ISOWAY, Photo Agency: Terms and Conditions
TERMS AND CONDITIONS – 4 September 2020
These general terms and conditions apply to all services, quotations, deliveries, transmissions and reproductions of works and documents marketed by ISOWAY, whether in the context of a contract or an ‘online’ or ‘offline’ transaction.
In any event, the version published on the Internet shall take precedence over the printed version and shall be the only one taken into consideration. In the event of any discrepancy between the different language versions of these general terms and conditions, the French version of the text shall prevail.
If you do not accept these terms and conditions, please do not use the ISOWAY website.
1. DEFINITIONS
(a) document: a work, whether original or derivative, contained on any medium or in digital form, whether digital or analogue, including in the form of drawings, texts, images, videos or films; (b) third parties depicted: persons appearing in the documents and their successors in title; (c) provision: making documents available to the client for a fixed period of 15 days, unless otherwise expressly agreed in writing by the Company, and subject to the agreed terms; (d) use of a document: reproduction or communication of the document as defined by copyright legislation; (e) Company: ISOWAY SRL.
2. Regulations
These general terms and conditions are governed by French law and the international treaties in force relating to copyright.
3. APPLICATION
These general terms and conditions govern all relations between the Company and the client from the moment these general terms and conditions are communicated or from the moment the Company’s website is accessed.
Any clause accompanying an order placed with the Company that conflicts with or adds a new provision to these general terms and conditions of sale shall not be accepted by the Company, unless prior, express and written consent has been given by a director of the Company.
4. ARTISTIC PROPERTY – SIGNATURE
Unless expressly agreed otherwise, the company grants only licences to use the works.
The author or their successors in title, and/or the company, retain the physical and intellectual property rights, including moral rights, in the documents. However, when the medium is specifically invoiced and paid for to the company, physical ownership of the medium passes to the client, while the intellectual property rights, including moral rights, in the work remain with the author, their successors in title and/or the company. In this case, unless otherwise expressly agreed in writing, the client’s right to exhibit the work is also excluded.
The author’s name and the company name must appear prominently on any reproduction, representation or distribution of the documents.
Documents for which only a licence to use has been granted must be returned to the company after use. The client undertakes to destroy any copies, whether digital or analogue, of the document that they have made beyond what is permitted under the terms of the licence.
5. TRANSMISSION
The licence granted to the client is personal and non-transferable. Under no circumstances may the Company’s documents be transferred to third parties or used by third parties without the Company’s prior, express and written authorisation.
The client shall be held liable for any use not authorised by the licence.
6. LICENCES, ASSIGNMENT OF RIGHTS, RATES AND INVOICING
Providing or retaining a document does not imply or presume a transfer or licence of rights. Any reproduction or use of the documents requires the Company’s prior consent.
The licence to use a document is strictly limited to that which has been agreed (type of use, audience, format, duration, territory, medium, etc.). It never implies tacit permission to reuse the document at a later date. If the document is reused in breach of this clause or clause 4(3) of these general terms and conditions, the client cannot rely on the warranty granted by the Company under clause 8 of these general terms and conditions.
Prices and licensing or usage fees are provided in writing (including by email or fax) or by telephone for information purposes only. They are subject to change without notice, even whilst a transaction is in progress, due in particular to fluctuations in exchange rates or a change in the intended use as stated at the time of booking.
The client undertakes to provide, within one month of the invoice date, a copy of the supporting documents relating to the agreed uses, so that the Company may verify their compliance with the licence conditions.
7. EXCLUSIVE – EXCEPTIONAL PHOTOGRAPHS
A licence to use the material is never granted on an exclusive basis. If exclusivity is required, whatever the form, it must be the subject of a specific, written supplementary agreement and the payment of exclusivity fees separate from the standard rates.
8. GUARANTEE
a) Documents produced by the company on its own initiative
The company guarantees that all persons depicted in the images have given their consent to the reproduction of the images. However, this authorisation is general in nature and applies to the reproduction of the images in the context of general news articles and under normal conditions of use. This general authorisation does not apply under any circumstances to use of the documents out of context, i.e. when they are used to illustrate something other than the event depicted in the image or with a caption different from that appearing on the document provided by the company.
For any specific use other than illustrating general news articles – such as promotion, advertising, or where the document is used out of context – it is the client’s responsibility to obtain specific, prior, written and express authorisation from the third parties depicted before publication. In any event, the company’s prior provision of the document to the client does not constitute specific authorisation.
Notwithstanding any general or specific authorisation, it is the client’s responsibility to obtain specific, prior to publication, written and express authorisation from the company or the third parties depicted when the document is intended to illustrate sensitive subjects such as privacy, sexuality, religion, serious or minor offences, or situations that may be associated with a stigma or stigmas, a profession subject to ethical rules, etc. For this authorisation to be valid, the client must also have previously provided the company with proof of the final layout, the caption and the text being illustrated. In any event, the company’s prior delivery of the document to the client does not constitute specific authorisation.
