by the Client
shall be subject to an increase. (b)The Author has asserted
his right to a credit in accordance with sections 77 and 78
Copyright, Designs and Patents Act 1988.
15.
(a)Electronic use, storage or transmission of images is forbidden
without the express written permission of the supplier. (b)
The Client will provide any information reasonably requested
regarding anti piracy measures.
16.
Pictures shall not be copied, on-loaned or otherwise disposed
of and no use whatsoever shall be made of them by the Client
without prior written consent of the Supplier, nor shall the
image be altered or manipulated, added to, or have any part
deleted without the prior written consent of the Supplier.
17.
In the case of printed publications, two copies of the relevant
pages containing any picture supplied are to be furnished
to the Supplier by the Client free of charge within two weeks.
In other media evidence of use must be made available if requested.
18.
While the Supplier takes all reasonable care in the performance
of this Agreement generally, the Supplier shall not be liable
for any loss or damage suffered by the Client or by any third
party arising from use or reproduction of any picture or its
caption.
19.
It is the Client who must satisfy himself that all necessary
rights, model releases or consents which may be required for
reproduction, are obtained and it is acknowledged that the
Supplier gives no warranty or undertaking that any such rights,
releases or consents are or will be obtained whether in relation
to the use of names, people, trade marks, registered or copyright
designs or works of art depicted in any picture. In the event
that the picture is used or reproduced by or with the authority
of the Client then the Client shall indemnify the Supplier
against any loss, damage, proceedings or costs where such
rights, releases or consents have not been obtained.
20.
This agreement shall be subject to and construed according
to English law and the parties agree to accept the exclusive
jurisdiction of the Courts of England.
©
Copyright 2000 British Photographer' Liaison Committee as
agreed by AFAEP, BAPLA, NUJ and PSPA.
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