Commission Agreement

Commission Agreement a. Stockist (Pty) Ltd. ® (hereafter referred to as STOCKIST) agrees to pay the Supplier royalties equal to a portion (50%) of the fees collected in respect of Accepted Content that is downloaded or otherwise purchased by end-users according to the rate schedule set forth on Appendix "A" to this Agreement, as it may be modified from time to time (the "Rate Schedule”). The parties acknowledge that the Rate Schedule may differentiate among various types of Content, such as still images, Flash files, video footage, and among the sites/Distribution Partners through which the Content is distributed or otherwise in accordance with its terms. The Rate Schedule is subject to change in the sole discretion of STOCKIST upon providing you 30 days’ notice by e-mail at the last address contained in your membership information and by posting such changes on the Site. If at any time the Rate Schedule is not acceptable to the Supplier, you may terminate this Agreement in accordance with its terms. b. In response to a written request submitted by the 7th of the month, STOCKIST will endeavor to make payment of royalties in respect of purchased downloads of Accepted Content on a monthly basis on or about the 15th day of the month following the purchase of Accepted Content, except when sales reporting from a Distribution Partner is delayed, in which case payments will be made in the month following the date such sale is reported, provided such fees aggregate a minimum of five hundred (ZAR 500.00) South African Rand, failing which royalties owing will be retained until they exceed such minimum. In all cases, payment of royalties to the Supplier will be net of: (i) applicable taxes or other withholdings required by applicable law; (ii) bad debts or other uncollectible sums; (iii) legal and other reasonable fees incurred in enforcing this Agreement or the agreements contemplated herein; (iv) cancellations or refund of a license where the original sale has been reported to you, including but not limited to where due to a fraudulent transaction; (v) overpayment of royalties in a prior period; and (vi) any amounts owing by the Supplier to STOCKIST under this Agreement or otherwise. Without limiting the generality of the foregoing, STOCKIST is entitled to set-off against any amount owing to Supplier, all amounts to which STOCKIST is or may be entitled under this Agreement or otherwise at law, including withholding amounts as security for any pending or threatened claim relating to any matter which is the subject of a representation, warranty or indemnity of Supplier under this Agreement. c. The parties further agree that STOCKIST shall not be required to pay royalties to the Supplier if STOCKIST is restrained or otherwise prevented from using rights granted under this Agreement relating to Content because those rights are found to be an infringement or contravention of the intellectual or other property rights of a third party. d. In the event STOCKIST facilitates a sale or exclusive license of Content, STOCKIST shall be entitled to deduct a reasonable administration fee relating to such sale or license, in addition to its share of the revenue relating to such sale or license, which share shall be based on the royalty payable pursuant to the Rate Schedule at the time of the transaction. Compensation will be made according to the discount package on which members purchased the applicable contributors media. E.g. should the member purchase media for downloads on a bulk discount offering, the contributor will be paid the 50% of the amount that was actually paid for that specific download.