QUOTES & STYLES LTD - Tobi Laniyan - Agreement for Photography Services

The following outlines general terms and conditions for photography services. A comprehensive agreement, along with a schedule, call sheet and other information, will be provided on a project-by-project basis.
This is an agreement between QUOTES & STYLES LTD & Tobi Laniyan (“the Photographer”) and (“the Client”).

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1. The Photographer has certain skills and abilities in the field of photography that the Client wishes to use. The Client engages the Photographer to take the photographs described in Schedule 1 of this Agreement (“the Photographs”) of the subjects set out in Schedule 1 (“the Subjects”) on the basis of the terms set out in this Agreement.

2. The Photographs shall be taken on the date(s) set out in Schedule 1 of the Agreement (“the Shoot Date(s)” and at the location(s) set out in Schedule 1 of the Agreement (“the Locations”).

3. The Photographs shall be delivered to the Client by the Photographer on the date(s) set out in Schedule 1 to the Agreement (“the Delivery Date(s)”).

4. The number of Photographs and the format and/or medium in which they are to be delivered is set out in Schedule 1 to the Agreement.

5. Schedule 1 specifies whether the Photographer is responsible for editing and/or touch-up of the Photographs and, if so, any additional amount(s) payable to the Photographer for such services.

6. In return for the provision of the Photographer’s services, the Client agrees to pay to the Photographer the non-returnable amount set out in Schedule 1 by the date set out in Schedule 1 (“the Payment”). A non-returnable deposit of the amount set out in Schedule 1 is payable by the date set out in Schedule 1. Cancellation may be made without further liability by written notice to the Photographer at the address specified above not less than 30 (thirty) days before the first Shoot Date. If any cancellation takes place less than 30 (thirty) days before the first Shoot Date then the full remaining balance of the Payment shall be paid to the Photographer by the Client (less any deposit already paid).

7. This Agreement will start on the date of last signature and will continue until the Photographer has complied with the obligations set out in Schedule 1 to this Agreement.

8. The Photographer will deliver the services set out in this Agreement with the care, skill and diligence required in accordance with best practice in the Photographer’s industry.

9. The parties agree that responsibility for ensuring the availability of the Subjects and the Location(s) is as set out in Schedule 1. Insofar as the Client is responsible for ensuring the availability of the Subjects and/or the Locations, the Client agrees to ensure such availability in a timely manner in advance of the Shoot Date(s). The Photographer will not be held liable for failure to complete the Photographs by the Delivery Date(s) or at all in the event that the Client does not comply with this clause.

10. In the event that the Subjects and/or the Locations are to be hired, employed, contracted or provided by the Client in accordance with Schedule 1, then the Client shall procure that the Subjects sign the Release Form set out in Schedule 2 of this Agreement. In the event that the Subjects and/or the Locations are to be hired, employed, contracted or provided by the Photographer, then the Photographer shall procure that the Subjects sign the Release Form set out in Schedule 2 of this Agreement and deliver such signed Release Forms to the Client on the Delivery Date(s).

11. The Photographer undertakes to notify the Client as soon as is reasonably practicable if the Photographer is unable to provide the photographic services due to illness or injury.

12. The Photographer agrees to comply with the Client’s health and safety procedures from time to time in force if the location for the Photographs is at the Client’s premises and provided that the Client has notified the Photographer of such health and safety procedures in writing prior to the date(s) when the Photographs are taken.

13. The Photographer confirms that the Photographer has suitable public liability insurance covering the Photographer against the reasonable risks of public liability arising from the provision of the Photographer’s services.

14. The Photographer grants to the Client a non-exclusive, [perpetual], free license to utilise the Photographs and/or any images taken as part of the job solely for the purposes set out in Schedule 1. All other rights in and to in all images taken as part of the job (whether or not they are part of the final Photographs) are reserved by the Photographer, including all copyright throughout the world (and all rights of extension and renewal of copyright).

15. The Client agrees to acknowledge the Photographer as author of the images and/or the Photographs whenever the Photographs are published by the Client in any medium, and shall use best efforts to acknowledge the Photographer as author of the images and/or the Photographs whenever the Photographs are published by any third party, in any medium

16. Neither party to this Agreement is authorised or empowered to act as agent for the other for any purpose and will not on behalf of the other enter into any contract, warranty, or representation as to any matter. Neither will be bound by the acts or conduct of the other.

17. The relationship of the Photographer to the Client will be that of an independent contractor and nothing in this Agreement will make the Photographer an employee, worker, agent or partner of the Client and the Photographer will not hold themselves out as such.

18. This Agreement is a contract for the provision of photographic services and is not a contract of employment and accordingly the Photographer is fully responsible for any income tax national insurance or social security contributions arising from the Payment(s) made to the Photographer under this Agreement.

19. The Photographer will use best commercial efforts to comply with the description of the Photographs set out in Schedule 1, but no particular image is guaranteed. In no event shall the Photographer be liable to the Client for any amount which exceeds the Payment (whether arising in tort (including for negligence or breach of statutory duty), contract, misrepresentation, or for any loss of profits, loss of business, depletion of goodwill and/or similar losses or loss, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses arising from the provision of the Photographer’s services under this Agreement.

20. However, nothing in these terms and conditions excludes the Photographer’s liability for death or personal injury arising out of the negligent provision of the Photographer’s services; or for fraud or fraudulent misrepresentation.

21. Both parties agree to keep confidential all matters relating to this Agreement unless this Agreement permits otherwise.

22. Either party may assign this Agreement and/or any of its rights and obligations to any holding company, and/or subsidiary and/or associated companies, or to any successor in title, or to any entity acquiring all or substantially all of its assets

23. This Agreement is governed by the laws of England and Wales and the parties to this Agreement submit to the exclusive jurisdiction of the courts of England and Wales.