Terms & Conditions Policies

TERMS & CONDITIONS FOR MEMBERS

1 DEFINITIONS
1.1 “Buyer” (also referred to as “you” and “your”) means the individual or organisation who buys or agrees to buy the Goods from the SellerBuyer shall also where applicable include Consumer;
1.2 “Consumer” shall have the meaning ascribed in section 12 of the Unfair Contract Terms Act 1977;
1.3 “Contract” means the contract between the Seller and the Buyer for the sale and purchase of Goods incorporating these Terms and Conditions;
1.4 “Goods” means the articles that the Buyer agrees to buy from the Seller. Goods for sale could include individual copies of magazines, Membership, digital products, paid commissions or award entries -with one year or two-year membership terms to 1854 Media and a variety of other membership terms available by on-going direct debit payment, credit card, cheque, or on-going credit card payments. Other goods may be offered by 1854 Media.
1.5“Initial Term” means a specified term such as one or two-year membership to the Goods and Services.
1.6“Licensor” means 1854 Media Limited, whose registered office is at 34a Watling Street, Radlett, Herts, WD7 7NN, UK.
1.7 “Membership” full details are explained in our FAQ’s and are generally made up as follows: Digital Access Membership (awards entries + digital subscription + past digital editions + priority access to paid commissions); Full Access Membership (awards entries + print subscription + priority access to paid commissions digital subscription and past digital edition ), Digital Subscription (access to past and current editions) and Digital + Print Subscription (access to past and current digital editions + print subscription))and are subject to our membership conditions which may be varied from time to time without notice and can be found at https://www.1854.photography/terms/
1.8″Seller” means 1854 Media Limited, whose registered office is at 34a Watling Street, Radlett, Herts, WD7 7NN, UK.
1.9″Terms and Conditions” means the terms and conditions of sale set out in this agreement and any special terms and conditions agreed in writing by the Seller;
1.10″Website” means https://www.1854.photography/ and such other websites and landing pages as Seller may operate from time to time

2 CONDITIONS
2.1 Nothing in these Terms and Conditions shall affect the Buyer’s statutory rights as a Consumer.
2.2 These Terms and Conditions shall apply to all contracts for the sale of Goods by the Seller to the Buyer and shall prevail over any other documentation or communication from the Buyer.
2.3 Acceptance of delivery and usage of the Goods and/or services shall be deemed conclusive evidence of the Buyer’s acceptance of these Terms and Conditions.
2.4 Any variation to these Terms and Conditions (including any special terms and conditions agreed between the parties) shall (save for those which shall be entitled to amend unilaterally) be inapplicable unless agreed in writing by the Seller.
2.5 In the event of any conflicts between these Terms and Conditions and any other terms referred to herein, these Terms and Conditions shall prevail.
2.6 Any complaints should be addressed to the Seller’s address stated in clause 9.3.

3 ORDERING
3.1 All orders for Goods shall be deemed to be an offer by the Buyer to purchase Goods pursuant to these Terms and Conditions and are subject to acceptance by the Seller. The Seller may choose not to accept an order for any reason.

4 PRICE AND PAYMENT
4.1 The price of the Goods shall be that stipulated on the Website or purchase point at the time of ordering. The price is inclusive of VAT and delivery charges (if applicable).
4.2 The total purchase price, including VAT and delivery charges, if any, will be displayed in the Buyer’s shopping cart prior to confirming the order.
4.3 After the order is received the Seller shall confirm by email or letter the details, description and price for the Goods.
4.4 In the case of consumer sales, the Buyer either makes a one-off payment for a one-year membership for such longer memberships via ongoing direct debitor other continuous payment methods which we may allow. For one and two year memberships, payment of the price plus VAT and delivery charges, if any, must be made in full or by instalment where we allow for, before dispatch of the Goods. With direct debit payments, confirmation of the direct debit details and initial collection date will be sent to the Buyer usually within 3 working days. We reserve the right to increase our prices at any time and will notify the Buyer in advance of any collection subsequent to an increase in price.
4.5 Buyer undertakes to make any payment due hereunder in full without any deduction, offset or counterclaim whatsoever.
4.6 Seller reserves the right to recover all additional costs incurred and interest at 3% above Barclays Bank Base Rate that arise as a result of the acts or defaults of the Buyer which shall include non-payment. Seller shall also be entitled to suspend delivery of the Goods and shall not be in breach of this Agreement. In the case of any consistent account problems and/or failed deliveries, the Seller reserves the right to cancel a membership at any point.
4.7 In the event of non-payment, Seller shall be entitled to immediately terminate this Agreement in addition to all other rights and remedies available to the Seller and all monies that would have been due and owing to the Seller by the Buyer as if this Agreement had been fulfilled shall be immediately become due and payable by the Buyer.

5 RIGHTS OF SELLER
5.1 The Seller reserves the right to periodically update prices on the Website, and such updated prices cannot be guaranteed for any period of time. The Seller shall make every effort to ensure prices are correct at the point at which the Buyer places an order.
5.2 The Seller reserves the right to withdraw any goods from the Website at any time.
5.3 The Seller shall not be liable to anyone for withdrawing any Goods from the Website or for refusing to process an order.
5.6 Seller retains all Copyright and other intellectual property rights and any other rights in the Goods throughout the world in perpetuity and hereby grants to the Buyer the non-exclusive non-transferable right to use the Goods solely as the Seller reasonably intends them to be used for their own purposes and not for any commercial (monetary or otherwise) gain.
5.7 Where you provide any Personal Data to the Seller, Seller shall comply with applicable Data Protection legislation and regulations and shall act as Data Controller in respect of any data you submit. Further details of how we process your data can be found on our Website.

6 AGE OF CONSENT
6.1 Where Goods may only be purchased by persons of a certain age the Buyer will be asked when placing an order to declare that they are of the appropriate legal age to purchase the Goods.
6.2 If the Seller discovers that the Buyer is not legally entitled to order certain Goods, the Seller shall be entitled to cancel the order immediately, without notice.

7 WARRANTY
7.1 The Seller warrants that the Goods will at the time of dispatch correspond to the description given by the Seller. Except where the Buyer is dealing as a Consumer, all other warranties, conditions, or terms relating to fitness for purpose, satisfactory quality or condition of the Goods, whether implied by Statute, common law or otherwise are excluded, and the Buyer is satisfied as to the suitability of the Goods for the Buyer’s purpose.
7.2 The Seller is authorized by the Licensor to publish all and any of the magazines, digital products and awards comprising the Goods & Services.

8 DELIVERY
8.1 Unless otherwise requested the Buyer’s membership benefits will start immediately and with the first available issue which cannot be backdated in print. This will be delivered within a maximum of 6 weeks of the Buyer making payment (which has been successfully cleared) for an order.
8.2 The Seller shall use its reasonable endeavours to meet any date agreed for delivery. In any event time of delivery shall not be of the essence and the Seller shall not be liable for any losses, costs, damages or expenses incurred by the Buyer or any third party arising directly or indirectly out of any failure to meet any estimated delivery date.
8.3 Delivery of the Goods shall be made to the Buyer’s address specified in the order and the Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery.
8.4 In the event of non-delivery the Buyer shall notify the Seller by sending an email to the following email address: membership@1854.media. Replacement claims can only be backdated to the most recent single issue available (if in stock) and claimed within 5days of the next issue going on sale. Despatch is usually one week in advance of the next issue going on sale.

UK –up to 7 working days from despatch
EU –up to 14 working days from despatch
ROW –up to 21 working days from despatch

Upon receipt of a non-delivery email, the Seller shall use reasonable endeavours to send out a replacement. In the event of the notification being received after the timeframe set out in this clause 8.4, the Seller shall endeavour to send out a replacement save that the Seller shall not be liable in any way whatsoever in the event that a replacement is not sent out. In the event that, for circumstances beyond the Seller’s control, delivery is not possible, a digital replica shall be provided to the Buyer.
8.5 Title and risk in the Goods shall pass to the Buyer upon delivery of the Goods.

9 CANCELLATION AND RETURN AND TERMINATION
9.1 You have a legal right to cancel your membership under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 during the period set out below. This means that during the cancellation period (which is 14 days from when you take out your membership) if you change your mind or decide for any other reason that you do not want your membership, you can notify us of your decision to cancel your membership and receive a refund for any un-mailed issues. Advice about your legal right to cancel the membership is available from your local Citizens’ Advice Bureau or Trading Standards office.
9.2 You will receive a refund less our reasonable administration costs for any membership cancelled if you give us notice within 14 days of taking out your membership. Any membership cancelled after the cooling-off period of 14 days from taking out your membership will not be subject to any refund. Any approved refunds are aimed to be processed within 7 days after the 14 day cancellation period has been completed.
9.3 To cancel the contract in accordance with this clause 9, the Buyer must write to 1854 Media Ltd at their current trading address which can be found at https://www.1854.photography/contact/
9.4 Seller may terminate this Agreement with immediate effect by giving written notice if:(a) the Buyer commits a material breach of any term of this Agreement and if such breach is remediable fails to remedy that breach within 14 days of being notified in writing to do so; or(b) the Buyer becomes bankrupt or Insolvent within the meaning of section 123 of the insolvency Act 1986; or (c) there is an event of Force Majeure referred to in Clause 12 which prevents Buyer from delivering the Goods.
9.5 Unless otherwise stated at time of purchase, after the initial 14 day cancellation period has expired, the membership will run until its Initial Term expires and in the case of Direct Debit or on-going credit card payments being the opted for payment terms, will renew in accordance with the initial instruction, unless cancelled by the Buyer during the Initial Term. If the membership is cancelled for any reasons during the Initial Termor any subsequent terms, the Buyer will still be liable to pay for all remaining issues due during the Initial Term or subsequent terms and the remaining issues will be delivered accordingly and the membership will thereafter not automatically renew. In the event that the Buyer does not give notice to terminate during the Initial Term or subsequent terms(for the avoidance of doubt subsequent terms shall be for the same period as the Initial Term), the membership will automatically continue once a term (Initial Term or otherwise) has expired which will be at the current price rate being offered to new members.

10 LIMITATION OF LIABILITY
Nothing in these Terms and Conditions shall exclude or limit the liability of 1854 for death or personal injury resulting from the negligence of 1854 or that of 1854’s agents or employees. Except as may be implied by law, in the event of any breach of these Terms and Conditions by 1854 the remedies of the Buyer acting as a consumer or otherwise shall be limited to damages which shall in no circumstances exceed the price paid by the Buyer for the Goods to which the claim arose and 1854 shall under no circumstances be liable for any loss of profits, loss of business, anticipated savings, depletion of goodwill and/or similar losses or pure economic loss, special, indirect, incidental, indirect or consequential loss or damage costs, damages, charges or expenses however arising. 1854’s liability includes that of any Affiliate and its and their respective agents, employees and sub-contractors.

