Image Usage Licence
1. Licence Type
This Agreement (Commercial Image Usage Licence) allows the Client to use Licensed Content in accordance with predetermined guidelines, as outlined in the Licensed Content Usage section below.
2. Licensed Content Usage
This Image Usage Licence allows the client irrevocably and unconditionally the following rights and options to use, publish, transmit or license the Commissioned Contribution (“Licence”) during the Term as defined below.
Unless they are expressly identified otherwise, all rights and options granted in this Licence shall subsist throughout the world in any language(s) on an exclusive basis for 365 days following submission (“Exclusivity Period”) and thereafter on a non-exclusive basis for the remaining period of copyright including all renewals, reversions, extensions and revivals of such period, the Exclusivity Period and remaining period of copyright thereafter together being the “Term”.
Fees are inclusive of rights 2.1-2.3 below.
2.1 Right to be the first publisher of the Commissioned Contribution in any media anywhere in the world in any language(s), and to keep available the Commissioned Contribution in the Licensed Products during the Term.
2.2 Following submission, the right to reuse, republish and retransmit the Commissioned Contribution in any language(s) anywhere in the world at the clients’ discretion without further payment.
2.3 Right to use, store, publish or transmit the Commissioned Contribution in internal archives and databases (“Archives”) in any language(s) including but not limited to websites published and/or third-party database and/or archive publishers, and to keep available the Commissioned Contribution in such Archives during the Term.
3. Intellectual Property Rights
3.1 The entire copyright and all similar rights throughout the world in all the Material and ownership of all physical materials created by or for the Photographer shall vest in and be retained by the Photographer at all times.
3.2 All Usage Licences granted by the Photographer to the Client shall be exclusive to the Client unless otherwise agreed in writing.
3.3 The Photographer undertakes not until 1 year after the shoot or the expiry of the Usage Licence(s) (whichever is later) to grant any other licence in respect of the Material to any third party.
3.4 After expiry of the exclusivity period the Photographer shall make such use of the Material including the Licensed Images as he sees fit.
3.5 Nothing in this shall prevent the Photographer at any time from using the Material, whether commercial, test or speculative (images shot for presentation/pitch/ awards), in any form and in any manner worldwide for the purpose of promoting his/her services, provided that in the case of unpublished Material the Photographer shall first obtain the Client’s consent, such consent not to be unreasonably withheld. The Photographer reserves the right to use the Material for this purpose whether or not in the context of the Advertiser’s advertisement or other material in which the Material is incorporated, including without limitation the Advertiser’s branding.
3.6 For certain types of Commissioned Contribution – where the client seeks an assignment of copyright, the client shall issue appropriate documentation and all terms and fees of this assignation will be agreed in writing before the commencement of the assignment.
4. Restricted Usage
The Client understands and agrees to the following restrictions on the use of Licensed Content:
4.1 Unlawful Use – The Client will not use Licensed Content in any defamatory manner, or in violation of any applicable laws.
4.2 False Representation – The Client will not falsely represent that they are the original creator of the Licensed Content.
4.3 Logo Usage – The Client will not use Licensed Content as part of a trademark, service mark, business name or logo.
Public Liability Insurance
5. David Oates Photography carries £1 million public liability insurance. A copy of the Insurance Certificate will be provided on the request of the Client.
Disclosure and Barring Service
6. David Oates is issued with an Enhanced DBS check. A copy of the certificate will be provided on the request of the Client.
Travel Expenses Coverage
7.1 The Client shall reimburse the Photographer for all reasonable and necessary travel expenses incurred in the performance of commissioned photography assignments. These expenses include, but are not limited to, the following categories:
7.1.1 Public Transport
The Client shall cover the cost of public transportation (e.g., trains, buses, trams) required for the assignment. The Photographer will provide receipts or invoices for reimbursement on request.
7.1.2 Taxis
The Client shall cover the cost of taxi fares necessary for the assignment. The Photographer will provide receipts or invoices for reimbursement on request.
7.1.3 Private Car Use (Mileage Costs)
If the Photographer uses their private car for travel, mileage costs shall be reimbursed at a rate of £0.45 per mile as per the HM Revenue and Customs approved mileage allowance payments.
7.1.4 Travel Time
Where travel time to and from the assignment location is in excess of two hours, the Photographer shall be compensated for the third and subsequent hours (whether whole or in part) at an hourly rate of £15 per hour.
7.2. Reimbursement Procedure
7.2.1 The Photographer shall submit the travel costs as a subsection of the invoice following completion of the assignment.
7.2.2 The Client shall reimburse the Photographer within 30 days of receiving the invoice in line with the invoice payment schedule.
7.3. Payment
7.3.1 Payment for travel expenses shall be made in addition to any fees agreed upon for the commissioned photography services.
7.4. Limits and Approvals
7.4.1 The Photographer shall obtain prior approval from the Client for all travel-related expenses. The Client reserves the right to reject expenses that were not pre-approved.
7.5. Disputes
7.5.1 In case of any dispute regarding travel expenses, the Photographer and Client shall make a good faith effort to resolve the issue through negotiations.
7.6. Governing Law
7.6.1 This agreement shall be governed by and construed in accordance with the laws of the United Kingdom.
7.7. Entire Agreement
7.7.1 This agreement represents the entire understanding between the Photographer and the Client regarding travel expenses for commissioned assignments and supersedes all prior agreements, whether written or oral.
Invoice Payment Terms Agreement
8. This Invoice Payment Terms Agreement ("Agreement") is entered into by and between David Oates Photography, hereinafter referred to as the "Provider," and the Client, collectively referred to as the "Parties."
8.1 Payment Terms
8.1.1 The Client agrees to pay all invoices submitted by the Provider within 30 days of the date of submission.
8.2 Submission of Invoices
8.2.1 The Provider shall submit invoices to the Client in a format and manner agreed upon by both Parties.
8.2.2 Invoices shall include all relevant details, such as but not limited to, a description of services rendered, itemized costs, invoice number, payment instructions, and the date of submission.
8.3 Late Payment
8.3.1 In the event that the Client fails to make payment within the stipulated 30-day period, the Client shall be considered in default.
8.3.2 The Provider may charge late payment interest at a rate of 1.5% per month on the outstanding amount, calculated from the due date until the date of payment.
8.4 Disputed Invoices
8.4.1 If the Client disputes any portion of an invoice, the Client shall notify the Provider within 10 days of receipt of the invoice.
8.4.2 The Parties shall make a good faith effort to resolve any disputes regarding the invoice promptly.
8.5 Payment Method
8.5.1 The Client shall make payment using bank transfer, the details of the bank account to be paid will be included on the invoice.
8.6 Governing Law
8.6.1 This Agreement shall be governed by and construed in accordance with the laws of the United Kingdom.
8.7 Entire Agreement
8.7.1 This Agreement represents the entire understanding between the Parties regarding payment terms for submitted invoices and supersedes all prior agreements, whether written or oral.