Licensing Terms

A. Definitions: Photographer refers to Darby Sawchuk. Client refers to the commissioning party or company named above, its representatives, successors, assigns, agents and affiliates.

B. Grant of Rights: Photographer warrants that he is the sole copyright owner of the photograph(s) and has the sole right and authority to grant this permission to Client. Grant of reproduction rights hereunder is conditioned upon Client’s acceptance of each term set forth in this agreement, including but not limited to, receipt of payment in full by Photographer and placing of the required copyright notice on each use of Photographer’s work. All rights not expressly licensed to Client in writing remain the exclusive property of Photographer. Any reuse or use for purposes other than those declared requires a new authorization from Photographer and the payment of new royalties.

C. Payment: Full payment must be received within ninety (90) days after the date on the Licensing Contract or prior to publication, or the usage shall be considered unauthorized.

D. Credit line: Unless explicitly waived, a copyright protection and credit line in the form © Darby Sawchuk/ (except for cover, where it can be on one of the opening pages) must appear adjacent to or within the images or the fee will be tripled. Client acknowledges that such a triple fee is fair and reasonable for photographer’s loss of recognition and lack of copyright protection resulting from lack of, or improper, copyright notice/credit line.

E. Web Use:
Unless explicitly waived, all web uses require a credit line under the form of a link to on the same page where the image(s) appear.

F. Copies: For all uses in print, client shall provide to Photographer, upon request, at least one copy of the use of each photograph.

G. Indemnity: Client hereby indemnifies and holds Photographer harmless against any and all liabilities, claims, and expenses, including reasonable attorney fees, arising from Client’s use of Photographer’s work.

H. Releases: Photographer is not responsible for obtaining model, property, or other releases in connection with any of the photographs licensed herein unless specifically stated herein. Photographer gives no rights or warranties with respect to the use of names, trademark, logo types, registered or copyrighted designs or works of art depicted in any image.

I. Default: In the event of non-payment or other breach of this Agreement by Client, Client shall pay all of Photographer’s costs and expenses incurred in connection with enforcement of the terms of this agreement, including Photographer’s reasonable attorney’s fees. Once the image has been transmitted, refund and exchange are subjected to a research and processing fee of at least US $75. After ninety (90) days, no refunds will be issued.

J. Miscellaneous:
Client may not assign or transfer this license. No alterations may be made in any of these provisions without written consent. Any request for alterations must be made within ten (10) days.

K. Dispute Resolution:
Any and all disputes arising out of, under or in connection with these terms, including without limitation, their validity, interpretation, performance and breach, shall be submitted to arbitration in Calgary, Alberta, pursuant to the rules of the Arbitration Act (Alberta) in effect at the time arbitration is demanded.