SWpix.com - terms

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Please read and accept our terms & conditions, you will then be asked for your details to register.

IMPORTANT: By clicking on the "Agree" icon below and registering on the
SWpix.com website ("this Website"), you agree to be bound in full by the
terms and conditions set out below ("the Terms")

Introduction

1 These Terms set out the terms and conditions which apply between you, the
prospective registrant (to be referred, to in these Terms, as "you" or the
"Registrant") and S Wilkinson Photography, a partnership trading on this
website as SWpix.com (and referred, to in these Terms, as "we", "us" or
"SWpix").

Unless otherwise agreed in writing by SWpix, these Terms shall
apply in full.

We may modify these Terms from time to time without notice
to you.  You should check these Terms each time you login on the Website as
the then current Terms shall apply to any use you make of the Website on
that occasion.

What you may do with photographs on this Website:

2 Except as set out in the paragraphs 3 and 4 below, you may download, store
and use any photograph on this Website as follows:

(a) You may use any photograph in its original and complete form as provided
by us in your newspaper, journal, magazine or other literature or work in
its original and complete form providing such publication is of a reputable
nature and published in accordance with all applicable laws and regulations.

(b) You may make minor adjustments to the photographs for the purposes of
"touching-up" ready for publication or if required to accommodate other
publication needs such as limited space or to remove insignificant features.
However all such adjustments must be made in good faith and must not, in any
manner, distort the quality, overall composition, record of events or
impression of the photograph.

SWpix/SWpix.com eg. Oskar Vierod/SWpix.com

This applies both to photographs when they are published and to photographs
while being stored, whether in hard copy or on any disk or computer memory.

What you may not do with the photographs on this Website

3 You may not:

(a) provide or give access to any of the photographs to any other person for
their commercial use;

(b) except as set out in paragraph 2(b) and 4, modify, edit or use the
photographs or combine them with any other text, graphic or other work or
associate the photographs with any materials which may be deemed defamatory,
libellous, pornographic or obscene or in any unlawful work or in any
unlawful manner.

Extra conditions which apply in relation to certain photographs including
those taken or relating to the English Premier League (soccer) or the
Nationwide Football League.

4 Photographs to which this paragraph applies will be identified on the
Website.

These photographs may only be reproduced in accordance with the terms of a
specific licensing agreement under which the photographs were taken by SWpix
or any of its photographers.   You must, therefore, comply with the
following:

(a) You may alter the photographs using:

(i) the exercise known generally in the photographs industry as flipping;

(ii) the exercise known generally in the photographic industry as "cropping"
provided that the same is performed in good faith and not so as to distort
the meaning or the circumstances depicted in the photograph;

(iii) manipulation which is evidently (and which could not reasonably be
considered other than) fun harmless and an editorial means of telling a
story;

(iv) standard computerised "enhancement" in the form of minor alterations to
remove a disfigurement such as flapping shirt coming into edge of frame; or

(v) computer-generated composite players - accompanied where necessary by
suitable "health warnings" to assist any reader or viewer of the picture in
identifying the image clearly as artificial;

You may also alter the photographs by presenting a player as employed by
another club than the club to which he is registered at the time of
publication but only in order to anticipate the post-transfer photocall in
circumstances where the transfer of that player's registration has been
officially announced or confirmed by the transferee club.

(b) However and for the avoidance of doubt you may not alter photograph by:

(i) the removal of sponsors' logos or other brand imagery from any material
depicted in the photograph; or

(ii) presenting a player in the shirt or other garment or bearing the logo
of a club other than the club to which he is registered at the time of
publication or having first removed the shirt or other garment or logo of
the club to which he is registered at the time of publication

If you wish to use or reproduce the photographs for any other purpose or in
any other manner whatsoever, you may only do so with prior written consent
obtained from SWpix and the relevant governing body.

