TERMS AND CONDITIONS [ENGLAND & WALES] Nick Wilcox-Brown, June 2020.
For the purpose of this agreement “the Agency” and “the Client” shall where the context so admits include their respective assignees, sub-licensees and successors in title. In cases where the client is a direct client (i.e. with no agency or intermediary), all references in this agreement to both “Agency” and “the Client” shall be interpreted as references to the Creators’s client. “Creator” refers to Nick Wilcox-Brown or his appointed agent. “Files” means all material furnished by the Creator, whether digital files, transparencies, negatives, prints or any other type of physical or electronic material.
The entire copyright in the Film or Files is retained by the Creator at all times throughout the world, unless otherwise agreed in writing.
3 OWNERSHIP OF MATERIALS
Title to all Files remains the property of the Creator. When the Licence to Use the material has expired, all files must be deleted from the system and all back-ups within 30 days.
The Licence to Use comes into effect from the date of payment of the relevant invoice(s). No use may be made of the Files before payment in full of the relevant invoice(s) without the Creator’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. Any queries relating to this invoice or the services and/or goods supplied should be notified immediately by telephone and confirmed in writing within seven days. In the case of commissioned work, payment is not conditional on publication or use.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 the Creator’s permission. Accordingly, even where any form of ‘all media’ Licence is granted, the Creator’s permission must be obtained before any use of the Files for other purposes eg use in relation to another product or sub-licensing through distribution. Permission to use the Files 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 Files will be subject to these terms and conditions.
The Agency and the Client will be authorised to publish the Files to the exclusion of all other persons including the Creator. However, the Creator retains the right in all cases to use the Files in any manner at any time and in any part of the world for the purposes of advertising or otherwise promoting his/her work. After the exclusivity period indicated in the Licence to Use, the Creator shall be entitled to use the Files for any purposes.
6 CLIENT CONFIDENTIALITY
The Creator 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 filming or photography, save as may be reasonably necessary to enable the Creator to carry out his/her obligations in relation to the commission.
The Creator agrees to indemnify the Agency and the Client against all expenses, damages, claims and legal costs
arising out of any failure by the Creator 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 Creator 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 Creator 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 unless otherwise notified. If the invoice is not paid, in full, within 30 days The Creator 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 the Creator as a result of alterations to the original brief by the Agency or the Client, or otherwise at their request, the Agency shall give approval to and be liable to pay such extra expenses or fees at the Creator’s normal rate to the Creator in addition to the expenses shown overleaf as having been agreed or estimated.
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 and accordingly the Creator will, at his/her discretion, charge a fee for cancellation or postponement.
12 RIGHT TO A CREDIT
If the box on the estimate and the licence marked “Right to a Credit” has been ticked the Creator’s name will listed in close proximity to all published reproductions of the File(s). The Creator 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
Save for the purposes of reproduction for the licensed use(s), the Files may not be stored in any form of electronic
medium without the written permission of the Creator. Manipulation of the image or use of only a portion of the image may
only take place with the permission of the Creator.
14 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.