Terms & Conditions
1. DEFINITIONS
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 VIP Creative’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 the VIP Creative’s client. “Productions” refers to all visual content (video, photography, design, etc,) produced by VIP Creative.
2. COPYRIGHT
The entire copyright of the Productions are retained by VIP Creative at all times throughout the world.
3. OWNERSHIP OF MATERIALS
Title to all Productions remain the property of VIP Creative. When the Licence to Use the material has expired the Productions must be returned to VIP Creative in good condition within 30 days.
4. USE
The Licence to Use comes into effect from the date of payment of the relevant invoice(s). No use may be made of the Productions before payment in full of the relevant invoice(s) without VIP Creative’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 VIP Creative’s permission. Accordingly, even where any form of ‘all media’ Licence is granted, VIP Creative’s permission must be obtained before any use of the Productions for other purposes e.g use in relation to another product or sublicensing through a photo-library. Permission to use the Productions 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 Productions will be subject to these terms and conditions.
5. EXCLUSIVITY
The Agency and Advertiser will be authorised to publish the Productions to the exclusion of all other persons including VIP Creative. However, VIP Creative retains the right in all cases to use the Productions in any manner at any time and in any part of the world for the purposes of advertising or otherwise promoting their work. After the exclusivity period indicated in the Licence to Use VIP Creative shall be entitled to use the Productions for any purposes.
6. CLIENT CONFIDENTIALITY
VIP Creative 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 productions, save as may be reasonably necessary to enable VIP Creative to carry out his/her obligations in relation to the commission.
7. INDEMNITY
VIP Creative agrees to indemnify the Agency and the Advertiser against all expenses, damages, claims and legal costs arising out of any failure by VIP Creative to obtain any clearances for which he/she was responsible in respect of third party copyright works, trademarks, designs or other intellectual property. VIP Creative 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 VIP Creative against all expenses, damages, claims and legal costs arising out of any failure to obtain such clearances.
8. PAYMENT
Payment by the Agency 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 14 days VIP Creative 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.
9. EXPENSES
Where extra expenses or time are incurred by VIP Creative 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 VIP Creative’s normal rate to VIP Creative in addition to the expenses shown overleaf as having been agreed or estimated.
10. REJECTION
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 VIP Creative will, at theirdiscretion, 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 VIP Creative’s name will be printed on or in reasonable proximity to all published reproductions of the Production(s). By ticking the box overleaf VIP Creative 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 Productions may not be stored in any form of electronic medium without the written permission of VIP Creative. Manipulation of the image or use of only a portion of the image may only take place with the permission of VIP Creative.
14. APPLICABLE LAW
This agreement shall be governed by the laws of England & Wales
15. VARIATION
These Terms and Conditions shall not be varied except by agreement in writing.
