1. The following terms and conditions apply to all users of this site. Additional terms and conditions apply to the receipt, possession, viewing, handling, submission, reproduction and all other use of images, whether obtained through the site or otherwise (see the Terms & Conditions of Submission and Reproduction of Images set out below).
2. This site is controlled and operated by Capital Pictures (Custard Pie Ltd) and is referred to as'Capital Pictures', 'we', 'us' or 'our' in these terms. We are a limited liability company registered in England with the company registration number 07592027 . Our registered office address is Kemp House, 152/160 City Road, London, EC1V 2DW and we are registered for VAT. By accessing the site, registering with us to use the site or otherwise downloading or using any images, audio material, clips, films or other moving images or other content from the site, you agree to be bound by these terms and conditions together with any additional terms and conditions relating to the images and their overall use. If you are a freelance researcher working on behalf of a publisher, this agreement applies to you and your principal. If you do not wish to be bound by these terms and conditions, do not view, download or use any images from this site.
3. All information, text, data, graphics, layout, logos, images (including photographs), audio material, clips, films or other moving images and other content (together referred to as 'Content') provided or made available on this site are the property and/or copyright of Capital Pictures or our licensors. The moral rights of Capital Pictures and all authors of the images and other content represented on the site are asserted.
5. While accessing, browsing and/or using the site you must: (a) comply with all applicable laws, regulations and codes; (b) not deep-link to and/or frame or use framing techniques to enclose the site, or any part of the site, without our prior written permission; (c) not modify, or attempt to modify, all or any part of the content on the site; and/or (d) not gain or attempt to gain unauthorised access to the site, the server on which the site is stored or any third party server, computer or database connected to the site.
6. Users to whom a password has been authorised, which may include at our exclusive option commercial users, (referred to as 'Authorised Users') may be permitted to download high-resolution copies of the images on this site, and use them, all in accordance with our Terms & Conditions of Submission and Reproduction of Images (see below). In downloading any high-resolution image from the site, you agree to pay a download fee at our discretion, to enter into the appropriate licence and to pay the appropriate licence fee for any use of that image in accordance with our Terms & Conditions of Submission and Reproduction of Images.
7. Users wishing to obtain download access and become an Authorised User must provide accurate information during the registration process. If you are an Authorised User, you are responsible for protecting the confidentiality of your login and password details. You may not allow others to use your login and password to access this site without our prior written permission, and you agree to take all reasonable steps to prevent unauthorised persons from obtaining your login/password details. You will be held responsible for any charges arising from downloads of material from this site by third parties using your login details, with or without your permission and for any other liabilities that may arise through such usage of your login details (whether or not authorised). 8. At any time and without giving you any advance notice, we may permanently or temporarily and for any reason: (a) terminate, suspend or deny your access to the site (whether in whole or in part); and/or (b) remove or edit any content on the site. In such circumstances all our liability (as well as the liability of our directors, officers, shareholders, employees, agents or other representatives) for any loss whatsoever arising from our removing or editing content and/or your limited use of or inability to use the site (either in whole or in part) is excluded, insofar as it is possible to do so in law.
9. All Content on the site is provided on an 'as is' basis. To the extent permitted by law, all conditions, warranties and other terms which might otherwise by implied by statute, common law or the law of equity are now expressly excluded and no representations, warranties or terms of any kind are made in respect of the site or the Content, including, without limitation, warranties of satisfactory quality, conformity to contract, accuracy, adequacy, conformity to description or fitness for any particular purpose.
10. Neither we nor any of our providers or affiliates gives any warranty or guarantee: (a) relating to the availability of the site; or (b) that the site and/or our operation of it, the Content or the server that makes the site or the Content available, are error or virus free or free of other harmful components; or (c) that your use of the site will be uninterrupted.
11. Nothing in these terms and conditions excludes or limits our liability for: (a) death or personal injury caused by our negligence or that of any of our directors, employees or agents; or (b) fraudulent misrepresentation; or (c) any liability which it is not lawful to exclude either now or in the future. We will not be liable, whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation or otherwise, for any loss of profits; loss of business; depletion of goodwill or similar losses; loss of anticipated savings; loss of contracts; loss of use; loss or corruption of data or information; or any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses, incurred by any user in connection with our site, any sites linked to it and/or any content on it.