11 WAIVER AND RIGHTS OF THIRD PARTIES
11.1 No waiver by the Seller (whether express or implied) in enforcing any of its rights under this contract shall prejudice its rights to do so in the future.
11.2 A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 but this does not affect any right or remedy of a third party which exists or is available apart from that Act

12 FORCE MAJEURE
The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, failure of any communications, telecommunications or computer system, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the Seller shall be entitled to an extension of its obligations for the period of the Force Majeure event.

13 SEVERANCE
If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid illegal or unenforceable provision eliminated.

14 CHANGES TO TERMS AND CONDITIONS
The Seller shall without notice be entitled to amend these Terms and Conditions at any time and you accept that this is a condition upon which you have entered into these Terms and Conditions with the Seller.

15 GOVERNING LAW AND JURISDICTION
These Terms and Conditions shall be governed by and construed in accordance with the law of England and Wales and the parties hereby submit to the exclusive jurisdiction of the English courts (in respect of both contractual and non-contractual disputes

1854 ACCESS FAQ’S

What is 1854 Access?
1854 Access brings together the various platforms we have built to help aspiring and working photographers succeed – our journalism, our awards program and our commissions opportunities – and presents them in an affordable package which saves people who join our global community up to 73% of the cost of participating in all of our channels.

Whether you’re searching for inspirational content and ideas, want your work to be seen by elite and diverse international judging panels or are simply looking for the opportunity to get paid commissions for working with major ethical corporations and media brands – then we’ve got you covered with our Access membership programmes!

What packages do you offer?
There are a few options to choose from:

Full Access which includes all content (print and digital), free entry to all of our awards and priority access to apply for our paid commission opportunities.
Digital Access which includes everything in Full Access apart from the British Journal of Photography bi-monthly print edition.
Digital Subscription which includes access to all of our archive issues on the BJP app, as well as unlimited access to current editorial online.
Digital & Print Subscription which includes everything in a Digital Subscription alongside the bi-monthly print edition.

 

What content is included in Digital Access membership?
1. British Journal of Photography tablet subscription – advertising-free, with all the content from print & more
2. Access to all past digital editions on tablet
3. BJP ad-free weekly smartphone editions, published ahead of print

What content is included in Full Access membership?
Everything in Digital Access, plus:
4. British Journal of Photography monthly print edition with special collectible cover, delivered anywhere in the world

What awards are included?
All of BJP and 1854 Media awards are included in both Access membership options:
1. BJP’s International Photography Award – enter up to 10 images free
2. Open Walls Arles – enter up to 10 images free
3. Portrait of Humanity – enter up to 10 images free
4. Portrait of Britain – enter up to 10 images free
5. Female in Focus – enter up to 10 images free
6. Decade of Change – enter up to 10 images free, or one submission to Moving Image category

What commission opportunities are included?
All members will receive priority access to apply for 1854 Commissions as and when we are briefed by brands and charities. Recent commissions include Meet California, Postcards from Copenhagen, Separation and Fracking in the UK

Is BJP environmentally aware?
Yes. BJP is produced using vegetable based inks onto papers which have been purchased from sustainable sources; our high gloss UV sections are free of solvents and can be recycled along with the rest of the magazine. We deliver BJP to our members in low-density polyethylene (LDPE4) wrappers, which help protect the magazine against the elements and can be recycled, and we constantly review our distribution strategy in order to reduce unsold copies which are then recycled. We are also about to start planting 100 trees per month in various parts of the world, which means we plant more trees than are used in the monthly production of your magazine. See our printers’ environmental policy here.

If I am a digital + print subscriber can I still apply for 1854 Awards?
No, if you are a digital subscriber you will receive unlimited reads to our past and current editions of BJP via our app and on the website. As a print subscriber you will also receive the bimonthly print edition. You will not have free award entry.

How do I access my account details?
Visit account.1854.photography to change any details to your account, delivery address, payment options, and more.

Are digital editions available on Android as well as Apple devices?
Yes. Alongside our award-winning iPad and iPhone editions, we are pleased to have launched our Android phone and tablet editions in 2019 and members can access the smartphone and tablet editions throughout the duration of their membership. Instructions on how to log in will follow when you sign up for membership.

I don’t have an Apple or Android device, can I have an awards only membership?
Not at this time. Currently, we are not offering an awards-only membership without access to our content. However, the Digital Access Membership offer represents a 76% saving if you enter all of our awards. Plus, you get the further benefit of access to our tablet editions as well as ad-free weekly smartphone editions. If you choose not to become a Member, all of our awards are open to single-purchase entry.

Are back issues available?
Yes. Within our App, Members can access all past tablet editions that have been published to the iOS App Store and Google Play! iOS users can also access past smartphone editions. Access to this incredible archive of content is available throughout all membership tiers, irrespective of the package chosen. Print back issues can also be purchased from our online shop where members receive discounts and special offers from time to time.

Does membership include access to all of your awards?
Yes. All Membership options include entry to all of 1854 Media’s awards, now and into the future. Currently there are six awards, including some of the most prestigious and far-reaching awards and exhibitions in the world, including Decade of Change, Portrait of Britain™, Open Walls Arles, BJP’s International Photography Award, Portrait of Humanity™ and Female in Focus. More information about our awards can be found here

How many entries can I submit per award?

Ten. In most of our awards we offer a tiered option for entry (1 image, 3 images or 10 images) in which case Members can enter 10 images or a body of work where relevant. For Decade of Change, Members are also able to submit to the Moving Image Category. Both Digital and Full Access Members can enter all awards once in each Membership year.

Please note that Members entering awards as part of their Membership (as opposed to a paid entry) will be required to remain a Member throughout the periods when awards are judged and winners announced for their entries to be eligible.

Does membership grant me early access to paid commissions?
Yes. As we announce new commissions with organisations, brands and charities, our Members will be given priority opportunities to participate. In the fullness of time, it is likely that there will be commissions that are exclusive to Members. Both the number and types of commissions that are offered in any Membership term depends on the brands we are working with at any given point in time. Members will get priority access to apply for commissions and the terms, location, value and rights considerations of the commission will be made available at the time.

Am I guaranteed to be selected for a paid commission?
Being selected for a commission is not a guarantee for Members as we will look at all photographers who apply for each commission and select based on a variety of factors relating to the circumstances of the particular commission. The number and type of commissions available at any given time depend on the brands and charities we are working with. Members will be given priority access to apply for commission opportunities.

Other useful information

What is British Journal of Photography?
British Journal of Photography is the world’s oldest photography magazine, published in print since 1854. In the last ten years, the magazine has been recreated from a weekly journal focused on the photographic trade and technology, to one of the leading voices in the contemporary photographic world, relied upon by picture editors, festival directors, galleries, agents and photographers the world over. You can access BJP content online, as well as in our newly structured bi-monthly print edition, an expertly crafted publication dedicated to a compelling theme of our time.

Who are 1854 Media?
1854 Media is the parent company that publishes British Journal of Photography’s print and digital content channels. 1854 has also created an awards program that includes some of the most prestigious and far-reaching awards and exhibitions in the world, all of which are included in our Membership package, including Portrait of Britain™, Open Walls Arles, BJP’s International Photography Award, Portrait of Humanity™ and Female in Focus.

What is Studio 1854?
Studio 1854 is our visual content agency working with brands to create compelling content for their marketing channels. 1854 Commissions is the platform we launched to make it simple for photographers to apply to participate in paid commissions.

How often will you communicate with me?

Your monthly Member newsletter will contain links to exclusive content along with special offers and updates on open awards and other benefits for you to enjoy. You will have the opportunity to manage your opt-in’s to our other newsletters and content. You will also receive two content newsletters weekly, plus occasional special offers and opportunities.

Still have questions? No problem, please just email membership@1854.media

HOW CAN I CLAIM MY 1854 ACCESS MEMBERSHIP BENEFITS?

You can see how to claim your benefits at 1854.photography/member-benefits

 

Full Access Members will receive the next available print edition in the post around the middle of each month in which a new edition is printed. Back issues and books are available to purchase from The BJP Shop and as an Access Member you get a 10% discount.

 

Digital Subscribers and Digital Access Members can enjoy unlimited reading on 1854.photography and in the BJP+ App for ios and Google Play. In order to get your digital issues and back issues please follow these steps:

 

1: Set password at: https://www.1854.photography/reset/

 

2: Download the BJP+ App (via appstore or google play)

 

3: You will see the editions in the app but will need to log in to access them for free (as they are available for in-app purchase)

 

  1. To do this, open the ‘My Account’ menu. If the menu is hidden, tap the menu icon in the top left corner to open it (not the settings icon)

 

  1. Tap ‘My Account’ and enter your email address and password (set in 1), then tap Login

 

  1. You will see Download buttons appear on the Issues tab and should be able to access the current editions and all past editions free – if you are having an issue, please contact support@1854.media

 

Please note that there are versions of the apps for both phone and tablet, the phone editions being weekly bite-sized editions, with the more in-depth monthly editions available on Android tablets and the iPad. Members can access both versions with unlimited access to past content, for the duration of their active Membership.

 

In order claim your free entry to our photography awards, simply visit 1854.photography whilst your selected award is open for entries and choose the member option when you get to the payment/entry pages. Enter your email address and details to proceed. 

 

For paid commissions, keep an eye on your Member Benefits page, and look out for email updates on the latest commission opportunities.

Please contact support@1854.media for any further queries.

DIGITAL EDITION & ARCHIVE DOWNLOAD INSTRUCTIONS

As an 1854 Access Member you are able to download the latest advertising-free edition of BJP in either the Android Play or Apple app stores, as well as enjoy access to more than five years of past editions, including our annual Ones To Watch talent issues.

There are versions of the apps for both phone and tablet, the phone editions being weekly bite-sized editions, with the more in-depth monthly editions available on Android tablets and the iPad.

Please see below for download instructions.

1: Set password at: https://www.1854.photography/login/

2: Download app (via appstore or google play)

3: You will see the editions in the app but will need to log in to access them for free (as they are available for in-app purchase)

4: To do this, open the ‘My Account’ menu. If the menu is hidden, tap the menu icon in the top left corner to open it (not the settings icon)

5: Tap ‘My Account’ and enter your email address and password (set in 1), then tap Login

6: You will see Download buttons appear on the Issues tab and should be able to access the current editions and all past editions free – if you are having an issue, please contact support@1854.media

Not a member yet? See our latest offers here.

 

SEE THE LATEST OFFERS
Just click here to view our latest offers.

