Record of contract changes
9th May 2023
Amendments – 9th May 2023 (will come into effect for Contributors on 23rd June 2023)
The latest amendment to the Alamy contributor contract, published on 9 May 2023, includes important changes to our terms.
For Contributors who registered before 9 May 2023, the new contract will come into force on 23 June 2023, 45 days from the notification date of 9 May 2023. For Contributors who registered from 9 May 2023 onwards, the new contract was in force from the point of registration.
The key changes under this amendment are outlined below and include the assignment of a unique URL to the Alamy Commission Table. The Alamy Commission Table and the contributor contract together form the entire Contract.
You can view the contributor contract that was in effect between 9 June 2021 and 9 May 2023 by clicking here.
Terms and conditions of the contract
| Clause | Change | Original | Replacement |
|---|---|---|---|
| Background (the legal wording written in Plain English) | Amendment | You are signing up to submit Content to, and have it sold by, Alamy | You are signing up to submit Content to, and have it licensed by, Alamy |
| Background (the legal wording written in Plain English) | Amendment | You also have the option to sell through our network of distributors | You also have the option to have Content licensed through our network of Distributors |
| Background (the legal wording written in Plain English) | Amendment | You are responsible for the Content you upload, and you must be the copyright holder, have the copyright holder’s permission, be contractually entitled to distribute the image for its proposed use, or the image must be copyright free | You are responsible for the Content you upload, and you must be certain that you are allowed to make that Content available to Alamy – you may be the copyright holder, have the copyright holder’s permission, be contractually entitled to distribute the image for its proposed use, or the image is copyright free |
| Background (the legal wording written in Plain English) | Amendment | We will pay you up to 50% of a direct sale made via Alamy | We will pay you up to 50% of a direct sale made via Alamy (see Alamy Commission Table for detail) |
| Background (the legal wording written in Plain English) | Amendment | We report sales to you as soon as we know about them | We report licences to you as soon as we know about them |
| Your Contract with Alamy | Amendment | Gives details of our current commission models | Gives details of: |
| Your Contract with Alamy | Amendment | Gives all financial information in US Dollars, but we can pay you in other currencies | Gives all financial information in US Dollars, but we may pay you in other currencies |
| 1.1. | Amendment | 1.1. Content means any digitised photograph, video, illustration or other image of whatever nature which you submit to Alamy at any time during the term of this Contract. | 1.1. Content means any digitised photograph, video, illustration, audiovisual or other image of whatever nature which you submit to Alamy at any time during the term of this Contract. |
| 1.2. | Amendment | 1.2. The Content must comply with all Alamy’s technical, quality, content and other criteria and requirements as set out on the Alamy Websites. | 1.2. The Content and Metadata must comply with all Alamy’s technical, quality, content and other criteria and requirements as set out on the Alamy Websites. |
| 1.5. | Amendment | 1.5. You acknowledge and agree that you are solely and exclusively responsible for all Content that you submit and for all data that you store on the System. You acknowledge and agree that Alamy does not and cannot review all Content uploaded and is not responsible for the Content. | 1.5. You acknowledge and agree that you are solely and exclusively responsible for all Content and Metadata that you submit and for all data that you store on the System. You acknowledge and agree that Alamy does not and cannot review all Content and Metadata uploaded and is not responsible for the Content and Metadata. |
| 2.5. | Amendment | 2.5. You will not to use the System for the purposes of uploading, posting, making available or in any other way processing Content or any information related to the Content: (i) in breach of any applicable law; (ii) in a way that may or may be deemed to constitute incitement to racial hatred, child pornography, slander, insult, instigation of rebellion, an unlawful description of violence, a violation of any intellectual property law or data protection laws; or (iii) in a way that may be conceived as threatening, insulting, racist, offensive, vulgar and/or indecent. | 2.5. You will not use the System for the purposes of uploading, posting, making available and/or in any other way processing Content or any information related to the Content: (i) in breach of any applicable law; (ii) in a way that may or may be deemed to constitute incitement to racial hatred, child pornography, slander, insult, instigation of rebellion, discrimination against any group, an unlawful description of violence, a violation of any intellectual property law or data protection laws; or (iii) in a way that may be conceived as threatening, insulting, racist, offensive, vulgar and/or indecent. |
