Hartland Multimedia Terms and Conditions
The Licence Summary and these Terms and Conditions form the “Agreement”. Any term defined in the Licence Summary has the same meaning in these Terms and Conditions. The Agreement is made between Britsolar Limited of 38 Coxheath Road, GU52 6QGtrading as Hartland and you (“Customer”). The following terms and conditions govern your use of Hartland Material. “Hartland Material” means any content supplied to you by Hartland via www.brooklandsarchives.co.uk/ the “Website”. You do not have the right to withdraw from a transaction once delivery of the Hartland Material has started at which point your transaction is final unless you have received an unusable image in which case please contact us on firstname.lastname@example.org and we will arrange to re-send the material. 1. Ownership of the Hartland Material 1.1 The Website is owned and operated by Hartland. 1.2 The Hartland Material is owned by Hartland or its licensors. 1.3 The Hartland Material and all related rights shall remain the exclusive property of Hartland and its licensors. 2. Use of the Hartland Material 2.1 You may not publish, reproduce (which includes placing on an electronic bulletin board, corporate intranet or the Internet), display in public, communicate to the public, license, sell or otherwise distribute Hartland Material except as expressly permitted by the Agreement. 3. General restrictions on grant of rights in Licences 3.1 Any Licence granted to you by Hartland will be subject to these terms and conditions as well as the terms set out in the Licence Summary. 3.2 The Licence granted to you by Hartland is limited to the publication, platform and/or service in which Hartland Material may be used as set out in the Licence Summary (the “Permitted Platforms”), the period of time during which the Hartland Material (if specified), the territory in which the Hartland Material may be published (if specified) and any other restrictions set out in the special instructions Licence Summary or this Agreement. 3.3 This Agreement grants you rights to publish the Hartland Material on a non-exclusive basis, solely for the personal use of your end users, provided that you: (a) own and operate the Permitted Platforms; (b) will, except to the extent necessary to maintain records for your own internal and legal purposes, delete all Hartland Material that you are no longer permitted to publish, including any Hartland Material that Hartland specifically instructs you to delete; (c) will publish the Hartland Material only as provided to you by Hartland without edit, adaptation or change. 3.4 You may not use the Hartland Material in any way that is or might be deemed (a) defamatory, obscene or immoral or (b) to suggest a sponsorship or endorsement or official relationship that does not exist. 3.5 You will indemnify and keep indemnified Hartland against all loss, damage and expense (including any legal and other professional expenses) incurred or suffered by Hartland directly or indirectly arising (in whole or in part) from any use, reproduction or distribution by you (or any person authorised or permitted by you) of any part of the Hartland Material in a manner not authorised by the Licence and these terms and conditions. 3.6 Where any Permitted Platform is an electronic service, the general terms and conditions of the Permitted Platform will include provisions substantially similar to the following: (a) the Hartland Material may only be used for the user's personal use and the distribution or commercial exploitation of the Hartland Material is prohibited; (b) use of the Hartland Material is at the sole risk of the user; (c) neither you nor Hartland /any of Hartland’s licensors gives any warranty as to the accuracy of the Hartland Material. As soon as you become aware of any unauthorised use of any Hartland Material you shall give Hartland full written details of such use. Hartland shall have the right to require you to enforce the relevant general terms and conditions of the Permitted Platform against any user of the Permitted Platform and to enable and assist Hartland to enforce the relevant general terms and conditions against any user of Permitted Platform in your name, and will pay your reasonable expenses in so doing.
4.1You acknowledge that Hartland is dependent on certain third parties which provide information/material used or contained in the Hartland Material to Hartland or permit Hartland to access and obtain such information/material (“Third Party Licensors”) and that any Licence and the provision of the Hartland Material is always subject to any arrangements (involving intellectual property and/or any other rights or otherwise), restrictions or prohibitions imposed by any Third Party Licensor of any of the Hartland Material, whether imposed prior to, on or at any time after the date of the Licence.