1854 Media Ltd (formerly trading as Apptitude Media Ltd)

GENERAL COMPETITION TERMS & CONDITIONS

1. These terms and conditions apply to all competitions featured in any publications and online services that are organised by 1854Media Limited (“1854Media”) and include “Portrait of Britain” and any other competition or exhibition organised by 1854Media on behalf of or in association with a third party.

2. No Purchase necessary unless stated otherwise in the competition headline terms. By entering a competition entrants accept these terms and conditions together with any specific instructions and terms for such competition which may be mentioned in any electronic messages, or on the website, or communicated to entrants in any other way (“competition information”). Such competition information shall prevail in the event of there being any inconsistency between these competition terms and conditions and any competition information.

3. 1854Media may cancel or amend any competition, competition information, or these terms and conditions without prior notice. Further additional terms may relate to specific competitions and where they do, they shall be clearly published by 1854Media. It is up to the entrant to ensure that they review these additional termsand comply with them. Any changes will be posted either within the competition information or these terms and conditions.

Competition entry

4. Unless otherwise stated in the competition headline terms the competition is open to residents of all countries. If you choose to take part in this competition and are not a resident of the United Kingdom, you do so at your own risk should you be infringing any laws or regulations in the territory where you reside and you agree to fully indemnify 1854Media in theevent of any claim whatsoever being brought against it in respect of your entry into the competition. In the event that the competition is only open to UK residents 1854Media may ask competition winners for proof of UK residency and if a competition winner is unable to prove their residency to 1854Media’s satisfaction (i.e. prove that they are physically present in the UK for 183 days or more in the previous or current UK tax year), 1854Media reserves the right to select an alternative winner. There is no minimum age limit unless specified otherwise in the competition information. However, entrants under the age of 18 must insert contact details of a parent or guardian when entering. Employees of 1854Media and members of their immediate families (including any live-in partner or household member) of any of the following may not enter: Any company involved in the organisation, management, promotion, or administration of the competition or its entry routes or donation of prizes or their agents or subsidiaries;Any company involved in any capacity in the sponsorship of a competition or competition prize.

5. Where an entrant requires the details of his/her parent/guardian to be entered onto the entry forms, 1854Media may ask for proof of age and in all competitions evidence to verify the identity of that entrant at any time, and may use any channels and methods available to carry out checks of any details provided. Entrants may only enter the competition in their own name.

6. The opening and closing dates and times for entries are as indicated in the competition information. Any entries received before the opening and after the closing of the competition will be invalid and will not be entered into the competition.

7. By entering the competition entrants warrant that all information submitted by them is true, current, and complete. Entrants also warrant that they have all the necessary consents in relation to their entry and are the copyright owners of any copyright works submitted, e.g. photographs and drawings, and 1854’s use of suchworks (which you will permit in full or in part) for any purpose whatsoever will be at no charge will not infringe the rights of any third party and will fully indemnify us in the event of any infringement.

8. Any limit on the number of entries a person or household may make will be clearly stated in the competition information. Entries received that exceed this limit will be invalid and will not be entered into the competition.

9. Entry to the competition may only be made through the applicable method(s) indicated in the competition information. Not all of the following methods of entry may be available for entry to each competition. The following terms and conditions will apply wherethe method is indicated as being available in the competition information. Where entrants pay an entry fee, they must have the permission of the bill payer before entering; otherwise the entry will be invalid.

(a) Text (“SMS”) entry

Where specified in the competition information as an available method of entry to the competition, SMS entrants are required to send a text to the shortcode or number as indicated in the competition information. Texts received by 1854Media will be charged at the standard operator rate, which will vary depending on the entrant’s mobile network provider. When a text message is received from 1854Media, sent to the same mobile phone from which the answer was sent, acknowledging receipt of the entry (a “Text Acknowledgement”), this will result in the entrant being charged the charge stated in the competition information. Please check with the relevant mobile network provider what standard network charge will apply. In the event that the entrant has insufficient funds, credits or capacity on their handset (as applicable) for the Text Acknowledgement to be successfully sent by 1854Media and received by the entrant within 72 hours of the original entry being received by 1854Media, the relevant entry will be deemed ineligible and will not be accepted.Entries sent by text message which are received after the stated competition closing time will be invalid and will not be entered into the competition. If a text message entry is received by 1854Media after the stated competition closing time, the entrant will receive a free text message from 1854Media informing them that their entry was received late and was not therefore entered into the competition; however, the entrant will not be entitled to a refund of the standard network charge imposed by the entrant’s mobile network when they entered the competition by text message.SMS entries received after the notified competition closing time will not be valid. 1854Media accepts no liability for any SMS entry charges incurred regardless of whether the entry is received before the competition closing time. SMS entrants may opt out of receiving any marketing messages in the confirmation message (please see rule 29 of these terms and conditions).

(b) Web entry

Where specified in the competition information as an available method of entry to the competition, web entrants are required to follow the instructions on the website as indicated in the competition information. Entrants may dependent on the competition receive a message to the email address supplied when entering confirming entry to the competition. Web entrants may be required to supply their name, and/or email address and/or a contact telephone number and/or any other details. In the event that entrants are required to pay to enter online, entrants will need to use the relevant payment service indicated in the competition information, and may need to open an account and register to pay for online entry to the competition. Online entry costs will be as indicated in the competition information. Entrants must read and accept the terms and conditionsrelating to the online entry pay service before proceeding with such a web entry.

(c) Email entry

Where specified as an available method of entry to the competition, e-mail entrants may enter the competition by sending an e-mail with the information indicated in the competition information and at the email address indicated. There is no charge for email entries. Entrants may receive a message confirming their entry to the competition.

(d) Mobile Internet entry

Where available, entrants may enter the competition by Mobile Internet. Eligible entrants are required to click on the link to the competition on the relevant Mobile Internet webpage and follow instructions to provide the required information to enter the competition. Entries without all the required information will be invalid and may still be charged. Entrants may be charged for entering a competition via Mobile Internet together with any applicable network charges. Some mobile network operators will include the charge where made on the entrant’s telephone bill; others will send a Text Acknowledgement which will result in the entrant being charged. The amount of this charge where such charge is made will be notified to the entrant in the main competition entry form. Mobile network operators may also charge their customers for using the Mobile Internet/browsing tools. Entrants should contact their network operator for more details as these charges may vary depending on the entrant’s mobile network operator and tariff.

(e) Entry via Social Network Sites

Where specified as an available method of entry to the competition, Social Network Site entrants may enter the competition by responding with the information indicated in the competition details by posting their answer within their comment. There is no charge for such entries unless mobile internet is used where you may be charged.

10. Neither 1854Media nor its servants, agents, nor any other party or organisation involved in the management, promotion, or administration of the competition or its entry routes or donation of prizes or their agents or subsidiaries involved in the competition will accept responsibility or liability for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft, destruction, alteration of, or unauthorised access to entries, or entries lost or delayed whether or not arising during operation or transmission as a result of network availability, server functions (including but not limited to security functions by software used by 1854Media or any third party), virus, malware, trojans, bugs, or other causes outside its control.

11. Entries submitted through agents or third parties or in bulk (i.e. more entries than a human being could submit in the time available without the use of software or other devices designed to make automated entries or, in the case of postal entries, more than one entry submitted under the same postage stamp) will not be accepted. Entrants may enter as many times as they like unless otherwise indicated in the competition information but no more than one prize per person per competition will be awarded.

12. Any entries which are incomplete, incorrect, inaudible, incomprehensible, or not received by 1854Media will be void.

13. In the event of any fault, mistake, misunderstanding or dispute concerning the correctness or acceptability of the entry or any answers given by entrants (if applicable), or the operation of any part of the competition (in the case of postal entries, a postal strike for example), network or phone system, the decision of 1854Media shall be final and no correspondence will be entered into.

14. 1854Media will not be liable to reimburse expenses incurred in making an entry in any competition. Where 1854Media decides inits sole discretion that an entrant is eligible for a refund, eligibility for refunds will be notified to relevant entrants. 1854Media reserves the right to refuse to refund any messages where it suspects dishonest or fraudulent conduct on the sender’s part or where the entrant has not complied with the rules of the competition.

Prizes

15. The prize is as specified in the competition information and no alternative will be offered.

16. Where the winner is requestedto speak for the purposes of a film or video production they must make themselves available as required forthe production in question.

17. The process for determining the winner of the prize is as indicated in the competition information. Where the winner is randomly selected from all correct and valid entries, the draw for the winner will take place within 7 days or such other timeframe as may be stated in the competition headline terms of the date on which the competition closes.

18. Prize draw prizes will be awarded in accordance with the laws of chance and, if required by law or regulation, under the supervision of an independent observer. Any competition requiring a subjective assessment in the selection of winning entries will be judged by 1854Media or as indicated in the competition information and, if required by law or regulation, an independent judge or a panel including one member who is independent of the competition’s promoters and intermediaries.

19. Should more prizes be claimed than are available for any reason, a simple prize draw will take place for the available prize(s).

20. 1854Media will attempt to notify the winner within 21 days after the closing date, or as otherwise indicated in the competition information,and where time is of the essence for such a period as 1854Media shall in its absolute discretion deem reasonable. He/she will be contacted on the phone number, by SMS text, or email address provided when entering the competition. The winner will have a specified fixed time period in which to claim his or her prize. If 1854Media is unable to notify the winner, or if the winner fails to respond within the fixed time period as specified and/or provide an address for delivery of the prize, this may result inforfeiture of the prize and 1854Media reserves the right to select an alternative winner in accordance with these terms and conditions and the competition information.

21. 1854Media may in its sole discretion refuse to provide a prize, or seek its recovery, in the event of non-entitlement under these terms and conditions or an entrant’s breach of these terms and conditions, 1854Media’s website terms of use, fraud, dishonesty, or other inappropriate or improper conduct including but not limited to the use of technology which enables an entrant to evade charges or entry requirements.

22. Any entrant who enters or attempts to enter the Competition in a manner, which in 1854Media’s determination is contrary to these terms and conditions or by its nature isunfair to other entrants may be removed from the Competition at 1854Media’s sole discretion.

23. 1854Media reserves the right to modify, cancel, terminate or suspend the Competition in whole or in part, at its sole discretion, if it believes the Competition is not capable of being conducted as specified in these terms and conditions or in the event of a virus, computer bug or unauthorised human intervention or any other cause that is beyond the reasonable control of 1854Media that could corrupt or affect the administration, security, impartiality, or normal course of the Competition.

24. 1854Media reserves the right in its sole discretion to withhold delivery of the prize until such proof of eligibility and identity has been confirmed or if such proof is not produced on request or to disqualify the entrant from the competition.

