THE NATIONAL GALLERY PICTURE LIBRARY
Online Terms and Conditions for Image Download and Reproduction (Including Online Reproduction)
By placing an Order (defined below) with Us You agree to use the Images (defined below) specified in Your Order on the following Terms and Conditions.
Please print and retain a copy of Your Order and these Terms and Conditions for Your records once You have submitted Your Order. These Terms and Conditions are not available in any other language than English.
- In these Terms and Conditions the following terms shall have these meanings:
- "Account Customer" means a person to whom We have allocated a Username and Password;
- "Confirmatory Email" means an email that We send to You at the email address You provide in Your Order to confirm that Your Order has been placed, to confirm the type of licence that has been provided to you and (where relevant) to confirm that Your debit/credit card has been debited;
- "Contemplated Exploitation" means the Exploitation that You honestly contemplate You will or might make of an Image when You place an Order for a Download Licence.
- "Deletion Date" means the date specified on the Confirmatory Email by which all Files in your possession or control must be permanently destroyed or deleted from Your computer or Your system and If no date is specified in the Confirmatory Email, the Deletion Date shall be six weeks from the date of the Confirmatory Email;
- "Download Licence" means a licence granted under Clauses 11 to 13 below;
- "Exploitation" includes any mechanical reproduction in any form, distribution, communication to the public, rental, lending or resale;
- "Fee" means the fee payable by You for the Download Licence and/or the Permitted Use Licence (as appropriate) calculated by reference to the criteria set out on the Image order page of the Website;
- "File" means a digital file containing an Image;
- "Image" means any item that We offer for the purposes of reproduction;
- "New Users" means any person applying to be an Account Customer;
- "Online Use Licence" means a licence granted under Clauses 14 to 18 and 26 to 32 below;
- "Order" means Your offer to download Images as requested by You on the Image order page of the Website;
- "Permitted Use Licence" means a licence granted under Clauses 14 to 25 below;
- "Planned Exploitation" means the Exploitation that You wish to make of an Image when You place an Order for a Permitted Use Licence or Online Use Licence;
- "Service" means the online service (details of which are set out as part of Your Planned Exploitation when you place an Order for an Online Use Licence) that you wish to use an Image on;
- "User" means online users of the Service;
- "Username and Password" means the unique username and password that We may allocate to You to enable You to place Orders;
- "We", "Our" and/or "Us" means the National Gallery Picture Library, part of National Gallery Company Limited (Company Number 02280277) with a registered address at St Vincent House, 30 Orange Street, London, WC2H 7HH and with VAT Registration Number 480 7305 49;
- "Website" means Our website at www.nationalgalleryimages.co.uk and
- "You" means the person or entity named as client in the Order.
- In these Terms and Conditions the following terms shall have these meanings:
- New Users may apply to be Account Customers by registering their details on our website and at Our absolute discretion We may allow You to be an Account Customer. If We choose not to allow you to become an Account User we need not give any reasons for our decision.
- New Users undertake to provide Us with current, honest and accurate information when applying to become Account Customers.
- Notwithstanding Clause 2 above We may allow existing customers to whom We have made Images available off-line to automatically become Account Customers.
- All Account Customers undertake to:
- ensure that the information that We hold about You whenever an Order is placed is current, honest and accurate;
- keep Your Username name Password secure and not disclose them to any persons that are not authorised to place Orders on Your behalf; and
- remain responsible and liable to Us for all Orders placed using Your Username and Password.
- When You place an Order You will have the option of securing either a Permitted Use Licence (in which case Clauses 13 to 25 will apply to Your Orders and Our processing of them), an Online Use Licence (in which case Clauses 14 to 18 and 26 to 32 below will apply to Your Orders and Our processing of them) or a Download Licence (in which case Clauses 11 to 13 will apply to Your Orders and Our processing of them). With Download Licences, Permitted Use Licences and Online Use Licences Clauses 1 to 10 and 32 to 59 shall also apply to Your Orders and Our processing of them.
- With any Order that You make We must receive full details of Your Contemplated Exploitation or Planned Exploitation as appropriate (which You undertake will be honest and provided in good faith) along with the date on which You intend to begin, or would begin, any such Exploitation.
- Upon placing any You will either:
- be required to make a credit card payment for the Fee for the Licence requested; or (at Our absolute discretion)
- be sent a Confirmatory Email allowing you to pay the Fee for the Licence requested at a later time stated therein.
