Terms and Conditions
The terms and conditions as set out below apply to all work and take precedence over any other conflicting terms and conditions referring to the same work.
Ownership of copyright / Copyright licence
1. The copyright in artwork commissioned by the Client shall be retained by the Artist.
2. The Client or the Client's customer (where the Client is acting as an intermediary. The term 'Client's customer' is hereby included under the term 'Client') is granted a licence to reproduce the artwork solely for the purposes set out in Pickled ink's acceptance of commission unless otherwise agreed in writing by the Artist (through Pickled ink) and the Client. If the acceptance of commission is silent, the Client is granted an exclusive licence for one time use in the United Kingdom only.
3. During the currency of the licence Pickled ink shall notify the Client of any proposed exploitation of the artwork for purposes other than self-promotion and the Client shall have the right to make reasonable objections if such exploitation is likely to be detrimental to the business of the Client.
4. Where use of the artwork is restricted, the Artist (through Pickled ink) will normally grant the Client a licence for use for other purposes subject to payment of a further fee in line with current licencing rates to be mutually agreed between the Artist (through Pickled ink) and the Client.
5. The licence hereby granted to use the artwork is contingent upon Pickled ink having received payment in full of all monies due and no reproduction or publication rights are granted unless and until all sums due under this agreement have been paid.
6. The licence hereby granted is personal to the Client and the rights may not be assigned or sub-licenced to third parties without the Artist's (through Pickled ink) consent.
Payment
7. The Client shall pay invoices within 30 days of their receipt. The Artist (through Pickled ink) may charge interest on any balance unpaid after 30 days from the date of the invoice.
8. All Fees, delivery charges and administration charges are exclusive of VAT, which will be added at the appropriate rate.
9. A person signing the Contract on behalf of the Client confirms that they have the requisite power and authority to enable them to enter into and perform this Contract and further confirms that they accept full responsibility for the payment of fees.
Cancellation
10. If a commission is cancelled by the Client through no fault of the Artist, the Client shall pay a cancellation fee as follows:
(i) 25% of the agreed fee if the commission is cancelled before delivery of roughs;
(ii) 50% of the agreed fee if the commission is cancelled at the rough stage;
(iii) 100% of the agreed fee if the commission is cancelled on the delivery of artwork;
(iv) pro rata if the commission is cancelled at an intermediate stage.
11. An Artist may not under any conditions cancel a commission unless due to Force Majeure. In such cases, on provision of reasonable proof, the Artist will not be held in breach of contract by the Client.
12. In the event of cancellation, ownership of all rights granted under this Agreement shall revert to the Artist unless the artwork is based on the Client's visual or otherwise agreed.
Delivery
13. The Artist (through Pickled ink) shall use her/his best endeavours to deliver the artwork to the Client by the agreed date and shall notify the Client (through Pickled ink) of any anticipated delay at the first opportunity in which case the Client may (unless the delay is the fault of the Client) make time of the essence and cancel the commission without payment in the event of the Artist failing to meet the agreed date.
14. The Artist shall not be held liable for any consequential loss or damages arising from the late delivery of the artwork.
15. The Client shall make an immediate objection upon delivery if the artwork is not in accordance with the brief. If such objection is not received by Pickled ink within 21 days of delivery of artwork it shall be conclusively presumed that the artwork is acceptable.
Approval / Rejection
16. Should the artwork fail to satisfy, the Client may reject the artwork upon payment of a rejection fee as follows:
(i) 33% of the agreed fee if the artwork is rejected at rough stage;
(ii) 75% of the agreed fee if the artwork is rejected on delivery
17. In the event of rejection, ownership of all rights granted under this Agreement shall revert to the Artist unless the artwork is based on the Client's visual or otherwise agreed.
Changes
18. If the Client changes the brief and requires subsequent changes, additions or variations, the Artist may require additional payment for such work. The Artist may refuse to carry out changes, additions or variations which substantially change the nature of the commission.
19. No variation of the Contract or these Terms, (which includes a request for additional or extra work), shall be valid unless it is agreed in writing by the Artist (through Pickled ink).
20. No distortion or cropping shall be made to the reproduced image without prior notice to or consultation with the Artist.
Warranties
21. Except where artwork is based on reference material or visuals supplied by the Client or where otherwise agreed, the Artist warrants that the artwork is original and does not infringe any existing copyright and further warrants that she/he has not used the artwork elsewhere other than for purposes of self promotion.
22. The Client warrants that any necessary permissions have been obtained for the agreed use of reference material or visuals supplied by the Client or its customer and shall indemnify the Artist against any and all claims and expenses including reasonable legal fees arising from the Artist's use of any materials provided by the Client or its customer.
Ownership of artwork
23. The Artist shall retain ownership of all artwork (including roughs and other materials) delivered to the Client.
24. The Artist's original artwork shall not be intentionally destroyed, damaged, altered, retouched, modified or changed in any way whatsoever without the written consent of the Artist.
25. The Client shall return all artwork to the Artist not later than 6 months after delivery in undamaged, unaltered and unretouched condition although the Client may make and retain transparencies or scans to enable it to exploit the rights granted in the artwork.