25. 1854Media shall try to deliver the prize to the winner within 28 days from the date of the draw, unless otherwise specified to the winner. Delivery restrictions may apply. No cash equivalent (where applicable) or alternative prize will be given and the prize is non-transferable and non-exchangeable. However, 1854Media reserves the right to change the prize due to circumstances beyond its control or to offer an alternative of similar value.

26. At all times ownership of copyright to any images entered into any 1854Media competitions remain the property of the entrants. In relation to all competitions,entrants (and, if applicable, their collaborators) grant to 1854Media a non-exclusive perpetual, worldwide royalty free license to use and publish their entry in whole or in part in any media form whatsoever, for the sole purposes of editorial coverage and promotion of the same competition into which the images were entered. To clarify, 1854Media and British Journal of Photography will not use the images for any purposes other than in direct relation to the competition entered into, and make no claim to the copyright of the images.

Data Protection and Publicity

27. Entrants (and, if applicable, their collaborators) agree to the use of their names, locations, images, and their entries in whole or in part for the sole purpose of editorial coverage and future promotional, marketing and publicity purposes of the current or future seasons of the same competition entered into, in any media worldwide without notice or without any fee being paid. The winners may be required to participate in reasonable publicity and agree to the use and publication of their full names and images for promotional and marketing purposes for the current and future seasons of the competition. To clarify, entrants accept that images may be published in media not owned or controlled by 1854Media as a result of publicity for or editorial about the competition. 1854Media and British Journal of Photography will not use the images or grant use of the images for any purposes other than in direct relation to the competition entered into, and make no claim to the copyright of the images.

28. Information, data and the caller line identity (“personal data”) which is provided by entrants when they enter will be held and used by 1854Media and their suppliers and contractors in order to administer the competition. If entrants call from a withheld caller line identity and do not provide their caller line identity when entering the competition, 1854Media may use the withheld caller line identity for customer care purposes such as refunds or communications relating to a service e.g. to notify a winner. Entrants’ personal data may also be passed to their mobile phone network or to relevant regulatory bodies including PhonePayPlus, the police or other authorities in the course of the investigation of any complaints or suspected unlawful activity or where requested bythe phone provider in connection with the billing arrangements for the competition. Aggregate, non personal data may also be used for the purpose of undertaking market research or in facilitating reviews,developments and improvements to relevant services.

29. Data captured during the course of this promotion will be processed in accordance with the Data Protection Act and any personal data will be used in accordance with 1854Media’s privacy policy which can be viewed at www.1854media.co.uk/privacy/html. Any entrant who is entering the competition via e-mail or SMS may opt out of receiving any marketing communications from 1854Media by adding the word NOINFO after the keyword as specified in the competition or at the end of the e-mail.

Liability

30. Nothing in these terms and conditions shall exclude or limit 1854Media’s liability for death or personal injury caused by their staff or supplier’s negligence or for fraud. Subject to this, 1854Media accepts no responsibility whatsoever for any damage, loss, injury or disappointment suffered by any entrant entering the competition or as a result of accepting any prize or entering the competition. 1854Media is not responsible for any problems or technical malfunction of any telephone network or lines, computer on-line systems, servers, or providers, computer equipment, software failure of any email or entry to be received on account of technical problems or traffic congestion on the Internet, telephone lines or at any web site, or any combination thereof, including any injury or damage to entrant’s or any other person’s computer, data or mobile telephone related to or resulting from participation or downloading any materials in the competition.

31. 1854Media cannot promise that the services relating to thecompetition will be free from errors or omissions nor that they will be available uninterrupted and in a fully operating condition. These services may be suspended temporarily and without notice in the case of system failure, maintenance or repair or for reasons reasonably beyond the control of 1854Media. 1854Media will not be liable in the event that all or any part of the service relating to the competition is discontinued, modified or changed in any way.

Standard terms

32. In the event that any entrant does not, or is unable to, comply with and meet these terms and conditions and the competition information, 1854Media shall be entitled at its sole discretion to disqualify such entrant, without any further liability to such entrant. In these circumstances, any prize(s) won by the entrant may be forfeited and 1854Media reserves the right to reclaim any prize(s) already distributed to the entrant. Any entrant must comply with any directions given to him or her by 1854Media including but not limited to any and all relevant laws, rules and applicable regulatory codes.

33. The invalidity or unenforceability of any provision of these Terms and Conditions shall not affect the validity or enforceability of any other provision. In the event that any provision is determined to be invalid or otherwise unenforceable or illegal, these Terms and Conditions shall otherwise remain in effect and shall be construed in accordance with their terms as if the invalid or illegal provision werenot contained herein.

34. Please note that calls may be recorded to ensure that competition entries are captured, for staff training and quality control purposes.35. The promoter of the competition is

1854 Media Limited, Anchorage House, 2 Clove Crescent, London E14 2BE.

36.A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 but this does not affect any right or remedy of a third party which exists or is available apart from that Act.

37. No waiver by 1854Media (whether express or implied) in enforcing any of its rights under this Agreement shall prejudice its rights to do so in the future.

38. These Terms and Conditions shall be governed by and construed in accordance with the law of England and Wales and the parties hereby submit to the exclusive jurisdiction of the English courts.

39. These terms and conditions were last updated on 12thJune 2017

1854 Media Ltd (formerly trading as Apptitude Media Ltd)

TERMS & CONDITIONS FOR SUBSCRIBERS

1 DEFINITIONS
1.1 “Buyer” (also referred to as “you” and “your”) means the individual or organisation who buys or agrees to buy the Goods from the Seller;
1.2 “Consumer” shall have the meaning ascribed in section 12 of the Unfair Contract Terms Act 1977;
1.3 “Contract” means the contract between the Seller and the Buyer for the sale and purchase of Goods incorporating these Terms and Conditions;
1.4″Goods” means the articles that the Buyer agrees to buy from the Seller. Goods for sale include individual copies of magazines, one year or two year subscription terms to 1854 Media and a variety of other magazine subscriptions terms available by on-goingdirect debit payment, credit card, cheque, or on-going credit card payments. Other goods may be offered by 1854 Media.
1.5“Initial Term” means a one or two year subscription to the Goods.
1.6“Licensor” means 1854 Media Limited, whose registered office is at 34a Watling Street, Radlett, Herts, WD7 7NN, UK.
1.7″Seller” means 1854 Media Limited, whose registered office is at 34a Watling Street, Radlett, Herts, WD7 7NN, UK.
1.8″Terms and Conditions” means the terms and conditions of sale set out in this agreement and any special terms and conditions agreed in writing by the Seller;
1.9″Website” means https://www.bjpsubs.com and such other websites as Seller may operate from time to time

2 CONDITIONS
2.1 Nothing in these Terms and Conditions shall affect the Buyer’s statutory rights as a Consumer.
2.2 These Terms and Conditions shall apply to all contracts for the sale of Goods by the Seller to the Buyer and shall prevail over any other documentation or communication from the Buyer.
2.3 Acceptance of delivery of the Goods shall be deemed conclusive evidence of the Buyer’s acceptance of these Terms and Conditions.
2.4 Any variation to these Terms and Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unlessagreed in writing by the Seller.
2.5 Any complaints should be addressed to the Seller’s address stated in clause 9.3.

3 ORDERING
3.1 All orders for Goods shall be deemed to be an offer by the Buyer to purchase Goods pursuant to these Terms and Conditionsand are subject to acceptance by the Seller. The Seller may choose not to accept an order for any reason.
3.2 When making an order through the Website, the technical steps the Buyer needs to take to complete the order process are described in the Order Process section within the Website.

4 PRICE AND PAYMENT
4.1 The price of the Goods shall be that stipulated on the Website at the time of ordering. The price is inclusive of VAT and delivery charges (if applicable).
4.2 The total purchase price, including VAT and delivery charges, if any, will be displayed in the Buyer’s shopping cart prior to confirming the order.
4.3 After the order is received the Seller shall confirm by email or letter the details, description and price for the Goods together with information on the right to cancel if the Buyer is a Consumer.
4.4 In the case of consumer sales, the Consumer either makes a one off payment for a one or two year subscription and where agreed such longer subscriptions or makes ongoing direct debit payments. For one and two year subscriptions, payment of the price plus VAT and delivery charges, if any, must be made in full before dispatch of the Goods. With direct debit payments, confirmation of the direct debit details and initial collection date will be sent to the Consumer usually within 3 working days. We reserve the right to increase our prices at any time and will notify the Consumer in advance of any collection subsequent to an increase in price.
4.5 Buyer undertakes to make any payment due hereunder in full without any deduction, offset or counterclaim whatsoever.
4.6 Seller reserves the right to recover all additional costs incurred and interest at 3% above Barclays Bank Base Rate that arise as a result of the acts or defaults of the Buyer which shall include non-payment. Seller shall also be entitled to suspend delivery of the Goods and shall not be in breach of this Agreement.
4.7 In the event of non-payment, Seller shall be entitled to immediately terminate this Agreement in addition to all other rights and remedies available to the Seller and all monies that would have been due and owing to the Seller by the Buyer as if this Agreement had been fulfilled shall be immediately become due and payable by the Buyer.

5 RIGHTS OF SELLER
5.1 The Seller reserves the right to periodically update prices on the Website, and such updated prices cannot be guaranteed for any period of time. The Seller shall make every effort to ensure prices are correct at the point at which the Buyer places an order.
5.2 The Sellerreserves the right to withdraw any goods from the Website at any time.
5.3 The Seller shall not be liable to anyone for withdrawing any Goods from the Website or for refusing to process an order
5.6 Seller retains all Copyright and other intellectual property rights and any other rights in the Goods throughout the world in perpetuity and hereby grants to the Buyer the non-exclusive non-transferable right to use the Goods solely as the Seller reasonably intends them to be used for their own purposes and not for any commercial (monetary or otherwise) gain.

6 AGE OF CONSENT
6.1 Where Goods may only be purchased by persons of a certain age the Buyer will be asked when placing an order to declare that they are of the appropriate legal age to purchase the Goods.
6.2 If the Seller discovers that the Buyer is not legally entitled to order certain Goods, the Seller shall be entitled to cancel the order immediately, without notice.

7 WARRANTY
7.1 The Seller warrants that the Goods will at the time of dispatch correspond to the description given by the Seller. Except where the Buyer is dealing as a Consumer, all other warranties, conditions, or terms relating to fitness for purpose, satisfactory quality or condition of the Goods, whether implied by Statute, common law or otherwise are excluded, and the Buyer is satisfied as to the suitability of the Goods for the Buyer’s purpose.
7.2 The Seller is authorized by the Licensor to publish all and any of the magazines comprising the Goods.