In any event, the client must ensure that depicted persons are rendered unidentifiable (using techniques such as blurring or pixelation, etc.) when illustrating sensitive subjects, unless they have obtained specific, prior to publication, written and express authorisation from the company or the third party depicted to publish the material as delivered by the company.
Notwithstanding any general or specific authorisation, and in view of standard practice in this area (context of the photographs, etc.), it is the client’s responsibility to obtain, prior to publication, specific written authorisation from the third party where that person is a public figure (for example: a sports personality, actor, politician, etc.) and the photograph is a posed shot. However, the company’s prior delivery of the document to the client does not constitute specific authorisation.
As it is not customary in the profession for the company to obtain licences from the rights holders of the works depicted (buildings, objects, works of art, logos, trade marks, etc.), the company guarantees the right to use the document containing the depicted works only within the limits of the exceptions to the author’s economic rights. Therefore, it is the client’s responsibility to verify whether the intended use falls within these limits and, if not, to obtain authorisation directly from the copyright holder. In any event, the company’s prior provision of the document to the client does not constitute specific authorisation.
Given the millions of images and documents sent to us by our suppliers and automatically published on our website, some captions may be incomplete or even incorrect. These texts or captions must therefore be checked by the client before any use. The accuracy of this information is not covered by our guarantee.
b) Documents produced to order on behalf of the client
The Client represents and warrants that all data provided to the Company in connection with the performance of the Services commissioned, and furthermore that the documents commissioned from the Company:
– shall not infringe the intellectual property rights of any third party
– shall not infringe the publicity rights, image rights or privacy of any third party
– shall not contravene any applicable law, statute, decree, order or regulation.
The Client must not use the Company’s commissioned documents if they nevertheless contravene the above provisions. Where applicable, the Client shall take the necessary steps to ensure that individuals’ anonymity is respected.
9. DEADLINES
The deadlines provided by the Company are for guidance only. No delay shall entitle the client to any discount, penalty, compensation or cancellation.
10. UNAUTHORISED USE
Any unauthorised or unlawful use, or use that infringes the Company’s rights (reproduction of documents for a purpose not authorised by the licence, publication without clearly stating the name of the author and the Company, unauthorised modification, etc.), will prompt the Company to take legal action, including for infringement. Any unauthorised use shall, in any event, result in the payment of compensation amounting to at least 200 per cent of the licence fees, subject to a minimum of 125 euros, without prejudice to the Company’s right to claim greater damages.
11. INVOICING – PAYMENT – FACTOR
Invoices are payable within the time limits stated on the front of the invoice, either at the company’s registered office or to one of the bank accounts specifically mentioned on the invoices. From the due date, any outstanding amounts shall, automatically and without the need for prior notice, accrue late payment interest at a rate of 1 per cent per month. In such cases, the outstanding amount will automatically be increased by 20 per cent, subject to a minimum of 65 euros, to cover the company’s administrative costs.
12. CANCELLATION BY THE CLIENT
If the client cancels the transaction or unilaterally decides not to use the licensed materials, the client shall in any event be liable for a minimum of 50 per cent of the applicable fees and/or the value of the services provided (taking into account, in particular, any creative or other work already carried out by the Company and any restrictions on use that the Company may have imposed), without prejudice to the Company’s right to claim payment for all services already rendered or work already carried out.
13. PUBLICATION AND ENTRY INTO FORCE OF THE GENERAL TERMS AND CONDITIONS
These general terms and conditions are published online and provided to the Company’s clients.
They came into force on 4 September 2020 and replaced the previous terms and conditions. These terms and conditions remain in force until they are next replaced.
As a professional client, you must regularly check the Company’s website at www.isoway.eu/conditions for updates to the terms and conditions.
In any event, the version published on the internet shall take precedence over the printed version and shall be the only one taken into consideration. In the event of any discrepancy between the different language versions of these general terms and conditions, the French version of the text shall prevail.
14. USE OF THE WEBSITE
Use of the website and the images is at your own risk. The Company may, for technical reasons, alter the website’s opening hours and operation, or even make it unavailable.
To the extent permitted by law, the Company will not be liable for any direct or indirect damage, whether foreseeable or not, arising from claims such as delays, transmission problems, speed of transmission or access, unavailability of all or part of the images, deletion of images or files, errors, computer ‘bugs’ or alteration of images, regardless of the basis of the claim.
Under no circumstances shall the total liability incurred by the Company exceed the purchase price of the photographic print.
Any complaints relating to the use of the website must be made within a maximum of three months; after this period, they will lapse.
