TERMS AND CONDITIONS OF COMMISSIONING AND REPRODUCTION OF PICTURES FROM THUNDERBOLT PHOTOGRAPHY
1. Terms and Definitions:
(a) Picture includes a photograph, images, transparency, negative, digital scan, design, artwork, painting, montage drawing, engraving or any other item which may be offered for the purposes of reproduction; (b) Reproduction includes any form of publication or copying of the whole or part of any picture and whether or not altered by printing, photography, slide projection (whether or not to an audience) xerography, artist’s reference, artist’s illustration, layout or presentation, electronic or mechanical reproduction or storage by any other means; (c) The Photographer (otherwise known as Richard Ross) is the Author of the photograph or the Photographer. (d) The Client is the person or organisation to whom the invoice is addressed (whether or not the Client is acting for a third party); (e) Thunderbolt Photography administers the licensing of the works of the Photographer. Richard Ross and is an operating name of Thunderbolt Photography; (f) TFP (Time for Prints) is an agreement between Thunderbolt Photography and the Client in a mutual exchange of services; (g) An account holder is a Client who is registered with Thunderbolt Photography and charged at the end of each calendar month for all commissions undertaken in that period; (h) These terms and conditions represent the entirety of the agreement between Thunderbolt Photography and the Client. Any variation is only applicable when agreed in advance and in writing
2. Copyright and Ownership of Materials:
(a) The entire copyright in the pictures is retained by the Photographer, Richard Ross, at all times throughout the world and is administered by Thunderbolt Photography; (b) Title to all photographs remains the property of the Photographer; (c) Images will be licensed for use for a specified period. When the License to Use has expired, the images should be returned to the Photographer and a written undertaking given that all digital files have been destroyed. The Client is expected to comply with this requirement within 30 days of expiration of the License to Use. The Photographer reserves the right to make an additional charge for continued use after this period; (d) The Photographer, as administered by Thunderbolt Photography, supplies the technical and artistic ability to illustrate an idea photographically, and sells the right to reproduce those pictures in a given context. No property or copyright of any pictures shall pass to the Client whether on its submission or on Thunderbolt Photography’s grant of reproduction rights in respect thereof; (e) Richard Ross 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 sections 77 and 78 of Copyright, Designs and Patents Act 1988; (f) Unless otherwise agreed in writing, if any picture reproduced by the Client omits the copyright notice or credit line specified by Thunderbolt Photography, any fee payable by the Client shall be subject to an increase specified by Thunderbolt Photography, and in any event an increase of not less than 25%, or in cases of a TFP Agreement, a service charge at not less than the current half-day rate will be invoiced to the Client and the licence will be suspended until payment is received in full.
3. Use and Reproduction:
(a) The License to Use only comes into effect once full payment of the invoice has been made. No use may be made of the images until full and final payment – including any late payment charges that may have been levied – has been received by Thunderbolt Photography; (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 on Thunderbolt Photography’s invoice. An agreement must be reached with Thunderbolt Photography before the pictures are used for a different purpose or after the Licence to Use has expired; (d) Reproduction rights are not issued exclusively to the Client except when specified on the invoice; (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 save for the purpose of the exercise by the Client of such reproduction rights; (f) Any reproduction rights granted are by way of licence and no partial or other assignment of copyright shall be implied; (g) Thunderbolt Photography reserves the right to refuse to supply or grant a reproduction licence to a third party when requested to do so by the Client; (h) In the case of printed publications, three copies of the relevant pages containing any picture supplied are to be furnished to Thunderbolt Photography free of charge within two weeks. 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 for winding up being made against it, or if a Receiver is appointed, Thunderbolt 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.
4. Definitions of Reproduction Rights:
The following terms are used when describing the reproduction rights granted by Thunderbolt Photography and the Photographer to the Client: (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 licence 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) Specified Use Only: The right to use the pictures once only for the purpose as described on the invoice; (d) Editorial: One reproduction only of pictures supplied within one print edition of the specified title in an editorial context only.
5. Booking and Cancellation:
(a) The Client will be required to complete a Booking Form and pay a Booking Fee (which will form part of the total payment), on receipt of the Booking Form and the Booking Fee, Thunderbolt Photography will send an email as confirmation. The booking will then be considered Confirmed. (b) Once the Client has made a booking for a specific time and date and this date/time has been Confirmed, Thunderbolt Photography will not accept any other work from other clients for those times and dates; (c) As a result, once a booking is Confirmed, if it is subsequently cancelled, a cancellation fee will be charged to the Client according to the following schedule: (i) When a client cancels a Confirmed booking outside 10 business days of any confirmed date, a fee of 25% of the initial Booking Fee will be charged; (ii) When a client cancels photography within less than 10 days business days of any confirmed date, a fee of 50% of the initial Booking Fee will be charged. (iii) In addition to this cancellation fee, the client will be charged for any expenses already incurred by Thunderbolt Photography.