| 2.8 | Amendment | 2.8. You acknowledge and agree that Content that is: (i) an exact reproduction (in all or part) of a work of art; (ii) Content that is not protected by copyright; or (iii) Content that is in the public domain or for which copyright ownership is unknown, can never be Exclusive and must never be marked as “Exclusive to Alamy”. | 2.8. You acknowledge and agree that Content that is: (i) an exact reproduction (in all or part) of a work of art; (ii) not protected by copyright; or (iii) in the public domain or for which copyright ownership is unknown, can never be Exclusive and must never be marked as “Exclusive to Alamy”. |
| 2.10 | Amendment | 2.10. By marking Content as Exclusive, you grant Alamy the right to chase third party infringements of the Content without Alamy having to consult you. Where pursuing such infringements if it is found that the Content has been licensed through another licensing platform, Alamy has the right to recoup any fees incurred in the pursuit of any action taken. | 2.10. Notwithstanding Clause 16.7, by marking Content as Exclusive, you grant Alamy the right to chase third party infringements of the Content without Alamy having to consult you. Where pursuing such infringements if it is found that the Content has been licensed through another licensing platform, Alamy has the right recoup any fees (including reasonable administration fees where escalated to legal action), that Alamy has incurred in the pursuit of any action taken. |
| 4.1.1. | New Clause | N/A | 4.1.1. by using our Website, you have the full right, power, and authority to enter into this Contract and to fully perform all of your obligations hereunder and that you are at least 18 years of age; |
| 4.1.4. | Amendment | 4.1.4. the Content does not infringe upon any third party copyright and that the Copyright Owner is the sole owner of the copyright in the Content, which is free from any third party rights of the entire copyright; | 4.1.4. the Content does not infringe upon any third party copyright nor any other third party intellectual property rights (when licensed in accordance with this Contract) and that the Copyright Owner is the sole owner of the copyright in the Content, which is free from any third party rights of the entire copyright; |
| 4.1.13. | Amendment | 4.1.13. there are not and will not be any claims by any other party in connection with the use, reproduction or exploitation of the Content; | 4.1.13. there are not and (to the best of your knowledge and belief) will not be any claims by any other party in connection with the use, reproduction or exploitation of the Content; |
| 4.3.2. | New Clause | N/A | 4.3.2. the right to preview and have access to the Content, where Alamy offers license models through an Application Program Interface (API), File Transfer Protocol (FTP), or any other means, that will make the Content available for use by Alamy's Customers on a high-volume basis. |
| 4.6. | Amendment | 4.6. In the event you become aware of any alleged copyright infringements in respect of the Content, you will: (i) contact Alamy first to check whether a permitted download or licence has been made; and (ii) will not contact the user of the Content unless and until Alamy advises you that it will not be pursuing the alleged infringement in accordance with clause 16. | 4.6. In the event you become aware of any alleged copyright infringements in respect of the Content, you will: (i) contact Alamy first to check whether a permitted download, access (in accordance with clause 4.3.2), or a licence has been made; and (ii) will not contact the user of the Content unless and until Alamy advises you that it will not be pursuing the alleged infringement in accordance with clause 16. |
| 5.1. | Amendment | 5.1. You will indemnify, defend (at the request of Alamy) and hold Alamy and its affiliates, Customers, Distributors, sub-licensees and assigns (the “Indemnified Parties”) harmless against any and all claims, damages, liabilities, losses, costs and expenses (including reasonable legal expenses) which any of the Indemnified Parties incur arising from or in in relation to: (i) any claim that the Content infringes any third party’s copyright; (ii) any breach of any your representations, obligations and warranties under this Contract or the System. This clause will remain in force after the termination of this Contract. | 5.1. You will indemnify, defend (at the request of Alamy) and hold Alamy and its affiliates, Customers, Distributors, sub-licensees and assigns (the “Indemnified Parties”) harmless against any and all claims, damages, liabilities, losses, costs and expenses (including reasonable legal expenses) which any of the Indemnified Parties incur arising from or in in relation to: (i) any claim that the Content or Metadata infringes any third party’s copyright or any other intellectual property right; (ii) any breach of any your representations, obligations and warranties under this Contract or the System. This clause will remain in force after the termination of this Contract. |