12. Other websites which you may access via links available on this site are not in any way controlled or endorsed by us and we are not responsible for any content on those sites.
13. We reserve the right to change these terms and conditions (and/or our Terms & Conditions of Submission and Reproduction of Images) at any time without notice. Any changes will be effective immediately upon posting to the site. Your continued access, browsing, downloading or other use of the site constitutes your agreement to all such terms and conditions.
14. Our failure to exercise or enforce any of our rights will not be deemed to be a waiver of such rights nor bar their exercise or enforcement in future.
15. These terms and conditions and/or your use of the site shall be governed by and construed in accordance with English law and the English courts shall have exclusive jurisdiction over any dispute which may arise. 16. If you have any questions, comments or complaints about the site please contact us by email at firstname.lastname@example.org.
TERMS & CONDITIONS OF SUBMISSION AND REPRODUCTION OF IMAGES
'Capital Pictures', 'we', 'us' or 'our' means Custard Pie Ltd (company registration 'number 07592027 ). 'You' means the person or entity named as client and/or who receives, or is given access to, any Images from us or Images that are made available by us, whether via our website or otherwise. In these terms and conditions, 'Images' means any items (whether photographs or otherwise) which may be received from, offered or made available by us or on our behalf (including where appropriate Digital Images (as defined below)). You will be deemed to have accepted these terms and conditions upon your receipt of or access to any Images unless you notify us to the contrary and return all the Images to us within 5 days after receipt, provided always that you have not made any Use (as defined below) of the Images. No variation of these terms and conditions shall be effective unless agreed by us in writing.
Supply Of Images
1. The Images are made available by us (whether via our website or otherwise) on loan to you and on approval only. Our delivery note lists the Images made available to you. Those Images shall be deemed to have been received by you complete and in good condition unless we receive notification from you to the contrary within 24 hours after the Images were dispatched or first made available. You will be deemed to have accepted the Images if you make any Use (as defined below) of them.
2. All Images belong to us. They are your responsibility from the time we dispatch them or otherwise make them available to you until we receive them back from you or they are deleted by you. You are urged to take out insurance to cover the total value of the Images received by you from us.
3. You must pay a non-refundable service fee to cover administrative costs and provision of Images on each submission and resubmission of Images whether or not reproduction or other usage rights are required or granted. We will provide Images to you by the most appropriate safe method which affords proof of provision, and may invoice you for the provision costs.
Supply of Images in transparency or printed format
4. The supply or making available to you of any Images does not grant you any Usage (as defined below) rights. 'Return Date' is the date by which the Images must be returned to us as specified on the delivery note or licence. If no date is specified, the Return Date shall be four weeks after the date of the delivery note.
5. You must pay the rental fee specified in the delivery note until we receive the Images back. Payment of the rental fee does not entitle you to Use (as defined below) or retain any Image after its Return Date.
6. You must return Images to us by a safe method which affords proof of delivery. You must arrange adequate protection for Images in transit. You must enclose a delivery note detailing and totalling the returned Images and must send a copy of that note to us by separate post, fax or email.
7. You must immediately notify us in writing of any loss or damage to any Image. You must pay us compensation for each Image lost or damaged at the rates specified on the delivery note. Those rates are a genuine pre-estimate of the loss which we will suffer. Any Image returned without its mount or with its caption or other mount data missing or defaced, may incur a replacement charge at the rate set out in the delivery note. Payment of compensation does not entitle you to any additional rights in the material. An Image subsequently found must be returned immediately. If it is undamaged you will be credited with any compensation paid less a rental fee at the rate set out in the delivery note from the Return Date to the date the Image is returned. Such credit will never be less than 20% of any compensation paid.
Licence for Use of Images
8. The use, reproduction, publication or other dealing with or acting upon, by whatever means and howsoever, of the whole or any part of any Image (including, without limitation, slide projection, artist's reference, artist's illustration, layout or presentation of Images) (together referred to as 'Use' or 'Usage') is strictly forbidden without our specific written permission. You must inform us of your proposals as to when and how an Image is intended to be Used. We will then consider whether we would wish to grant a licence and, if so, on what terms.
