Terms and Conditions of this Website

About STARPICS

www.starpics.co.za (Starpics) is an online licensing agent supplying Images to third parties including newspapers, magazines and other suitable professional media contacts ("Media Publisher’s") for commercial use. Starpics.co.za is operated and owned by Starpics C.C. ( a close corporation duly registered in terms of the Close Corporation Act of South Africa) (“Starpics”).

• These terms and conditions (“Terms”) apply to all and any use of Starpics, and all Images submitted to Starpics whether by email, MMS or disc.
• By using Starpics you acknowledge that you are over 18 years of age and are therefore, able to accept these Terms.
• By using Starpics you agree to be bound by these Terms.
• If you do not accept these Terms, you should not apply to register as a member or use Starpics.
• If you do not accept these Terms you should not make any Submissions.
• Starpics may amend these terms and conditions from time to time and all such amendments shall become effective immediately upon being accessible from the Starpics website.

How do I go about submitting my Content to Starpics ?

• In order to submit Images to Starpics, you must have completed the online registration forms and be accepted as a member. MEMBERHIP IS FREE .
• You warrant and undertake that all the information supplied during registration is truthful, complete and correct. In the event that the information you have supplied transpires to be incomplete or incorrect you agree to indemnify Starpics against any loss or damage incurred by Starpics and the Media Publisher to whom your Images may be licensed or sold.
• By using Starpics you undertake that you have the necessary hardware, software and capability required for you to submit Images, email and web usage and when required you are able to supply the Images in digital format.
• The username and password issued to you upon registration with Starpics is personal to you in order to facilitate your use of and access to Starpics and shall not be disclosed to any third party without prior written consent from Starpics.

Once you become a member
• Once your membership has been verified you will be entitled to submit Images.

Submitting images
• By submitting images and videos to Starpics you accept and understand that you are granting Starpics the exclusive worldwide licence of the copyright and all intellectual property rights in respect of the Image(s) for a period of three (3) months.
• When you submit images using the direct upload method, you will be required to complete a Disclosure Form at the time. No images will be accepted or processed without a Disclosure Form.
• Starpics reserves the right to reject any Submission on the basis that the Disclosure Form is missing or incomplete.
• The content of the Disclosure Form is vital in order for Starpics to assess the future potential of images submitted. You warrant and agree that the content of your Disclosure Form is truthful, complete and correct. In the event that it transpires that any of the Disclosure Form is incomplete or untrue you agree to indemnify Starpics and Media Publisher’s against any loss or damage arising as a result.

• Submissions shall be confirmed by email.
• Starpics shall decide whether it believes your images to be marketable.

Your Images

• You guarantee that the Images(s) is your own original work and if any part is not, then you have in place all relevant assignments necessary for the transfer and licence granted under the Terms of this Agreement to be effective. For the sake of clarity, you also guarantee that you are and will be entitled to transfer and licence the rights in the Image including copyright and all other intellectual property rights. You agree to indemnify Starpics and Media Publisher’s in the event of you breach ing the terms of this clause.
• You further agree that during the currency of the exclusive licence period of this Agreement -- i.e. for three months following the Submission of images -- you will:
(a) not appoint another person to represent you for the marketing, promoting, licensing or otherwise, for the purpose of marketing the Image(s) commercially;
(b) advise and notify Starpics of any contact made to you by such persons in respect of such Image(s);

• You agree and undertake that you will not submit to Starpics any Image that:
(a) is unlawful or which gives rise to civil or criminal liability;
(b) infringes upon the intellectual property rights of any third party.
(c) is technically harmful such as computer viruses, worms, logic bombs or other malicious software or harmful data;
(d) contains abusive, illegal, pornographic, defamatory, untrue, obscene, inflammatory or racist material whatsoever ;
(e) is not a "true" photo i.e. an image that has been altered from its original state for example without limitation by airbrushing, amalgamation of images, cropping images unnaturally to alter the context of the Content etc;
(f) harasses any person;
(g) solicits, invites, encourages, advocates, incites or provokes any or all of the foregoing

• You agree to indemnify and hold harmless Starpics and Media Publishers against all liability it may have in respect of and arising out of your use of the Starpic Services and your Submissions.