- Details of all Orders made will be stored by the Website and You may access this record by [accessing Your "Your Account" pages on the Website.
Your Need to Obtain Clearances
- Notwithstanding Our granting of a Download Licence, a Permitted Use Licence or an Online Use Licence You must satisfy Yourself that all necessary rights, model releases or consents which may be required for reproduction of an Image are obtained and that the use of any Image is not obscene, indecent, libellous or unlawful. We make no claim or warranty with regard to Your use of content, names, text, people, trademarks or copyright material depicted in any Image and You will indemnify Us in respect of any claims, damages, costs or expenses We incur arising from any reproduction of any Image supplied to You.
- 11. If Your Order for a Download Licence is accepted by Us We will send you a Confirmatory Email and an appropriate File will be made available for You to download and a Download Licence shall commence. We reserve the right to refuse any Order that You place for a Download Licence at Our discretion and We will have no obligation to provide You with any reasons for so refusing.
- 12. Subject to Clause 13 below no use or Exploitation of an Image can be made under a Download Licence until either:
- a Permitted Use Licence has been granted by Us; or
- You contact Us by telephone, fax or email and an agreement for the Exploitation of the Image has been separately entered into
and those subsequent terms permit Your use/Exploitation.
- Under a Download Licence You shall have the right during the period described in Your Order to use (but not copy) the File and the Images contained within it only for Your own internal purposes in good faith in order to decide whether or not any subsequent use/Exploitation of the Image should be made.
Permitted Use Licences and Online Use Licences
- 14. If Your Order for a Permitted Use Licence or an Online Use Licence is accepted by Us We will send you a Confirmatory Email and a Permitted Use Licence or Online Use Licence shall commence. We reserve the right to refuse any Order that You place for a Permitted Use Licence or a Online Use Licence at Our discretion and We will have no obligation to provide You with any reasons for so refusing.
- If Your Order for a Permitted Use Licence or Online Use Licence is accepted by Us and You are required to make a credit card payment for the appropriate Fee but Your debit/credit card issuer refuses to honour the transaction for the appropriate Fee the Permitted Use Licence/Online Use Licence shall either never take effect, or if it has taken effect, terminate with immediate effect from the moment that a subsequent Email is sent to You by Us notifying You of such termination.
- Where You are permitted by Us to pay the appropriate Fee for a Permitted Use Licence or Online Use Licence after the Permitted Use Licence/Online Use Licence has been granted then notwithstanding the terms of any Order the Permitted Use Licence/Online Use Licence shall immediately terminate in the event that the relevant invoice is not paid in accordance with its terms.
- For the avoidance of doubt, if any Exploitation of the Image takes place before the Permitted Use Licence/Online Use Licence is terminated under Clauses 15 or 16 above You shall remain liable to pay Us the appropriate charges set in Your Order.
- Under a Permitted Use Licence or Online Use Licence You shall have the right to reproduce an Image for Planned Exploitation only in strict accordance with these Terms and Conditions and Your Order as confirmed in Our Confirmatory Email.
Permitted Use Licences
- Notwithstanding the Permitted Use Licence granted above You may not produce any publication, product or database in which the number of Images exceeds 15% of the total number of images included in such publication, product or database without Our prior written consent.
- The reproduction rights granted under a Permitted Use Licence are (unless otherwise agreed by Us in writing):
- non-exclusive reproduction rights for single use only in the United Kingdom. A single use means a reproduction in one size for one edition of a single publication, published in one language only;
- strictly limited to the Planned Exploitation stated in the Your Order as confirmed in Our Confirmatory Email;
- personal to You and not assignable by You to any third party.
- If We agree in writing that You might license the use of any Image to any third party, You shall enter into an agreement with such third party to ensure that they are bound by licence terms restricting printing, copying, networking, multiple access or other use of the Images to personal use only, forbidding the onward assignment, resale, rental and lending of the Image and ensuring that credit is given to Us and the creator.
- You must credit the reproduction of any Image with the artist's name, the painting title and the acquisition credit line, as specified in the Your Order as confirmed in Our Confirmatory Email, and use the wording ' © The National Gallery, London' every time an Image is reproduced and adjacent to it. In case of doubt You should confirm the credit line with Us in advance of publication. If You fail to credit the Image as specified an additional 50% of the original licence fee will be payable by You within 30 days of issue of Our invoice.
- Any reproduction of an Image must be a true representation of the original work.