9. No Usage rights are granted by virtue of the provision or making available of Images unless expressly indicated in writing by way of a licence. Your right to Use an Image arises only if:
(a) licence terms are agreed and
(b) our invoice relating to the grant of such right is fully paid. Any Use before payment of the invoice or outside the terms of any licence constitutes an infringement of copyright and also a breach of these terms and conditions entitling us to rescind and claim damages. You hereby indemnify us, and will keep us indemnified, on demand in respect of any claims, damages, costs or expenses we incur arising from any Use of any Image supplied or made available to you whether or not we enter into a licence with you. Your Use, receipt, possession and our supply or our making available of Images to you is entirely at your risk. You must satisfy yourself that all necessary rights, model releases or consents which may be required for the possession and/or Use of any Image are obtained and that your possession and any proposed Use of any Image is not obscene, indecent, libellous, unlawful or otherwise may give rise to any claim or liability. We make no claim or warranty with regard to your possession or Use of any Image or any content, names, text, people, trade marks or copyright material depicted or otherwise made available in or with any Image. You now indemnify us, and will keep us indemnified, on demand from and against all losses, claims, liabilities, costs, awards, fines, expenses (including legal fees) and damages of any nature whatsoever and whether or not reasonably foreseeable or avoidable incurred or suffered by us as a result of or in connection with the possession or Use of any Image supplied or made available to you by us or on our behalf.
11. The Images (including all associated documentation and data), your possession of them, our supply or our making available of them to you, together with our identity as the supplier of the Images are our confidential information. You must not use this confidential information for any purpose (other than Image review in accordance with these terms and conditions) unless and until we grant Usage rights by way of a licence or we otherwise consent in writing. The obligations in this clause 11 do not apply to any Image where Usage rights have been granted by way of a licence or to any information which: (a) was in your possession (with full right to disclose) before you received it from us; (b) is public knowledge otherwise than as a result of any breach of these terms and conditions or any similar clause in any other relevant agreement; or (c) you are required to disclose by order of a court of competent jurisdiction or governmental, supervising or regulatory body. The obligations set out in this clause 11 shall continue indefinitely. You now indemnify us, and will keep us indemnified, on demand from and against all losses, claims, liabilities, costs, awards, fines, expenses (including legal fees) and damages of any nature whatsoever and whether or not reasonably foreseeable or avoidable incurred or suffered by us as a result of or in connection with any breach of your obligations under this clause 11.
12. Usage rights (if granted ), unless otherwise agreed in writing are
(a) subject to these terms and conditions and any terms and conditions set out in the delivery note and licence;
(b) non-exclusive reproduction rights for single use only in the United Kingdom. A single use means a reproduction in one size for one edition of a single publication, published in one language only;
(c) strictly limited to the use, period of time and territory stated in the licence;
(d) personal to you and not assignable by you to any third party.
13. If we agree that you may license the use of any Image to any third party, you shall enter into an agreement with such third party to ensure that they are bound by licence terms restricting printing, copying, networking, multiple access or other Use of the Images to personal use only, forbidding the assignment, resale, rental and lending of the Image and ensuring that credit is given to us and the author.
14. Unless otherwise directed by us in writing, you must credit us and the author as specified by us every time an Image is used. If you fail to credit the Image an additional 50% of the original license fee will be payable.
15. Images shall not be altered or manipulated, added to, or have any part deleted without our prior written consent.
16. You must provide us on publication with at least one complimentary copy of any publication in which the reproduction of the Image appears.
Digital Use of Images
17. You acknowledge that Images are our valuable property, as are any digital images created from the Images ('Digital Images').
