Вы находитесь на странице: 1из 4

SERVICE PROVIDER CONTRACTOR AGREEMENT (AGREEMENT) This Agreement, dated effective ..

(the Effective Date), is made and entered into by and between Getty Images International, a company resident in Dublin, Ireland (Getty Images) and the undersigned ("you"). Getty Images and you agree as follows: 1. Contract for Services. You agree to provide image selecting services to Getty Images in the manner and to the extent permitted by this Agreement. You shall inspect images, vectors, flash, video or other digital content files as assigned and shall exercise professional judgment in applying Getty Images intellectual property standards provided to you by Getty Images from time to time. You and Getty Images may also agree that you will perform other related services on an as-required basis. For the purposes of this Agreement, all such services shall be referred to as the Services. . 2. shall: Your Obligations. In addition to your obligations as otherwise set out herein, you agree that you (a) (b) (c) (d) promptly respond to all e-mail and other correspondence directed to you regarding the Services; unless otherwise agreed to by Getty Images, attend, in a mutually agreeable manner, all information, training and other sessions regarding the Services as may be reasonably requested by Getty Images; maintain a comprehensive understanding of Getty Images technical and intellectual property standards, as provided to you from time to time; and ensure that you and the computer equipment with which you provide the Services comply with such technical standards and policies as may be implemented from Getty Images from time to time.

3.

Term. This term of this Agreement is for a period of one year from the Effective Date and shall be automatically renewed for successive one year periods, unless terminated as provided in this Agreement.

4.Services Fees, Reporting and Payment. You shall receive payments for the Services at a rate of USD 0.20 (20 United States cents) or the equivalent amount in the applicable local currency per image selected by you which Getty Images agrees conforms to the technical, aesthetic and content requirements specified by Getty Images from time-to-time. Getty Images decision as to whether or not an image selected by you confirms to such requirements shall be final. The above rate is subject to change in the sole discretion of Getty Images in the ordinary course of its business. If at any time any amended rate is not acceptable to you, you may immediately terminate this Agreement on written notice to Getty Images. Getty Images shall pay you for the provision of the Services with the same frequency and via the same means as those payments due to you under your corresponding Contributor Agreement with Getty Images. All payments to you are subject to any withholding taxes or other deductions that Getty Images is legally required to make. Getty Images failure to make such withholdings or deductions does not relieve you of liability for same. 5. Professional Services. You shall devote your best efforts to the performance of the Services. You shall perform the Services in accordance with (i) all applicable law; and, (ii) such standards of professional ethics and practices as may from time to time be applicable during the term of this Agreement. Content should be selected on the basis of professional judgment. For the avoidance of doubt you may select images, vectors, flash, video or other digital content that you have created or own the copyright (or any similar rights) in however you hereby agree and acknowledge that you shall receive no payment in respect of these images. 6. Independent Contractor Status. You are an independent contractor and not an employee of

Getty Images. In no way limiting the above, you represent and agree that: (a) you are over eighteen (18) years of age; (b) you are not an employee of Getty Images; (c) you shall not be entitled to any rights or benefits, whether present or future, under any retirement or welfare benefit plan of Getty Images by virtue of this Agreement; (d) you shall not be entitled to payment by Getty Images for any social security taxes or contributions, workers' compensation premiums, unemployment insurance premiums or compensation or similar in any country, or any other employee benefits, nor shall Getty Images be responsible for the withholding of any applicable taxes or in your country of residence, as the case may be; (e) Getty Images shall neither have nor exercise any control over the professional judgment and methods used by you in the provision of the Services provided hereunder; and (f) this Agreement shall not prohibit you from providing services to other clients or businesses except those that are competitors of Getty Images and its affiliates (the Getty Images Group). You shall be fully responsible for and shall indemnify Getty Images and the Getty Images Group for and in respect of any income tax, National Insurance and Social Security contributions or smiliar and any other liability, deduction, contribution, assessment or claim arising from or made in connection with the performance of the Services, where such recovery is not prohibited by law. You shall further indemnify the Getty Images Group against all reasonable costs, expenses and any penalty, fine or interest incurred or payable by Getty Images in connection with or in consequence of any such liability, deduction, contribution, assessment or claim. 7. Responsibility for Costs and Services. You shall be responsible for paying all costs and expenses associated with the operation of your business and the provision of the Services including but not limited to supplies, tools, and equipment, computers, software, internet connections and insurance. 8. Ownership of Results. Where applicable, Getty Images shall own and retain all right, title and interest in and to all works that are conceived, made, delivered, written or created by you alone or jointly with third parties under this Agreement including any and all intellectual property rights. Further, Getty Images shall be deemed the author of all such works and the copyright shall belong solely to Getty Images. You further hereby waive any and all moral rights (including rights of integrity and attribution) in and to such works to the maximum extent permissible by law. You agree to notify Getty Images and obtain its express written consent prior to incorporating any third-party materials into any such works. By way of example, if you create a manual for Getty Images, all right, title and interest to said manual belongs to Getty Images. 9. Confidentiality. You hereby agree and reaffirm that you will abide by the terms and conditions of any confidentiality agreement between you and Getty Images. Notwithstanding any such confidentiality agreement, you acknowledge that you will have access to the Confidential Information of the Getty Images Group, and agree that such Confidential Information shall not be disclosed to any third party without the prior written consent of Getty Images. All Confidential Information that you have access to or acquire in the performance of this Agreement, shall be used only for the benefit of Getty Images. By way of example, Confidential Information includes: (i) any data or information related directly or indirectly to the activities of any of the Getty Images Group, whether relating to the website, product or visual or other content made available through the website, equipment, inventions, ideas, designs, methods, systems, improvements, processes, research or otherwise; (ii) any of the Getty Images groups technical or scientific know-how; (iii) financial information, client and community member lists, code and computer programs in any format whatsoever, programming techniques, the manner of plans or methods of operation and the like relating to the activities of any of the Getty Images Group; (iv) patent, copyright and other intellectual proprietary applications, drawings, documentation, functional specifications, manuals, letters, notebooks, reports and all other materials (written or otherwise) relating to the activities of any of the Getty Images Group, or to the agents, joint ventures or contractors of any of them; and, (v) the content of this Agreement.

