Paul Cordwell Photography Limited.
These Terms and Condition of business supersedes and replaces all previous versions and all and any Photographs created by Paul Cordwell Photographer and covered by these terms and conditions.
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 the Photographer’s client is a direct client (i.e. with no agency or intermediary), all references in this agreement to both “the Agency”, “the Client” and “the Advertiser” shall be interpreted as references to the Photographer’s commissioning client. “Photographs or Photograph” means all photographic material furnished by the Photographer, whether transparencies, digital files, negatives, prints or any other type of physical or electronic material. Photographer means Paul Cordwell. Both Paul Cordwell Photography Limited and the trading company Cordwell Aero, are contracted to sell the copyrighted work of the Photographer. These terms apply to anyone who uses the services and Photographs of the Photographer, including anyone who commissions, visits, downloads, or purchases from the www.cordwell.aero or paulcordwell.com websites. By using this website you will be deemed to have accepted these terms and conditions.
I hereby assert my moral rights in all of the images referenced on this web site under section 78(2)(b) of the Copyright, Designs and Patents Act 1988. The entire copyright in the Photographs is retained by the Photographer at all times throughout the world. Contact the Cordwell Aero office by Phone, in writing or E-mail for advice about usages and reproduction fees. Copyright exists in all Cordwell Aero/Paul Cordwell photographs. Prior permission is required for any use, including comping or layout purposes, positional or screen saver. Pictures must NOT be lifted, used as screen savers, swiped, stolen or copied from this site, or from any Cordwell Aero publication or print or web publication where Paul Cordwell images are evident, without prior permission.
3. OWNERSHIP OF MATERIALS
Title to all Photographs remains the property of the Photographer. In the event of the Photographers death, all copyrights in the Photographers Photographs are transferred to Jacqueline Anne Cordwell. In the event of Jacqueline Anne Cordwell’s death the ownership of all photographs shall pass to James George Cordwell.
4. LICENSE FOR THE USE OF IMAGES
4.1 The License 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 the Photographer’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 and Advertiser is put into receivership or liquidation or if the company is sold or taken over . The License only applies to the Advertiser and product as stated on the invoice and its benefit shall not be assigned to any third party without the Photographer’s permission. Accordingly, even where any form of ‘all media’ License is granted, the photographer’s permission must be obtained before any use of the Photographs for any other purposes, e.g. use in relation to another product or sub-licensing through a photo-library.
4.2 Permission to use the Photographs for purposes outside the terms of the License 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 Licenses in respect of the Photographs will be subject to these terms and conditions.
4.3 No Photographs whatsoever are transferable to another Agency, Client or Advertiser unless agreed in writing and the appropriate fee paid as instructed by the Photographer. All and any licenses issued , including those termed as “In Perpetuity” are revoked should the Agency or Advertiser cease trading, be sold or taken over by another Agency or Advertiser or be merged with another Agency or Advertiser. Should the new Agency or Advertiser wish to continue usage of the Photographs, a new License will normally be granted upon payment of a further fee by the Photographer, which must be mutually agreed (and paid in full) before such further use.
4.4 Any Photographs whatsoever supplied by the Photographer as commissioned images or downloaded as stock library images are licensed for one single usage either per brochure page, single web page and for one year only and may be extended at the Photographers discretion. See 4.1
4.5 The Photographers photographs sold as printed images, remain the copyright of the Photographer and the sale of the print does not imply that the client can use the image for any other purpose than private display. Additional commercial display can be negotiated separately. No rights or licenses are included with the supply of printed images and all images remain the copyright of the Photographer at all times.
4.6 The reproduction by whatever means of the whole or any part of any Photographs (including, without limitation, slide projection, artist’s reference, artist’s illustration, layout or presentation of Photographs) is strictly forbidden without our specific written permission. You must inform us of your proposals as to when and how any Photograph is intended to be used. We will then consider whether we would wish to grant a licence and, if so, on what terms.
4.7 No reproduction rights are granted by virtue of delivery of Photographs, by whatever method of supply, unless expressly indicated. Your right to reproduce 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 reproduction before payment of the invoice or outside the terms of any license constitutes an infringement of copyright and also a breach of this Agreement entitling us to rescind and claim damages. You will indemnify us in respect of any claims, damages, costs or expenses we incur arising from any reproduction of any Photographs supplied to you.
4.8 When the License to Use the material has expired the Photographs must be returned to the Photographer in good condition within 30 days.
4.9 Photographs, without prior permission must not be uploaded to any Social Media sites including, but not limited to, LinkedIn, Facebook, Instagram, Pinterest, Twitter, Tumblr etc..
4.10 It is strictly prohibited to alter, strip or remove Photographs image electronic title, identities or metadata. To do so would revoke any license attributed to the client and additional fees would become payable at a minimum of 100% of the original fee. Any image subjected to the above illegal activity without a given license being in place will be immediately referred to the appropriate courts with a view to prosecuting such offenders to the full extent of the given law and jurisdiction. Claims for damages will ensue.
The Agency, Client and Advertiser may be authorised to publish the Photographs to the exclusion of all other persons including the Photographer where specifically indicated in the license. However, the Photographer 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 his work. After the exclusivity period indicated in the License to use the photographs, the Photographer shall be entitled to use the Photographs for any purposes whatsoever. Non exclusivity means the photographs may be published by other persons or agencies including the photographer.
6. CLIENT CONFIDENTIALITY
The photographer 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.
