TERMS & CONDITIONS AGREEMENT
Parties. The Client listed above is hereinafter referred to as the “Client.” S Young Photography is hereinafter referred to as “Photographer.” Photographer is in the business of providing professional photography services and products and Client wishes to retain Photographer’s services for the session set forth above.
Commercial Photography Shoot; Amount Due. Client is guaranteed 4-8 hours of shooting time for one commercial product/ fine art photography session at the location agreed upon between Client and Photographer; the agreed-upon number of digital files to the client. Photographer will be the exclusive photographer during the session. No other photography is allowed.
Non Refundable Retainer Fee; Full Payment. Client agrees to pay 50% of the full amount due to book Client’s session on Photographer’s calendar. Client understands and agrees that Photographer is foregoing other employment by entering into this Agreement to secure the Client’s session date/time on the Photographer’s calendar, and therefore, also agrees and understands that the paid retainer is nonrefundable. The remaining 50% due, is due at least 48 hours prior to the session.
Rescheduling/Canceling. Photographer may reschedule the session due to Photographer’s illness or inclement weather and will work with Client’s schedule to reschedule as soon as possible. If Client needs to reschedule due to illness of anyone involved in the session, Client will do his/her best to notify Photographer at least 48 hours prior to the session, or at least as soon as possible after the issue is identified. The non refundable retainer fee can be transferred to another day and time upon the rescheduling of a session, so long as the rescheduled session takes place within 3 months of the original session date, otherwise the retainer fee will be forfeited. If the Client cancels a session for any reason and does not reschedule within the provided three (3) month period, the Client will forfeit the non refundable retainer fee.
Digital Files. The agreed-upon number of digital files will be available for viewing and downloading from an online, password-protected gallery, and via digital download. Client agrees and understands that Photographer, in her sole artistic discretion, decides which images taken during the session will be edited and presented in the Client’s gallery; not all images taken during the session will be presented to the Client.
Editing. Client agrees and understands that Photographer edits the proofs at her own artistic discretion, and said editing is included in the session fee. Photographer understands some simple edits may be required. However, additional heavy editing at the clients request may be charged at an extra rate per image at the photographers discretion.
Refunds. Due to the custom nature of custom product and commercial photography, digital files cannot be returned and all money paid is nonrefundable.
Archive and Storage. The Photographer archives all proofed images from each session for a period of 6 months from the date of the session. After that time, the Photographer may delete all proofed images from her hard drive and all external hard drives. The Photographer is not responsible for digital files once they are downloaded by the Client. The Client is responsible for making electronic back-up copies of any digital files that are purchased from the Photographer and for keeping them in a safe place.
Force Majeure. Photographer will not be liable to the Client for any loss resulting from an act of God, natural disaster (including but not limited to fire, earthquake, storm, hurricane, flood, lightning, tornado), an accident of any kind, an act of the public enemy, war, general arrest or restraint of government and people, civil disturbance or similar occurrence, terrorist attack, general disruption of the Internet, or general inability of national carriers to make scheduled deliveries.
Limitation of Liability; Release of Photographer. If Client has any claim or cause of action against Photographer under this Agreement or based on the services provided hereunder, whether arising in tort or contract, or if Client (or Client’s minor child or children which participate in the photography session hereunder) is personally injured while Photographer is providing the services under this Agreement, even if based on or caused by Photographer’s negligence or the negligence of Photographer’s employees or independent contractors, Client’s recovery and Photographer’s liability is limited to the total amount paid from Client to Photographer under this Agreement and Photographer will have no further liability to Client, regardless of the total amount of costs or damages, including but not limited to direct, special, incidental, indirect, or consequential damages, claimed by Client. Client’s recovery is likewise limited to the total amount paid from Client to Photographer under this Agreement in a situation where the digital files are lost or damaged through camera malfunction, where Photographer’s camera(s), memory cards or film negatives are stolen, or where Photographer’s equipment is otherwise lost or damaged.
Model Release. Client is responsible for obtaining the necessary model releases for the models arranged to participate in the shoot. Client hereby releases Photographer and his/her legal representatives, heirs and assigns from any and all claims and liability relating to the photographs.
Copyright. Client understands that Photographer is the sole and exclusive holder and owner of the copyright of each image taken during the services provided under this Agreement and Client is receiving a Limited Commercial Use License as set forth below. Photographer retains all rights to the images, including but not limited to, the right to copy, display, and/or publish any and all images, for any reasons, including but not limited to marketing, advertising, print competitions, and for use on Photographer’s website, portfolio, blog, and social media platforms, including, but not limited to, Facebook, Instagram, Twitter, Pinterest, and Google +. Copyright protection is governed by federal and any and all violators will be punished to the fullest extent permitted by law.
Client Usage; Limited Commercial Use License. Client is purchasing, per image, from Photographer high-resolution un-watermarked digital files and Photographer is issuing to Client an exclusive limited license for two years or otherwise specified period of time, for the Client’s commercial use of the digital files in the normal course of Client’s business, including, but not limited to, advertising, marketing, or other promotions, or on Client’s website, blog, or social media platforms. Client understands that the digital files are meant for print and online marketing and advertising materials or campaigns. The digital files may be not altered, edited, or manipulated in any way, except that Client may add their business name, logo, website or other advertising or marketing campaign text to the digital files so long as it does not affect the elements of the image as styled by Photographer. The digital files may not be sold, leased, loaned, assigned, given away, or used by anyone other than Client. Rate is PER IMAGE and is set by photographer based on stylized editing complexity, estimated work time. 500.00 per image to be licensed.
COMPLETION SCHEDULE: Images are expected to be edited by the agreed upon date. USB/DVD delivery is expected within this time frame, but may take longer.
HOURS OF COVERAGE: Hours of coverage are continuous. Photographer will take small breaks as necessary throughout this period, and will confide in the CLIENT before doing so. Additional hours will be charged at $300 per hour, or previously determined rate. Photographer will only stay for additional hours when given permission by CLIENT.
Assignment. This Agreement may not be assigned by either party without the prior written permission of the other side.
Severability. If any provision of this Agreement is declared void or unenforceable, such provision shall be severed from this Agreement, which shall otherwise remain in full force and effect.
Entire Agreement; Amendments. This Agreement is the entire agreement between the parties regarding this subject matter and supersedes all prior agreements and understandings related hereto. This Agreement can only be amended or modified in a writing signed by both parties, including any rescheduling or cancellations, which is satisfied by email.
Governing Law, Jurisdiction and Venue. This Agreement shall be governed by the laws of the State of Oregon without giving effect to the principles of conflicts of law. The parties consent to jurisdiction and venue in the state and federal courts located in the State of Oregon.