- We reserve the right to request a colour proof of any reproduction of an Image prior to printing. We may, at Our discretion, withhold the right to reproduce the Image if the quality of the reproduction falls below any standard as set out by ourselves.
- You must provide Us with two complimentary copies of any publication in which the reproduction of the Image appears within 2 weeks of the publication, production or launch date.
Online Use Licence
- Under an Online Use Licence You shall have the right to:
- create a digital Image; and
- make the digital Image available to view by Users as part of the Service
only in strict accordance with these Terms and Conditions and Your Order as confirmed in Our Confirmatory Email.
- You hereby agree to only allow users access to the Service under the following conditions ('personal use' for the purposes of this Clause meaning non-commercial, domestic use by an individual):
- the Users will be prohibited from allowing the Image to be used by any third party;
- the Users will only be allowed to view the Image and print single copies of each Image for personal use only;
- no electronic copies of the Image shall be made except for the purpose of viewing the Image as part of the Service for personal use only, involving the making of only single copies of each Image;
- the Users shall not be entitled to assign or sub-licence its rights to use the Service.
- The Service shall be provided in such a way that:
- the Users will not be able to make any electronic or printed copies of the Images without the artist's name, the painting title, the acquisition credit line (as specified in the Your Order as confirmed in Our Confirmatory Email) and the wording 'Photo © The National Gallery, London' being clearly visible on the copy;
- the File and the original Image shall be recorded and held on an electronic database under the Client's control only;
- it will not be possible to alter, manipulate or adapt the digital Image or any copy of the digital Image in any way, during the normal use of the Service; and
- the digital Image shall be accompanied by a notice prohibiting any form of reproduction, transmission, performance, display, rental, lending or storage in any retrieval system, without the consent of the copyright holders.
- You undertake that no Image made available through the Service shall be greater than 640 x 480 pixels (72 dpi).
- You hereby assign to Us any copyright and similar rights throughout the world in any digitisation of the Images created by or for You for the full term of such copyright and similar rights including extensions and renewals and undertake to complete all forms and execute all documents necessary to perfect any such assignment.
- Each digital Image created by You shall be recorded and labelled with the Image reference number used by Us and Our copyright credit information as an integral part of the image file and held on an electronic database under Your sole possession and control.
- You must provide Us with access to the test page of the Service on which the Image appears at least 2 weeks before the Image is made available as part of the Service.
- Under an Online Use Licence You shall have the right to:
- Duplication, storage or transmission in any form (analogue or digital) of any Image is strictly forbidden unless by specific written permission from Us except where such is incidentally and wholly necessary to the production process. At the conclusion of such production, all intermediate copies of the Image must be destroyed.
- You will be deemed to have accepted these Terms and Conditions when You submit Your Order and no variation of these terms or conditions shall be effective unless agreed in writing with Us.
- The prices payable for the provision of the Images you order are the prices set out in the Order in pounds sterling on the date of your Order. Our total order prices are inclusive of VAT.
- Any Exploitation outside the terms of the Download Licence, the Permitted Use Licence or Online Use Licence granted by Us constitutes an infringement of copyright and also a breach of these Terms and Conditions entitling Us to rescind this agreement and claim damages. You must indemnify Us in respect of any claims, damages, costs or expenses We incur arising from any reproduction of any Image supplied to You.
- Images may not be altered, added to or have any part deleted without Our prior written consent. Applications to reproduce a detail of a work will be considered. If permission is granted, the picture credit must include the wording 'a detail from'.
- You acknowledge that Images and Files are Our valuable property and You may not create, store or communicate to the public Images without Our permission except so far as is incidentally and wholly necessary to the process of producing items licensed by Us.
No Notification of Changes
- We reserve the right to change, modify, remove or substitute without notice any information shown on Our website (including these Terms and Conditions) so You are advised to check the current prices listed on our Website and check these Terms and Conditions whenever Orders are placed.
- As we are a UK company, all charges shown on the Website are in Pounds Sterling. If You are placing an Order from overseas, Your card issuer may convert the charge into Your local currency. However, from time to time we may display currencies alongside the Pounds Sterling prices. Please note that these alternative prices are estimates only and due to fluctuations in exchange rates if you pay in any currency other than Pounds Sterling the amount that we actually charge might differ from the amount displayed on the Website.
