Cello - Photographic Image Reproduction - Terms and Conditions

Anyone wishing to use our services must read and understand our terms and conditions . All contracts are legal and binding unless otherwise pre-arranged and agreed.

1. In this agreement the terms (a) PICTURE refers to digital images contained in the Cello image store which may be offered for the purpose of reproduction; (b) REPRODUCTION includes any form of publication or copying of the whole or part of any picture, altered or not, whether by printing, photography, slide projection ( whether or not to an audience ) xerography, artist's reference, artist illustration, layout or presentation, electronic or mechanical reproduction or storage by any other means.

2. No variation of terms or conditions set out herein shall be effective unless agreed in writing by both parties.

3. Pictures are supplied on LOAN and no property or copyright in any pictures shall pass to the Client whether on its submission or on Cello grant reproduction rights in respect thereof.

3.1 Reproduction rights ( if and when granted ) are strictly limited to the use, period of time and territory specified on Cello's invoice and unless otherwise agreed in writing relate to a single publication in a single size with text ( if any ) in one language only.

3.2 Reproduction rights are not granted exclusively to the Client except when specified on the invoice.

3.3 Reproduction rights granted are personal to the Client and may not be assigned, nor may any picture submitted to the Client be loaned or transferred to third parties save for the purpose of the exercise by the Client of such reproduction rights.

3.4 Any reproduction rights are by way of licence and no partial or other assignment of copyright shall be implied

3.5 Until Cello has invoiced the reproduction fee neither party is committed to grant or acquire any reproduction rights in any picture. After a fee has been agreed and an invoice issued there is a firm and binding contract whereby Cello is committed to grant reproduction rights and the Client to acquire them. If after such invoicing but before payment the Client requests cancellation of the reproduction rights Cello may in its discretion cancel subject to the Client paying a cancellation fee.

3.6 The Client's right to reproduce a picture arises only when Cello invoice relating to grant of such right is fully paid. Any reproduction before payment of the invoice constitutes an infringement of rights and a breach of this agreement entitling Cello to rescind the agreement and rendering the Client liable for the payment of damages.

3.7 The Client agrees to indemnify Cello in respect of any claim or damages or any loss or cost arising in any manner from the reproduction without proper reproduction rights of any picture supplied to the Client by Cello.

3.8 Cello invoice shall be paid within 28 days of issue save in the case of newspaper, periodical and broadcasting clients where payment shall be made no later than the end of the calendar month immediately succeeding publication or use.

3.9 If payment is not made in accordance with ( a ) above then Cello may rescind this Agreement and recover damages or, at its option may charge interest on the overdue amount at 3% per month on the outstanding balance.

4. On the clients death or bankruptcy or (if the Client is a Company) in the event of resolution, Petition or Order for winding up being made against it, or if a Receiver is appointed, Cello may at any time thereafter inspect any records, accounts and books relating to the reproduction of Cello pictures to ensure that the pictures are being used only in accordance with the reproduction tights granted to the Client.

4.1 Unless otherwise agreed in writing, if any picture reproduced by the Client omits the copyright notice or credit line specified by the Cello the reproduction fee payable by the Client shall be subject to an increase.

4.2 The Author has asserted his right to a credit in accordance with sections 77 and 78 Copyright, designs and patents Act 1988.

4.3 Electronic use, storage or transmission of images is forbidden without the express written permission of Cello.

4.4 The Client will provide any information reasonably requested anti-piracy measures.

5. Pictures shall not be copied, on loaned or otherwise disposed of and no use whatsoever shall be made of them by the Client without prior written consent of Cello nor shall the image be altered or manipulated, added to, or have any part deleted without the prior written consent of Cello.

6. In the case of printed publications, two copies of the relevant pages containing any picture supplied are to be furnished to Cello by the Client free of charge within two weeks. In other media evidence of use must be made available if requested.

7. While Cello takes all reasonable care in the performance of this Agreement generally, Cello shall not be liable for any loss or damage suffered by the Client or by any third party arising from use or reproduction of any picture or its caption.

8. It is the clients who must satisfy himself that all necessary rights, model releases or consents which may be required for reproduction, are obtainable and it is acknowledge that Cello 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 picture is used or reproduced by or with the authority of the Client the Client shall indemnify Cello against any loss, damage, proceedings or costs where rights, releases or consents have been obtained.

9. This agreement shall be subjected to and construed according to English law and the parties agree to accept the exclusive jurisdiction of the Courts of England.