Terms of Service

1. Client Responsibilities

1.1 Required Consents. Client will ensure that all required consents, as applicable, have been obtained prior to performance of the Services, including any consents required for the performance of Services and the delivery of Work Product by Photographer and, as applicable, from venues or locales where the Services are to be performed or from participants of the Portrait Session.

1.2 Waiver. Client (on behalf of himself/herself and any other participant whose image or recording may be captured by the Services) hereby waives all rights and claims, and releases Photographer from any claim or cause of action, whether now known or unknown, relating to the sale, display, license, use and exploitation of Images pursuant to this Agreement.

2. Photographer Responsibilities

2.1 Equipment. The client will not be required to supply any photography equipment to the Photographer.
2.2 Manner of Service. The photographer will ensure that the Services are performed in a good, expedient, workmanlike, and safe manner, and in such a manner as to avoid unreasonable interference with Client’s activities.

2.3 Photography Staff. The photographer will, will ensure that all Photography Staff (employees, assistants, or other parties engaged by the Photographer to assist with the Services): 

comply with the reasonable directions of Client from time to time regarding the safety of attendees at the Portrait Session and applicable health, safety, and security requirements of any locations where the Services are provided;

ensure that Work Product meets the specifications.

The photographer will be responsible in every respect for the actions of all Photography Staff.

3. Artistic Release

3.1 Consistency. The photographer will use reasonable efforts to ensure that the Services are produced in a style consistent with the Photographer’s current portfolio, and the Photographer will use reasonable efforts to consult with the Client and incorporate any reasonable suggestions.

3.2 Style. Client acknowledges and agrees that:

Client has reviewed Photographer’s previous work and portfolio and has a reasonable expectation that Photographer will perform the Services in a similar style

The photographer will use their artistic judgement when providing the Services, and shall have final say regarding the aesthetic judgement and artistic quality of the Services; and

Disagreement with the Photographer’s aesthetic judgement or artistic ability is not a valid reason for termination of this Agreement or the request of any monies returned.

4. Term and Termination

4.1 Term. This Agreement will begin on the Effective Date and continue until the latter of (i) the date when all outstanding Fees under this Agreement are paid in full; or (ii) the date when all final Work Product has been delivered (“Term”).

4.2 Cancellation. Client may terminate the Agreement (“Cancellation”) and/or reschedule the Services (“Rescheduling”) by providing Photographer with written notice no later than [7 days] before the original date of the Portrait Session (the “Minimum Notice”). Client acknowledges and agrees that Client is not relieved of any payment obligations for Cancellations and Rescheduling in accordance with this Article 4 is duly provided or unless the parties otherwise agree in writing.

4.3 Rescheduling. In the event of Rescheduling, the Photographer will use commercially reasonable efforts to accommodate the Client’s change. If the Photographer is not able to accommodate the Client’s change despite using commercially reasonable efforts, the parties agree that such Rescheduling will be deemed as Cancellation by Client and that Photographer will be under no obligation to perform the Services other than on the original date of the Portrait Session.

4.4 No Refund. Client acknowledges and agrees that Cancellation by Client will not result in a refund of any fees paid on or prior to the date of Cancellation by Client.

4.5 Late Arrivals. In the event that the Client arrives late to the Portrait Session, the amount of time late may be deducted from the time allotted for the session. The photographer will not provide a refund or other compensation for the time deducted from the session due to the late arrival of the Client.

4.6 Replacement. In the event that Photographer is unable to perform the Services, Photographer, subject to Client’s consent, which is not to be reasonably withheld, shall cause a replacement photographer to perform the Services in accordance with the terms of this Agreement. In the event that such consent is not obtained, Photographer shall terminate this Agreement and shall return the Retainer and all fees paid by Client, and thereafter shall have no further liability to Client.

5. Ownership of Work Product by Photographer

5.1 Copyright Ownership.

 PThe potographer will own all right, title, and interest in and to all Work Product created under this Agreement, including all copyrights and other intellectual property rights. All rights not expressly granted to Client under Section 6 are reserved by Photographer.

