DEFINITIONS
ALL REFERENCES IN THIS AGREEMENT TO THE TERM ‘CLIENT’ SHALL REFER TO THE PERSON(S) OR COMPANY DIRECTLY EMPLOYING THE PHOTOGRAPHER, OR WHERE THE CLIENT IS NOT A DIRECT CLIENT, I.E. A THIRD PARTY OR AGENCY, THAT THIRD PARTY OR AGENCY SHALL BE INTERPRETED AS THE ‘CLIENT’.
ALL REFERENCES IN THIS AGREEMENT TO THE TERM ‘PHOTOGRAPHER’ SHALL REFER TOJESSICA MEDWAY, TRADING AS JESSICA MEDWAY PHOTOGRAPHY.
BY HIRING JESSICA MEDWAY PHOTOGRAPHY FOR PHOTOGRAPHS, PRODUCTS, SERVICES, YOU THE CLIENT, AGREE TO THE FOLLOWING TERMS AND CONDITIONS IN PERPETUITY:
1) THE COMMISSION – PERSONAL
BY SCHEDULING A SHOOT WITH JESSICA MEDWAY PHOTOGRAPHY, YOU HAVE CONFIRMED YOU ARE OF LEGAL AGE. 18 YEARS OF AGE AND OLDER. OFFICIAL GOVERNMENT ID WILL BE REQUIRED UPON BOOKING. THE PHOTOGRAPHER HAS THE RIGHT TO TERMINATE A BOOKING IF VALID ID IS NOT PROVIDED.
TO SECURE A BOOKING WITH THE PHOTOGRAPHER, DATES CAN BE DISCUSSED AND BOOKED IN ONCE THE DEPOSIT HAS BEEN PAID. A BOOKING IS NOT SECURED UNTIL THE DEPOSIT HAS BEEN PAID IN FULL.
DEPOSITS ARE NON REFUNDABLE.
NO PAYMENT IS TO BE MADE ANY LATER THAN 30 DAYS OF RECEIVING INVOICE UNLESS A DIRECT DEBIT HAS BEEN AGREED UPON BY BOTH PARTIES, AS THIS WILL BE CONSIDERED A BREACH OF CONTRACT.
THE PHOTOGRAPHER RESERVES THE RIGHT TO WITHHOLD PRODUCTS SUCH AS DIGITAL IMAGES AND PRINTS UNTIL BALANCE IS SETTLED IN FULL.
PAYMENTS CAN BE SPREAD EVENLY OVER A PERIOD OF 6 MONTH IF THE DIRECT DEBIT HAS BEEN AGREED UPON BY BOTH PARTIES
DIRECT DEBIT AUTHORISATION PROCESS MUST BE SET UP AT THE STUDIO ON THE DAY OF SHOOT.
ANY PAYMENT THAT IS PAID LATE DURING THESE INSTALMENTS WILL BE SUBJECT TO A £25.00 ADMINISTRATION FEE.
2) THE COMMISION – COMMERICAL
ALL EXPENSES AND PRODUCTION COSTS MUST BE PAID IN ADVANCE OF THE SHOOT UNLESS OHERWISE AGREED IN WRITING AND SUCH INVOICES ARE DUE ON PRESENTATION.
ALL ORTHER INVOICES MUST BE PAID WITHIN 30 DAYS OF THE DATE OF ISSUE.
THE PHOTOGRAPHER RESERVES THE RIGHT TO CHARGE INTREST ON LATE PAYMENTS AT THE RATE PRESCRIBED BY THE LATE PAYMENT OF COMMERCIAL DEBTS (INTREST) ACT 1998 FROM THE DATE OF PAYMENT WAS DUE UNTIL THE DATE PAYMENT IS MADE.
USAGE LICENCES AND ANY THIRD PARTY FEES NEGOTIATED BY THE PHOTOGRAPHER ARE PAYABLE REGARDLESS OF WHETHER LICENSED IMAGES ARE IN FACT USED BY THE CLIENT OR THE ADVERTISER.
ALL PAYMENTS ARE DUE IN POUNDS STERLING UNLESS EXPRESSLY STATED OTHERWISE.
