Ownership of and all copyright in the Footage shall remain with the Owners.
The Licensee will provide the credit “Screenocean” in the end-credits of the production, and where specifically advised by Screenocean, also provide a credit to the Owners both in the end-credits and on screen when the Footage is exhibited (see Special Provisions of the Licence for any such instructions).
Footage supplied for screening purposes is provided only with a burnt-in time-code and may not be broadcast or publicly exhibited in any way.
The Licensee shall not sell, transfer, sub-licence, allow any third party to use or permit any lien to attach upon any Footage, Photos or Materials, or exhibit any Footage and/or Photos otherwise than in accordance with this Agreement. For avoidance of doubt this Agreement allows for the Licensee to distribute and sublicense the Production to affiliated broadcasters.
The Licensee shall not use the Footage in any manner which may impair the goodwill or reputation of Screenocean or the Owners. The Licensee will indemnify and hold Screenocean and the Owners harmless against any and all claims arising by reason of the Licensee's use of the Service.
The Licensor does not by this Agreement permit or authorise the Licensee to collect or receive any monies payable by third parties in respect of the Licensor's own rights in the clip from any government or international treaty permitted, mandated or otherwise (including simultaneous re-transmission, off-air recording, blank tape levy etc) use of the production in which the clip may be used.
The Licence Fee is payable in any event and non-refundable once the Licensee has signed the license agreement. This shall apply irrespective of whether the Licensee uses the Footage. For the avoidance of doubt the Licence Fee relating to an Agreed Facility is payable in full and non-refundable in any event irrespective of whether the Licensee chooses to use the Footage or not.
No refunds or reductions to the Licence Fee shall be granted should the Licensee subsequently require fewer rights than those specified in the Licence.
Unless otherwise agreed (e.g. under an Agreed Facility) the Minimum Licence Fee shall be for one minute of Footage.
The Licensee shall provide a final usage declaration showing actual use of Footage immediately following final edit. Screenocean reserves the right to charge the Licensee an amount reflecting the total amount of Footage supplied should the Licensee not provide such a usage declaration within sixty days of delivery or such other period as agreed and specified in the Licence.
The Minimum Licence Fee is applicable per programme or episode, not per series. Use of the Footage in separate episodes of the Production will require the payment of separate Licence Fees.
The Licence relates a specific named Production and use of the Footage within a separate production will require the payment of a separate Licence Fee.
Payment of the Licence Fee only grants those rights as specified in the Licence. Any other exploitation of the Production in additional territories, upon other media platforms, or for a longer time period than the period specified in the Licence must be cleared in advance with Screenocean and will require the payment of the appropriate Licence Fee.
Screenocean warrants that it has the full authority to enter into This Agreement and to grant the Licence. It further warrants that the Owners either own and/or control the copyright in the Footage. However, Screenocean gives no warranties, nor makes any representations relating to any other rights not owned or controlled by Screenocean and/or the Owners, including but not limited to music rights, talent rights, performing rights, model releases, the rights of individuals depicted in the Footage, and moral rights. The Licensee shall be solely responsible for clearing any such rights and for obtaining any clearances, consents and permissions that may be required to use the Footage within the Production.
All clips taken from theatrical trailers must be clearly distinguishable from feature film clips by use of original trailer graphics and/or the original trailer commentary. In addition, the producer is entirely responsible for the way in which the material is incorporated into the production.
Where Screenocean supplies Footage it does not own, it will not issue a licence but will charge an access fee for each item. Screenocean will require the customer to sign its ‘Indemnity Form’. Footage supplied on this basis is supplied on the strict condition that it may not be used without the copyright holder’s permission.
Screenocean reserves at its sole discretion the right not to supply Footage in broadcast quality, even where it has supplied screening copies.
The Licence is non-exclusive and Screenocean has the right to license the Footage to any other persons, firms or companies other than the Licensee.
Payment shall be in advance, except for customers with an individually agreed credit facility, in which case payment shall be due in thirty days after submission of the invoice and in the currency specified therein.
All payments made by the Licensee shall be made gross of any tax, duty, bank charge or other deduction.
Screenocean strives to deliver Footage in a timely manner, but accepts no responsibility for any delayed delivery arising because of any failure of a courier company, or any other external factors beyond the control of Screenocean. In the event of a delivery failure attributable to Screenocean, Screenocean’s liability shall be the limited to the value of the Licence fee and to the transfer charges relating to the Footage requested for supply.
Screenocean reserves the right to request the return of any master tapes supplied to the Licensee following the final edit of the Production. The Licensee shall not store the Footage for future use.
Upon request, the Licensee shall promptly provide a viewing copy of the Production.
This Agreement shall be construed and interpreted under and in accordance with the laws of England and Wales.