-2-

10. Privacy and Security. You may have access to personal information of Getty Images members, employees or others in the performance of the Services and you agree to comply with applicable law and Getty Images privacy policy (available at www.gettyimages.com) with respect to the collection, use, storage and disclosure of the personal information of such individuals. In addition, you shall ensure that: (a) No personal information of Getty Images contributor applicants, contributors or customers is stored on your personal computer; (b) You have installed on your personal computer a firewall, updated anti-virus software, and the latest operating systems updates; (c) You inform Getty Images immediately in the event that your personal computer is stolen or hacked; and (d) You do not disclose your password or username for any Getty Images website or system to any person without the prior written consent of Getty Images. 11. Termination. Either party may terminate this Agreement at any time and for any reason by providing the other party not less than 30 days written notice of termination. Either party may also terminate this Agreement immediately in the event of the material breach of any term of this Agreement. Getty Images may terminate this Agreement immediately in the event that you, on three or more occasions, submit to Getty Images any content which Getty Images has communicated to you as being inappropriate, unsuitable and/or not in conformance with the technical, aesthetic or content requirements communicated by Getty Images from time-to-time 12. Release and Indemnity. You release Getty Images and its directors, officers, employees, subsidiaries, affiliates, parent and representatives, from any and all claims arising out of or connected to this Agreement including without limitation any claims for damage, injury or death suffered by you, except for when caused by the gross negligence or willful misconduct of Getty Images. You will defend, indemnify and hold harmless Getty Images and its directors, officers, employees and other representatives from any liability, cost or expense resulting from your breach of contract or negligence. This paragraph shall apply regardless of any act, omission, negligence or strict liability of Getty Images or any of its directors, officers, employees or representatives. 13. Miscellaneous. (a) Entire Agreement. This Agreement constitutes the entire agreement of the parties. Except as otherwise stated in this Agreement, no amendments or additions shall be binding unless in writing and signed by both parties. It is expressly understood and agreed that no verbal representation, promise or condition, whether made before or after the signing of this Agreement, shall be binding upon any of the parties. Waiver. Getty Images' waiver of a breach of any term of this Agreement shall not be or be construed as a waiver of any subsequent breach of the same or any other term. Governing Law. This Agreement shall be governed by and construed according to the laws of England and Wales without regard to its conflict of laws provisions and the parties submit to the exclusive jurisdiction of the courts of England for all matters or controversies arising from or connected to this Agreement. Getty Images may assign this Agreement to any party without your Assignment. consent. You may not assign this Agreement without the written consent of Getty Images. Unenforceability. If any provision of this Agreement shall be determined to be invalid or unenforceable for any reason, it shall be adjusted rather than voided, if possible, in order to achieve the intent of the parties to the extent possible. Notice. Any notice required or permitted under this Agreement to you may be given by

(b) (c)

(d)

(e)

(f)

-3-

Getty Images to you through the email address associated with your member name on the Site. Any notice required or permitted under this Agreement to Getty Images may be given by you to Getty Images by sending it by registered mail to Getty Images then current address published on the Site. (g) Fax and Counterparts. This agreement may be executed by one or more counterparts of the execution pages hereof with the same effect as if all parties hereto had signed the same document. All counterparts will be construed together and will constitute one and the same agreement, and one or more counterparts may be delivered by facsimile transmission. GETTY IMAGES INTERNATIONAL ___________________________ SERVICE PROVIDERS SIGNATURE:

SERVICE PROVIDERS FULL NAME:

SERVICE PROVIDERS ADDRESS:

SERVICE PROVIDERS PHONE NUMBER:

SERVICE PROVIDERS EMAIL ADDRESS:

-4-

Вам также может понравиться