Your agreement with Starpics

• In return for Starpics commercially marketing and promoting the Image(s) , you agree for 3 ( three) months from the date of submission:
(a) to appoint Starpics as your exclusive representative for the marketing, promoting and commercially exploiting the image(s) submitted to Starpics;
(b) to grant to Starpics a worldwide exclusive licence of all copyright and other intellectual property rights in submitted all Images submitted. Starpics shall thereafter be entitled to use the Images in all and any manner and media it chooses;
Starpics shall use reasonable endeavours to market the Image(s) to potential licensees.
• Once the three month exclusive licence expires you hereby grant to Starpics a perpetual non exclusive licence of all intellectual property rights in the Image(s) for Starpics to include the Image(s) in an online stock library and to permit Starpics to grant non exclusive sublicences to third parties for use of the Image(s) in whatever way as Starpics shall see fit.

• You may at any time inform us by email that you wish to revoke your Starpics membership. All licenses and rights held by Starpics with relation to your Images will lapse after a period of six months.

What benefits accrue to you when Starpics successfully licenses your Images?

• In the event that Starpics successfully markets the Image(s) to a Media Publisher, Starpics shall use reasonable skill and care to negotiate a licence or assignment fee with the Media Publisher.
• Starpics shall be entitled to license, assign and otherwise market any accepted Image(s) in any way it reasonably sees fit.
• Starpics shall be entitled to make such alterations or changes to the Image(s) as it sees fit.

When and how do I get paid for my Image(s)?

• All licensing and assignment fees, including secondary and subsequent licensing paid to Starpics by Media Publisher’s, will be shared equally between you and Starpics after deduction of VAT.
• Starpics shall notify you by email as soon as reasonably possible following successful licensing or assignment of the Image(s) to a Media Publisher.
• Payment will be made within 30 days of receipt of payment by Starpics from the Media Publisher.
• Payment will be made by cheque, electronic transfer in to your nominated bank account
• Starpics shall keep full financial books and records relating to the sale of Image(s).

Termination

• Starpics shall be entitled to terminate this Agreement and immediately remove, cancel or suspend access to and use of Starpics in the event of you breaching any of these Terms.
• Termination shall be without prejudice to the accrued rights of either party.

General

• Each party to this Agreement shall act in good faith towards the other.
• You agree to keep confidential all secret or proprietary information of Starpics that is disclosed to you.
• This Agreement sets out the entire agreement between the parties.
• All questions, comments or enquiries should be directed by email to pics@starpics.co.za
• Use of Starpics and these terms are subject to the laws of South Africa which shall exclusively govern the interpretation of the terms hereof and the parties consent to the jurisdiction of the Courts of South Africa.

Liability

• Starpics shall be liable only to provide its services with reasonable skill and care and gives no other warranty in connection with Starpics.
• Starpics excludes liability for any loss or damage of any kind howsoever arising, including without limitation any direct, indirect, punitive or consequential loss whether or not such arises out of any problem you notify to Starpics and Starpics shall have no liability to pay any money by way of compensation, including without limitation all liability in relation to:
1. any incorrect or inaccurate information on Starpics and all interruptions to or delays in updating the service;
2. the infringement by any person of any Intellectual Property Rights of any third party caused by their use of Starpics;
3. any amount or kind of loss or damage due to viruses or other malicious software that may infect a user's computer equipment, software, data or other property caused by persons accessing, using or downloading Starpics, or from transmissions via emails or attachments received from Starpics or its licensees
4. all representations, warranties, conditions and other terms which but for this notice would have effect.
• Starpics does not warrant that the operation of Starpics will be uninterrupted or error free.