COMMERCIAL SERVICE AGREEMENTS and POLICIES
Standard Commercial License
Terms and Conditions
Permitted Uses are as defined below. All copyrights relating to Content created by Jason Riley Hoss Photography are retained by Jason Riley Hoss Photography unless a separate agreement is signed by all parties and amends this contract.
COMMISSIONING AND REPRODUCTION OF IMAGES FROM JASON RILEY HOSS PHOTOGRAPHY
INTENDED USEAGE: MARKETING / ADVERTISING / RESALE OF ITEMS CONTAINED WITHIN THE IMAGE(S)
1. TERMS AND DEFINITIONS:
a) Picture includes any image offered for the purposes of reproduction;
b) Reproduction includes any form of publication or copying of the whole or part of any picture;
c) The Photographer (otherwise known as Jason Riley Hoss) is the Author of the photograph.
d) The Client is the person or organization to whom the invoice is addressed;
e) These terms and conditions represent the entirety of the agreement between Jason Riley Hoss Photography and the Client. Any variation is only applicable when agreed to in advance and in writing.
2. COPYRIGHT AND OWNERSHIP OF MATERIALS:
a) Copyright of any pictures is retained by the Photographer, Jason Riley Hoss;
b) Images will be licensed for use for a specified period. When the License to Use has expired, the images should be destroyed. The Client is expected to comply with this requirement within 28 days of expiration of the License to Use. The Photographer reserves the right to make an additional charge for continued use after this period;
c) The Photographer supplies the technical and artistic ability to illustrate an idea photographically;
d) Jason Riley Hoss asserts both his moral right to be identified as the author of his work and the right to a credit is asserted in accordance with Title 17 of the United States Code outlining United States copyright law;
e) Unless otherwise agreed in writing, if any picture reproduced by the Client omits the copyright notice or credit line specified by Jason Riley Hoss Photography, fees will be subject to an increase of not less than 25%.
3. USE AND REPRODUCTION:
a) The License to Use only comes into effect once full payment of the invoice has been made to Jason Riley Hoss Photography. No use may be made of the images until full and final payment – including any late payment charges that may have been levied;
b) Permission in writing may be granted for image use before payment; however this permission will be immediately revoked if payment of the invoice is not made by the timescale stated on the invoice;
c) Reproduction rights (if and when granted) are strictly limited to the use and period of time specified in writing by Jason Riley Hoss Photography. An agreement must be reached before the pictures are used for a different purpose or after the license to use has expired;
d) Reproduction rights are not issued exclusively to the Client except when specified in writing;
e) Reproduction rights granted are personal to the Client and may not be assigned, nor may any picture submitted to the Client be loaned or transferred to third parties except for the purpose of personal reproduction, and all files shall be returned to the client and not retained by third parties once the scope of work is completed;
f) Reproduction rights are granted by Jason Riley Hoss Photography by way of license and the client must seek approval of Jason Riley Hoss Photography for reproduction through a third party;
g) Jason Riley Hoss Photography reserves the right to refuse to supply or grant a reproduction license to a third party if requested to do so by the Client;
h) In the case of printed publications, 2 copies of the relevant pages containing any picture supplied are to be furnished to Jason Riley Hoss Photography free of charge within 28 days. In other media, evidence of use must be made available if requested;
i) On the Client’s death or bankruptcy or (if the Client is a company) in the event of a Resolution, Petition, or Order by a court with regards to change in the current legal status of the client, or if a Receiver is appointed, Jason Riley Hoss Photography may at any time thereafter inspect any records, accounts and books relating to the reproduction of its pictures to ensure that the pictures are being used only in accordance with the reproduction rights granted to the Client.
3.1 PERMITTED STANDARD LICENSE USES:
a) The Client may only use the Content for advertising, promotional, and other specified purposes which are Permitted Uses (as defined in the agreement).
b) Seat Restrictions: Only the Client is permitted to use the Content, although the Client may transfer files containing Content or Permitted Derivative Works to its clients, printers, or ISP for the purpose of reproduction for Permitted Uses, provided that such parties shall have no further or additional rights to use the Content and cannot access or extract it from any other source.
c) Permitted Uses - Subject to the restrictions described under (3.2 STANDARD LICENSE PROHIBITIONS) below, the following are “Permitted Uses” of Content:
a. advertising and promotional projects, including printed materials, product packaging, presentations, film and video presentations, commercials, catalogues, brochures, promotional greeting cards, and promotional postcards (i.e. not for resale or license);
b. entertainment applications, such as books and book covers, magazines, newspapers, editorials, newsletters, and video, broadcast and theatrical presentations;
c. on–line or electronic publications, including web pages to a maximum of 1000 pixels on the long edge for image or illustration Content or to a maximum of 1280×720 for video Content;
d. prints, posters (i.e. a hardcopy) and other reproductions for personal use or promotional purposes specified in (1) above, but not for resale, license or other distribution; and
e. any other uses approved in writing by Jason Riley Hoss Photography.
