1. Definitions

In this Agreement the term (a) “photographic material” includes a digital image, digital scan, photograph, transparency, negative, design, montage 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 image and whether or not altered 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) the “Client” is the person or organisation who commissioned the photographic services (whether or not the Client is acting for a third party).·

 

2. Copyright

(a) Under the 1988 Copyright Designs and Patents Act – as amended, the entire copyright of photographic material resulting from services rendered to the Client is owned by Josephine M Collingwood at all times throughout the world.

(b) Any reproduction rights granted are by way of licence and no partial or other assignment of copyright shall be implied.

 

3. Licence to Use

(a) All photographic material resulting from a commission to depict a specified property is subject to an unlimited Licence to Use.· Photographic material depicting general scenes provided in support of specific property shots is subject to a limited Licence to Use, whereby the Client may only use them in marketing material for the specified property.· All other photographic material is subject to a Licence to Use for the territory, time and use as agreed between the Client and Josephine M Collingwood.

(b) The Licence to Use comes into effect from the date of payment of the relevant invoice(s).· No use may be made of the images before payment in full of the relevant invoice(s) without the express permission of Josephine M Collingwood.· 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 Client is put into receivership or liquidation.

(c) In the event of unauthorised reproduction, the Client shall pay by way of liquidated damages to Josephine M Collingwood an unauthorised use fee of £300 or double the standard reproduction fee for the use concerned, whichever is the greater.

(d) Reproduction rights granted are personal to the Client and may not be transferred to third parties.

(e) Reproduction rights are not issued exclusively to the Client except when specified on the invoice.

 

4. Photographer’s Promotional Use

Josephine M Collingwood will at all times retain the right to use the photographic material for the purpose of advertising and promoting her work.

 

5. Client Confidentiality

Josephine M Collingwood will keep confidential and will not disclose to any third parties or make use of material or information communicated to them in confidence for the purposes of the photography, save as may be reasonably necessary to enable Josephine M Collingwood to carry out the obligations in relation to the commission.

 

6. Indemnity

(a) The Client shall indemnify Josephine M Collingwood against any legal action, claim or damages resulting from or arising out of the publication of the photographic material or other use by the Client.

(b) The Client will fully indemnify Josephine M Collingwood against any unauthorised reproduction of a picture submitted to the Client made by any third party as a result of or arising out of any breach by the Client of any of these terms and conditions (including but not by way of limitation the Client allowing a picture or a copy thereof to come into the possession of a third party without Josephine M Collingwood’s prior written consent).

 

7. Payment

(a) Payment terms are strictly 30 days from date of invoice by cheque made payable to “Collingwood Photography” or by automated credit transfer (BACS).· BACS details can be supplied on request.·

(b) We understand and will exercise our statutory right to claim interest and compensation for debt recovery costs under the Late Payment of Commercial Debts (Interest) Act 1998 if we are not paid according to agreed credit terms.

(c) Josephine M Collingwood reserves the right to suspend ongoing services, once any invoice issued to a Client becomes overdue.

 

8. Force Majeure

The due performance of any commission is subject to alteration or cancellation by Josephine M Collingwood owing to any cause beyond her control.· In the unlikely event of either total photographic failure or in part, the cancellation of this contract by Josephine M Collingwood, liability shall be limited to a refund of all or part monies paid in relation the percentage of missing photographs in line with industry recommendations.· Josephine M Collingwood will not be liable or responsible for any re-shoot costs under this circumstance of an event owing to any cause beyond her reasonable control.

 

9. Applicable Law·

This Agreement shall be governed by the laws of England and Wales.

 

10. Variation

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