15. INTELLECTUAL PROPERTY OF THE WEBSITE
The website is the intellectual property of the Company. The IT development of the website is the intellectual property of the company that developed it. The documents used and displayed on this website (texts, images, videos, illustrations, drawings, etc.) are all protected by copyright.
Any infringement or denial of an intellectual property right, or of any right relating to material belonging to ISOWAY, may result in civil and/or criminal penalties, as well as an order to pay compensation for all damages caused.
16. PRIVACY POLICY
We believe that respecting your privacy is essential, and we want to be transparent about the data we collect, how we use it and your rights regarding control over this information. That is why we have revised our Privacy Policy.
We are committed to fully complying with the standards set out in the General Data Protection Regulation (GDPR), which applies within the European Union.
We also extend these same terms and conditions to users worldwide.
We respect your personal data.
We do not sell your personal data to third parties and we never will.
Your data is strictly protected.
The collection of your data serves two purposes:
· To improve your browsing and search experience on our website.
· Data protection.
· Prevent identity theft.
The different categories of personal information we collect
The information you provide to us
We collect the information you voluntarily provide to us (such as your first name and surname, your company name, your telephone number and email address, your business address, your language, your VAT number and your username on our website), particularly when you wish to find out more about our products and services.
Information we do not collect
We do not collect your password on our website.
We do not collect your credit card number.
Similarly, we do not collect any information relating to your private life, such as religious beliefs, philosophical or political opinions, health, sexual orientation, trade union membership, racial origin, etc.
Information we collect automatically
We automatically collect information about you. This functional data enables us to:
· Your data protection.
· Prevent identity theft.
· Fraud detection or prevention.
· To make navigation and searching easier for you.
· To improve your browsing and search experience.
· Invoicing for products, services and copyright that you download or purchase online.
This includes, for example, your IP address, the country associated with your IP address, the type of browser you use, the operating system of the device used to connect to our database, the searches you have carried out and the products or services you have viewed, the date, and any downloads you have made.
Information relating to children
Our company does not target children under the age of 16 in any way. Furthermore, it is aimed primarily at a professional audience rather than members of the general public.
However, certain parts of our website are accessible to visitors of all ages.
We do not collect or request any personal information from individuals under the age of 16 without their parents’ consent. If, following notification by a parent or guardian, or by any other means, it comes to our attention that a child under the age of 16 has registered on our website using false information, we will cancel that child’s account and delete their information from our systems.
Commercial or advertising activities
We use the data we collect to send and personalise our communications with you. For example, we may contact you by email or via other electronic or telephone means to inform you of new product or service offers.
We may also ask for your assistance or invite you to take part in a survey. This processing of data is necessary and serves our legitimate interests.
Operations
The processing of your data is necessary and serves strictly our legitimate interests.
Sharing your personal data
Our company does not and will never sell the personal data of its clients or prospective clients. We only disclose your data in accordance with the provisions of this Statement. We may share information with the following types of third parties.
Freelance service providers
Our company may use the services of various third-party providers to carry out tasks such as the management and hosting of its websites, online purchases and the dispatch of its products, the processing of credit card transactions and email communications.
We share your personal data only where necessary, for example to complete a transaction or to provide any product or service you have requested or authorised, and only with service providers or agents acting on our behalf for the purposes described in this Statement. In such cases, your personal information will be shared with these agents or companies but solely for the purpose of providing services on our behalf, in accordance with our instructions and with this Statement. It is in our legitimate interest to share this information with these parties for these purposes.
Mandatory disclosure
Where required by law and where strictly necessary for the performance of our services or the protection of our rights, or the rights of our agents or users, we may be required to disclose your personal information to the authorities, to investigative bodies, to our affiliated companies or in the context of legal proceedings.
Sale or merger
We may share your personal data in the event of a merger or acquisition, or in the event of the sale of all or part of our assets. We will, of course, notify you of this by email or via a clearly visible notice on our website and inform you of your rights.
The legal basis for the processing and use of personal data
We rely on several legal bases for processing your personal data, namely:
Performance of a contract
The use of your personal data may be necessary for the performance of the contract we enter into with you, in particular to: finalise the transaction for our products and services, register and manage your account, and provide you with support.
The concept of legitimate interest
We process and may use your personal data in our legitimate interests. For example, legitimate interest allows us to analyse and improve our products and services, as well as the content of our websites and our app.
We also use your personal data to send notifications about updates or information concerning our products and services, and for administrative, legal or fraud-detection purposes.
Security, storage and retention of personal data
Security
We are committed to protecting the security of your personal data. However, while we take reasonable precautions to protect the personal data we collect, no security system is infallible.