3.2 STANDARD LICENSE PROHIBITIONS:
a) Prohibited Uses - You may not do anything with the Content that is not expressly permitted in the preceding section. For greater certainty, the following are “Prohibited Uses” and you may not:
a. use the Content in design template applications intended for resale, whether on-line or not, including, without limitation, website templates, Flash templates, business card templates, electronic greeting card templates, and brochure design templates;
b. use or display the Content on websites or other venues designed to induce or involving the sale, license, or other distribution of “on demand” products, including postcards, mugs, t-shirts, posters, and other items (this includes custom designed websites, as well as sites such as www.cafepress.com);
c. use the Content in any posters (printed on paper, canvas or any other media) or other items for resale, license or other distribution for profit;
d. use any of the Content as part of a trade-mark, design-mark, trade-name, business name, service mark, or logo;
e. make available in a manner such that an unauthorized party can extract or access or reproduce the Content as an electronic high resolution file;
f. use the Content in a fashion that is considered by Jason Riley Hoss and Jason Riley Hoss Photography (acting reasonably) as or under applicable law is considered pornographic, obscene, immoral, infringing, defamatory or libelous in nature, or that would be reasonably likely to bring any person or property reflected in the Content into disrepute;
g. remove any notice of copyright, trade-mark or other proprietary right from any place where it is on or embedded in the Content;
h. sub-license, re-sell, rent, lend, assign, gift or otherwise transfer or distribute the Content or the rights granted under this Agreement;
i. install and use the Content in more than one location at a time or post a copy of the Content on a network server or web server for use by other users;
j. use or display the Content in an electronic format that enables it to be downloaded or distributed via mobile devices or shared in any peer-to-peer or similar file sharing arrangement;
k. use the Content for editorial purposes without including the following credit adjacent to the Content:
“© Jason Riley Hoss Photography”
If there is any doubt that a proposed use is a “Permitted Use,” contact
Jason Riley Hoss for clarification.
4. DEFINITIONS OF REPRODUCTION RIGHTS:
The following terms are used when describing the reproduction rights granted by Jason Riley Hoss Photography:
a) Internal Use only: The right to use the pictures only within a company for non-commercial purposes; publication in a free in-house magazine not normally available to the public; exhibition within the Client’s premises; editorial use in the Client’s intranet site;
b) PR and Press Distribution: The right to use the pictures as described in 4(a); PLUS a license for third parties to reproduce such pictures in print or electronic media in an editorial context where no fee has been paid to guarantee publication;
c) Editorial: One reproduction only of pictures supplied within one print edition of the specified title in an editorial context only;
d) Specified Use Only: The right to use the pictures for the purpose as described in the agreement.
5. BOOKING AND CANCELLATION:
a) The Client will be required to pay the agreed upon retainer on receipt of the invoice; Jason Riley Hoss Photography will send an email as confirmation. The booking will then be considered Confirmed for a specific time and date.
b) Once the Client has made a booking for a specific date and time and the date/time has been Confirmed, Jason Riley Hoss Photography will not accept any other work from other clients for those times and dates;
c) As a result, once a booking is Confirmed with a paid retainer, if it is subsequently cancelled, the retainer is non-refundable:
a. When a client cancels and reschedules a confirmed booking within 7 days of any confirmed date, a rescheduling fee of $50.00 will be charged;
b. When a client reschedules a confirmed booking outside of 7 days, no rescheduling fee will be charged.
c. In addition to a cancellation, the client will be charged for any expenses already incurred by Jason Riley Hoss Photography.
d) Failure to Perform:
a. If the Photographer cannot perform this Agreement due to a fire or other casualty, act of God, or other cause beyond the control of the parties, or due to the Photographer’s illness, then the Photographer shall return the deposit to the Client, but shall have no further liability with respect to the Agreement. This limitation on liability shall also apply in the event that photographic materials are damaged in processing, lost through camera malfunction, lost in the mail, or otherwise lost or damaged without fault on the part of the Photographer. In the event the Photographer fails to perform for any other reason, the Photographer shall not be liable for any amount in excess of the retail value of the Client’s order.
b. The Photographer may substitute another photographer to take the photographs in the event of Photographer’s illness or scheduling conflicts. In the event of such substitution, Photographer warrants that the photographer taking the photographs shall be a competent professional.
6. PAYMENT TERMS:
a) Our payment terms are strictly net 28 days (four weeks) unless agreed in advance and in writing;
b) If payment is not made in accordance with (a) above, then Jason Riley Hoss Photography may rescind any Agreement and recover damages, or, at its option, may exercise its statutory right to interest under current United States labor laws and Protection Acts;
c) A fee of $20 will be made for each account reminder, duplicate invoice, or any other paperwork, correspondence or phone calls involved with the pursuance of a debt (maximum $20 per day per account). This fee is non-refundable, and represents the additional time spent pursuing overdue invoices;
d) The Client’s right to reproduce a picture arises only when Jason Riley Hoss Photography’s invoice relating to the grant of such right is fully paid (including interest charges levied on late payment of the invoice or invoices). Any reproduction before payment of the invoice constitutes an infringement of rights and a breach of this Agreement entitling Jason Riley Hoss Photography to rescind the Agreement and rendering the Client liable for the payment of damages;
e) If any invoice issued to the Client is not paid by the Due Date, then all unpaid invoices issued to the Client become due of immediate effect and Jason Riley Hoss Photography may consider these invoices as overdue when pursuing legal action for the recovery of said debts;
f) Making Payment: We accept payment by Electronic Transactions such as PayPal, Credit Card, Cash, and legal forms of Checks. Checks should be made payable to “Jason Riley Hoss Photography.” Please note, when making payment by check, proof of postage of remittances is not considered proof of receipt, and clients are advised to send payment by any method affording proof of delivery.
