TERMS & CONDITIONS

BACKGROUND

The Client is of the opinion that the Contractor has the necessary qualifications, experience and abilities to provide the Services to the Client.


The Contractor is agreeable to providing the Services to the Client on the terms and conditions set out in this Agreement.

The Parties agree to do everything reasonably necessary to ensure that the terms of this Agreement are performed.


CURRENCY

All monetary amounts referred to are in GBP.

FEE

The Fee is to be quoted by the contractor and confirmed by the client.

Payment is required on receipt of the first draft. Once the payment has been settled, the content will be realised unwatermarked.

CANCELLATION

Any cancellation within 14 days will be subject to a 25% charge of the original fee for the shoot. Cancellation within 24 hours is 100% of the original charge.

INTEREST ON LATE PAYMENTS

Interest payable on any overdue amounts under this Agreement will be charged at a rate of 3% per annum or at the maximum rate enforceable under applicable legislation , whichever is higher.


CONFIDENTIALITY

 Confidential information (the “Confidential Information”) refers to any data or information relating to the Client, whether business or personal, which would reasonably be considered to be private or proprietary to the Client and that is not generally known where the release of that Confidential Information could reasonably be expected to cause harm to the Client.

The Contractor agrees that they will not disclose, divulge, reveal, report or use, for any purpose, any Confidential Information which the Contractor has obtained, except as authorised by the Client or as required by law. The obligations of confidentiality will apply during the Term and will end on the termination of this Agreement except in the case of any Confidential Information which is a trade secret in which case those obligations will continue to apply indefinitely.

All written and oral information and material disclosed or provided by the Client to the Contractor under this Agreement is Confidential Information regardless of whether it was provided before or after the date of this Agreement or how it was provided to the Contractor.

OWNERSHIP OF INTELLECTUAL PROPERTY 

All intellectual property and related material (the “Intellectual Property”) that is developed or produced under this Agreement, will be the property of the Contractor. The Client is granted a non-exclusive license of this Intellectual Property.


Title, copyright and intellectual property rights and distribution rights of the Intellectual Property remain exclusively with the Contractor who shall be entitled to use the same in electronic and other literature promoting the business of the Contractor.

Any footage, edits, or intellectual property used by the Client without full payment prior is in breach of copyright law.


All raw footage or photos can be purchased from the Contractor for a flat fee of £150. This will be delivered to the Client on a hard drive which they may keep indefinitely.


RETURN OF PROPERTY


Upon the expiry or termination of the Agreement, the Contractor will return to the Client any property, documentation, records, or Confidential Information which is the property of the Client.


CAPACITY/ INDEPENDENT CONTRACTOR


In providing the Services under this Agreement it is expressly agreed that the Contractor is acting as an independent contractor and not as an employee. The Contractor and the Client acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract for the Services.


RIGHT OF SUBSTITUTION


Except as otherwise provided in this Agreement, the Contractor may, at the Contractors absolute discretion, engage in a third party sub-contractor to perform some or all of the obligations of the Contractor under this Agreement and the Client will not hire or engage with any third parties to assist with the provision of the Services.


AUTONOMY


Except as otherwise provided in this Agreement, the Contractor will have full control over working time, methods, and decision making in relation to provision of the Services in accordance with this Agreement. The Contractor will work autonomously and not at the direction of the Client. However, the Contractor will be responsive to the reasonable needs and concerns of the Client.


EQUIPMENT


Except as otherwise provided in this Agreement, the Contractor will provide at the Contractors own expense, any and all tools, camera equipment and any other items or parts necessary to deliver the Services in accordance with this Agreement.

ASSIGNMENT

The Contractor will not voluntarily, or by any operation of law, assign or otherwise transfer its obligations under this Agreement without the prior written consent of the Client.


ENTIRE AGREEMENT


It is agreed that there is no representations, warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement.


ENSUREMENT


This Agreement will ensure for the benefit of and be binding on the Parties and their respective heirs, executors, administrators and permitted successors and assigns.



TITLES/ HEADINGS



Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement


GENDER


Words in the singular mean and include the plural and vice versa Words in the masculine mean and include the feminine and vice versa.


GOVERNING LAW


This Agreement will be governed by and construed in accordance with the laws of England.


SEVERABILITY


In the event that any provisions of This Agreement are held to be invalid or unenforceable in the whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the remainder of this Agreement.


WAIVER


The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or any other provision.