CREATIVE VISIONS PHOTOGRAPHY, LLC
PHOTOGRAPHY SERVICES AGREEMENT
THIS PHOTOGRAPHY SERVICES AGREEMENT (this “Agreement”) is made and entered into by and between the undersigned client (the “Client”) and Creative Visions Photography, LLC, a Missouri limited liability company (the “Company”).
- Agreement. The Client hereby agrees to hire the Company to perform, and the Company hereby agrees to provide, photography services under the terms set forth in this Agreement.
- Fee for Services. The Client agrees to pay the Company a base fee in the amount of $150.00 for one photographer to provide photography services for up to 15 minutes at the location agreed to by the parties. The total amount payable to the Company as provided above shall be referred to herein as the “Total Fee.” The Total Fee shall be payable by Client upon receipt of the Company’s invoice. Orders for prints, enlargements or additional editing services above standard edits shall be separately billed to Client. One digital file will be provided to client, in high resolution and social media resolution. Additional files available for purchase at the regular rate of $125 per image. Discounts given when images are pre-purchased or when purchasing more than one additional image.
- Reshoots. For any reshoot required by Client, Client will be charged an additional amount equal to the Total Fee plus any expenses incurred by the Company, or such other amount as agreed to by the parties in writing. In the event of any reshoot required as a result of an act of God or the fault of a third party, the Client will reimburse the Company for any expenses incurred, but the Company will not charge the Client any additional fee.
- Rights to Photographs. As used in this Agreement, “Photographs” means all photographic materials created or furnished to and/or for the Client by the Company, including but not limited to transparencies, negatives, prints and digital images. All Photographs, including all copyright and all other intellectual property rights in and to the Photographs, shall remain the sole and exclusive property of the Company. Client hereby assigns any and all of its right, title and interest in and to the Photographs to the Company. Client hereby acknowledges and agrees that the Company has the irrevocable and unrestricted right to (i) use and publish the Photographs for advertising, promotional materials, display, website and internet promotion, online social media, editorial, contests, and any other purpose, (ii) to alter the Photographs without restriction, and (iii) to own, protect and license the copyright to the Photographs.
- Client’s Use of Photographs. Commercial use of any photograph(s) by the Client will be of a workmanlike quality acceptable to the Company, who shall evaluate such acceptability in accordance with traditional standards of good faith and fair dealing.
- Client agrees to distribute the photograph(s), through Internet Usage and Physical Usage in a commercially reasonable manner and in such manner that will not harm the professional reputation of Company. Further, the Client agrees not to utilize the photograph(s) in any pornographic, illegal, libelous, scandalous, or such other manner that would tend to damage the image and reputation of the Licensor.
- Internet usage (“Internet Usage”) includes digital distribution of the photographs for use on Client’s website, email marketing, broadcast program and related social media business platforms (e.g. Facebook, Twitter, Instagram) for the Client’s business
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Physical usage (“Physical Usage”) includes physical reproductions of the photographs for use in physical marketing activities (e.g. brochures, business cards, wall displays, and billboards) for the Client’s business. Client may not use the photograph(s) in merchandise or products for resale. Physical Usage are unlimited. Client may not use the content in any manner that allows others to download, redistribute or extract content as a standalone file.
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Client may not falsely represent to be the original creator of the photograph(s).
- Inherent Qualities. Client acknowledges and agrees that color dyes in the Photographs may fade or discolor over time due to the inherent qualities of the dyes. Client releases the Company from any and all liability, damages, and claims arising from or relating to the fading or discoloration of the Photographs due to such inherent qualities or the passage of time.
- Client’s Release of Company. The Client hereby releases the Company and its agents (including the photographer), employees, successors and assigns (the “Company Parties”) to the fullest extent possible from and against any and all claims, causes of action, liabilities and damages which may arise, directly or indirectly, by reason of any action, act, conduct, decision, inaction or omission of the Company Parties in any way involving or relating to the Photographs and Company’s provisions of photography services pursuant to this Agreement, other than with respect to matters arising out of the gross negligence or willful misconduct of the Company Parties.
- Indemnification. The Client hereby agrees to defend, indemnify and hold harmless the Company Parties to the fullest extent possible from and against any and all claims, causes of action, liabilities, obligations, expenses, fines, penalties or damages, including, but not limited to, reasonable attorneys’ fees and costs of defense, that the Company may incur as a result of, or in connection with, (i) any unauthorized use of the Photographs by the Client and its agents, successors and assigns, and (ii) any action, act, conduct, decision, inaction or omissions of the Client, its guests, attendees, invitees, family members, other vendors, agents, successors and assigns.
- Limit on Liability. The Company shall not be liable for failure to or delays in performing its obligations under this Agreement as a result of fire, casualty, acts of God or any other cause beyond the reasonable control of the Company. Client expressly acknowledges and agrees that in no event shall the Company be liable to Client for any amount in excess of the total amount payable to the Company pursuant to Section 2 of this Agreement. This remedy is the sole and exclusive remedy available to Client under this Agreement.
- Termination. Client has the right to terminate this Agreement by providing written notice to the Company within three (3) days after the date Client executes this Agreement. In order to effective, the postmark on any notice being provided by mail must be dated no later than three (3) days after the date Client executed this Agreement.
- Miscellaneous. This Agreement constitutes the entire agreement between the parties and supersedes any prior understandings, agreements, or representations by or between the parties, written or oral, to the extent they relate in any way to the subject matter hereof. No amendment, modification, supplement, termination, consent or waiver of any provision of this Agreement shall be valid unless the same is in writing and signed by the parties hereto or their respective successors and permitted assigns. This Agreement shall be enforceable by, and shall inure to the benefit of, the parties to this Agreement and their respective successors and assigns. This is a binding contract between the parties hereto and shall be governed by the laws of the state of Missouri without reference to its choice of law rules. By signing below, Client affirms that the Client is at least 18 years of age and has the legal authority and capacity to enter into this Agreement.
IN WITNESS WHEREOF, this Photography Services Agreement has been executed by the undersigned parties as of the day and year written below.