Definitions
The following definitions shall apply:
"Alamy Affiliate Commission"
means the percentage commission charged by Alamy on all sales made through the Affiliate Program comprising Alamy Commission and Affiliates commission.
"Affiliate"
means a website and a service provider that promotes offers and promotions in return for a commission.
"Agency Contributor"
means a Contributor who is assigned Agency Contributor status by Alamy at its sole discretion.
"Alamy Ltd"
means Alamy Limited or its administrators, successors in business or any other person to whom it may license or assign its rights under this contract.
"Alamy Commission"
means the percentage of the net Licence Fees that Alamy takes.
"Alamy Commission Table"
means the table set out above which lists the fees and commissions payable or any substitute table of which Alamy has given notice in accordance with the section entitled Statements and payment.
"Alamy Distribution Commission"
means the percentage commission charged by Alamy on all sales made by Distributors comprising Alamy Commission and Distributor's commission as set out in the Alamy Commission Table.
"Alamy Group"
means Alamy Ltd and its subsidiaries and/or any future holding company and "Subsidiary" and 'Holding Company' means a subsidiary and holding company within the meaning of section 1159 of the Companies Act 2006.
"Alamy Novel Use Commission"
means the percentage commission that Alamy receives in respect of novel use licences as set out in the Alamy Commission Table.
"Alamy Footage Commission"
means the percentage commission that Alamy receives in respect of licences of footage as set out in the Alamy Commission Table.
"Cleared Funds"
Alamy operates a real-time reporting system, where sales are reported in the Contributor's account at the point at which a client purchases on credit card, or when an invoice is raised to a client purchasing on a finance account.
Sales are posted to Contributors' accounts immediately and are listed as “uncleared”. They will not clear for at least 45 days from the sale date.
Credit card sales will automatically be deemed cleared on day 45 as long as the transaction has not been returned as fraudulent, is not suspected of being fraudulent by Alamy or is in dispute. Sales on account will be deemed cleared on day 45 if we have received payment from the Customer. Otherwise the sale will be deemed cleared as soon thereafter as we have received payment and allocated it to the Contributor's account. “Cleared Funds” means amounts which are deemed cleared in accordance with the above process.
"Collecting Society"
means an entity authorised by Copyright Owners to commercially exploit their copyrights. As it is impractical for rights holders to individually monitor all the different uses made of their works, they entrust certain parts of this task to a Collecting Society. In the context of this contract a Collecting Society is one that deals with secondary rights only.
"Contributor"
means the Copyright Owner or if Registration has been completed on the Copyright Owner's behalf by an authorised company or licensee that entity. For the avoidance of doubt, if Registration is completed by an authorised employee on behalf of a company then that company is the Contributor. The term Contributor also includes the Contributor's executors, administrators, heirs and assigns or successors in business.
"Copyright Owner"
means the person who is represented as owning the copyright in any Image.
"Customer"
means any third party individual, partnership, corporation or other entity who may be intermediaries or end-users and to whom a licence is or is proposed to be granted by Alamy.
"Custom Pricing"
means pricing agreements entered into with Customers where Images are licensed for set amounts, dependent upon usage or dependent upon volumes of Images purchased. These licence prices may vary from those of the Alamy licence calculator.
"Distributor"
means any third party company appointed by Alamy to sell your Images to end user Customers in territories to which you have given your agreement.
"Exclusive"
means, in relation to an Image, that the Image is not also available via any third party licensing, sales or (where the Image is not supplied by Alamy) distribution channel, including without limitation another stock agency or image site but excluding the Contributor’s personal website and print sales, provided that Images of artworks, or that are not protected by copyright, or that are in the public domain or for which copyright ownership is unknown will never be deemed to be Exclusive.
"Image"
means any digitised photograph, footage, illustration or other Image of whatever nature which at any time during the term of this contract you submit to Alamy.
"Image Options"
means things we do to Images to enhance the customer experience and/or for operational reasons.
"Infringement"
means the use of an Image sourced from Alamy or its System and used without permission. Permission must be in the form of a valid license or other permissible agreement.