a) Jason Riley Hoss Photography will approve images for selection and/or editing unless Jason Riley Hoss Photography authorizes the client to perform these duties;
b) Jason Riley Hoss Photography will deliver and/or make available only what it considers to be the best images from the session;
c) Unless a rejection fee has been agreed in advance, there is no right to reject on the basis of style, composition or editing.
8. LIABILITY AND INDEMNITY:
a) While Jason Riley Hoss Photography takes all reasonable care in the performance of this agreement, it shall not be liable for any loss or damage suffered by the Client or by any third party arising from use or reproduction of any picture or its caption;
b) The Client agrees to indemnify Jason Riley Hoss Photography in respect of any claims or damages or any costs arising in any manner from the reproduction without proper reproduction rights of any picture supplied to the Client by Jason Riley Hoss Photography;
c) It is the Client who must satisfy himself that all necessary rights, model releases or consents which may be required for reproduction, are obtained and it is acknowledged that Jason Riley Hoss Photography gives no warranty or undertaking that any such rights, model releases or consents have or will be obtained whether in relation to the use of names, people, trademarks, registered or copyright designs or works of art depicted in any picture. In the event that the picture is issued or reproduced by or with the authority of the Client then the Client shall indemnify Jason Riley Hoss Photography against any loss or damage, proceedings or costs where such rights, releases or consents have not been obtained.
d) Regarding any Inherent Qualities of any Prints derived from the work produced by Jason Riley Hoss Photography, the Client is aware that color dyes in photography may fade or discolor over time due to the natural qualities of dyes, and the Client releases Jason Riley Hoss Photography from any liability for any claims whatsoever based upon fading or discoloration due to such inherent qualities.
9. APPLICABLE LAW:
a) This Agreement shall be subject to and constructed according to United States Law and the parties agree to accept the exclusive direction of the Courts of the United States;
b) No variation of terms and conditions set out herein shall be effective unless agreed in writing by both parties.
c) Email and Text communication constitute an addition to this contract in law, unless the Client specifically states they will not accept this and instead desires to provide hardcopy paperwork only of all relevant agreements and contracts. In such cases where the Client will not accept this, Jason Riley Hoss Photography may wish to hold all communication and collaboration either in person or via verbal communication.
d) All disputes arising under the Agreement shall be submitted to binding arbitration within 28 days after delivery of the final product to the Client and the arbitration award may be entered for judgment in any court having jurisdiction thereof. Notwithstanding the foregoing, either party may refuse to arbitrate when the dispute is for a sum less than $500.
10. MODEL RELEASE:
This contract also serves as a Model Release, giving all Parties signed herein, the unalterable right to use the photographs from this session for advertising, promotion, exhibition, competition, and any other lawful purposes related directly to the organization(s). It is recognized and agreed to that all Parties herein may reproduce, publish (including internet), exhibit, and otherwise use images created without specific identification of persons or events contained within the images as samples of work to be shown to prospective clients, for instructional purposes, and as samples of work to be displayed for marketing or competition. The Model waives any right to inspect or approve these photographs or to the use in which they may be legally applied. The images will NOT be sold to or allowed for use by 3rd party organizations outside of this agreement for profit or for advertisement without a separate service agreement between all parties.
11. CLIENT CONFIDENTIALITY:
The Photographer and Jason Riley Hoss Photography will keep confidential and will not disclose to any third parties or make use of information communicated to them in confidence for the purposes of the photography, save as may be reasonably necessary to enable the Photographer or Jason Riley Hoss Photography to carry out their obligations in relation to the commission.
COST OF SERVICES:
(A Package is defined as a complete Services Option which includes both Principle Photography and Post Processing) The cost of services is based on the Photographer’s estimated quote and includes the photographs described therein. If the cost is not based on an entire package, but is simply a session fee for principle photography, all photographs requested from the Client shall be billed to the Client in addition to the fee and in accordance with the standard price list for editing, retouching, and or compositing.
This Agreement incorporates the entire understanding of all parties. Any modifications of this Agreement must be in writing and signed by all parties. Any waiver of a breach or default hereunder shall not be deemed a waiver of a subsequent breach or default of either the same provision or any other provision of this Agreement. This Agreement shall be governed by the laws of the State / Country for which the Photography Session is conducted. All parties have read this Agreement in its entirety, agreed to the terms set herein, acknowledge receipt of a completed copy, and have signed this Agreement.
This agreement is not valid until signed by all parties.