2) CONDUCT OF THE SHOOT
THE SHOOT WILL BE ARRANGED ON DATE(S) MUTUALLY AGREED BETWEEM THE PARTIES
DURING THE SHOOT THE PHOTOGRAPHER WILL TAKE ACCOUNT OF THE CLIENT’S REASONABLE INSTRUCTIONS IN RESPECT OF THE SHOOT BRIEF.
IF THE CLIENT IS NOT PRESENT DURING THE SHOOT THEN THE PHOTOGRAPHER’S INTERPRETATION OF THE BRIEF SHALL BE DEEMED ACCEPTABLE TO CLIENT.
3) SERVICES
BOUDOIR SESSIONS - THIS IS A BOUDOIR SESSION, WHICH MEANS THE PHOTOGRAPHER WILL PHOTOGRAPH THE CLIENT IN LINGERIE AND POSSIBILY IN THE NUDE. DUE TO ADJUSTING HAIR OR DIRECTING CLIENT TO POSE, THE PHOTOGRAPHER MAY HAVE LIMITED CONTACT WITH THE CLIENT WITH THEIR CONSENT.
SEXUAL ACTIVITY IS PROHIBITED DURING THE SESSION. IF ANY TYPE OF SEXUAL ACTIVITY OCCURS, THE PHOTOGRAPHER HAS THE RIGHT TO END THE SESSION AND FORGO ANY FUTURE OPPORTUNITIES FOR RESCHEDULING.
NO PHOTOGRAPHS OR VIDEOS MAY BE TAKEN ON THE PREMISES AT ANY TIME. THE PHOTOGRAPHER RESERVES THE RIGHT TO EJECT ANYONE WE BELIEVE TO BE TAKING PHOTOS OR VIDEOS ON ANY DEVICE, INCLUDING MOBILE PHONES. DOING SO WILL INVALIDATE ANY DEPOSITS YOU HAVE ON YOUR ACCOUNT.
PROMOTIONAL CONTENT/COMMERCIAL WORK –
THESE SESSIONS ARE TO CREATE DELIVERABLES TO USE AS PROMOTION FOR ONESELF/ CLIENT OR BUSINESS.
PHOTOGRAPHS PRODUCED FOR THE CLIENT MAY BE USED FOR ALL THE PHOTOGRAPHER’S MARKETING AND SELF-PROMOTION THROUGH ELECTRONIC AND PRINTED FORMS ASSOCIATED WITH THE SPECIFIC PROJECT/ COMMISSION
THE CLIENT MUST PROVIDE PHOTOGRAPHER WITH A COPY OF EACH PUBLISHED USE OF EACH WORK WITHIN THIRTY DAYS OF THE FIRST PUBLICATION OF EACH USE, IF PRINTED, AND WITHIN FIFTHEEN DAYS OF THE FIRST PUBLICATION OF EACH USE, IF DIGITAL. DIGITAL COPIES MAY BE SENT VIA THE URL OF THE PUBLISHING SITE.
4) STORAGE OF MATERIAL
THE CLIENT SHALL ENSURE THAT IT TAKES APPRIOPRIATE STEPS TO KEEP SAFE AN EXACT DIGITAL COPY OF ALL MATERIAL SUPPLIED FOR THE DURATION OF THE USAGE LICENSE. THE PHOTOGRAPHER WILL NOT BE RESPONSIBLE FOR ARCHIVING ANY MATERIAL UNLESS BY PRIOR WRITTEN AGREEMENT WITH THE CLIENT.
SAVE FOR THE PURPOSES OF THE USAGE LICENSE INCLUDING INCLUDING THE PREVIOUS CLAUSE ABOVE THE MATERIAL MAY NOT BE STORED IN ANYT ELECTRONIC MEDIUM OR TRANSMITTED TO ANY THIRD PARTY, INCLUDING FOR THE AVOIDANCE OF DOUBT ANY ASSOCIATED OR BRANCH OFFICE OF THE CLIENT, WITHOUT WRITTEN PERMISSION OF THE PHOTOGRAPHER.
UPON PUBLICATION OF THE LICENSED IMAGES OR ANY OF THEM AND ON THE PHOTOGRAPHERS REQUEST THE CLIENT SHALL SUPPLY TO THE PHOTOGRAPHER FREE OF CHARGE A HIGH RESOLUTION DIGITAL FILE, PDF DORMAT FILE OR GOOD QUALITY HARD COPIES OF THE LISCENCE IMAGES IN THE CONTEXT IN WHICH THEY ARE PUBLISHED.