4.2 You acknowledge that, as between you and Hartland, all rights (including intellectual property rights) in the Hartland Material are the property of Hartland. Hartland (or its Third Party Licensors) will, at its (or their) option, have the conduct of all proceedings relating to the enforcement of such rights. You agree to give your full co-operation in protecting such rights including taking any reasonable action in respect of such rights as requested by Hartland or any of its Third Party Licensors, and Hartland will pay your reasonable expenses in giving such co-operation. Hartland may terminate the Licence if you challenge the ownership of such rights. 4.3 You agree to comply with any restrictions imposed by Hartland and/or its Third Party Licensors and to ensure that, where appropriate, copyright and/or other arrangements (including payment of any applicable third party licence or other fee) are made directly with any such third parties. Restrictions, including third party restrictions, may be notified to you in the captions or other metadata to Images or Footage or Features, on the Website, in another manner by Hartland or directly by third parties. 4.4 Hartland does not offer any licence and gives no warranty or representation in respect of: (a) the existence or validity of any model (or other) releases in respect of any Hartland Material (b) the use of names, people, likenesses, trade marks (registered or unregistered) or works of art depicted in any Image or Footage; or (c) moral rights (as set out in chapter IV of the Copyright Designs and Patents Act 1988 or equivalent rights in other jurisdictions) in respect of any Image or Footage. It is your responsibility to ensure that all necessary clearances are obtained, and not that of Hartland. 4.5 All Hartland Material will be attributed on their publication in the Permitted Platforms to “Hartland”. Images or Footage (including those within a Feature) attributed to another agency, broadcaster or publisher will be so attributed on their publication in the Permitted Platforms alongside the Hartland credit with an appropriate copyright notice. In addition, you will comply with any credit requirements expressly notified to you in the caption to any Hartland Material, in the Licence or otherwise by Hartland. 5. Liability 5.1 Although Hartland will take all reasonable steps to ensure the accuracy of the Hartland Material, neither Hartland nor any of its licensors warrants that the Hartland Material (including without limitation the captions and metadata) will be free from error. 5.2 No conditions, warranties or other terms (express or implied, including any implied terms as to satisfactory quality, fitness for purpose or conformance with description) apply to the Licence or to the Hartland Material except to the extent that they are expressly set out in the Licence and these terms and conditions. 5.3 Except under the indemnity in clause 3.6, neither party shall be liable in connection with the Hartland Material or under the Licence or these terms and conditions for any loss of profits, loss of revenue, loss of or damage to goodwill, loss of contracts, loss of customers or any indirect, special or consequential loss (even if the party concerned has been advised of the possibility of such loss). 5.4 Once Hartland has told you to remove Hartland Material from any Permitted Platform, Hartland will not be liable for any loss arising in relation to continued publication of such Hartland Material. You will provide reasonable assistance to Hartland to mitigate any claim arising out of Hartland Material. 5.5 Except under the indemnity in clause 3.6, each party’s liability arising from or in connection with the Hartland Material or the Licence and these terms and conditions and in relation to anything which the party concerned may have done or not done in connection therewith (and whether such liability arises due to breach of contract, negligence or for any other reason) shall be limited, in relation to all events or series of connected events occurring in any given year, to (in addition to any sums properly payable under the Licence) an amount equal to the total Charges payable by you to Hartland for the Hartland Material. 5.6 Nothing in these terms and conditions shall limit either party’s liability: (a) for fraud, (b) for death or personal injury caused by either party’s negligence or that of its servants or agents, or (c) in relation to any other liability which cannot be excluded or limited by law. 6. Term and Termination 6.1 The rights granted to you by Hartland in these terms and conditions, any Licence and any accepted membership application to use the Hartland Material may be terminated immediately by either party giving notice to the other if: (a) the other commits a material breach of these terms and conditions or the Licence and, if such breach is remediable, it is not remedied within 7 days of receipt of notice requiring remedy; (b) the other ceases or threatens to cease to carry on trading; or (c) the other becomes insolvent or bankrupt or suffers any insolvency or bankruptcy related event in any applicable jurisdiction. 7. General 7.1 All of the terms that have been agreed between the parties in relation to the supply and licensing of the Hartland Material are contained in these terms and conditions and any Licence Hartland grants to you. No other terms shall apply unless expressly agreed otherwise in writing. You acknowledge that you have not relied on any representation made by Hartland that has not been set out in these terms and conditions and the Licence. No amendments to these terms and conditions or any Licence shall be effective unless in writing and signed by an authorised signatory on behalf of each party. 7.2 Neither party will be liable to the other for any failures, interruptions, delays or other matters of a similar nature arising out of circumstances beyond its reasonable control. 7.3 Neither party shall assign, sub-contract, sub-license or otherwise transfer its rights or obligations under this Agreement without the prior written consent of the other party, not to be unreasonably withheld or delayed, save that: (a) Hartland may assign or transfer all or any of its rights or obligations to any Hartland Group company; and (b) Hartland may sub-contract the performance of its obligations provided that Hartland 's liability for the performance of its obligations shall not be affected. 7.4 The failure or delay by either party to enforce at any time any one or more of these terms or conditions shall not be a waiver of such rights or any other rights. 7.5 The parties agree that for the purpose of Section 1(2) of the Contracts (Rights of Third Parties) Act 1999 no term shall be enforceable by a third party. 7.6 If any provision of these terms and conditions of any Licence is held to be void or unenforceable in whole or in part, the terms and conditions and the Licence shall continue in force in relation to the unaffected provisions and the remainder of the provision in question, and the parties will renegotiate the provision in good faith to achieve the same objects. 7.7 These terms and conditions and any Licence shall be governed by and construed in accordance with English law and each of the parties hereby submits to the jurisdiction of the English courts. This web site conforms with the Duration of Copyright and Rights in Performances Regulations 1995.