- This website and these Terms and Conditions have been designed for use within the United Kingdom. Whilst we will consider Orders from outside the United Kingdom, we give no warranty, express or implied, that the Website or the placing of any Order through the Website from outside the UK complies with any applicable non-UK laws or regulations. Accordingly, any services not permitted under Your local law are not offered to you. Furthermore, We reserve the right to refuse any Order at Our discretion from overseas customers and We will have no obligation to provide You with any reasons for refusing an Order.
Supply of Files
- Files will be supplied in the format and size detailed in Your Order. Our Confirmatory Email will list the Files to be delivered to You, which are deemed to have been received complete correctly, without corruption and in good condition, unless We receive written or email notification of any delivery failure, discrepancy, corruption or damage within 48 hours of receipt of the Confirmatory Email.
- You are not permitted to resell, rent, lend, send or otherwise dispose of any File or Image or in any other manner to pass the benefit of these Terms and Conditions to a third party.
- You must permanently destroy or delete from Your computer and Your system and any computer or system controlled by You all copies of the File by the Deletion Date or the expiry of the Permitted Use/Online Use Licence term, whichever is later and, at our request, provide us with evidence of any such deletion/destruction.
- These Terms and Conditions will terminate if You:
- enter into voluntary or compulsory liquidation;
- have a receiver appointed; or
- fail to perform any of Your obligations under this Agreement and fail to remedy them within 30 days of written notice.
- In the event of termination, all rights granted under this Agreement shall immediately revert to Us and any further Exploitation of any Image shall constitute an infringement of copyright.
- These Terms and Conditions will terminate if You:
- Except for any liability which cannot by law be excluded or limited, neither We, nor the Board of Trustees of the National Gallery shall be liable You or any other third party claiming through it for indirect, incidental, special or consequential damages arising out of, or relating to the use of the Files or Images, whether framed as a breach of warranty, in tort, contract, failure of essential purpose, or otherwise. In no event shall We or the Board of Trustees of the National Gallery's liability for any Image provided hereunder exceed the charges and fees for such Image set out in these Terms and Conditions or any related agreement.
- Whilst We take reasonable care in the performance of this agreement, We are not be liable for any loss or damage suffered by You or by any third party arising from use or reproduction of any Image or its caption. Damages for any other breach are limited to the licence fee paid by You.
- We take no responsibility for any additional copyrights in any Image, e.g. artist's copyright. You must satisfy Yourself that any additional consents required for exploitation are obtained.
- If You wish to cancel any invoice for reproduction fees We may at Our discretion cancel subject to You paying an administration fee.
- If You do not pay in accordance with these terms then We may at Our option rescind this Agreement and recover damages, or charge interest at the rate prescribed by the Late Payment of Commercial Debts (Interest) Act 1998 from the date payment was due until payment is made.
- Any licence granted will terminate immediately if You: (a) die; (b) enter into voluntary or compulsory liquidation; (c) have a receiver appointed; (d) fail to perform any of Your obligations under these Terms and Conditions within 28 days of Our giving You notice to comply. In the event of termination, all rights granted will immediately revert to Us and any further exploitation of any Image shall constitute an infringement of copyright.
- No variation to these terms and conditions shall be binding on Us unless agreed to in writing by Our duly authorised representative.
- Any publication right (as defined in the Copyright and Related Rights Regulations 1996) or any equivalnet right in the relevant jurisdiction arising from Your use of any Image shall vest in Us and You hereby irrevocably assign all and any such arising rightsto Us.
- Nothing in these terms and conditions constitutes a partnership or agency relationship or joint venture between parties.
- Any agreement formed on these terms and conditions is personal to You. Nothing in these terms and conditions shall give a person who is not a party to this Agreement any right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms.
- You may not use the name 'National Gallery', 'National Gallery Company' or any similar name in any manner in connection with any Image, except as expressly set out in these terms and conditions or as agreed in writing by Us.
- Our failure to exercise or enforce any of Our rights will not be deemed to be a waiver of such rights nor bar their exercise or enforcement in future.
- Should any disagreement arise between Us, We shall, if We both agree, first try to settle it by a mediation procedure recommended by the British Photographers' Liaison Committee.
- If You have any queries that you wish to address to use please contact Us by email at email@example.com, by telephone +44 (0)20 7747 5994 or by post at the address given above.
These Terms and Conditions shall be governed by the laws of England and Wales and the parties agree to submit to the jurisdiction of the English courts, such jurisdiction to be exclusive, save for infringement of copyright or non payment of Our invoices where it will be non-exclusive.