8 DELIVERY
8.1 Unless otherwise requested the Buyer’s subscription will start with the first available issue. This will be delivered within a maximum of 6 weeks of the Buyer making payment (which has been successfully cleared) for an order.
8.2 The Seller shall use its reasonable endeavours to meet any date agreed for delivery. In any event time of delivery shall not be of the essence and the Seller shall not be liable for any losses, costs, damages or expenses incurred by the Buyer or any third party arising directly or indirectly out of any failure to meet any estimated delivery date.
8.3 Delivery of the Goods shall be made to the Buyer’s address specified in the order and the Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery.
8.4 In the event of non-delivery the Buyer shall notify the Seller by sending an email to the following email address:-subscriptions@1854.media. Replacement claims can only be backdated to the most recent single issue available (if in stock)and claimed within5days of the next issuegoing on sale. Our standard delivery timeframes are quoted below.UK –up to 7 working days from despatchEU –up to 14 working days from despatchROW –up to21 working days from despatchDespatch is usually one week in advance of the next issue going on sale which is normally th e first Wednesday of every month. Upon receipt of a non-delivery email, the Seller shall use reasonable endeavours to send out a replacement. In the event of notification being received after th e timeframe set out in this clause
8.4, the Seller shall endeavour to send out a replacement save that the Seller shall not be liable in anyway whatsoever in the event that a replacement is not sent out. In the event that, for circumstances beyond the Seller’s control, delivery is not possible, a digital replica shall be provided to the Buyer.
8.5 Title and risk in the Goods shall pass to the Buyer upon delivery of the Goods.

9 CANCELLATION AND RETURN AND TERMINATION
9.1 You have a legal right to cancel your subscription under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 during the period set out below. This means that during the cancellation period (which is 14 days from when you take out your subscription) if you change your mind or decide for any other reason that you do not want your subscription, you can notify us of your decision to cancel your subscription and receive a refund for any un-mailed issues of the subscription. Advice about your legal right to cancel the subscription is available from your local Citizens’ Advice Bureau or Trading Standards office.
9.2 You will receive a refund less our reasonable administration costs for any subscription cancelled if you give us notice within 14 days of taking out your subscription. Any subscription cancelled after the cooling off period of 14 days from taking out your subscription will not be subject to any refund. Any approved refunds are aimed to be processed within 7 days after the 14 day cancellation period has been completed.
9.3 To cancel the contract in accordance with this clause 9, the Buyer must write to 1854 Media Ltd at their current trading address which can be found at https://1854.media/company-info/
9.4 Seller may terminate this Agreement with immediate effect by giving written notice if:
(a) the Buyer commits a material breach of any term of this Agreement and if such breach isremediable fails to remedy that breach within 14 days of being notified in writing to do so;or
(b) the Buyer becomes bankrupt or Insolvent within the meaning of section 123 of theInsolvency Act 1986; or
(c) there is an event of Force Majeure referred to in Clause 12 whichprevents Buyer from delivering the Goods.
9.5 Unless otherwise stated at time of purchase, after the initial 14 day cancellation period has expired, the subscription will run untilits Initial Term expires and in the case of Direct Debit or on-going credit card payments being the opted for payment terms, will renew in accordance with the initial instruction, unless cancelled by the Buyerduring the Initial Term. If the subscription is cancelled for any reasons duringthe Initial Termor any subsequent terms, the Buyer will still be liable to pay for all remaining issues due during the Initial Term or subsequent terms and the remaining issues will be deliveredaccordingly and the subscription will thereafter not automatically renew. Inthe event that the Buyer does not give notice to terminate during the Initial Term or subsequent terms(for the avoidance of doubt subsequent terms shall be for the same period as the Initial Term), the subscription will automatically continue once a term (Initial Term or otherwise) has expiredwhich will be at the current price rate being offered to new subscribers.

10 LIMITATION OF LIABILITY
Nothing in these Terms and Conditions shall exclude or limit the liability of 1854 for death or personal injury resulting from the negligence of 1854 or that of 1854’s agents or employees. Except as may be implied by law, in the event of any breach of these Terms and Conditions by 1854 the remedies of the Buyer acting as a consumer or otherwise shall be limited to damages which shall in no circumstances exceed the price paid by the Buyer for the Goods to which the claim arose and 1854 shall under no circumstances be liable for any loss of profits, loss of business, anticipated savings, depletion of goodwill and/or similar losses or pure economic loss, special, indirect, incidental, indirect or consequential loss or damage costs, damages, charges or expenses however arising. 1854’s liability includes that of any Affiliate and its and their respective agents, employees and sub-contractors.

11 WAIVER AND RIGHTS OF THIRD PARTIES
11.1 No waiver by the Seller (whether express or implied) in enforcing any of its rights under this contract shall prejudice its rights to do so in the future.
11.2 A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 but this does not affect any right or remedy of a third party which exists or is available apart from that Act

12 FORCE MAJEURE
The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, failure of any communications, telecommunications or computer system, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the Seller shall be entitled to an extension of its obligations for the period of the Force Majeure event.

13 SEVERANCE
If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid illegal or unenforceable provision eliminated.

14 CHANGES TO TERMS AND CONDITIONS
The Seller shall be entitled to alter these Terms and Conditions at any time but this right shall not affect the existing Terms and Conditions accepted by the Buyer upon making a purchase unless agreed in writing by the parties.

15 GOVERNING LAW AND JURISDICTION
These Terms and Conditions shall be governed by and construed in accordance with the law of England and Wales and the parties hereby submit to the exclusive jurisdiction of the English courts (in respect of both contractual and non-contractual disputes).

1854 Media Ltd (formerly trading as Apptitude Media Ltd)

COLLABORATION AGREEMENT

Terms and Conditions

BACKGROUND
1854 is the sole and exclusive owner of the rights in the British Journal of Photography and is entering into this collaboration agreement with COLLABORATOR on the terms set out in this Agreement.

AGREED TERMS
1. INTERPRETATION
1.1 The definitions and rules of interpretation set out in this clause apply in this agreement:
1854: 1854 Media Limited , incorporated and registered in England and Wales with
company number 8361351 whose office is at Ground Floor Unit A, Zetland House, 5-25
Scrutton Street, London EC2A 4HJ ( 1854 )
1854 Trade Marks: the trademark registrations and applications identified by 1854 to
COLLABORATOR on the Commencement Date and any further trademarks which 1854
may, by express notice in writing, permit or procure permission for COLLABORATOR to
use in respect of the Products.
Commencement Date: The commencement date set out in the Email.
COLLABORATOR: the Company whose details are set out in the Email.
COLLABORATOR Trade Marks: the trademark registrations and applications identified by
COLLABORATOR to 1854 on the Commencement Date and any further trademarks which
COLLABORATOR may, by express notice in writing, permit or procure permission for
1854 to use in respect of the Products.
Email: The email sent to the COLLABORATOR by 1854 which contains the schedules to
this Agreement and such other relevant terms which form part of this Agreement
Initial Term: Such period as referred to in the email from the Commencement Date.

1.2 The Schedules set out in the Email form part of this agreement and shall have effect as if set out in full in the body of this agreement. Any reference to this agreement includes
the Schedules and Email. In the event of any conflict between the Schedules, their
appendices, the Email or this Agreement, the terms set out in this Agreement or 1854’s
standard terms and conditions of sale shall prevail.

1.3 References to clauses and Schedules are to the clauses and Schedules of this Agreement. If this Agreement, Schedule or Email is silent on any point, 1854’s standard terms and conditions of sale relating to such point not covered shall apply.

2. COLLABORATOR’S UNDERTAKINGS
2.1 COLLABORATOR agrees that it will during the Initial Term provide the services and carry out the actions as set out in the Email.

3. 1854’S UNDERTAKINGS
3.1 1854 will during the Initial Term provide the services and carry out the actions as set out in Email.

4. 1854 AND COLLABORATOR TRADE MARKS
4.1 This clause 4 shall apply mutatis mutandis save that clause 4.5 shall be amended to allow 1854 to for the purposes of fulfilling its collaboration agreement with COLLABORATOR to sub-licence and deal with the COLLABORATOR Trade Marks
4.2 1854 hereby grants to COLLABORATOR the nonexclusive right to use the 1854 Trade
Marks during the Initial Term for the purpose of performing its obligations in this
Agreement.
4.3 All representations of the 1854 Trade Marks that COLLABORATOR intends to use shall be submitted to 1854 for approval before use.
4.4 1854 makes no representation or warranty about the validity or enforceability of the
1854 Trade Marks, nor as to whether they infringe any intellectual property rights of
third parties.
4.5 COLLABORATOR shall not sub-license, transfer or otherwise deal with the rights of use of the 1854 Trade Marks granted under this agreement.
4.6 COLLABORATOR shall not do, or omit to do, anything in its use of the 1854 Trade Marks that could adversely affect their validity.
4.7 COLLABORATOR shall promptly give notice in writing to 1854 if it becomes aware of any infringement or suspected infringement of the 1854 Trade Marks.

5. DURATION AND TERMINATION

5.1 This agreement shall come into effect on the Commencement Date and shall continue in force for the Initial Term and indefinitely after that until terminated by either party
giving not less than such period as set out in the Email prior notice in writing to expire on
or after the date the Initial Term expires.
5.2 Without limiting any other rights or remedies to which it may be entitled, either party
may give notice in writing to the other terminating this agreement immediately if:

(a) the other party fails to pay any undisputed amount due under this agreement
on the due date for payment and remains in default for more than 28 days;

(b) the other party commits a material breach (to include but not be limited to
insolvency) of any material term of this agreement and (if that breach is
remediable) fails to remedy that breach within 28 days of that party being
required in writing to do so;

(c) the other party repeatedly breaches any of the terms of this agreement in a
manner as to reasonably justify the opinion that its conduct is inconsistent with
it having the intention or ability to give effect to the terms of this agreement;

5.3 Termination of this agreement for any reason shall not affect any rights or liabilities
accrued at the date of termination.
5.4 All other rights and licences under this agreement shall terminate on the termination
date.

6. LIABILITY AND INSURANCE
6.1 Subject to COLLABORATOR fulfilling all the conditions in this clause 6 and the limits set out in clause 6.2, 1854 shall fully indemnify COLLABORATOR against any liability that
COLLABORATOR incurs in respect of death or personal injury or infringement of any
intellectual property rights which arises from any use, of the 1854 Trade Marks, and any
reasonable costs, claims, demands and expenses arising out of or in connection with that
liability, except where that the liability arises as a result of the action or omission of
COLLABORATOR. COLLABORATOR shall fully indemnify 1854 in respect of any claims
brought against 1854 in relation to this Agreement.
6.2 During the term of this Agreement, the parties shall maintain product liability insurance with a reputable insurer of not less than £100,000 for any one occurrence and not less than £1,000,000 in total in any one year for any and all liability (however arising) for a claim that products are faulty or defective.

