TERMS AND CONDITIONS [England & Wales]
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 Redfrost Limited’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 Redfrost Limited’s client. “Photographs” means all photographic material furnished by Redrost Limited, whether transparencies, negatives, prints or any other type of physical or electronic material.
The entire copyright in the Photographs is retained by Redfrost Limited at all times throughout the world.
- OWNERSHIP OF MATERIALS
Title to all Photographs remains the property of Redfrost Limited.
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 Redfrost Limited’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 advertiser and product as stated on the front of the form and its benefit shall not be assigned to any third party without Redfrost Limited’s permission. Accordingly, even where any form of ‘all media’ Licence is granted, Redfrost Limited’s permission must be obtained before any use of the Photographs for other purposes eg use in relation to another product or sublicensing through a photolibrary. 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 and Advertiser will be authorised to publish the Photographs to the exclusion of all other persons including Redfrost Limited. However, Redfrost Limited 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 work. After the exclusivity period indicated in the Licence to Use Redfrost Limited shall be entitled to use the Photographs for any purposes.
- CLIENT CONFIDENTIALITY
Redfrost Limited 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.
Redfrost Limited agrees to indemnify the Agency and the Advertiser against all expenses, damages, claims and legal costs arising out of any failure by Redfrost Limited to obtain any clearances for which he/she was responsible in respect of third party copyright works, trade marks, designs or other intellectual property. Redfrost Limited 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 Redfrost Limited against all expenses, damages, claims and legal costs arising out of any failure to obtain such clearances.
Payment by the Agency will be expected for the commissioned work within 30 days of the issue of the relevant invoice. If the invoice is not paid, in full, within 30 days Redfrost Limited reserves the right to charge interest at the rate prescribed by the Late Payment of Commercial Debt (Interest) Act 1998 from the date payment was due until the date payment is made.
Where extra expenses or time are incurred by Redfrost Limited 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 Redfrost Limited’s normal rate to Redfrost Limited in addition to the expenses shown overleaf as having been agreed or estimated.
A single day rate covers the hours from 9.00am through to 5.30pm with a one hour break. Any work required outside of these times will be charged accordingly.
Unless a rejection fee has been agreed in advance, there is no right to reject on the basis of style or composition.
- CANCELLATION & POSTPONEMENT
A booking is considered firm as from the date of confirmation and accordingly the Photographer will, at his/her discretion, charge a fee for cancellation or postponement.
It is the Agency and Advertisers responsibility for the safe storage and archiving of photographs produced. Redfrost Limited will not be held responsible for photographs once the client is in possession of the photographs.
- PRODUCT COLLECTION
It is the Agency and Advertisers responsibility to remove any products and goods from Redfrost’s premises within 30 days of the invoice date at which point such goods will be disposed of at Redfrost’s discretion.
- APPLICABLE LAW
This agreement shall be governed by the laws of England & Wales
These Terms and Conditions shall not be varied except by agreement in writing.