| 6.1. | Amendment | 6.1. You grant to Alamy the right to sell, licence, distribute, use, market, reproduce, publish, communicate and make available to the public, store, and otherwise exploit the Content in the territory specified by you in any and all media and formats whether current or yet to be developed (including, without limitation, in digital media, print, motion picture, television, video, cable, computer, radio, cartoon, merchandising, via the Internet, on electronic equipment, mobile phones and mobile devices, CD-ROM, DVD, digital optical disk data storage on physical articles and items, and in any catalogues, Internet sites or marketing) via the System. | 6.1. You grant to Alamy the right to license, distribute, use, market, reproduce, publish, communicate and make available to the public, store, and otherwise exploit the Content in the territory specified by you in any and all media and formats whether current or yet to be developed (including, without limitation, in digital media, print, motion picture, television, video, cable, computer, radio, cartoon, merchandising, via the Internet, on electronic equipment, mobile phones and mobile devices, CD-ROM, DVD, digital optical disk data storage on physical articles and items, and in any catalogues, Internet sites or marketing) via the System. |
| 7.1. | Amendment | 7.1. Alamy agrees to use its reasonable commercial endeavours to grant Licences in accordance with your instructions. Alamy will not be liable if it (or a Distributor) sells or otherwise makes available an item of Content outside the instructions specified by you. | 7.1. Alamy agrees to use its reasonable commercial endeavours to grant Licences in accordance with your instructions. Alamy will not be liable if it (or a Distributor) licenses or otherwise makes available an item of Content outside the instructions specified by you. |
| 8.2. | Removal | 8.2. If you are an Agency Contributor, you may set your own prices for your Royalty Free Licences (but not for Rights Managed Licences or Novel Use Licences). Agency Contributors can supply pricing via spreadsheet or via any other means agreed with Alamy. Alamy may discount these prices in accordance with this Contract at its sole discretion. | N/A |
| 9.1. | Amendment | 9.1. If you grant Alamy the right to grant Novel Use Licences, you give Alamy permission to: (i) sell your Content at any price, by any method and for any use we feel appropriate; and (ii) make the Content available to third parties without consulting you, including but not limited to trials with potential Customers, prototypes/proof of concept and high volume low unit price licences. Where Alamy does not make a charge to these third parties, you will not receive payment. | 9.1. If you grant Alamy the right to grant Novel Use Licences, you give Alamy permission to: (i) license your Content at any price, by any method and for any use we feel appropriate; and (ii) make the Content available to third parties without consulting you, including but not limited to trials with potential Customers, Machine Learning and prototypes/proof of concept and high volume low unit price Licences; Where Alamy does not make a charge to these third parties, you will not receive payment. |
| 9.3. | New Clause | N/A | 9.3. When applicable, you will be entitled to payment for any Content licensed for Machine Learning. The payment mechanism is at the discretion of Alamy but will be calculated based on a reasonable pro-rata of the total amount of Content licensed to the Customer. |
| 12.2. | Amendment | 12.2. As soon as a Licence is purchased by a Customer, we will report to your Account the relevant details of such Licence. Alamy may round fractions of a cent up or down at its own discretion. Licence Fees paid by Customers in currencies other than US Dollars will be reported to your Account in US Dollars. The exchange rate used will be reviewed and adjusted by Alamy in line with exchange rate fluctuations. | 12.2. Upon purchase of a Licence by a Customer, Alamy shall report to your Account the relevant details of such Licence, (except for delayed sales reporting payments which shall be made in the month following the date such sale is reported). Alamy reserves the right to round fractions of a cent up or down at its discretion. All Licence Fees paid by Customers in currencies other than US Dollars shall be reported to your Account in US Dollars, using exchange rates reviewed and adjusted by Alamy in line with exchange rate fluctuations. |
| 12.6. | Amendment | 12.6. Alamy may put your Account on hold in the event of any third party claim in relation to the Content or where Alamy reasonably suspects fraudulent activity in relation to the Account | 12.6. Alamy may put your Account on hold in the event of any third party claim in relation to the Content or where Alamy reasonably suspects fraudulent, infringing or unlawful activity in relation to the Account |
| 12.8. | Amendment and Renumbering of Clause | 12.8. In the event that you fail to supply payment details, any supplied payment details are incorrect, or you have chosen a payment method that Alamy no longer supports: (i) if your cleared balance is over the payment threshold specified in clause 12.3, you agree to forfeit any such cleared balance that is over two (2) years old; or (ii) if your cleared balance is under the payment threshold specified in clause 12.3, you agree to forfeit any such cleared balance that is over five (5) years old. | 12.8. In the event that you fail to supply payment details, any supplied payment details are incorrect, inactive or you have chosen a payment method that Alamy no longer supports: (i) if your cleared balance is over the payment threshold specified in clause 12.3, you agree to forfeit any such cleared balance that is over two (2) years old; or (ii) if your cleared balance is under the payment threshold specified in clause 12.3, you agree to forfeit any such cleared balance that is over five (5) years old. |