7. PRICES AND PAYMENT
7.1 The parties may agree in writing to contra goods and services provided to each other and such contras shall be fully detailed within 30 days of the provision of any good or
services and this shall be sufficient consideration for the services provided under this Agreement.

8. CONFIDENTIALITY

8.1 Each party undertakes that it shall not at any time disclose to any person any
confidential information concerning the business, affairs, customers, clients or suppliers
of the other party or of any member of the group of companies to which the other party
belongs, except as provided by clause 8.2.
8.2 Neither party shall use any other party’s confidential information for any purpose other than to perform its obligations under this agreement.
8.3 The provisions of this clause shall continue to apply after termination of this agreement.

9. ENTIRE AGREEMENT
9.1 This agreement constitutes the whole agreement between the parties and supersedes all previous agreements between the parties relating to its subject matter.
9.2 Each party acknowledges that, in entering into this agreement, it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty (whether made negligently or innocently) other than as expressly set out in this agreement.
9.3 Nothing in this agreement shall limit or exclude any liability for fraud.

10. AMENDMENTS
No amendment or variation of this agreement shall be effective unless it is in writing and
signed by the parties (or their authorised representatives).

11. ASSIGNMENT AND OTHER DEALINGS PROHIBITED
This agreement is personal to the parties and neither party shall assign, transfer, mortgage, charge, subcontract, declare a trust of or deal in any other manner with any of
its rights and obligations under this agreement, or purport to do any of the same, without the prior written consent of the other party (this consent not to be unreasonably withheld or delayed).

12. NOTICES
Any notice required to be given pursuant to this agreement shall be in writing and shall
be delivered personally, or by commercial courier, or by prepaid post (by airmail post if
to an address outside the country of posting) to the relevant party at the address set out
in this agreement or any other address as either party notifies to the other from time to
time.

13. THIRD-PARTY RIGHTS
No person other than a party to this agreement shall have any rights to enforce any term
of this agreement.

14. NO PARTNERSHIP OR AGENCY
Except as expressly provided, nothing in this agreement is intended to, or shall be
deemed to, establish any partnership or joint venture between the parties, constitute
either party the agent of the other, nor authorise a party to make or enter into any
commitments for or on behalf of the other party.

15. GOVERNING LAW AND JURISDICTION
15.1 This agreement and any dispute or claim arising out of or in connection with it, its
subject matter or formation (including non-contractual disputes or claims) shall be
governed by and construed in accordance with the laws of England and Wales and the
parties irrevocably agree that the courts of England shall have exclusive jurisdiction.

1854 AGENCY TERMS & CONDITIONS

1. INTERPRETATION
The following definitions shall have the following meanings in this Agreement:

Affiliates: in respect of any person to whom the term Affiliate refers a company, corporation or partnership or other business entity (“entity”) which is directly or indirectly controlled by or under substantially common control with or controls (as the case may be) the person so referred to and for this purpose “control” means the power of an entity to secure (whether by the holding of shares, possession of voting rights or by virtue of any powers conferred by articles of association, constitution, partnership, agreement or other document regulating the entity in question) that the entity’s affairs are conducted in accordance with its wishes.

Copyright: all copyright and rights in the nature of copyright subsisting in the Products in any part of the world to which 1854is, or may become, entitled.

1854: 1854Media Limited, registered in England and Wales under company number 08361351.

Customer: as set out in the Order form.

Order: the order form, quotation or such other documentation signed by the partiessetting out certain agreed particulars in respect of the delivery of the Products and or Services pursuant to this Agreement.

Product: any work produced by 1854pursuant to the provision of the Services.

Services: those services whose details are set out in the Order.

2. FORM AND DELIVERY OF THE WORK
2.1 1854agrees to deliver the Services to the Customer in accordance with good professional practice.
2.2 Delivery of the Services shall be in accordance with such timescales as have been set out in the Order or agreed by the partiesfrom time to time. The standard creative process and timeframe is set out as Schedule 1 to this Agreement or the Order and may also includedeadlines for Customer to adhere to if 1854 are to meet the timescales agreed with the Customer.
1854reserve the right to vary the standard creative process if it is not appropriate for the Products and Services being supplied or if the Products or Services demand the same and any variations including deadlines shall be set out in the Order.
2.3 1854shall be entitled to vary such timescales and deadlines on notice to the Customer where Customer or its Affiliates, subcontractors, servants or agents causes delay in 1854providing the Products or Services and shall also be entitled to make such charges and the Customer shall pay on demand these charges which have been caused by the delays or deadlines not being met by the Customer.
2.4 1854shall obtain all and any necessary approvals, permissions and consents required for the Customer to use any content appearing or otherwise incorporated in the Products where 1854is supplying such contentdirectly or indirectly through a third party,and shall fully indemnify Customer that use of any content in the Product shall not infringe any third parties’intellectual property rights. Where the Customer supplies any content, the Customer confirms that they have obtained any and all necessary approvals, permissions and consents required and shall fully indemnify 1854. Where 1854use any third party software, websites or applications in providing the Products or Services, the Customer agrees to adhere to any terms and conditions applicable and shall fully indemnify 1854in respect of any breaches of them.
2.5 On completion of the Products and or Services, subject to the signing off process set out in Schedule 1 or the Order, the Customer will be notified and have the opportunity to review. The Customer acting reasonably at all times should notify 1854in writing, of any unsatisfactory points within 7 days of receipt of such notification. Any of the Products and or Services which have not been reported in writing to 1854as unsatisfactory within the 7 day review period will be deemed to have been approved. Once approved, or deemed approved, work cannot subsequently be disputed and the contract will be deemed to have been completed and the percentage balancing payment payable in accordance with the Order will become due. The Agreement will remain in effect until all obligations have been completed in terms of this Clause.
2.6 If the Customer rejects the Products and or Services within the 7 day review period referred to in Clause 2.5 or will not approve subsequent Products and or Services performed by 1854to remedy any points reported by the Customer as unsatisfactory, the partiesshall acting reasonably at all times, discuss in good faith the reasons for rejection. If the partiesare unable to come to agreement, the partiesshall be entitled to take any legal measures available to them.
2.7 Where the Customer provides a testing regime and the regime is not passed or if the milestones are not met, Customer and 1854will agree an amendment to the testing regime.

3. FEES
3.1 The Customer shall in accordance with the timings set out in the Order, payall fees due inrespect of the provision of the Services to 1854in accordance with the terms of the Order.
3.2 All sums due to 1854under thisAgreement are exclusive of VAT. 3.3 The provisions of this clause 3 shall remain in effect notwithstanding termination or expiry of this Agreement until the settlement of all subsisting claims by 1854.
3.4 1854reserves the right to recover all additional costs incurred and interest at 3% above Barclays Bank Base Rate that arise as a result of the acts or defaults of the Customer which shall include non-payment.

4. LICENCE AND RESERVATION OF RIGHTS IN THE SERVICES
4.1 Unless stated otherwise in the Order,1854retains all copyright andother intellectual property rights and any other rights in the Products and Services throughout the world in perpetuity and hereby grants to the Customer the exclusive non-transferableright in perpetuity (unless stated otherwise in the Order)to copy and reproduce the Product in whole, partial or adapted form, solely for its own business purposes.
4.2 1854shall have no right whatsoever in the Customer’s intellectual property which shall include but not be limited to Customer data, images, multimedia andphotographs that are incorporated into the Products save that the Customer grants to 1854a perpetual irrevocable royalty free worldwide licence to use the Customer’s intellectual property for the purpose of marketing and advertising 1854products and services and the Customer shall fully indemnify 1854in the event that any claim is brought against 1854in respect of a breach of any parties’intellectual property rights from 1854s use of the Customer’s intellectual Property or its inclusion in the Productsor Services as requested or incorporated by the Customer.
4.3 The Customer shall not and shall procure that its employees, contractors, sub-contractors, servants or agents and those of its Affiliates do not:

(a) Attempt to duplicate, modify, disclose or distribute, sell or resell or transfer any portion of the Products except as expressly permitted in this Agreement; or

(b) make any part of the Products available to anyone whose principal place of work is notone of the Customer’s sites (or those of its Affiliates), except as permitted under this Agreement or authorised by 1854in writing; or

(c) Alter any part of the Products.

4.4 the Customer shall fully defend, indemnify and hold 1854harmless against any and all claims, actions, proceedings, losses, damages, expenses and all costs directly or indirectly arising out of or in connection with the Customer’s breach of this Agreement, provided that:

(a) the Customer is given prompt noticeof any such claim; and

(b) 1854provides reasonable cooperation to the Customer in the defence and settlement of such claim, at the Customer’s expense; and

(c) the Customer is given sole authority to defend or settle the claim.

4.5 the Customer acknowledges that it retains responsibility for configuring its information technology, security, computer programs and platform in order to access any part of the Products provided by computer networks and for the deployment of antivirus software and 1854is not liable in anyway whatsoever for any data loss, viruses, trojans, malware or worms that may be introduced into the Customer’s computer networks.

5. 1854’S WARRANTIES
5.1 1854warrants that as far as it is aware, the exploitation of the rights granted by this Agreement has not infringed, and will not infringe, the rights of any third party.
5.2 Except as expressly and specifically provided in this agreement all warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from this Agreement.

6. ASSIGNMENT AND OTHER DEALINGS
6.1 the Customer shall not assign any of its rights or obligations under this Agreement or subject any of its rights or obligations under this Agreement to any mortgage, charge, pledge, lien, option or anything equivalent.
6.2 1854shall not assign any of its rights or obligations under this Agreement or subject any of its rights or obligations under this Agreement to any mortgage, charge, pledge, lien, option or anything equivalent.

7. CONFIDENTIALITY
7.1 Each party may be given access to Confidential Information from the other party in order to perform its obligations under this Agreement. A party’s Confidential Information shall not be deemed to include informationthat:

(a) Is or becomes publicly known other than through any act or omission of the receiving party; or

(b) Was in the other party’s lawful possession before the disclosure; or

(c) Is lawfully disclosed to the receiving party by a third party without restriction on disclosure; or

(d) Is independently developed by the receiving party, which independent development can be shown by written evidence; or

(e) Is required to be disclosed by law, by any court of competent jurisdiction or by any regulatory oradministrative body.

7.2 Each party shall hold the other’s Confidential Information in strict confidence and, unless required by law, not make the other’s Confidential Information available to any third party, or use the other’s Confidential Information for any purpose other than the implementation of this Agreement.
7.3 Each party shall use its best endeavours to ensure that the other’s Confidential Information to which it has access is not disclosed or distributed except in accordance with the terms ofthis Agreement.
7.4 This clause shall survive termination of this Agreement, however arising.

