| 1 |
In
this Agreement (a) Picture includes a photograph,
transparency, negative, design artwork, painting,
montage drawing, engraving or any other item which
may be offered for the purpose of reproduction.
(b) Reproduction includes any form of publication
or copying of the whole or part of any picture
and whether or not altered whether by printing,
photography slide projection (whether or not to
an audience) xerography, artists reference, artists'
illustration, layout or presentation, electronic
or mechanical reproduction or storage by any other
means. |
| 2 |
No
variation of terms and 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 pictures shall pass to the Client whether
on its submission or on the grant of reproduction
rights by Archie Miles 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 although this will be waived if
reproduction rights are required or granted
The Client shall pay for courier, express or
any other special delivery agreement requested. |
| 5 |
(a).
Reproduction Rights (if and when granted) are
strictly limited to the use, period of time and
territory specified on Archie Miles' letter/invoice
granting permission, and unless otherwise agreed
in writing, relate to a single publication in
a single size with 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 sold hired or submitted to the Clent
be loaned or transferred to third parties save
for the purpose of the exercise by the Client
of such production rights,
(d). Any reproduction rights granted are by way
of licence and no partial or other assignment
of copyright shall be implied, |
| 6 |
All
pictures delivered to the Client shall be presumed
to have been received in good condition, unless
within 3 days of receipt Archie Miles receives
notification of any discrepancy or damage. |
| 7 |
If
any of the pictures pursuant to this Agreement
shall give rise in any country to publication
right (as defined in the draft Publication Right
and the Duration of Copyright and Rights in Performance
Regulations 1995) or to any similar rights those
rights shall belong exclusively to Archie Miles.
The Client undertakes to do all such things and
to procure that any third parties in whom such
rights may otherwise vest do all such things and
sign and execute all such documents as may be
required to vest all such rights exclusively in
Archie Miles. |
| 8 |
(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 Archie Miles 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, Archie Miles may
in his sole discretion presume it to be lost.
(b) The Client shall be liable to pay compensation
to Archie Miles in respect of each picture lost
or damaged. Payment of compensation does not give
rise to any rights in any picture.
(c) Any picture subsequently found must be returned
immediately. If it is undamaged the client will
be credited with the compensation paid less a
rental fee from the date the compensation is claimed
to the date the picture is returned, such credit
being at least 20% of the compensation. |
| 9 |
Any
picture returned without its mount or with its
caption or other mount data missing or defaced
may incur a replacement charge. |
| 10 |
The
Client must return every picture to Archie Miles
by its Date for Return by any Special Delivery.
Adequate protection must be given to pictures
in transit. A note listing and totaling the returned
pictures must be enclosed. |
|
| 11 |
Unless
otherwise agreed each picture may be held by
the Client rental free until its Date for Return
(normally 30 days) and thereafter the Client
shall be liable to pay a rental fee 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. |
| 12 |
(a).
Until Archie Miles has invoiced the reproduction
fee neither party is committed to grant any reproduction
rights in the picture. After a fee has been agreed
and an invoice issued there is a firm and binding
contract whereby Archie Miles 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 Archie Miles may in its discretion cancel
subject to the Client paying a reproduction fee.
(b) The Client's right to reproduce a picture
arises only when Archie Miles' 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 Archie Miles to rescind
the Agreement, render the Client liable for
the payment of damages, or otherwise suspend
the Client's access to Library facilities.
(c) The Client agrees to indemnify Archie Miles
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. |
| 13 |
(a)
Archie Miles invoice shall be paid 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 Archie Miles may rescind this agreement
and recover damages and suspend the Client's access
to Library facilities. |
| 14 |
On
the Client's death or bankruptcy or (if the Client
is a company) in the event of a resolution, petition
order for winding up being made against it, or
if a receiver is appointed Archie Miles may at
any time thereafter inspect any records, accounts
and books relating to the reproduction of Archie
Miles' pictures to ensure that the pictures are
being used only in accordance with the reproduction
rights granted to the Client. |
| 15 |
(a).
If any picture reproduced by the Client omits
the credit line specified by Archie Miles, the
reproduction fee payable by the Client shall be
subject to an increase of 50%. (b). The right
to a credit is asserted in accordance with sections
77 and 78 Copyright Designs and Patents Act 1988. |
| 16 |
No
addition to, deletion from or alteration to or
adaptation of a picture may be made without the
written permission of Archie Miles. |
| 17 |
While
Archie Miles takes all reasonable care in the
performance of this Agreement generally, Archie
Miles 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. |
| 18 |
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 Archie
Miles 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, trademarks, 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
Archie Miles against any loss, damage, proceedings
or costs where such rights, releases or consents
have not been obtained. |
| 19 |
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
or, for the exclusive benefit of the plaintiff
in the relevant proceedings, the courts of the
country of the principal place of business of
the defendant in the proceedings. |
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