26. If the artwork is lost or damaged at any time whilst in the Client's custody (which shall mean any time between delivery of artwork to the Client and its safe return to Pickled ink) the Client shall pay compensation to the Artist for the loss/damage of the artwork at a rate to be agreed or, in default agreement, decided by Ethics Committee of the Association of Artists.
27. The Client shall not be liable for any consequential loss or damages arising from loss or damage to the artwork.
Credits / Moral rights
28. The Client shall ensure the Artist is credited in any editorial use of the artwork. Credits for non-editorial use are not required unless so indicated in the Conditions of Acceptance.
29. The Artist hereby waives the right to injunctive relief for breaches of the right of integrity and the right of paternity.
Samples
30. Unless otherwise agreed, the Artist shall be entitled to receive not less than two proofs or printed copies of the work.
Notices
31. All notices shall be sent to the Artist and to the Client at the address stated in this Contract. Each party shall give written notification of any change of address to the other party prior to the date of such change.
Force Majeure
32. Neither party shall be liable for any delay or failure to preform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the party shall be entitled to a reasonable extension of its obligations.
Dispute Resolution
33. If a dispute arises out of or in connection with this Contract or these terms, or the performance, validity or enforceability of them then, except as expressly provided in these terms, the parties shall follow the dispute resolution procedure set out in this clause:
(i) either party shall give to the other written notice of the Dispute, setting out its nature and full particulars, together with relevant supporting documentation. On service of the Dispute Notice a senior representative of the Client and the Artist shall attempt in good faith to resolve the Dispute; (ii) if the senior representative and the Artist are for any reason unable to resolve the Dispute within 30 days of service of the Dispute Notice, the parties will attempt to settle it by mediation in accordance with the CEDR Model Mediation Procedure. Unless otherwise agreed between the parties, the mediator shall be nominated by CEDR Solve. To initiate the mediation, a party must serve notice in writing (ADR notice) to the other party requesting a mediation. A copy of the ADR notice should be sent to CEDR Solve. The mediation will start not later than 14 days after the date of the ADR notice. Unless otherwise agreed by the parties, the place of mediation shall be nominated by the mediator. (iii) No party may commence any court proceedings in relation to any dispute arising out of this agreement until 30 days after the appointment of a mediator, provided that the right to issue proceedings is not prejudiced by a delay.
34. These terms and conditions are governed by the law of England and Wales and may not be varied except by agreement in writing. The parties hereto submit to the non-exclusive jurisdiction of the English Courts.
The terms and conditions as set out below apply to all work and take precedence over any other conflicting terms and conditions referring to the same work.
Ownership of copyright / Copyright licence
1. The copyright in artwork commissioned by the Client shall be retained by the Artist.
2. The Client or the Client's customer (where the Client is acting as an intermediary. The term 'Client's customer' is hereby included under the term 'Client') is granted a licence to reproduce the artwork solely for the purposes set out in Pickled ink's acceptance of commission unless otherwise agreed in writing by the Artist (through Pickled ink) and the Client. If the acceptance of commission is silent, the Client is granted an exclusive licence for one time use in the United Kingdom only.
3. During the currency of the licence Pickled ink shall notify the Client of any proposed exploitation of the artwork for purposes other than self-promotion and the Client shall have the right to make reasonable objections if such exploitation is likely to be detrimental to the business of the Client.
4. Where use of the artwork is restricted, the Artist (through Pickled ink) will normally grant the Client a licence for use for other purposes subject to payment of a further fee in line with current licencing rates to be mutually agreed between the Artist (through Pickled ink) and the Client.
5. The licence hereby granted to use the artwork is contingent upon Pickled ink having received payment in full of all monies due and no reproduction or publication rights are granted unless and until all sums due under this agreement have been paid.
6. The licence hereby granted is personal to the Client and the rights may not be assigned or sub-licenced to third parties without the Artist's (through Pickled ink) consent.
Payment
7. The Client shall pay invoices within 30 days of their receipt. The Artist (through Pickled ink) may charge interest on any balance unpaid after 30 days from the date of the invoice.
8. All Fees, delivery charges and administration charges are exclusive of VAT, which will be added at the appropriate rate.
9. A person signing the Contract on behalf of the Client confirms that they have the requisite power and authority to enable them to enter into and perform this Contract and further confirms that they accept full responsibility for the payment of fees.
Cancellation
10. If a commission is cancelled by the Client through no fault of the Artist, the Client shall pay a cancellation fee as follows:
(i) 25% of the agreed fee if the commission is cancelled before delivery of roughs;
(ii) 50% of the agreed fee if the commission is cancelled at the rough stage;
(iii) 100% of the agreed fee if the commission is cancelled on the delivery of artwork;
(iv) pro rata if the commission is cancelled at an intermediate stage.
11. An Artist may not under any conditions cancel a commission unless due to Force Majeure. In such cases, on provision of reasonable proof, the Artist will not be held in breach of contract by the Client.