| 12.14 | Amendment and Renumbering of Clause | 12.14. If you are not an Agency Contributor and your total License Fees for Content sales via the Alamy Websites in any one Revenue Year (starting 1 July 2020), net of any refunds, are greater than or equal to $25,000 then the Alamy Commission for the following Revenue Year for Content that is Exclusive to Alamy will automatically switch to Alamy Platinum as outlined in the Alamy Commission Table. | 12.14. If you are not an Agency Contributor and your total License Fees for Content sales in any one Revenue Year (starting 1 July 2020), net of any refunds, are greater than or equal to $25,000 then the Alamy Commission for the following Revenue Year for Content that is Exclusive to Alamy will automatically switch to Alamy Platinum as outlined in the Alamy Commission Table. |
| 12.15 | New Clause | N/A | 12.15. If you are subject to Alamy Gold, and are not an Agency Contributor, your commission will automatically switch to Alamy Platinum if your total Licence Fees, net of any refunds, exceed $25,000 at any point during the Revenue Year. In such case, the Alamy Commission for future sales during the Revenue Year will be as outlined in the Alamy Commission Table for the Alamy Platinum structure. Should any subsequent refund take your Licence Fees below the $25,000 threshold (as set out in clause 12.14), the Alamy Commission will revert to Alamy Gold. |
| 13.1. | Amendment | 13.1. You must inform Alamy if you are registered for VAT. You must notify Alamy if at any time your VAT position changes including any change in your VAT registered status, a change of your VAT number, if you deregister for VAT or if you sell all or part of your business. | 13.1. You must inform Alamy if you are registered for VAT, if at any time your VAT position changes including any change in your VAT registered status, there’s a change of your VAT number or if you deregister for VAT or if you sell all or part of your business. |
| 13.4. | Amendment | 13.4. If it is subsequently found that you were not VAT registered or have failed to provide accurate and current information relating to your VAT status, then you will immediately on demand by Alamy repay to Alamy any VAT paid incorrectly (together with any associated interest and penalties incurred by Alamy). Alamy may recover by debiting your Account any money due to Alamy in respect of tax and any associated interest or penalties. | 13.4. If it is subsequently found that you were not VAT registered or have failed to provide accurate and current information relating to your VAT status, then you will immediately and on demand by Alamy, repay to Alamy any VAT paid incorrectly (together with any associated interest and charges incurred by Alamy). Alamy may recover by debiting your Account any money due to Alamy in respect of tax and any associated interest or charges. |
| 14.1. | Amendment | 14.1. In the unlikely event of a material dispute between you and Alamy regarding amounts due to you, Alamy will, at a convenient time and upon receiving 30 days’ prior written notice from you, allow your representative (which will be either a qualified lawyer or accountant) to inspect Alamy’s records which relate only to your Account. The costs of the inspection will be paid by you except if it reveals an underpayment to you of more than US $1000 in any one twelve (12) month period, in which event Alamy will correct the records relating to your Content, make any payments due as identified by such audit and reimburse the actual costs of your audit. Alamy reserves the right to instruct its own representative to review and confirm such inspection prior to making any such corrections, payments or reimbursements. | 14.1. In the unlikely event of a material dispute between you and Alamy regarding amounts due to you, Alamy will, at a convenient time and upon receiving 30 days’ prior written notice from you, allow your representative (which will be either an independent qualified lawyer or accountant) to inspect Alamy’s records which relate only to your Account. The costs of the inspection will be paid by you except if it reveals an underpayment to you of more than US $1000 in any one twelve (12) month period, in which event Alamy will correct the records relating to your Content, make any payments due as identified by such audit and reimburse the actual costs of your audit. Alamy reserves the right to instruct its own representative to review and confirm such inspection prior to making any such corrections, payments or reimbursements. |