5 Copyright in the photographs belongs to S Wilkinson Photography.  Your
licence to download, store or use the photographs in any manner whatsoever
is subject to you complying with all these Terms.  You may not assign,
sub-licence, sub-contract or otherwise transfer or deal in any of the rights
granted by the Terms.

Any licence granted to you under these Terms is
non-exclusive and we may use and we may licence others to use the
photographs in any manner whatsoever.

Provision of copy and details of use

6 On each occasion that you use any photographs obtained from this website,
you shall provide to us, at your cost within 30 days of such publication or
reproduction a copy of the reproduction or publication in the form that it
has been so published or reproduced and an explanation as to how it has been
used and you hereby consent to us using such copy for the purposes of
publicising this Website or any other business of SWpix.

Payment

7 In consideration of us granting you the rights set out in these Terms, you
agree to pay us as follows:

(a) we shall invoice you in respect of any use you make of the photograph
and you shall pay us in full the sum set out in the invoice within [30] days
of receipt of such invoice.

We will charge interest of [4%] above the base
rate of HSBC on invoices not paid by the due date

(b) the sum which we shall invoice you shall be the sum that you and we
agree.

In the event that you and we are unable to agree a sum within [7]
days of us contacting you in relation to payment for your use of the
relevant photograph(s), the rates that shall apply shall be calculated in
accordance with our standard charging rates.

In the absence of an
applicable standard charging rate for the relevant use of the relevant
photograph, you and we agree to refer the matter to the [British Association
of Photographers - (BAP's)], for determination in accordance with BAP's
guidance rates.

(d) We reserve the right to charge and invoice you for usage of any
photographs at any time.  Failure to invoice you for such use within any set
time period shall not be construed as a waiver of our right to charge for
such usage.

Termination of Registration

8 We may terminate your registration to this Website for any reason, at any
time and without notice to you.

You may terminate your registration for any
reason at any time by sending us an email to [admin@SWpix.com].

At the time of termination, password access will be denied.

Termination of your registration shall not affect your obligations in
respect of any photographs downloaded or provided to you while you were a
registered user of the Website.

For the avoidance of doubt, without
limitation we shall continue to be entitled to charge you for use of our
photographs, you must continue to provide us with copy (and details) of such
use and you will be subject to all restrictions and conditions in relation
to these photographs set out in these Terms.

Liability

9 Photographs are available and provided on the Website "as is".

We provide
no warranty that the photograph nor the materials media or method by which
they are provided shall be free from defects, bugs, viruses or otherwise.

We warrant that we have the right to grant to you the rights to use the
photographs as set out in these Terms.

Such warranty shall be in lieu of all
other warranties and conditions whether express or implied by statute or
otherwise, including, without limitation, all those in relation to quality
and/or fitness for purpose of the photograph, all of which are hereby
excluded.

However, we do not exclude any liability for death or personal
injury caused by our negligence.

We shall in no event be liable for any loss of profit, loss of goodwillor
loss of anticipated savings or for any indirect or consequential loss or
damage whether in contract or tort (including negligence) or otherwise
howsoever and whether or not foreseeable or notified to us.

Our maximum
liability for all loss or damage, whether in contract, tort (including
negligence) or otherwise howsoever shall be a refund of any charges paid by
you to us in respect of the photograph which is the subject matter of the
relevant claim.

Indemnity

10 You agree to indemnify us and keep us indemnified in respect of any
claims, losses, actions, damages, liabilities, demands or expenses arising
out of or in connection with your usage of a photograph in connection with
any defamatory, obscene, pornographic or unlawful material or any adaption
or modification or otherwise of the photograph in such a manner as to give
rise to a claim of infringement of any intellectual property rights of any
third party.

General

11 Should any provision of these Terms become void or otherwise
unenforceable for any reason the validity of the remaining provision shall
not be affected thereby.

Any failure of us to enforce these Terms shall not
thereby be construed  as a waiver of any breach by you of these Terms.

These
Terms shall be governed and construed in accordance with English law and you
and we hereby submit to the non-exclusive jurisdiction of the English
courts.

9/3/2001

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