We employ appropriate technical and organisational measures, and adhere to sector standards, to protect your personal data against loss, theft, misuse, unauthorised access, disclosure, alteration and destruction. For example, we store the personal data you provide on restricted-access IT systems located in secure facilities.
Furthermore, we ensure that our third-party data centre providers implement appropriate security measures.
Some of your data, including your password, is protected by encryption. As a result, this password cannot be retrieved or disclosed, not even by our company. If you lose or forget your password, it can only be reset.
You can access your account details and our website using a personal username and password. To protect the confidentiality of your personal information, you must keep your password secure and not disclose it to anyone. If you believe your password has been misused, please notify us immediately. We will never ask you to disclose your password to us.
If, despite all the precautions taken to protect your personal data, we detect any fraud, we will inform you as soon as possible.
Storage
Personal data collected may be stored and processed in our country, or in any other country where our company or its agents, subsidiaries or service providers are located or operate facilities. We have put in place appropriate procedures to protect your personal information in the event of a transfer abroad, in particular by adopting the standard contractual clauses approved by the European Commission.
Conservation
We will retain certain personal data for as long as we deem necessary to enable you to use our websites and our products and services, to provide our services to you, to comply with applicable laws (including those relating to record-keeping), to keep a record of transactions carried out on our website, to resolve disputes with any party, and for any other purpose necessary for the conduct of our business.
Your rights and choices
You can control how we use your personal data in the following ways:
· You may request a copy of the personal data we hold about you.
· You may inform us of any changes to your personal data, or if you wish us to correct the information we hold about you.
· In certain circumstances, you may ask us to erase, block or restrict the information we hold about you, or object to the specific way in which we use your personal data.
Where we process your personal data on the basis of your consent, you have the right to withdraw that consent at any time.
Furthermore, when we process your personal data on the basis of our legitimate interests or the public interest, you have the right to object to this use of your data at any time.
Please let us know of any changes or inaccuracies regarding your personal data.
We handle enquiries and complaints promptly. You also have the right to lodge a complaint with your country’s data protection authority or with the supervisory authority to which we report.
You can opt out of receiving direct marketing communications by contacting us or by clicking the unsubscribe link at the bottom of our emails.
We will respect your decision and stop sending you promotional emails once we have received your unsubscribe request or you have changed your communication settings.
Session cookies
In certain circumstances, we use ‘cookies’. These are small files that are sent to your computer, tablet or smartphone when you browse our website.
These cookies remain on your computer until they expire or you delete them.
Some cookies are essential, such as those that enable you to navigate our website and use ‘lightboxes’ or shopping baskets. They may be:
· Proof of performance.
· Functional examples.
· Third-party references.
· Analytical cookies (e.g. Google Analytics).
Most web browsers allow you to control these cookies. However, if you restrict access to these cookies, your access to certain services on our website may be limited.
In certain circumstances, and in particular when we contact you to provide information about our products and services, we may occasionally use ‘web beacons’ which allow us to determine and understand whether our emails are being viewed.
Changes to our privacy policy
This statement is published on our website. It may, where necessary, be amended to take account of changes in legislation, any comments received from us and industry practices.
In the event of any changes, a new statement will be published and we will indicate the date of this update.
Please review our data-protection practices regularly.
Contact us
If you have any questions, requests or concerns about the use and protection of your data, please contact contact@isoway.eu.
17. ADVERTISING – PROMOTION AND MARKETING
Unless otherwise agreed, the Client and the Company agree that ISOWAY may use the material produced on behalf of the Client and may use it for advertising or promotional purposes in connection with the Company’s activities.
This authorisation is valid worldwide, for the duration of statutory copyright protection, by any means and on any medium (including, but not limited to, social media and websites).
This authorisation includes, among other things, the right to:
– to incorporate and publish all or part of the documents in the Company’s portfolio; the latter may be made available or published on any analogue or digital medium and in any format.
– to use the Client’s name, brand and biographical details for inclusion in the Client’s portfolio
– to carry out case studies concerning the successful completion of an order placed by the Client with the Company.
18. POSSIBLE INVALIDITY OF A CLAUSE
Should any clause or condition of these general terms and conditions be deemed invalid or unenforceable, the remaining clauses of these general terms and conditions shall remain valid and shall continue to be binding on the parties.
19. USE OF OUR TRADEMARK
ISOWAY is a registered trademark. Any use of the name or logo(s) requires prior written authorisation from a director of the Company.
20. LIABILITY FOR HYPERLINKS
The Company shall not be held liable for any hyperlinks included on this website that direct users to other resources on the internet.
21. DISPUTES
To be considered, any complaint must be sent to the Company by registered post within eight days of the date of the dispatch note, if the Company has issued one, or, failing that, within eight days of the date of the invoice.
In the event of a dispute, the courts within the jurisdiction of the Company’s registered office shall have exclusive jurisdiction.