8. LIABILITY
8.1 This clause sets out 1854’s entire financial liability (including any liability for the acts or omissions of its employees, agents and subcontractors) to the Customer in respect of:

(a) Any breach of this Agreement; and

(b) Any use made by the Customer of the Products or Services or any part thereof; and

(c) Any representation, statement or tortious act or omission (whether negligent or otherwise) arising under or in connection with this Agreement; and

(d) Any claims whatsoever brought in connection with this Agreement.

8.2 Nothing in this Agreement excludes 1854’s liability:

(a) For death or personal injury caused by its negligence; or

(b) For fraud or fraudulent misrepresentation; or

(c) where it is unlawful to do so.

8.3 Subject to clause 8.2 above:

(a) 1854shall not be liable for any loss of profits, loss of business, anticipated savings, depletion of goodwill and/or similar losses or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising; and

(b) 1854’s total aggregate liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of this Agreement shall be limited to the fees due pursuant to clause 3.1 above.

8.4 Under this clause 8, 1854’s liability includes that of any Affiliate and its and their respective agents, employees and subcontractors.
8.5 1854shall have no liability to the Customer under this Agreement if it is prevented from or delayed in performing its obligations or from carrying on business by acts, events, omissions or accidents beyond its reasonable control, including without limitation default of subcontractors, strikes, lockouts or other industrial disputes, failure of a utility service or transport or communications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood or storm.

9. TERMINATION
9.1 1854may terminate this Agreement with immediate effect by giving written notice if:

(a) the Customer commits a material breach of any term of this Agreement and (if such breach is remediable) fails to remedy that breach within 14 days of being notified in writing to do so; or

(b) the Customer becomes Insolvent within the meaning of section 123 of the Insolvency Act 1986; or

(c) there is an event of Force Majeure referred to in Clause 8.5 above which prevents 1854from delivering the Products or Services.

9.2 On termination of this Agreement for any reasonunless stated to the contrary in the Order:

(a) All licences granted under this Agreement shall immediately terminate; and

(b) Subject to the exceptions in this sub-clause, the Customer shall delete the Products from its electronic media, including its computer networks, intranet and electronic storage devices so that it no longer has an electronically functional copy of any part of the Products. For the avoidance of doubt, nothing in the foregoing sentence requires the Customer to delete or destroy printouts containing the Products that were made prior to termination, or copies of such printouts; and

(c) Termination shall not affect or prejudice the accrued rights ofthe partiesas at termination, or the continuation after termination of any provision expressly stated to survive or implicitly surviving termination.

10. MISCELLANEOUS
10.1 1854may at any time set off any liability it owes to the Customer against any liability of the Customer to 1854, whether any such liability is present or future, liquidated or unliquidated, under this Agreement or not. Any exercise by 1854of its rights under this clause shall be without prejudice to any other rights or remedies available to it under this Agreement or otherwise.
10.2 Each party shall, and shall use all reasonable endeavours to procure that any necessary third party shall, promptly execute and deliver such documents and perform such acts as may be required for the purpose of giving full effect to this Agreement.
10.3 No failure or delay by a party to exercise any right or remedy provided under this Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.
10.4 This Agreement constitutes the entire Agreement between the partiesand supersedes all previous Agreements between the partiesrelating to its subject matter. Each of the partiesacknowledges that, in entering into this Agreement, it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty (whether negligently or innocently made) other than as expressly set out in this Agreement. Nothing in this clause shall limit or exclude any liability for fraud.
10.5 No variation of this Agreement shall be effective unless it is in writing and signed by the parties(or their authorised representatives).
10.6 If any court or competent authority finds that any provision of this Agreement (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed to be deleted, and the validity and enforceability of the other provisions of this Agreement shall not be affected.
10.7 A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 but this does not affect any right or remedy of a third party which exists or is available apart from that Act. .
10.8 This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be exclusively governed by and construed in accordance with the law of England and Wales. The partiesirrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including noncontractual disputes or claims).
10.9 This Agreement comprises the Order and the terms and conditions set out herein. In the event of any conflict, these terms and conditions shall prevail over the Order.

Schedule 1 to the Agreement1854 AGENCY TERMS AND CONDITIONS.

1854 Media Ltd (formerly trading as Apptitude Media Ltd)

TERMS AND CONDITIONS OF ACCEPTANCE OF ADVERTS

1. These conditions shall apply to all advertisements, insets, inserts, sponsored articles or social media posts or features or such other similar copy (herewith referred to as “advertisements”) accepted for inclusion in any media channel published by 1854 Media Limited (hereinafter also referred to as “1854” or “1854 Media”) including hard copy editions of publications, online content, digital editions, Apps, social media or any other media channel. Any other proposed condition shall be void unless incorporated clearly in written instructions and specifically accepted by a duly authorised representative of 1854 Media.

2. All advertisements are accepted subject to 1854’s approval of the copy and to the space being available, and the copy being made available to 1854 within the deadlines agreed at time of placing the advertisement.

3. If it is intended to include in an advertisement a competition or special services or merchandise, other than that normally associated with the advertised product, full details must be submitted at the time of booking and agreed with 1854 Media.

4. 1854 Media reserves the right without notice and at their sole option to omit or suspend an advertisement at any time and in such case the Advertiser shall have no claims whatsoever of any kind against 1854. Should such omission or suspension be due to any act or default of the Advertiser or his servants or agents then the space reserved for the advertisement shall be paid in full notwithstanding that the advertisement has not appeared. Such omission or suspension shall be notified to the Advertiser as soon as reasonably possible.

5. If 1854 Media at their sole option, considers it necessary to modify the space or alter the date of position of insertion or make any other alteration, the Advertiser will have the right to cancel if the alterations requested are in their reasonable opinion unacceptable, unless such changes are due to an emergency or circumstances beyond 1854 Media’s control. Every care is taken to avoid mistakes but 1854 Media cannot accept liability from any loss arising from a mistake, the late appearance or non publication of any advertisement and Advertiser expressly agrees that no claim shall be made against 1854 in such an event.

6. The Advertiser warrants that the advertisement is not illegal, defamatory, an infringement of any other party’s rights or an infringement of the British Code of Advertising Practice. Country of origin (other than the United Kingdom) of goods advertised must be shown in advertisements to the extent necessary to comply with applicable legal and/or regulatory requirements.

7. The Advertiser will indemnify 1854 Media fully in respect of any claim made against 1854 Media arising in any way from or in respect of the advertisement. 1854 Media will consult the Advertiser as to the way in which such claims are to be handled but 1854 shall be entitled at its sole option to determine how to settle any claims and shall use reasonable endeavours to mitigate any loss to the Advertiser and the Advertiser fully accepts 1854’s conduct in such settlement.

8. Advertisement rates are subject to revision at any time and orders for advertisements are accepted on condition that the price binds 1854 Media only in respect of the advertisement in the next issue to go to press. In the event of a rate increase, the Advertiser will have the option to cancel the order without surcharge or continue the order for future advertisements at the revised advertisement rates.

9. If the Advertiser cancels the balance of an agreed programme of advertisements, except in the circumstances set out in clauses 5 or 8 above, it relinquishes any right to a pre-agreed series discount to which it may have been previously entitled and advertisements forming part of such programme (both those published and those not yet published) will be paid for at the appropriate rate set out in the rate card from time to time.

10. Discounted rates negotiated in respect of a series of advertisements apply only if the order is completed within 12 months of the date of the first insertion. Failure to comply will require all advertisements forming part of the series to be charged at the appropriate rates set out in the rate card from time to time. Agents of the Advertiser who are PPA registered agencies shall upon notice in writing from 1854 Media be entitled to a discount of up to 10% on Advertisement rates or such other discount as 1854 Media may advise.

11. Accounts are due for settlement within 14 days of the due date of, including VAT as appropriate. In the event of any account becoming overdue, 1854 Media reserves the right both to suspend advertisements due under order or until such time as the sum owing is paid and to reduce by any amount any commission otherwise allowed to advertising agencies. Interest is chargeable on overdue accounts at the maximum rate permitted by applicable law. 1854 Media shall not be in breach of this Agreement where it suspends advertisements due to non payment by the Advertiser. 1854 Media may also on notice to the Advertiser terminate the Agreement and all monies due under the Agreement shall immediately be paid by the Advertiser as if the Agreement had been fulfilled in its entirety.

12. 1854 Media reserves the right to recover all additional costs incurred that arise as a result of the acts or defaults of the Advertiser or its Agent. Complaints regarding publication of advertisements must be received by 1854 Media in writing within one calendar month of the cover date and thereafter the Advertiser shall not bring any claim against 1854.

13. 1854 must receive from the Advertiser at least 8 weeks’ prior written notice to a copy date is required to stop, cancel or suspend an advertisement. After this date the Advertiser will be liable to pay the full rate for the advertisement.

14. If copy instructions are not received by agreed copy date no guarantee can be given that proofs will be supplied nor corrections made and 1854 Media reserves the right to repeat the most appropriate copy. For the avoidance of doubt Clauses 6 and 7 shall still apply in this event.

15. Advertiser’s property, artwork, etc are held at the Advertiser’s risk. Advertiser’s artwork, film positives and/or negatives, photographs and transparencies will be returned on request by 1854 Media via Royal Mail post and at the risk of the relevant owner and should be insured by Advertiser against loss or damage from whatever cause. 1854 Media reserves the right to destroy all artwork which has been in his custody for twelve months from the date of its last appearance.

16. Nothing in these Terms and Conditions shall exclude or limit the liability of 1854 for death or personal injury resulting from the negligence of 1854 or that of 1854’s agents or employees. Except as may be implied by law, in the event of any breach of these Terms and Conditions by 1854 the remedies of the Advertiser shall be limited to damages which shall in no circumstances exceed the price paid by the Advertiser for the advertisement for which the claim arose and 1854 shall under no circumstances be liable for any loss of profits, loss of business, anticipated savings, depletion of goodwill and/or similar losses or pure economic loss, special, indirect, incidental, indirect or consequential loss or damage costs, damages, charges or expenses however arising. 1854’s liability includes that of any Affiliate and its and their respective agents, employees and sub-contractors. 1854 shall have no liability to the Advertiser under this Agreement if it is prevented from or delayed in performing its obligations or from carrying on business by acts, events, omissions or accidents beyond its reasonable control, including without limitation default of sub-contractors, strikes, lock-outs or other industrial disputes, failure of a utility service or transport or communications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood or storm.

17. For the purpose of these conditions, Advertiser shall refer to the Advertiser or its Agent whichever is the principal. ‘Advertisment’ includes loose or other inset where appropriate, and whether online, in print, in digital or app editions, via social media, or any other channel.