| 15.1.3 | Amendment | 15.1.3. Promotional/Marketing Material also includes articles and interviews featuring Alamy and/or its Content, social media and search engine listing and promotion including but not limited to 'Google Images'. | 15.1.3 Promotional/Marketing Material also includes articles and interviews featuring Alamy and/or its Content, social media and search engines or similar sites listing and promotion including but not limited to 'Google Images'. |
| 16.7. | Amendment | 16.7. Each party will promptly inform the other party of any actual or suspected third party infringement of copyright or any other intellectual property right or third party right, loss of Content, breach of moral rights or any other matter giving rise to threat of proceedings, claims or demands in respect of any of the Content. Alamy, in its sole discretion, may either take action itself against the third party or may notify you that it will not be taking action and you may then do so at your option. | 16.7. You will promptly inform Alamy of any actual or suspected third party infringement of copyright or any other intellectual property right or third party right, loss of Content, breach of moral rights or any other matter giving rise to threat of proceedings, claims or demands in respect of any of the Content and additionally, Alamy may inform you of the same. In either event, Alamy, in its sole discretion, may either take action itself against the third party or may notify you that it will not be taking action and you may then do so at your option. |
| 16.8. | New Clause | N/A | 16.8. Where Alamy has a reasonable belief that the Content on a third-party website has been sourced from Alamy without a licence, including but not limited to watermark images or credit lines, you grant Alamy the right to pursue any suspected or actual infringements of copyright of the Content without the need to notify you. |
| 17 | Amendment of Heading | 17. Loss of Content or failure of System | 17. Passwords, Loss of Content or failure of System |
| 17.3. | New Clause | N/A | 17.3. You acknowledge and agree that you are solely responsible for all access or use of your login and password credentials on the Websites. Alamy will not be responsible for monitoring the Content under your login or password credentials and shall have no liability in this regard. |
| 20.2.2.8 | New Clause | N/A | 20.2.2.8. any communication received by Alamy, its employees, representatives, or any third parties authorised to act on Alamy's behalf in relation to this Contract is deemed by Alamy to be threatening, insulting, racist, offensive, vulgar, indecent, or otherwise inappropriate; |
| 25.4. | Amendment | 25.4. This Contract supersedes any previous contract between the parties relating to the Content and constitutes the entire understanding between the parties and is binding upon them, your executors, successors or assigns. Each party acknowledges that, in entering into this Contract, it has not relied on any representation made by the other party that has not been set out in the Contract. | 25.4. The Alamy Commission Table and the terms set out herein form the entire Contract and supersedes any previous contract between the parties relating to the Content and constitutes the entire understanding between the parties and is binding upon them, your executors, successors or assigns. Each party acknowledges that, in entering into this Contract, it has not relied on any representation made by the other party that has not been set out in the Contract. |
| 25.5. | New Clause | N/A | 25.5. The interpretation of this Contract shall remain unchanged and unaffected by any variations in the numbering, paragraphing, or heading references used in the Contract. Any such variations shall not be construed to alter the intent or meaning of the provisions of this Contract. |
Definitions
| Definition | Change | Original | Replacement |
|---|---|---|---|
| Definition Alamy Commission Table | Change Amendment | Original means the table set out above which lists the fees and commissions payable in relation to the sale of your Content or any substitute table of which Alamy has given notice in accordance with this Contract. | Replacement means the table set out at Alamy Commission which lists the fees and commissions payable in relation to the sale of your Content or any substitute table of which Alamy has given notice in accordance with this Contract. |
| Definition Machine Learning | Change New Definition | Original N/A | Replacement means to enable machines to learn from the Content and make predictions or decisions based on patterns and relationships in the Content. |
| Definition Registration | Change Amendment | Original means the on-line display on the System at the time you complete the registration process and which will have included: • your name and address. • your login details for your account with Alamy. Registration details may be modified online and such modified details take effect from the time you, or anyone authorised on behalf of you, changes the details in your Account. | Replacement means the on-line display on the System at the time you complete the registration process and which will have included: • your name and address. • your login and password details for your account with Alamy. Registration details may be modified online and such modified details take effect from the time you, or anyone authorised on behalf of you, changes the details in your Account. |