"Licence Fees"
means any sum or sums actually received by Alamy from any Customer in respect of the licence of an Image whether a single payment or a royalty paid over time.
"Metadata"
Means Image information supplied to Alamy by the Contributor by any means, including but not limited to licence types, licence restrictions, Releases' data, captions, keywords, descriptions, date taken, location and Pseudonyms.
"Model Release"
means any written release signed by or on behalf of any living person or the estate of a deceased person or an infant whose likeness is incorporated in whole or in part in any Image.
"My Alamy"
means the website pages of the System in which your details are specified.
"News Image"
means any "Image": i) where the subject matter and nature of the Image has an immediacy, or has a relevancy pertaining to a current topic of interest, and ii) that is submitted by the Contributor for inclusion in any feed, gallery or other method of representation for such Images, and iii) that is accepted by Alamy as suitable for inclusion.
"Non-exclusive"
means, in relation to an Image, that the Image is also available via any third party licensing, sales or (where the Image is not supplied by Alamy) distribution channel, including without limitation another stock agency or image site but excluding the Contributor’s personal website and print sales, provided that Images of artworks, or that are not protected by copyright, or that are in the public domain or for which copyright ownership is unknown will always be deemed to be Non-exclusive.
"Payment Provider"
means Alamy or any other payment provider as decided by Alamy.
"Primary Uses"
means a use of Images as permitted by Licences granted by Alamy to its Customers. For example, a magazine using an Image in an editorial feature.
"Promotional/Marketing Material"
means promotional and marketing material that shall include, but not be limited to PR pieces (for example: articles in magazines or newspapers; magazine competition/subscription offers; magazine cover mounts; Front, inside and back cover Images), events (for example: inclusion of work in panels or other materials for Alamy events and third party events with which Alamy is involved; trade stands), direct mail (for example: inclusion of Images in printed mailing or promotional piece, postcards), advertisements (for example: guides to stock; magazine advertisements; magazine inserts; banner advertisements; ambient media, e.g. projection onto a wall, Image on a promotional coffee cup), email newsletters and text/Image based e- promos (for example: Alamy marketing emails, Alamy e-newsletters; viral newsletters and competitions ), search engine listing and promotion and Alamy ratified social media sites and apps, use in information graphics, supply of Images to third parties for use in Image galleries (Images unaccompanied by copy) and editorial pieces (Images accompanied by copy), websites and blogs in return for publicity, specific ad-hoc marketing campaigns, supply of Images to third parties for use in conferences/presentations/keynote speeches in exchange for publicity, and other uses by third parties in return for publicity.
"Property Release"
means any written release from the owner and/or occupier of any property whose permission is necessary or desirable for Images incorporating in whole or in part that property to be published in any jurisdiction in the world.
"Pseudonym"
means the name under which you sell your Images. Your default Pseudonym is the name you gave during Registration.
"Registration"
means the on-line display on the System at the time you complete the registration process and which will have included:
- your name and address.
- your sign in details for your account with Alamy.
Registration details may be modified online and new details are applicable from the time you, or anyone authorised on behalf of you, changes the details in My Alamy.
"Releases"
means a Model Release, Property Release or any other release of a third party right including without limitation any copyright, trade mark or other intellectual property right, which it is necessary or desirable to obtain in respect of any Image.
"Secondary Uses"
means a use of Images that is not a Primary Use, including without limitation the photocopying, scanning, printing and digital re-use and communication of Images that are part of composite works, like books and magazines, and also licences governing document delivery services, the uses made under educational recording licences and uses made under cable retransmission and also similar international uses of Images remunerated through levy Systems etc. For example, a student photocopying a magazine article with Images in it where the License for the Primary Use of the Images was granted by Alamy.
"Storage Fees"
means the Alamy fee per Image per month, or part thereof, levied in advance every month. This fee came into effect on 1st March 2003. These fees apply to the discontinued Alamy Green and Red commission schedules only.
"System"
means the online System(s) operated by Alamy, including the website at www.alamy.com and any other internet based System for the licensing of Images which Alamy may operate under the Alamy brand.