18. You may not create, store or transmit Digital Images without our express written permission except so far as is incidentally and wholly necessary to the process of producing items licensed by us. If permission is granted the following conditions apply:
(a) each Digital Image created by you shall be recorded and labelled with the Image reference number used by us and our copyright credit information as an integral part of the image file, and held on an electronic database under your sole possession and control;
(b) unless otherwise agreed, any Digital Image you create must not be greater in size than 640x480 pixels, 72ppi. Any use of the Digital Images shall be in a format designed so that it will not be possible to alter, manipulate or adapt any Digital Image in any way during the normal course of using the product;
(c) you must adhere to any stipulations which may be attached to downloaded images (in the IPTC information fields, readable using Adobe Photoshop's 'File Info' and other types of software). These may include such warnings as 'Editorial Use Only'. In such a case, the use of the Image for a non-editorial purpose (e.g., merchandise, posters, etc.) is not permitted, and you hereby indemnify Capital Pictures, and will keep Capital Pictures indemnified, on demand from and against any legal action, damages or other costs which may result from any such unauthorised use; and (d) you agree to destroy all Digital Images including any pre-press or pre-production copies of the Images and any copies or records of the Images held on a database within 90 days after the date of receipt of the Images or completion of the maximum production run, or expiry of the licence term, whichever is later. You may save/download low-resolution 'watermarked' Images from our website for evaluation and composition/layout purposes only. You may NOT use watermarked Images in any final products for distribution in printed or electronic form either inside or outside your company. Without limitation to the foregoing, you may NOT use watermarked Images for making a presentation to a client or make any other Use of Images without our prior written permission. You may not modify or remove any visible or invisible electronic watermark on any Image. You may not redistribute or sublicense any Image or other content supplied by us or downloaded from our website.
Weekly Sales Report
19. At our discretion, we may produce a weekly or monthly sales report detailing the Images Used by you, together with the charges for your Use of such Images. Such sales report shall be sent by e-mail to you. The sales report shall be deemed to have been delivered to you when the e-mail enclosing it is sent by us. The contents of the sales report shall be deemed correct and binding on you unless any error is manifest, or we have received your notification within 5 working days after the date of the sending of the sales report. Such notification must be in writing and should be made by e-mail, fax, first class post or by hand.
20. While we take reasonable care in the performance of our obligations under these terms and conditions, we shall not be liable for any loss or damage suffered by you or by any third party arising from your receipt of any Image, possession of any Image, our supply or making available to you of any Image or your Use of any Image or its caption. Damages for any other breach shall be limited to the licence fee paid by you. Nothing in this clause 20 excludes or restricts our liability for fraud or for death or personal injury caused by our negligence or the negligence of our directors or employees.
21. You must pay our invoice within 30 days after issue. However in the case of newspaper, periodical and broadcasting use only (provided that we have agreed in advance in writing), you may pay by the end of the calendar month immediately following publication or use, or within six months after the issue of our invoice, whichever is sooner.
22. If you do not pay in accordance with these terms then we may at our option rescind this agreement and recover damages, or charge interest at the rate prescribed by the Late Payment of Commercial Debts (Interest) Act 1998 from the date payment was due until payment is made.
23. Any licence granted will terminate immediately if you:
(b) enter into voluntary or compulsory liquidation;
(c) have a receiver appointed; or
(d) fail to perform any of your obligations under these terms and conditions within 14 days after our giving you notice to comply. In the event of termination, all rights granted will immediately revert to us and, without prejudice to our other rights, any further exploitation or Use of any Image shall constitute an infringement of copyright and breach of these terms and conditions.
24. If you fail to settle any invoice within the timescale set out in clause 21, or any other such timescale which may have been agreed with you in accordance with these terms and conditions, all unpaid invoices will, upon demand by us, become payable within 5 working days after the date of our demand.
25. Any publication right (as defined in the Copyright and Related Rights Regulations 1996) arising from your use of any Image shall vest in us and you hereby assign all such rights arising to us.
26. Our failure to exercise or enforce any of our rights will not be deemed to be a waiver of such rights nor bar their exercise or enforcement in future.
27. Should any disagreement arise between us, we shall attempt to settle it by mediation in accordance with the CEDR Model Mediation Procedure. Unless otherwise agreed between the parties, the mediator will be nominated by CEDR. To initiate the mediation a party must give notice in writing ('ADR Notice') to the other party to the dispute requesting a mediation. A copy of the request should be sent to CEDR. The mediation will start not later than 21 days after the date of the ADR Notice.
28. These terms and conditions shall be governed by the laws of England and Wales and the parties agree to submit the jurisdiction of the English courts, such jurisdiction to be exclusive, save for infringement of copyright or non payment of our invoices where it will be non-exclusive.