Terms & Conditions:- Selling a 'pic'
(pics-4-news)is an online image licensing agency supplying images to third parties including newspapers,magazines and other suitable professional media contacts (Media Targets) for commercial and non-commercial use.
These terms and conditions (Terms) apply to any use of pics-4-news, and all and any images, photographs and pictures. pics-4-news whether by email,MMS, disc or otherwise (images). By using pics-4-news you undertake that you are over 18 years of age and are able to accept these terms. By using pics-4-news you agree to be bound by these terms. pics-4-news may make alterations to these terms and conditions from time to time and these variations shall become effective immediately being accessible from www.pics-4-news.com.
1.0 Submission of "Images" to pics-4-news.
You warrant and undertake that all the information supplied whilst depositing a pic with pics-4-news is truthful, complete and correct. In the event that any image you have supplied transpires to be incomplete or incorrect you agree to indemnify pics-4-news against any loss or damage incurred by pics-4-news and the Media Target to whom your image may be licensed or sold. By using pics-4-news you undertake that you have the necessary hardware, software and capability for you to submit images,email and web usage and when required you are able to supply images in digital format. pics-4-news reserves the right to reject any submission on the basis that the disclosure information is missing or incomplete, or the image quality or contact is deemed to be unsuitable by pics-4-news or for any other reason, pics-4-news retains the right to reject any image at its own discretion. The content of the disclosure form is vital in order for pics-4-news to assess the future commercial prospects of images submitted, You warrant and undertake that the content of your disclosure form is truthful, complete and correct. In the event that it transpires that any of the disclosure form is incomplete or untrue you agree to indemnify pics-4-news and media targets against any loss or damage arising as a result. In the event that pics-4-news successfully markets your image it shall keep you informed of any changes in status of your image.
2.0 Your Image
2.1 Authenticity of works
You guarantee that the images are your own original work and if any part of it is not, then you in pl all relevant assignments necessary for the transfer and license granted under the terms of this agreement to be effective. For the sake of clarity you also guarantee that you will be entitled to transfers and licensing the rights in the image including copyright and all other intellectual property rights. You agree to indemnify pics-4-news and media targets against your breech of this clause.
2.2 Credit
You also waive any so called moral rights in the image including the right to be named and credited its creator. You agree that pics-4-news may make changes and additions to the images as pics-4-news deem necessary or appropriate.
3.0 Three months exclusive licence to pics-4-news.
You further agree that during the currency of the exclusive licence period of this agreement i.e for 3 months following the submission of your image, you will:
3.1 Not appoint another person to represent you for the marketing, promoting, licensing and otherwise commercially exploiting of image;
3.2 Not directly or indirectly, provide services or image to, or accept any engagement with or for any third party (includuding without limitation competitors of pics-4-news) in relation to image similar to the image in style and appearance and subject matter.
3.3 Advise and notify pics-4-news of any contact made to you by such persons for such image.
3.4 Not to make any representation or statement on behalf of pics-4-news or relating to the image to any third party.
3.5 You agree and undertake that you will not submit pics-4-news any image that:
3.6 is unlawful or which gives rise to civil or criminal liability.
3.7 Infringes upon the intellectual property rights of an third party.
3.8 Is technically harmful such as computer viruses, worms, logic bombs or any other sort of malicious software or harmful data.
3.9 Contains abusive, illegal, pornographic, defamatory, untrue, obscene, inflammatory or racist material whatsoever.
3.10 Is not a "true" photograph i.e. an image that has been altered from it's original state for example limitation by airbrushing, amalgamation of images, cropping images unnaturally to alter the context of the image etc.
3.11 Harasses any person.
3.12 Invites, encourages, advocates, incites or provokes any or all of the foregoing.
3.13 You further agree that in any activity undertaken following use of and related to your use of pics-4-news you will not in any way conduct yourself in any manner which is unlawful or which gives rise to civil or criminal liability or which might call into disrepute pics-4-news or the media targets.
3.14 You agree to indemnify and hold harmless pics-4-news and media targets against all liability it may have respect of and arising out of your use of pics-4-news services and your submissions.