(a) Thunderbolt Photography will edit every selected picture and deliver what it considers to be the best of every situation covered; (b) Unless a Rejection Fee has been agreed in advance, there is no right to reject on the basis of commissioned subject matter, style, composition or editing.
Thunderbolt Photography welcomes and encourages the attendance of chaperones. (a) The chaperone must be 18 years or above, and either a friend or formal representative of the Client; (b) A partner or family member can only assume the role of chaperone if agreed by Thunderbolt Photography in writing or (c) if the Client is classed as a minor; (d) The photographer reserves the right to cancel the commission at any point if the chaperone interferes or hinders the session and the full fee for the commission charged to the Client.
8. Conduct and Safety:
(a) The Client shall be responsible for the behaviour of any persons accompanying them to a commission (b) This also extends to persons attending an event arranged by a Client; (b) The Photographer reserves the right to terminate any commission without notice if they deems the (i) Client’s behaviour, (ii) Person’s behaviour or (iii) situation to be unruly or unsafe. In such instances, the Thunderbolt Photography reserves the right to charge full fees and expenses. (c) The Client will fully reimburse the Photographer or their agents for any loss/damage they cause to property or equipment. (d) Any directions issued to a Client or Persons during a commission are deemed to be at said persons’ own risk. (e) The photographer cannot be held responsible for any personal accidents during a commission.
9. Weather and Force Majeure:
(a) In the unlikely event of total photographic failure, transport failure, injury or sickness beyond Thunderbolt Photography’s control, their liability shall be limited to a full refund of all monies paid; (b) If the commission has to be cancelled by Thunderbolt Photography due to adverse weather conditions, a new, a mutually agreed appointment will be made. However, if the Client would like a Booking Fee refund, this will be granted; (c) Should the cancelled appointment turn out to be a postponement, then, subject to Thunderbolt Photography’s availability, all monies paid may be applied to the new appointment; (d) In this case, the total fees chargeable shall be the fee which applies at the original booking; (e) If, following a cancellation, a new date cannot be agreed between Thunderbolt Photography and a Client, 50% of the Booking Fee will be retained by Thunderbolt Photography; In addition to this cancellation fee, the client will be charged for any expenses already incurred by Thunderbolt Photography.
10. Payment Terms:
Our payment terms are strictly end of the calendar month for account holding clients unless agreed in advance and in writing. Non-account holding clients must pay in full when the picture(s) are ready for receipt by the Client unless agreed in advance and in writing; (b) If payment is not made in accordance with (a) above then Thunderbolt Photography may rescind any agreement and recover damages, or, at its option, may exercise its statutory right to interest under the Late Payment Of Commercial Debts (Interest) Act 1998; (c) A fee of £10 (excluding VAT) will be made for each account reminder, duplicate invoice, or any other paperwork, correspondence or phone calls involved with the pursuance of a debt. 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 Thunderbolt 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 Thunderbolt 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 with immediate effect, even if it is less than 28 days from the issue date, and Thunderbolt Photography may consider these invoices as overdue when pursuing legal action for the recovery of said debts.
11. Liability and Indemnity:
(a) While Thunderbolt Photography takes all reasonable care in the performance of this Agreement generally, 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 Thunderbolt 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 Thunderbolt 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 Thunderbolt 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 Thunderbolt Photography against any loss or damage, proceedings or costs where such rights, releases or consents have not been obtained; (d) Thunderbolt Photography reserves the right to add, when required, additional liability and indemnities specific to the work undertaken in writing as part of the licencing documentation.
12. Applicable Law:
(a) This Agreement shall be subject to and constructed according to English Law and the parties agree to accept the exclusive direction of the Courts of England; (b) No variation of terms and conditions other then set out at the time of booking shall be effective unless agreed in writing by both parties. (c) Email communication constitutes a contract in law, unless the Client specifically states they will not accept this and instead provides hardcopy paperwork of all relevant agreements and contracts.
13. Client Confidentiality:
The Photographer and Thunderbolt Photography will keep Client information confidential and will not disclose to any third parties or make use of information communicated to them in confidence other than what is reasonably necessary to enable the Photographer or Thunderbolt Photography to carry out their obligations in relation to the commission