5) COPYRIGHT
THE PHOTOGRAPHER HOLDS THE RIGHT TO PUBLISH & USE PHOTOS TAKEN FOR ADVERVSING & SELF-PROMOTION.
THE PHOTOGRAPHER HAS NO OBLIGATION TO RETAIN OR ARCHIVE ANY OF THE WORKS AFTER THEY HAVE BEEN DELIVERED TO THE CLIENT.
6) RIGHTS OF CLIENT TO REPRODUCE THE IMAGES
THE CLIENT ON COMPLETION OF IMAGES AND PAYMENT OF INVOICE IS GRANTED RIGHTS/ LICENSE FOR ALL PHOTOGRAPHS UNDER THE MEDIA USE, TERRITORY AND TIME PERIOD STATED IN THE AGREEMENT.
DIRECT ADVERTISING USAGE (ABOVE THE LINE) MUST BE NEGOTIATED AND AGREED WITH THE PHOTOGRAPHER ON A SEPARATE BASIS. CLIENT WILL NOT MAKE ANY ALTERATIONS TO THE IMAGES OTHER THAN ADDING TEXT/ CHANGING THE CROP WITHOUT WRITTEN PERMISSION FROM THE PHOTOGRAPHER.
PLEASE NOTE THAT OWNERSHIP AND SUBSEQUENT COPYRIGHT OF THE PHOTOGRAPHS REMAINS WITH THE PHOTOGRAPHER.
PHOTOGRAPHS PRODUCED FOR THE CLIENT MAY BE USED FOR ALL THE PHOTOGRAPHER’S MARKETING AND SELF-PROMOTION THROUGH ELECTRONIC AND PRINTED FORMS ASSOCIATED WITH THE SPECIFIC PROJECT/ COMMISSION.
7) INTELLECTUAL PROPERTY RIGHTS AND LICENSING
CLIENT ACKNOWLEDGES THAT ALL OF PHOTOGRAPHER’S WORKS CREATED UNDER THIS AGREEMENT ARE THE SOLE PROPERTY OF PHOTOGRAPHER, PROTECTED BY COPYRIGHT LAW.
PHOTOGRAPHER GRANTS THE CLIENT A NON-EXCLUSIVE, NON-TRANSFERABLE LICENSE TO USE THESE WORKS FOR A SPECIFIC TIME PERIOD.
COPYRIGHT FOR ALL IMAGES REMAIN WITH JESSICA MEDWAY PHOTOGRAPHY AND MUST NOT BE REPRODUCED IN ANY FORM WITHOUT OUR PERMISSION.
IF YOU PURCHASE THE DIGITAL IMAGERY YOU CAN OPT TO ADD ON A ‘LICENCE TO PRINT’ GRANTING YOU PERMISSION TO REPRODUCE IMAGES FOR PERSONAL USE ONLY UP TO THE SIZE OF A4, FOR 6 MONTHS. AN SMALL ADDITIONAL COST WILL OCCUR.
THE LICENCE TO USE THE IMAGES COMES INTO EFFECT FROM THE DATE THEY ARE SENT.
THE LICENSE IS IMMEDIATELY REVOKED IF PAYMENT OF THE RELEVANT INVOICE FOR THE IMAGES IS NOT MADE WITHIN 30 DAYS OR IF THE CLIENT IS PUT INTO RECEIVERSHIP OR LIQUIDATION.
ANY UNAUTHORISED THIRD PARTY USE OF THE PHOTOGRAPHS WILL BE SEEN AS A BREACH OF UK COPYRIGHT LAW AND PURSUED ACCORDINGLY.
USING AN IMAGE WITHOUT A VALID LICENSE IS CONSIDERED COPYRIGHT INFRINGEMENT IN VIOLATION OF THE COPYRIGHT, DESIGN AND PATENTS ACT OF 1988.