4.0 Agreement
4.1 In return for pics-4-news marketing, promoting and commercially exploiting the images and agreeing to pay to you the sums set out in this agreement as they are due, you agree for three months from the date of submission:
4.1 To appoint pics-4-news as your exclusive representatitive for the marketing, promoting and commercial exploitation of your images.
4.1.1 To grant to pics-4-news a worldwide exclusive licence of all copyright and other intellectual property rights in the images. pics-4-news shall thereafter be entitled to use the images in all and any manner and media it chooses including (but not limited to) the right to sub-licence, modify or adapt the images.
4.2 During the first three months following submission you cannot seek to licence, display, sell, use or otherwise deal in the image, nor must it be published or offered to any third party whether for consideration or otherwise.
4.3 pics-4-news shall use reasonable endeavours to market the images to potential media targets.
4.4 Once the three month exclusive licence expires you hereby grant to pics-4-news a perpetual irrevocable non exclusive licence of all intellectual property rights in the images for pics-4-news to include the images on an online stock library and to permit pics-4-news to grant non exclusive sublicenses to third parties for us of the images in whatever way as pics-4-news shall see fit.
4.5 You agree to retain and save a copy of your image(s) and resubmit a further copy upon request of pics-4-news. We do not take responsibility for any loss or damage of pics during transfer at any time.
4.6 In the event that pics-4-news successfully markets your image to the media target pics-4-news shall use reasonable skill and care to negotiate a licence or assignment fee with the media target.
5.0 Payments
5.1 All licensing and assignment fees, including secondary and subsequent licensing paid to pics-4-news by media targets, will be divided equally between you and pics-4-news after deduction of VAT and similar tax which fall due.
5.2
pics-4-news shall notify you by email as soon as reasonably possible following successful licensing or assignment of the image to a media target.
5.3 Payment will be made within 30 days of receipt of payment from the media target.
5.4 Payment will be made by cheque, electronic transfer or into your PayPal account if you have one).
5.5 With each payment by pics-4-news to you, pics-4-news will send an email to you including a copy of a statement of account detailing all sums received by pics-4-news in respect of the exploitation of the image.
5.6 pics-4-news shall keep full financial books and records relating to the images.
6.0 Liability
6.1 pics-4-news shall be liable only to provide its services with reasonable skill and care and gives no other warranty in connection with pics-4-news.
6.2 Subject as aforesaid, to the maximum extent permitted by law, pics-4-news excludes liability for any loss or damage of any kind howsoever arising, including without limitation any direct, indirect punitive or consequential loss whether or not such arises out of any problem you notify to pics-4-news and pics-4-news shall have no liability to pay any money by way of compensation, including without limitation all liability in relation to:
6.3 Any incorrect or inaccurate information on the pics-4-news website and all interruptions to or delays in updating the services.
6.4 The infringement by any person of any intellectual property rights of any third party caused by their use of pics-4-news.
6.5 Any amount of kind of loss or damage due to viruses or other malicious software that may infect a users computer equipment, software, data or any other property caused by persons accessing, using or downloading from the pics-4-news, or from transmissions via emails or attachments received from pics-4-news or its licensees.
6.6 All representations, warranties, conditions and other terms which but for this notice would have effect.
6.7 pics-4-news does not warrant that the operation of pics-4-news will be uninterrupted or error free.
6.8 These terms above shall not limit any rights you might have as a consumer that may not be excluded under applicable law nor shall it exclude or limit pics-4-news liability for death or personal injury resulting from its negligence nor any fraudulent representation.
7.0 Termination
pics-4-news shall be entitled to terminate this agreement and immediately remove, cancel or suspend access to and use of pics-4-news upon your breech of any part of these terms whatsoever.
7.2 Termination will be without prejudice to the accrued rights of either party.
7.3 pics-4-news shall not be liable in any amount for failure to perform any obligation under this agreement if such failure is caused by the occurrence of any unforeseen contingency beyond this reasonable control of such party including without limitation internet outages, communications outages, fire, flood war or any act of god or terrorism.