Only where the Photographer has been made responsible for obtaining such clearances as has been expressly agreed in writing before the shoot or purchase of a license for photographs, shall the photographer agree to indemnify the Agency and the Advertiser against all expenses, damages, claims and legal costs arising out of any failure by the Photographer to obtain any clearances for which he/she was responsible in respect of third party copyright works, trade marks, designs or other intellectual property. In all other cases the Agency or Advertiser shall be responsible for obtaining such clearances and will indemnify the Photographer against all expenses, damages, claims and legal costs arising out of any failure to obtain such clearances. The Client must indemnify the Photographer in respect of any claims, damages, costs or expenses incurred arising from any reproduction of any Photographs supplied to the Client.
Payment by the Agency and Advertiser will be expected for the commissioned work within 14 days of the issue of the relevant invoice. If the invoice is not paid, in full, within 7 or 30 days The Photographer reserves the right to charge interest at the rate prescribed by the Late Payment under Government legislation 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 Photographer 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 the Photographer’s normal rate to the Photographer in addition to the expenses shown overleaf as having been agreed or estimated. All travel costs, subsistence, hotel, out of pocket expenses and travel time are at the clients expenses unless otherwise stated.
Unless a rejection fee has been agreed in advance, there is no right to reject on the basis of style, execution or composition.
11. CANCELLATION & POSTPONEMENT
11.1 A booking is considered firm, written, text, email, or verbal, as from the date of confirmation and accordingly the Photographer will, at his/her discretion, charge a fee for cancellation or postponement. Additionally once a firm order has been placed it will be assumed that the agency agrees to these terms and conditions as written here.
11.2 The photographer bears no responsibility financial or otherwise for cancellation of flights, delayed flights, travel interruptions, altered travel itinerary’s beyond the photographers control and weather postponements.
11.3 The photographer bears no responsibility for the Clients failure to perform or to organise locations, props, facilities, models, travel arrangements, subsistence or any item that causes the commissioned project to fail preventing the Photographer working to The Photographers or Clients benefit and shall reimburse the Photographer for all and any loss in this respect at the Photographers agreed daily rate in addition to any incurred costs concomitant with the production of the project involved.
12. RIGHT TO A CREDIT
The Photographer will always have the”Right to a Credit” displaying the photographers name, unless expressly stated otherwise by the client, person or agency or where applicable when a prior estimate has been issued. The Photographers name will will be printed on or in near proximity to all the published reproductions of the photograph(s). The Photographer also asserts his 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. You must credit him (Paul © Cordwell Aero) every time an Image is used. If you fail to credit the Image an additional 100% of the original licence fee will be payable.
13. ELECTRONIC STORAGE
13.1 Save for the purposes of reproduction for the licensed use(s), the Photographs may not be stored in any form of electronic medium without the written permission of the Photographer. Manipulation of the image or use of only a portion of the image may only take place with the permission of the Photographer.
13.2 The Photographer makes no claim or does not at any time offer to store images created by the Photographer or any other images on the Clients behalf or any third party whatsoever.
13.2 The Photographer provides no archiving service for images created by the Photographer or any other images. When requested the Photographer may have temporarily copied files and images to be held on a storage system and reserves the right to make an hourly charge to recover any items that might still exist.
13.3 The Photographer reserves the right to make an hourly charge for recovery of files from archives and in addition to which charge at an hourly rate the time taken to reload, reprocess, copy, transfer and write to disk along with and incurred cost such as postage or computer down time whilst accessing archived files.
14. WARRANTIES AND LIABILITIES
14.1 While the Photographer takes all reasonable care in the performance of these Terms and Conditions generally, the Photographer shall not be liable for any loss or damage suffered by you or by any third party arising from use or Reproduction of any Photograps or their caption (‘s).
14.2 No model releases or other releases exist in connection with any of the Pictures. You must satisfy yourself that all necessary rights, model releases or consents which may be required for Reproduction are obtained and the photographer gives no warranty or undertaking that any such rights, releases or consents are or will be obtained whether in relation to the use of names, people, trade marks, registered or copyright designs or works of art depicted in any Picture. In the event that the Photographers Photographs are used or a Reproduction is made by or for you then you shall fully indemnify the Photographer against any loss, damage, proceedings or costs including legal fees and expenses where such rights, releases or consents have not been obtained.
14.3 You agree that you will not use any Picture or part thereof for any, immoral, unlawful purpose or to defame any person.
14.4 You assume full responsibility for the protection of your computer system including computer hardware and software, stored data on your computer system and the stored data and computer systems including hardware and software of third parties who may access or be otherwise connected to your computer system. You assume the responsibility of ensuring that programs or other data downloaded or otherwise received from the Site are free from viruses worms Trojan Horses or other items of a destructive nature.
14.5 The Photographer makes no representations as to the security or proprietary of any web site which may be accessed through this site.
14.6 The Photographer will not be responsible for storage of any clients Photographs or material used in conjunction with the Photographs whatsoever, long or short term and in any digital format whatsoever, including commissions, surveys, library shoots or retouched and modified images. The Photographer also reserves the right to charge appropriate fees for the retrieval of images from the Photographers personal digital storage and data base where image are retained solely at the Photographers discretion for portfolio and the Photographers own advertising and social media applications. The photographer will also require clients to remove from the photographers premises or place of work, items or props belonging to the client. The Photographer reserves the right to charge storage fees at the appropriate rate additional to any delivery and transport costs.
15. APPLICABLE LAW
This agreement shall be governed by the laws of England & Wales
No variation of these terms or conditions shall be effective unless agreed in writing
17. Should you proceed and continue to use and purchase photographs from the Photographer it is assumed you agree with these Terms and conditions.