18. 1854 may terminate this Agreement with immediate effect by giving written notice if:

(a) the Advertiser commits a material breach of any term of this Agreement and (if such breach is remediable) fails to remedy that breach within 14 days of being notified in writing to do so; or

(b) the Advertiser becomes Insolvent within the meaning of section 123 of the Insolvency Act 1986; or

(c) there is an event of Force Majeure referred to in Clause 16 above 19.

1854 may at any time set off any liability it owes to the Advertiser against any liability of the Advertiser to 1854, whether any such liability is present or future, liquidated or unliquidated, under this Agreement or not. Any exercise by 1854 of its rights under this clause shall be without prejudice to any other rights or remedies available to it under this Agreement or otherwise.

20. Each party shall, and shall use all reasonable endeavours to procure that any necessary third party shall, promptly execute and deliver such documents and perform such acts as may be required for the purpose of giving full effect to this Agreement.

21. No failure or delay by a party to exercise any right or remedy provided under this Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.

22. This Agreement constitutes the entire Agreement between the parties and supersedes all previous Agreements between the parties relating to its subject matter. Each of the parties acknowledges that, in entering into this Agreement, it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty (whether negligently or innocently made) other than as expressly set out in this Agreement. Nothing in this clause shall limit or exclude any liability for fraud.

23. No variation of this Agreement shall be effective unless it is in writing and signed by the parties (or their authorised representatives).

24. If any court or competent authority finds that any provision of this Agreement (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed to be deleted, and the validity and enforceability of the other provisions of this Agreement shall not be affected.

25. A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 but this does not affect any right or remedy of a third party which exists or is available apart from that Act.

26. 1854 shall be entitled to vary this Agreement at any time but this right shall not affect the existing terms and conditions accepted by the Advertiser unless agreed in writing between the parties.

27. The Advertiser shall not assign any of its rights or obligations under this Agreement or subject any of its rights or obligations under this Agreement to any mortgage, charge, pledge, lien, option or anything equivalent.

28. This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be exclusively governed by and construed in accordance with the law of England and Wales. The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).

29. This Agreement comprises the Order and the terms and conditions set out herein. In the event of any conflict, these terms and conditions shall prevail over the Order.

1854 Media Ltd (formerly trading as Apptitude Media Ltd)

TERMS OF COPYRIGHT AND LICENSING

Please read through these terms & conditions (“the Terms”) carefully.

The Terms will apply in respect of all websites or other electronic content applications (“Sites”) owned or operated by 1854 Media Limited a company incorporated in England and Wales with a registered office at at 9 Beaumont Gate, Shenley Hill, Radlett, Herts, WD7 7AR UK or its wholly owned subsidiaries unless specified to the contrary on the relevant Site.

By accessing any Site or by otherwise accessing any content, software, products or services available through the Sites (“the Content”), you are deemed to have entered into an agreement with 1854 Media and have agreed to be bound by the Terms set out below. The content of the Sites is owned or licensed by 1854 Media.

1 Intellectual Property Protection
The term “Intellectual Property Rights” means, patents, rights to inventions, copyright and related rights, moral rights, logos, trade marks and service marks, business names and domain names, rights in get-up and content, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights and data, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.

All Intellectual Property Rights in the Content and design of the Sites and any material emailed to you or otherwise supplied to you in conjunction with our online products are the property of 1854 Media. You may not use or reproduce any 1854 Media Intellectual Property, including any trademarks, registered or unregistered, (such as the British Journal of Photography name and logo or other trade names appearing on the Sites) for any reason without written permission from 1854 Media Limited and where permission is given, it may be revoked at any time without cause and incurring no liability.

The software, which operates the Sites, is proprietary software and you may not use it except as expressly allowed under these Terms. You may not copy, reverse engineer, modify or otherwise deal with the software.

2 Use of 1854 Media Content
You may retrieve and display 1854 Media Content on a computer screen or mobile telephone or other electronic device, print individual pages on paper (but not photocopy them) and store such pages in electronic form for your personal, non-commercial use. If you do download material from the site all copyright and other notices must be kept intact.

Except as expressly set out above, you may not reproduce, modify or in any way commercially exploit any of the Content of the Sites. In particular, you may not do any of the following without prior written permission. No parts of any 1854 Media publication or Sites may be reproduced, stored in or introduced into any retrieval system, or transmitted, in any form or by any means, electronic, mechanical, photocopying, recording or otherwise without the prior written permission of the copyright owners. You may not reverse engineer, modify, decompile, disassemble or translate the content (whether for the purpose of error correction or otherwise). You may not display the content on a public bulletin board, ftp site, website, social media site, chat room or by any other unauthorized means. Written materials provided in printed or electronic form may not be modified, adapted, translated, or used to create derivative works without the prior written consent of 1854 Media.

Any use of 1854 Media Content not specifically permitted above is expressly prohibited. Requests for permission for other uses may be sent to our Production Department, 1854 Media, Ground Floor Unit A, Zetland House, 5-25 Scrutton Street, London EC2A 4HJ, United Kingdom, or by email to hello@1854media.co.uk and may be subject to a fee.

3 Licence Fee, Payment, and Transactions
Access to certain 1854 Media Content may be subject to a fee or subscription. All payments (including applicable taxes) must be made in advance in a currency specified by 1854 Media. You are responsible for the payment of all charges associated with the use of the Sites using your Username, Password or ID.

There may be from time to time opportunities to use the Sites to purchase products or services from third party suppliers. In that event, your contract for such products will be with the third party provider and not with 1854 Media.

All refunds that relate to 1854 Media products or services are at the discretion of 1854 Media. Any product-specific offers, conditions or terms are stated at the point of purchase for that product.

4 Terms and Termination
1854 Media may, at its discretion, terminate or suspend individual or group access to all or part of the Sites (including any right to access and use 1854 Media Content) with or without cause. We endeavour to notify you however we are under no obligation to do so. The rights of termination are in addition to all other rights or remedies of 1854 Media provided in these Terms or by law.

We do not guarantee that our Site, or any Content on it, will always be available or be uninterrupted. Access to our Site is permitted on a temporary basis. We may suspend, withdraw, discontinue or change all or any part of our Site without notice. We will not be liable to you if for any reason our Site is unavailable at any time or for any period.

5 Changes to the Site
1854 Media reserves the right, in its discretion, to suspend, change, modify, add or remove portions of 1854 Media Content available on the Sites at any time and to restrict the use and accessibility of the Sites.

6 Registration, Passwords and Responsibilities
Some parts of the Sites require registration. You are solely responsible and liable for the confidentiality and use of and access to the 1854 Media Content and Sites using your username, password or ID. You agree to immediately notify 1854 Media if you become aware of any loss or theft of any username, password or ID or any unauthorised use of a username, password, ID, or any other login details. 1854 Media reserves the right to monitor and record activity on the Sites, including access to 1854 Media Content.

7 Privacy Policy
1854 Media maintains a high level of privacy and security for your details. View our online Privacy Policy in full here.

8 No Warranty, Disclaimer of Liability and Indemnity
While every effort has been made to ensure the high quality and accuracy of the Sites, 1854 Media makes no warranty, express or implied concerning the Content of the Sites, which is provided “as is”. 1854 Media expressly disclaims all warranties, including but not limited to warranties of fitness for a particular purpose and warranties of satisfactory quality. The Content on our Site is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the Content on our Site. In no event will 1854 Media, its affiliates or other suppliers be liable for direct, special, incidental, or consequential damages (including, without limitation, damages for loss of business profits, business interruption, loss of business information or other pecuniary loss) arising directly or indirectly from the use of (or failure to use) or reliance on the Content, even if 1854 Media has been advised of the possibility that such damages may arise.

1854 Media does not guarantee the accuracy or timeliness of the Content appearing on the Sites, or that the Sites or related systems are free from viruses or other contaminating or destructive properties. In the event that 1854 Media incurs any liability whatsoever, the aggregate liability shall not exceed the amount that you originally paid for the service. Except in respect of death, personal injury or fraudulent misrepresentation, the Terms together with any order form and payment method instructions set forth the entire agreement and understanding of the parties relating to the subject matter herein. Any prior written or verbal agreements are superseded by the Terms.

9 Force Majeure
1854 Media, its affiliates and its information providers will not be liable or deemed to be in default for any delay or failure in performance or interruption of the delivery of 1854 Media Content resulting directly or indirectly from any cause or circumstance beyond its or their reasonable control, including but not limited to failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, computer viruses, unauthorised access, theft, operator errors, severe weather, earthquakes or natural disasters, strikes or other labour problems, wars, or governmental restrictions.

10 Links To Third Party Websites
The Sites may contain links and pointers to Internet sites maintained by third parties. 1854 Media does not operate or control in any respect any information, products or services on such third party sites. Links are provided solely for your convenience, and do not constitute any endorsement by 1854 Media and/or its suppliers. You assume sole responsibility for use of third party links and pointers.

11 Miscellaneous
1854 Media may, at its discretion, change these Terms (including those relating to your use of the Sites and/or the 1854 Media Content) and you agree to be bound by such changes. It is your responsibility to check the Terms on a regular basis for any changes.. If at any time you, or your organisation, have a complaint or comment to make about the Content featured within the Sites they should contact the editor for that particular product whose details can be found on the product pages in question.

Parts of the Sites may contain advertising or other third party content. Advertisers and other content providers are responsible for ensuring that material submitted for inclusion on the Sites complies with international and national law. 1854 Media is not responsible for any third party content or error, omission or inaccuracy in any advertising material.

If any provision of the Terms is held to be invalid by a court of competent jurisdiction, 1854 Media shall amend the invalid provision in such reasonable manner as achieves the intention of the parties without illegality, or at 1854 Media’s discretion such provision may be severed from this agreement and the remaining provisions shall nevertheless remain in full force and effect.

12 Governing Law and Jurisdiction
These Terms shall be governed by, and construed in accordance with, English law. The parties irrevocably agree that the courts of England shall have exclusive jurisdiction to settle any dispute, which may arise out of, under, or in connection with these Terms or the legal relationship established by them, and for those purposes irrevocably submit all disputes to the jurisdiction of the English courts.

13 Cookie policy
Please see our Privacy Policy here.

14 Linking to our sites
You may link to our home pages and sub domains, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it.

You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists.

You must not establish a link to our site in any website that is not owned by you.

Our site must not be framed on any other site, nor may you create a link to any part of our site other than the home page.

We reserve the right to withdraw linking permission without notice.

The website in which you are linking must comply in all respects with the content standards set out in our Acceptable Use Policy.

If you wish to make any use of content on our site other than that set out above, please contact hello@1854.media