7.4 Either party may terminate this agreement immediately by written notice if the other:
Commits any material breach of any term of this agreement which (in the case of breach capable of being remedied) shall not have been remedied within 14 days of a written request to remedy the same:
Is adjudged insolvent, bankrupt or is unable to pay its debts as they fall due, or makes an assignment for the benefit of its creditors generally.
8.0 General
8.1 Each party to this agreement shall act in good faith towards the other.
8.2 You agree to keep confidential all commercially sensitive or proprietary information of pics-4-news that is disclosed to you.
8.3 Each sub-clause or part of such sub-clause of this clause constitutes an entirely separate and independent restriction. If any restriction is held to be invalid or unenforceable by a court of competent jurisdiction, it is intended and understood by each of us that such invalidity or unenforceability will effect the remaining restrictions.
8.4 This agreement sets out the entire agreement and replaces all other agreements between the party relating to the subject matter of this agreement.
8.5 No failure to exercise and no delay in exercising any right under this agreement shall be a waiver or nor shall such prevent any other or further exercise of it or any other right. Except as provided above there are no other warranties, conditions or other terms, express or implied, statutory or otherwise and all such terms are hereby excluded to the maximum extent permitted by law (but subject to your statutory and common law consumer rights).
8.6 All questions, comments or enquiries should be directed by email to admin@pics-4-news.co.uk or by post to pics-4-news,Glebe House,Lowther,Penrith,Cumbria,CA10 2HH.
8.7 pics-4-news acts as principal on its own account and not as agent for you or any other person.
8.8 If pics-4-news does not enforce any provision of this agreement such will not be considered a waiver of provision or right.
8.9 In the event that any part of these terms and conditions is held to be unenforceable, such part will be considered as far as possible to reflect the parties 'intentions and the reminder of the provisions will remain in full force and effect.
8.10 These terms and conditions constitute the entire agreement between you and pics-4-news and shall appear to the exclusion of all other terms or conditions of contract which you may purport to propose.
8.11 Use of pics-4-news is subject to the laws of England which shall exclusively govern the interpretation, application and effect of all the above permissions, exclusions, licences and conditions of use and shall be construed in accordance with the laws of England and the parties submit to the exclusive jurisdiction of the English courts.
8.12 It is hereby asserted that pics-4-news is intended for and directed at the U.K. and no representation or warranty is made as to whether pics-4-news complies with the regulatory regime and local laws of any other countries.
9.0 Use of the pics-4-news Website
9.1 You may download and use pics-4-news solely for your private, non-commercial,& personal use only.
9.2 You may not sub-license or deal in this right without pics-4-news prior written permission.
9.3 Accordingly, you undertake not to:
9.3-1 Use pics-4-news for any commercial or
business purpose other than with pics-4-news;
9.3-2 Use your access to pics-4-news, or information gathered from it, for the sending of unsolicited bulk email.
9.4 Third party web sites with links from pics-4-news have not been verified or reviewed by pics-4-news and use and access of such third party web sites is made at your own risk.
9.5 All email communications sent by pics-4-news and attachments thereto are intended only for the address and/or others authorised to receive them.
10.0 Intellectual Property
10.1 All copyright, design rights, database rights, patents, and any rights to inventions, know-how, trade and business names, trade secrets and trade marks (whether registered or unregistered) and any applications therefore ("Intellectual property rights") in pics-4-news belong to and vest in pics-4-news, or are licensed to pics-4-news unless otherwise specified. All such rights of pics-4-news are hereby asserted and reserved.
10.2 You shall not:-
10.2.1 Hack, attempt to hack, distribute, modify,transmit,re-use, re-post, or use any or all of pics-4-news the information contained therein for any purpose other than as set out above.
10.2.2 Make any public or commercial use without pics-4-news's prior written consent.
10.2.3 Provide hypertext links,URL links, graphics links , hyperlinks or other direct connection for profit or gain to pics-4-news without written permission.
10.2.4 Display, publish, copy, print, post or otherwise use pics-4-news and the information contained therein for the benefit of any third party or web site without pics-4-news prior written consent.
10.2.5 Process or otherwise use the information contained on or within pics-4-news for any illegal or immoral purpose nor use or process the same unfairly.
10.3 You must retain all copyright notices and other proprietary notices contained on pics-4-news.