12. In the event of cancellation, ownership of all rights granted under this Agreement shall revert to the Artist unless the artwork is based on the Client's visual or otherwise agreed.
Delivery
13. The Artist (through Pickled ink) shall use her/his best endeavours to deliver the artwork to the Client by the agreed date and shall notify the Client (through Pickled ink) of any anticipated delay at the first opportunity in which case the Client may (unless the delay is the fault of the Client) make time of the essence and cancel the commission without payment in the event of the Artist failing to meet the agreed date.
14. The Artist shall not be held liable for any consequential loss or damages arising from the late delivery of the artwork.
15. The Client shall make an immediate objection upon delivery if the artwork is not in accordance with the brief. If such objection is not received by Pickled ink within 21 days of delivery of artwork it shall be conclusively presumed that the artwork is acceptable.
Approval / Rejection
16. Should the artwork fail to satisfy, the Client may reject the artwork upon payment of a rejection fee as follows:
(i) 33% of the agreed fee if the artwork is rejected at rough stage;
(ii) 75% of the agreed fee if the artwork is rejected on delivery
17. In the event of rejection, ownership of all rights granted under this Agreement shall revert to the Artist unless the artwork is based on the Client's visual or otherwise agreed.
Changes
18. If the Client changes the brief and requires subsequent changes, additions or variations, the Artist may require additional payment for such work. The Artist may refuse to carry out changes, additions or variations which substantially change the nature of the commission.
19. No variation of the Contract or these Terms, (which includes a request for additional or extra work), shall be valid unless it is agreed in writing by the Artist (through Pickled ink).
20. No distortion or cropping shall be made to the reproduced image without prior notice to or consultation with the Artist.
Warranties
21. Except where artwork is based on reference material or visuals supplied by the Client or where otherwise agreed, the Artist warrants that the artwork is original and does not infringe any existing copyright and further warrants that she/he has not used the artwork elsewhere other than for purposes of self promotion.
22. The Client warrants that any necessary permissions have been obtained for the agreed use of reference material or visuals supplied by the Client or its customer and shall indemnify the Artist against any and all claims and expenses including reasonable legal fees arising from the Artist's use of any materials provided by the Client or its customer.
Ownership of artwork
23. The Artist shall retain ownership of all artwork (including roughs and other materials) delivered to the Client.
24. The Artist's original artwork shall not be intentionally destroyed, damaged, altered, retouched, modified or changed in any way whatsoever without the written consent of the Artist.
25. The Client shall return all artwork to the Artist not later than 6 months after delivery in undamaged, unaltered and unretouched condition although the Client may make and retain transparencies or scans to enable it to exploit the rights granted in the artwork.
26. If the artwork is lost or damaged at any time whilst in the Client's custody (which shall mean any time between delivery of artwork to the Client and its safe return to Pickled ink) the Client shall pay compensation to the Artist for the loss/damage of the artwork at a rate to be agreed or, in default agreement, decided by Ethics Committee of the Association of Artists.
27. The Client shall not be liable for any consequential loss or damages arising from loss or damage to the artwork.
Credits / Moral rights
28. The Client shall ensure the Artist is credited in any editorial use of the artwork. Credits for non-editorial use are not required unless so indicated in the Conditions of Acceptance.
29. The Artist hereby waives the right to injunctive relief for breaches of the right of integrity and the right of paternity.
Samples
30. Unless otherwise agreed, the Artist shall be entitled to receive not less than two proofs or printed copies of the work.
Notices
31. All notices shall be sent to the Artist and to the Client at the address stated in this Contract. Each party shall give written notification of any change of address to the other party prior to the date of such change.
Force Majeure
32. Neither party shall be liable for any delay or failure to preform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the party shall be entitled to a reasonable extension of its obligations.
Dispute Resolution
33. If a dispute arises out of or in connection with this Contract or these terms, or the performance, validity or enforceability of them then, except as expressly provided in these terms, the parties shall follow the dispute resolution procedure set out in this clause:
(i) either party shall give to the other written notice of the Dispute, setting out its nature and full particulars, together with relevant supporting documentation. On service of the Dispute Notice a senior representative of the Client and the Artist shall attempt in good faith to resolve the Dispute; (ii) if the senior representative and the Artist are for any reason unable to resolve the Dispute within 30 days of service of the Dispute Notice, the parties will attempt to settle it by mediation in accordance with the CEDR Model Mediation Procedure. Unless otherwise agreed between the parties, the mediator shall be nominated by CEDR Solve. To initiate the mediation, a party must serve notice in writing (ADR notice) to the other party requesting a mediation. A copy of the ADR notice should be sent to CEDR Solve. The mediation will start not later than 14 days after the date of the ADR notice. Unless otherwise agreed by the parties, the place of mediation shall be nominated by the mediator. (iii) No party may commence any court proceedings in relation to any dispute arising out of this agreement until 30 days after the appointment of a mediator, provided that the right to issue proceedings is not prejudiced by a delay.
34. These terms and conditions are governed by the law of England and Wales and may not be varied except by agreement in writing. The parties hereto submit to the non-exclusive jurisdiction of the English Courts.