Who can use these Photographer Terms of Business?
These Photographer Terms of Business are for use by a photographer who wants to have a document that clearly sets out the terms and conditions on which he or she takes on work for a client.
What are these Photographer Terms of Business for?
Our template includes a Project Form with details of the photography assignment, type of photos, fees etc. to be completed and signed, to evidence the contract.
There is a one-page small-print version of the Terms of Business (which can be printed on the back of the Project Form if required) as well as standard A4.
What are the main issues?
For the photographer, apart from being clear on the scope of the project and payment terms, he/she will most likely want to retain copyright in the images, while the client has a licence to use those images. Sometimes the client will want copyright, but if agreed, it should be conditional on all payments due to the photographer being made before copyright is released.
The terms of business may also limit the photographer’s liability, not least in a force majeure situation – e.g. if images are lost in transit via email or if the photographer’s equipment is damaged.
As with most creative contracts, the photographer will be sensible to get a down payment when booked for an appointment. And if substantial travel or overnight accommodation is needed, these costs may be recoverable in certain circumstances.
What detailed terms does the Terms of Business contain?
The main points cover:
- information, approval, release
- standard of care
- fees and expenses
- intellectual property
- termination & cancellation
- force majeure
- law & jurisdiction
- a general clause detailing notices, assignment and subcontracting, and the scope of the agreement
Example of the terms
TERMS OF BUSINESS
The scope of the services to be provided to the Client by the Photographer (the “Services”) will be set out in the Photographer’s Project Form and signed by each of them before the Project is commenced.
2. INFORMATION, APPROVAL, RELEASE
2.1 The Client will provide the Photographer with all information and access needed to enable the Photographer to perform the Services.
2.1 The Client will provide any assistance which the Photographer may reasonably request.
2.3 The Project Form will state which party is responsible for obtaining any model release or property release forms that may be required in connection with the Project.
3. STANDARD OF CARE
The Photographer will exercise reasonable skill and care in the performance of the Services in accordance with the standards of the Photographer’s profession.
4. FEES AND EXPENSES
4.1 The fees and expenses payable for the Services will be as agreed in writing between the Client and the Photographer and set out in the Project Form. Unless otherwise specified, 50% of the agreed fees will be payable on signature of the Project Form against the Photographer’s invoice and the balance on delivery of the invoice for the first images supplied to the Client. All other invoices of the Photographer are payable within 7 days of the invoice date unless otherwise stated on the Project Form.
4.2 Expenses (including travel, printing and other costs) will only be recoverable if specified on the Project Form.
4.3 The Photographer will be entitled to interest on overdue accounts at the statutory rate of interest calculated on a daily basis from the due date until payment is received by the Photographer.
4.4 Fees for any change to the Services will be confirmed in writing by the Photographer who will be entitled to a disruption fee for any appointment that is cancelled. Unless otherwise stated in the Project Form the disruption fee will be half the attendance rate quoted on the Project Form.
4.5 Fees are quoted exclusive of VAT. If applicable, this will be added to each invoice and payable by the Client.
If the Client wants to change any of the Services or dates set out in the Project Form, he must notify the Photographer at the earliest opportunity. The Photographer will then endeavour to agree the changes and any new date(s) with the Client. Any change to the fees or dates will be confirmed in writing by the Photographer to the Client.
6. INTELLECTUAL PROPERTY
6.1 All intellectual property rights in the images including computer-generated data created and provided by the Photographer will, unless otherwise stated on the Project Form, be the property of the Photographer. Subject to the Client paying all fees and expenses which are due, the Client will have a licence to copy and use those images and data for any purpose related to the Client’s business and the Project for which the Services are provided, but not for any other purpose.
6.2 Where the Project Form states that ownership of intellectual property rights will belong to the Client, this will occur only after all fees and expenses properly due have been paid to the Photographer. The Photographer will be entitled to retain a copy but will not reproduce or sell any of the images to any person without the prior written consent of the Client. That consent will not be withheld when the Photographer wishes to use images in his/her marketing material.
7.1 The Photographer will take appropriate steps to remedy any defect in the Services which is capable of remedy for which the Photographer is responsible and which is promptly notified by the Client. However, the liability of the Photographer to the Client will cease 30 days after completion of the Services.
7.2 Under no circumstances shall the Photographer’s liability exceed an amount equal to the fees payable for the Project and the Photographer shall, in any event, have no liability to the Client (whether in contract or in tort) for any loss of profit, loss of contracts or any indirect or consequential loss incurred by the Client.
8. TERMINATION & CANCELLATION
8.1 Either the Photographer or the Client may terminate the contract between them if the other becomes insolvent or commits a material breach of any of the terms agreed between them. Failure by the Client to make any payment on time will constitute a material breach.
8.2 Upon termination the Client will pay the Photographer all fees and expenses due up to the termination date. In addition cancellation fees will be payable as specified in the Project Form except when the Client terminates under clause 8.1.
8.3 Termination will not prejudice the accrued rights and liabilities of the parties.
9. FORCE MAJEURE
9.1 The Photographer will not be liable to the Client for breach of the contract if the Photographer is unable to perform any of the Services due to illness or injury or if any of the Photographer’s equipment fails or is damaged or any images are lost while being processed or in transit, whether electronically or otherwise.
9.2 The Client will not be liable to pay a cancellation fee if cancellation is due to the illness or injury of the Client.
9.3 A party affected by force majeure must promptly notify the other party.
10.1 Notices. Any notice to be given by either party to the other under the contract must be in writing and sent by email (with acknowledgement of receipt requested), recorded mail or delivered by hand to the address of the recipient shown in the Project Form.
10.2 Assignment & Subcontracting. Neither party will assign or subcontract any of their rights and obligations without the consent of the other.
10.3 Entire Agreement. The contract between the Client and the photographer comprises these Terms of Business and the signed Project Form. Any previous agreements or understandings between them are of no effect.
11. LAW & JURISDICTION
11.1 The agreement between the parties is governed by English law.
11.2 Any disputes which cannot be resolved amicably will be resolved by the courts of England and Wales.
11.3 Each party will give serious consideration to a request by the other that any dispute should be referred to mediation.
Photography Project Form
Contact details: Phone__________________ Email______________________________
Contact details: Phone__________________ Email_____________________________
Date(s) of Shoot: _________________________ ______days ______½ days ______hours
Subject(s): People Interior Exterior Products Other:
No. of Images:______________(approx.) to be delivered by __________________(date) on disc/online
Resolution_______________ Format____________________ Size________________
Photographs for use in:
Website/ Brochures/promotional literature/Magazines & newspapers/Posters
Copyright and other intellectual property will belong to Photographer/Client
Where Client acquires intellectual property in images, Photographer retains right to:
Use images in portfolio
Publish images in promotional material and website
Resell images e.g. in stock libraries
Model Release/Property Release to be supplied by Photographer/Client
Photographer’s Terms of Business, a copy of which are attached/have been supplied to the Client, apply and are incorporated in the contract between Client and Photographer.
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