8) INTELLECTUAL PROPERTY RIGHTS AND LICENSING - COMMERCIAL
CLIENT ACKNOWLEDGES THAT ALL OF PHOTOGRAPHER’S WORKS CREATED UNDER THIS AGREEMENT ARE THE SOLE PROPERTY OF PHOTOGRAPHER, PROTECTED BY COPYRIGHT LAW. PHOTOGRAPHER GRANTS THE CLIENT A NON-EXCLUSIVE, NON-TRANSFERABLE LICENSE TO USE THESE WORKS FOR A SPECIFIC TIME PERIOD.
CLIENT MUST PROVIDE PHOTOGRAPHER WITH A COPY OF EACH PUBLISHED USE OF EACH WORK WITHIN THIRTY DAYS OF THE FIRST PUBLICATION OF EACH USE, IF PRINTED, AND WITHIN FIFTHEEN DAYS OF THE FIRST PUBLICATION OF EACH USE, IF DIGITAL. DIGITAL COPIES MAY BE SENT VIA THE URL OF THE PUBLISHING SITE.
THE LICENCE TO USE THE IMAGES COMES INTO EFFECT FROM THE DATE THEY ARE SENT.
PROVISIONAL LICENSE TO USE THE IMAGES IS GRANTED FOR A PERIOD OF 30 DAYS FROM DATE OF DELIVERY. THE LICENSE IS IMMEDIATELY REVOKED IF PAYMENT OF THE RELEVANT INVOICE FOR THE IMAGES IS NOT MADE WITHIN 30 DAYS OR IF THE CLIENT IS PUT INTO RECEIVERSHIP OR LIQUIDATION.
ANY UNAUTHORISED THIRD PARTY USE OF THE PHOTOGRAPHS WILL BE SEEN AS A BREACH OF UK COPYRIGHT LAW AND PURSUED ACCORDINGLY.
USING AN IMAGE WITHOUT A VALID LICENSE IS CONSIDERED COPYRIGHT INFRINGEMENT IN VIOLATION OF THE COPYRIGHT, DESIGN AND PATENTS ACT OF 1988.
9) EXCLUSIVITY
ALL USAGE LICENCES GRANTED BY THE PHOTOGRAPHER TO THE CLIENT SHALL BE EXCLUSIVE TO THE ADVERTISER AND THE CLIENT UNLESS OTHERWISE AGREE IN WRITING.
THE PHOTOGRAPHER UNDERTAKES NOT UNTIL 2 YEARS AFTER THE SHOOT OR THE EXPIRY OF THE USAGE LICENSE(S) (WHICHEVER IS LATER) TO GRANT ANY OTHER LICENSE IN RESPECT OF THE MATERIAL TO ANY THIRD PARTY.
AFTER EXPIRY OF THE EXCLUSIVITY PERIOD THE PHOTOGRAPHER SHALL MAKE SUCH USE OF THE MATERIAL INCLUDIN THE LICENSED IMAGES AS HE/SHE SEEMS FIT.
NOTHING IN THIS CLAUSE SHALL PREVENT THE PHOTOGRAPHER AT ANYTIME FROM USING THE MATERIAL, WHETHER COMMERICAL, TEST OR SPECULATIVE (IMAGES SHOT FOR PRESENTATION/PITCH/AWARDS), IN ANY FORM AND IN ANY MANNER WORLDWIDE FOR THE PURPOSE OF PROMOTIONG HIS/HER SERVICES, PROVIDED THAT IN THE CASE OF UNPUBLISHED MATERIAL THE PHOTOGRAPHERSHALL FIRST OBTAIN THE CLIENTS’S CONSENT, SUCH CONSENT NOT TO BE UNREASONABLY WITHHELD. THE PHOTOGRAPHER RESERVES THE RIGHT TO USE THE MATERIAL FOR THIS PURPOSE WHETHER OR NOT IN THE CONTEXT OF THE ADVERTISER’S ADVERTISMENT OR OTHER MATERIAL IN WHICH THE MATERIAL IS INCORPORATED, INCLUDING WITHOUT LIMITATION THE ADVERTISER’S BRANDING.
10) REJECTION
THE CLIENT HAS NO RIGHT TO REJECT THE SUPPLIED IMAGES/ COMMISSION ON THE BASIS OF STYLE, COMPOSITION OR SUBSEQUENT NON-REQUIREMENT OF IMAGES.
