PikoDesign Terms and Conditions

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Terms and Conditions

1. DEFINITIONS

For the purposes of this agreement “the Photographer” or “We” refers to PikoDesign. For the purpose of this agreement “the Agency” and “the Advertiser” shall where the context so admits include their respective assignees, sub-licensees and successors in title. In cases where the Photographer’s client is a direct client (i.e. with no agency or intermediary), all references in this agreement to both “the Agency” and “the Advertiser” shall be interpreted as references to the Photographer’s client. “Photographs” means all photographic material furnished by the Photographer, whether transparencies, negatives, prints, virtual tour photographic images, virtual tour graphic elements and text or any other type of physical or electronic material.

2. COPYRIGHT

The entire copyright in the Photographs is retained by the Photographer at all times throughout the world.

3. OWNERSHIP OF MATERIALS

Title to all Photographs remains the property of the Photographer.

4. USE

The Photographer grants the Agency a non-exclusive, non-transferable license to use the Photograph(s) on a nominated website. The Licence to Use comes into effect from the date of payment of the relevant invoice(s). No use may be made of the Photographs before payment in full of the relevant invoice(s) without the Photographer’s express permission. Any permission which may be given for prior use will automatically be revoked if full payment is not made by the due date or if the Agency is put into receivership or liquidation. The Licence only applies to the Agency and its benefit shall not be assigned to any third party without the Photographer’s permission. Accordingly, even where any form of ‘all media’ Licence is granted, the photographer’s permission must be obtained before any use of the Photographs for other purposes eg use in relation to another product or sublicensing. Permission to use the Photographs for purposes outside the terms of the Licence will normally be granted upon payment of a further fee, which must be mutually agreed (and paid in full) before such further use. Unless otherwise agreed in writing, all further Licences in respect of the Photographs will be subject to these terms and conditions. The Agency must not create derivative works of, reverse engineer, decompile, disassemble, adapt, translate, transmit, arrange, modify, copy, bundle, sell, sub-license, export, merge, transfer, adapt, loan, rent, lease, assign, share, outsource, host, publish, make available to any person or otherwise use, either directly or indirectly, the Photographs in whole or in part, in any form or by any means whatsoever, be they physical, electronic or otherwise. The Photograph(s) will be hosted by the Photographer unless otherwise agreed in writing. The Photographer reserves the right to charge an additional fee in agreement with the Agency, where the Photograph(s) are hosted by the Agency.

5. EXCLUSIVITY

The Agency and Advertiser will be authorised to publish the Photographs on their nominated website to the exclusion of all other persons excluding the Photographer. The Photographer retains the right in all cases to use the Photographs in any manner at any time and in any part of the world for the purposes of advertising or otherwise promoting his/her work.

6. CLIENT CONFIDENTIALITY

The photographer will keep confidential and will not disclose to any third parties or make use of material or information communicated to him/her in confidence for the purposes of the photography, save as may be reasonably necessary to enable the Photographer to carry out his/her obligations in relation to the commission.

7. INDEMNITY

The Photographer agrees to indemnify the Agency and the Advertiser against all expenses, damages, claims and legal costs arising out of any failure by the Photographer to obtain any clearances for which he/she was responsible in respect of third party copyright works, trade marks, designs or other intellectual property. The Photographer shall only be responsible for obtaining such clearances if this has been expressly agreed before the shoot. In all other cases the Agency shall be responsible for obtaining such clearances and will indemnify the Photographer against all expenses, damages, claims and legal costs arising out of any failure to obtain such clearances.

8. DEPOSIT AND PAYMENT

The Photographer reserves the right to charge a non-refundable deposit of up to 50% of the quoted or estimated fees due which have been agreed by the Agency. Payment by the Agency will be expected for the commissioned work within 5 days of the issue of the relevant invoice. If the invoice is not paid, in full, within 5 days The Photographer reserves the right to charge interest at a rate of at least that prescribed by the Late Payment of Commercial Debt (Interest) Act 1998 from the date payment was due until the date payment is made. The Photographer retains ownership of the Photographs until paid in full.

9. EXPENSES

Where extra expenses or time are incurred by the Photographer as a result of alterations to the original brief by the Agency or the Advertiser, or otherwise at their request, the Agency shall give approval to and be liable to pay such extra expenses or fees at the Photographer’s normal rate to the Photographer in addition to expenses having been agreed or estimated.

10. REJECTION

Unless a rejection fee has been agreed in advance, there is no right to reject on the basis of style or composition.

11. CANCELLATION & POSTPONEMENT

A booking is considered firm as from the date of confirmation by telephone, email or in writing and accordingly the Photographer will, at his/her discretion, charge a fee for cancellation or postponement. Where a booking is cancelled by the Agency within 24hours of the scheduled commission start date, a fee of 100% of the full agreed commission quotation or estimate will be charged.

12. RIGHT TO A CREDIT

The Photographer’s name will be printed on or in reasonable proximity to all published reproductions of the Photograph(s). The Photographer also asserts his/her statutory right to be identified in the circumstances set out in Sections 77-79 of the Copyright, Designs and Patents Act 1988 or any amendment or re-enactment thereof.

13. ELECTRONIC STORAGE

The Photographs may not be stored in any form of electronic medium without the written permission of the Photographer.

14. BREECH OF COPYIRGHT

Where a breech of the Photographers copyright is found the Photographer reserves the right to issue and enforce a license fee to the value of ten thousand pounds for each year in which the breech occurred or continues to occur.

15. APPLICABLE LAW

This agreement shall be governed by the laws of Scotland

16. VARIATION

These Terms and Conditions shall not be varied except by agreement in writing.

17. GUARANTEES

The photographer cannot guarantee compatibility between the photographs and any medium or device used to display the photographs. This non-exhaustive list would include computers, computer web browsers, computer display monitors, phones, smartphones, tablets, iPhones, iPods, iPads, Apple iOS, Android OS, etc.

18. COMPLETION

Where project completion is delayed by The Agency for any reason, outstanding invoices must be paid in full 60 days from the project start date.

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