01 IN THIS AGREEMENT the term picture includes a photography, transparency, negative, design, artwork, painting, engraving, digital image file or any other item which may be offered for the purpose of reproduction; the term reproduction includes any form of publication or copying of the whole or part of any picture whether altered or not and whether by printing, photography, slide projection (whether to an audience or not), xerography, electronic or mechanical reproduction or storage. Or for any use as artist's reference or illustration, or in a layout or presentation. 02 NO VARIATION OF the terms and conditions set out here will be effective unless agreed in writing by both parties. In the event of any conflict between these terms and conditions (including those relating to the time of payment) and those issued or submitted by the Client and in the absence of any contrary agreement in writing these Terms and Conditions shall prevail. 03 PICTURES ARE SUPPLIED on loan and no property or copyright in any picture passes to the Client either on submission of the pictures or on the grant by Science Photo Library (SPL) or reproduction rights for any picture. No copy of any picture may be made by any means or in any medium whatsoever without SPL's prior written consent. 04 THE DELIVERY NOTE lists all the pictures delivered to the Client. The picture are presumed to have been received in good condition unless the Client notifies SPL in writing of any discrepancy or damage within 3 days of receipt. 05 A NON-REFUNDABLE SERVICE fee (see overleaf) is payable by the Client on each submission or resubmission of pictures whether or not reproduction rights are required or granted unless otherwise specified overleaf. The Client will also pay for any courier, express or any other special delivery arrangement requested. 06 THE PICTURES MUST be returned by the Images Due Back date given overleaf unless permission to reproduce has been granted or an extension of the loan period has been agreed in writing. If the Client holds pictures beyond this date, he will be liable to a rental fee of £2.00 plus VAT per picture per week or part of a week until they are returned. If an invoice for reproduction has been raised, the Images Due Back date will be six weeks from the date of the invoice. 07a THE PICTURES ARE the Client's responsibility from the time the Client receives them until they have been received back by SPL. The Client shall immediately inform SPL in writing of any known loss or misuse of damage to the pictures while in the Client's possession or that of any third party. If a picture is not returned within 12 weeks of the Images Due Back date, SPL may at its sole discretion presume it to be lost. 07b THE CLIENT SHALL be liable to pay SPL compensation fees of £500 plus VAT per original and £30 plus VAT per duplicate or print in respect of each picture lost or damaged. SPL reserves the right to specify in writing to the Client at the time of the loan a different compensation figure for loss or damage to certain pictures. Payment of any compensation fees does not give rise to any rights in any picture. These figures have been assessed by SPL and are a genuine pre-estimate of the loss which would be suffered if such a picture were to be lost or damaged. The Client is urged to take out insurance to cover the total value of the pictures delivered. 07c A LOST PICTURE which is later found must be returned to SPL immediately. If it is undamaged, SPL will refund the compensation paid by the Client less any rental fee due under clause 6 above less also in the case of an original picture any payment made by SPL or due from SPL to the photographer. 08 RETURN SHIPMENTS OF pictures must be packaged in stiff cardboard or plastic and sent by any means affording proof of delivery together with an Advice Note listing the pictures and any uses thereof. 09 PERMISSION TO REPRODUCE a picture is granted to the Client by SPL only when a fee for the reproduction has been agreed with SPL and an invoice has been issued by SPL and paid in full by the Client to SPL. 10 IF SPL'S INVOICE is not paid in full within 30 days of issue, SPL may charge interest on the overdue payment at 2.5% per month or part of a month. 11 IN THE EVENT that the Client wishes to cancel or postpone any reproduction, SPL may, but is not obliged to, cancel an unpaid invoice for that reproduction subject to the Client paying a cancellation fee of 20% of the invoice total or £100, whichever is lower. 12 THE CLIENT AGREES to indemnify SPL in respect of any claims or damages or loss or costs arising from reproductions of the picture that are defamatory or that misrepresent the subject of the picture or that contravene the Copyright Designs and Patents Act 1988. 13a PERMISSION TO REPRODUCE a picture applies only to the reproduction described in the invoice. In the event of unauthorised reproduction, the Client shall pay by way of liquidated damages to SPL an unauthorised use fee of £500 or double the standard reproduction fee for the use concerned, whichever is the greater. 13b ANY COPIES OF pictures made by the client for reproduction or any other purpose must be returned to SPL or destroyed by the Client unless SPL has agreed in writing that the Client may retain them. 14 THE RIGHT TO reproduce a picture granted by SPL is personal to the Client and may not be assigned to any third party without SPL's prior written consent. 15 THE CLIENT MUST accompany any reproduction of a picture with the credit line or copyright notice given on the picture's mount or caption, in the form "(Photographer)/Science Photo Library", unless otherwise agreed in writing by SPL. Clients who persistently fail to credit pictures will be liable, following a written warning from SPL, to a surcharge of 100% on the fee, for all reproductions that are not properly credited. SPL asserts the right to a credit in accordance with sections 77 & 78 of the Copyright, Designs and Patents Act 1988. 16 ONE COPY OF any printed publication or relevant pages or proofs thereof containing any reproductions of SPL pictures are to be supplied to SPL free of charge within two weeks of publication, together with details of initial print runs, and when known, of subsequent print runs. In other media, evidence of reproduction and all details of use must be made available on request. 17 THE CLIENT MAY not alter or add to or manipulate a picture by means of computer or any other technique or reproduce a picture in whole or in part as an element within, or as a montage with, another picture without SPL's written permission. 18 WHILE SPL HAS taken reasonable care to correctly identify, caption and orientate the pictures, it does not accept any liability for loss or damage incurred by the Client or any third party caused by any errors 19 UNLESS SPECIFIED IN writing, SPL makes no claim or warranty as to the existence or validity of connected therewith.model or other releases in respect of the pictures or as regards the reproduction by the Client of any names or trade marks depicted in the pictures. It is the Client who must satisfy himself that all necessary rights, releases or consents required for reproduction have been obtained. 20 SPL DOES NOT permit "self-billing" by the Client and a licence to reproduce is granted only when the full fee has been agreed with, invoiced by, and paid to SPL in accordance with condition 9 above. 21a ALL FORMS OF electronic copying, reproduction, publication, transmission, and/or storage of a picture are prohibited without the express prior written consent of SPL. 21b THE CLIENT WILL provide SPL with all such information as SPL may reasonably require about digital encryption and compression of images for use on CD-ROM and other digital products to prevent piracy and unauthorised use of pictures submitted by SPL. 21c THE CLIENT WILL fully indemnify SPL against any unauthorised reproduction of a picture submitted to the Client made by any third party as a result of or arising out of any breach by the Client of any of these terms and conditions (including but not by way of limitation the Client allowing a picture or a copy thereof to come into the possession of a third party without SPL's prior written consent).