11) CANCELLATION/POSTPONMENT
AN ASSIGNMENT BOOKING IS CONSIDERED AGREED AND FIRM FROM THE DATE THE DEPOSIT IS RECIEVED, THEREFORE THE PHOTOGRAPHER WILL, AT THEIR DISCRETION CHARGE A FEE FOR CANCELLATION OR POSTPONEMENT.
IN VIEW OF CANCELATION; THE CLIENT WILL PAY FOR ALL EXPENSES INCURRED UP TO THE TIME OF THE CANCELLATION OF THE COMMISSION.
IF THE SHOOT IS CANCELLED MORE THAN 10 WORKING DAYS BEFORE THE SHOOT COMMENCES, NO ADDITIONAL CHARGES WILL BE MADE. IF THE SHOOT IS CANCELLED WITHIN 10 WORKING DAYS OF THE BOOKED SHOOT, THE CLIENT WILL BE CHARGED 50% OF THE SHOOT’S ESTIMATED PRICE.
SHOOTS CAN BE POSTPONED/ RESCHEDULED IF REARRANGED MORE THAN 10 WORKING DAYS BEFORE ORIGINAL SHOOT DATE.
IF THE CLIENT POSTPONES THE SERVICE, THE CLIENT MUST PAY FOR ANY EXPENSES THAT HAVE BEEN PAID FOR PRIOR TO THE PHOTOGRAPHER’S AWARENESS OF POSTPONEMENT.
POSTPONED PHOTOSHOOTS WILL TAKE PLACE SUBJECT TO THE PHOTOGRAPHER’S AVAILABILITY.
IF PRODUCTS FOR COMMERCIAL SHOOTS ARE NOT POSTED TO THE PHOTOGRAPHER ON TIME, THE SHOOT WILL BE POSTPONED AND A CANCELLATION FEE WILL BE CHARGED.
IF A BRIEF FOR COMMERCIAL WORK IS NOT SUPPLIED 2 WEEKS BEFORE THE DATE OF THE PROPOSED SHOOT, THERE WILL BE A DELAY IN THE DELIVERABLES TO THE CLIENT.
THE 2 WEEK PERIOD IS TO ALLOW THE PHOTOGRAPHER TO ARRANGE CLOTHING, PROPS, CONCEPTS AND ANY OTHER PREPARATION BEFORE THE SHOOT.
12) EXTENSIONS TO ORIGINAL FEE
WHERE EXTRA TIME OR EXPENSES ARE INCURRED BY THE PHOTOGRAPHER AS A RESULT OF ALTERATIONS TO THE ORIGINAL BRIEF BY THE CLIENT, OR OTHERWISE AT THEIR REQUEST OR ON THEIR BEHALF BY AN AUTHORISED THIRD PARTY, THE CLIENT SHALL GIVE APPROVAL AND BE LIABLE TO PAY SUCH EXTRA EXPENSES OR FEES AT THE PHOTOGRAPHERS NORMAL AGREED DAILY RATE TO THE PHOTOGRAPHER IN ADDITION TO THE EXPENSES AND FEES AS HAVING BEEN AGREED OR QUOTED.
THE DAILY INCLUDES BASIC AND REASONABLE (EXPLAINED TO CLIENT ON REQUEST) POST PROCESSING OF DIGITAL FILES PRIOR TO SENDING TO THE CLIENT.
ONE ROUND OF EDITS IS INCLUDED. IF THE CLIENT REQUESTS ADDITIONAL CHANGES, INCLUDING BUT NOT LIMITED TO PARTIAL RESHOOTING OR REEDITING, PHOTOGRAPHER WILL BILL THE CLIENT AT £50 PER HOUR PLUS EXPENSES.
13) EXPENSES
ALL EXPENSES FIGURES PROVIDED IN ADVANCE OF A SHOOT ARE ESTIMATES ONLY AND THE CLIENT SHOULD ALLOW A MINIMUM 10% CONTINGENCY BUDGET IN ALL CASES.
THE PHOTOGRAPHER WILL ENDEVOUR TO WORK WITHIN THE AGREED COST ESTIMATE, BUT INDIVDIUAL COSTS WITHIN THE ESTIMATE MAY VARY AT THEIR DISCRETION TO ENABLE THE MOST EFFECTIVE REALISATION OF THE BRIEF.