5.2 License to Use Client-Created Materials.

 Client (on behalf of themself and all participants at the Portrait Session) grants Photographer and its service providers an exclusive, worldwide, royalty-free, irrevocable, transferable, and sublicensable license to use any materials provided or created by Client or participants during the session (“Portrait Session Materials”) in connection with:

creation of the Work Product, and

marketing, advertising, and promotion of Photographer’s services, including use in Photographer’s studio portfolio, website, social media, printed or digital promotional materials, and paid advertising.

Client represents that no other party has rights that may restrict or prevent such use

6. Limited License to Client

6.1 Personal Use. Photographer hereby grants Client a non-exclusive, limited, irrevocable, royalty-free, non-transferable and non-sublicensable license to use Work Product for Client’s Personal Use, provided that Client does not remove any attribution notices or copyright notices included by Photographer in any Work Product. “Personal Use” includes, but is not limited to, use (i) of photos on Client’s personal social media pages or profiles; (ii) in Client’s personal creations, such as scrapbooks, albums or personal gifts; (iii) in non-commercial physical display; and (iv) in personal communications, such as family newsletter, email, or holiday card. Client will not make any other use of the Work Product without Photographer’s prior written consent, including but not limited to use of the Work Product for commercial sale.

6.2 Commercial Use License (Branding/Business Sessions). For bookings identified as “Branding,” “Business,” or “Commercial” sessions, Client receives a non-exclusive, worldwide, perpetual license to use the Work Product for Client’s business across website, social media, press, print, and paid advertising. No resale, stock licensing, or third-party endorsements without additional written permission.

7.  Indemnity and Limitation of Liability

7.1 Indemnification. Client agrees to indemnify, defend, and hold harmless Photographer and its affiliates, employees, agents, and independent contractors for any injury, property damage, liability, claim, or other cause of action arising out of or related to the Services and or Work Product Photographer provides to Client.

7.2 Force Majeure. Neither party shall be held in breach of or liable under this Agreement for any delay or non-performance of any provision of this Agreement caused by illness, emergency, fire, strike, pandemic, earthquake, or any other conditions beyond the reasonable control of the non-performing party (each a “Force Majeure Event”), and the time of performance of such provision, if any, shall be deemed to be extended for a period equal to the duration of the conditions preventing performance. If such Force Majeure Event persists for more than 60 days, the party not affected by the Force Majeure Event may terminate the Agreement and any prepaid fees for Services not performed (other than the Retainer) shall be returned within 15 days of the date of termination of the Agreement.

7.3 Failure to Deliver. Photographer shall not be held liable for delays in the delivery of such Work Product, or any Work Product undeliverable, due to technological malfunctions, service interruptions that are beyond the control of Photographer (including as a result of delays in receipt of instructions from Client) and for Work Product that fails to meet the specifications set out in Section 1.1 due to the actions of Client or participants at the Portrait Session that are beyond the control of Photographer.

7.4 Maximum Liability. Notwithstanding anything to the contrary, Client agrees that Photographer’s maximum liability arising out of or related to the Services or the Work Product shall not exceed the total Fees payable under this Agreement.

8. Publicity & Portfolio Release

Client, on behalf of themself and all participants in the session, grants Photographer a non-exclusive, worldwide, perpetual, royalty-free license to display, reproduce, adapt and publish the Work Product for portfolio and promotional purposes, including Photographer’s website, social media, studio samples, print/online marketing, and paid advertising.

Minors. Client represents and warrants that Client is the parent or legal guardian of any participant under 18 and consents to the above publicity use on the minor’s behalf.

Opt-Out. If Client does not wish any image to be used for publicity, Client must provide written notice before the session or at image selection; absent such written notice, publicity consent is deemed granted. The photographer will make reasonable efforts to honor opt-out requests going forward.

This publicity license does not allow resale, stock licensing, or third-party endorsements without additional written permission.