RECIPTS FOR EXPENSES CAN ONLY BE PROVIDED IF REQUESTED PRIOR TO SHOOT CONFIRMATION. PROVISION OF RECIPTS WILL INCURR AN ACCOUNTANCY CHARGE OF 1.5% OF TOTAL COSTA AND FEES INCURRED IN RESPECT OF THE ASSIGNMENT SUBJECT TO A MINIMUM CHARGE OF £250 AND A MAXIMUM OF £600.
WHERE EXTRA EXPENSES OR TIME ARE INCURRED BY THE PHOTOGRAPHER AS A RESULT OF ALTERATIONS TO THE ORGINAL BRIEF BY THE CLIENT, OR OTHERWISE AT ITS REQUEST, THE CLIENT SHALL BE LIABLE TO PAY SUCH EXTRA EXPENSES AND ADDITIONAL FEES AT THE PHOTOGRAPHERS NORMAL RATE.
14) CREDITS
IN RESPECT OF ALL EDITORIAL USES AND OTHERWISE AS ADDITIONALLY STATED IN THE ESTIMATE THE CLINET SHALL PROCURE THAT THE PHOTOGRAPHER’S NAME IS PRINTED ON OR IN REASONABLE PROXIMITY TO ALL PUBLISHED REPRODUCITONS OF THE LICENSED IMAGES.
15) RETURN OF MATERIALS
WITHIN 30 DAYS OF EXPIRY OF ANY USAGE LICENSE THE MATERIAL MUST BE RETURNED TO THE PHOTOGRAPHER IN GOOD CONDITION AND ANY DIGITAL FILES STORED BY THE CLIENT AND ADVERTISER MUST BE DELETED.
16) INDEMINITY
THE CLIENT SHALL INDEMIFY THE PHOTOGRAPHER AND KEEP THEM AND THEIR RESPECTIVE OFFICERS AND EMPLOYEES INDEMINFIED ON A CONTINUING BASIS AGAINST ALL LIABILITIES, CLAIMS, COSTS, DAMAGES AND EXPENSES CLAIMED OR INCURRED (INCLUDING LEGAL COSTS) OR LICENSE FEES DUE BY REASON OF ANY INFRIGMENT CLAIM , OR ALLEGED INFRINGEMENT, OF ANY INTERLECTUAL PROPERTY RIGHTS RELATING TO ANY FAILURE BY THE CLIENT TO OBTAIN THIRD PARTY CLEARANCE OR ARISING OUT OF THE MATERIAL BY THE CLIENT OR THE ADVERTISER OUTSIDE THE USAGE LICENSE OR OTHERWISE AS A RESULT OF ANY BREACH BY THE CLIENT OR THE ADVERTISER OF THESE TERMS.
17) CONFIDENTIALITY
THE PHOTOGRAPHER WILL KEEP CONFIDENTIAL AND WILL NOT DISCLOSE TO ANY THIRD PARTIES OR MAKE USE OF MATERIAL OR INFORMATION COMMUNICATED TP THEM IN CONFIDENCE FOR THE PURPOSES OF THE ASSINMENT, SAVE AS MAY BE REASONABLY NECESSARY TO ENABLE THE PHOTOGRAPHER TO CARRYOUT THEIR OBLIGATIONS IN RELATION TO THE ASSIGNMENT.
IT SHALL BE THE SOLE RESPONSIBILTY OF THE CLIENT TO ARRANGE FOR ANY THIRD PARTY INVOLVED IN THE ASSIGNMENT TO ENTER INTO ANY CONFIDENITIALITY AGREEMENT.
THE PHOTOGRAPHER WILL NOT BE LIABLE FOR ANY BREACH OF CONFIDENTIALITY BY ANY THIRD PARTY.
18) FORCE MAJEURE
THE PHOTOGRAPHER SHALL NOT BE LIBLE FOR ANY FAILURE OR DELAY IN THE PERFORMANCE OF ANY OF SUCH PARTY’S OBLIGATIONS UNDER THESE TERMS CAUSED BY ANY CIRCUMSTANCES BEYOND SUCH PARTY’S REASONABLE CONTROL.