Terms and Conditions

Terms

AGREEMENT – This agreement between Antonio Chase (hereafter “Photographer”) and the undersigned client (hereafter “Client”) governs the assignment described in the accompanying cost estimate, and along with these Terms & Conditions, constitutes the entire agreement between the parties concerning that assignment.

DEFINITIONS –

Image/s, Footage, Video, or Photograph/s (herein “Work”), are any copyrightable materials created as a part of the project as agreed to by Creator and Client (or Agency).

• “Advertising” use is when the Client (or Agency) is paying for the placement of the Work on or in whatever media it appears.
• “Broadcast” is all network and subscription television and radio outlets.
• “Client” is the licensee of the Work as detailed in the Job Description above.
• “Collateral” use is when the Work appears in or on a platform that the Client (or Agency) wholly controls and produces, such as a company website, annual report, brochure, or social media profile, and is intended to promote a commercial product, service, personality or brand.
• “Consumer” use is when the Media in which the Work appears is directed toward and/or available to the general public.
• "Editorial" use is when the Client publishes the Work in their own editorial publication, for the purpose of educating and/or conveying news, information or fair comment opinion, which is available for sale to the general public, and which does not seek or accept sponsorship to, or in itself, promote a specific product, person, service or company.
• “Electronic” is all digital and Web mediums excluding Broadcast, TV, Packaging, OOH and POS.
• “Media” is the medium in which the Work is reproduced, inserted, displayed or placed by the Client (or Agency). 
• “Out of Home” (herein OOH) is all paid placement displays viewable to the general public from any public or private space.
• “Packaging” use is when the Work is printed or displayed on the packaging for a commercial or retail product.
• “Point of Purchase" or "Point of Sale” (herein “POS”) use is when the Work is included in a non-paid placement Print or Electronic indoor display for the purpose of promoting a product, service or corporation, within a third-party retail space or Client location.
• “Print” is all printed mediums excluding Packaging, OOH and POS.
• “Private Display” use is when the Work is shown or displayed in a non-commercial, private space, closed to public viewing, and the use of which does not promote a commercial product, service, personality or brand.
• “Public Display” use is when the Work is shown or displayed in a Client maintained space, open to public viewing (i.e. corporate office, trade show, public event), and the Client (or Agency) is not purchasing Advertising space to allow for the placement of the Work within the media or location it appears.
• “Publicity” use is when the Client submits the Work to an outside editorial publication (whether print or electronic) for Editorial use only, and the Client (or Agency) is not paying for that use or placement.
• “Trade” use is when the Media in which the Work appears is directed toward specific industries, professions, or special interest groups for commercial, promotional or Advertising purposes, and is not available to the general public.
• "Unlimited" use includes all Editorial, Publicity, Advertising, Collateral, Public Display, and Packaging uses of the Work, defined herein.
• “Web” is all mediums accessible exclusively via an internet browser or Internet-based software.

ESTIMATES - The fees quoted by the Photographer are for the original job description as presented by the Client and/or its Representative(s). Any subsequent changes, whether made orally or in writing, may result in additional charges. The expenses are estimated in good faith. Actual expenses, which may be greater or less, will be invoiced. Sales tax is not included in the estimate. Any applicable sales tax will be added at time of invoice.

PAYMENT – When expenses exceed $1,000.00, Client shall pay 100% of expenses or 50% of the entire proposal plus all talent fees to initiate the project.  Client shall make final payment within 30 days of invoice.  Late payments will be billed a $20.00/month handling fee and 1.5%/month interest.  Any discount for early payments shall be made at the Photographer’s sole discretion and will be reflected in the initial proposal and the final invoice.  The terms of this agreement, including licensing of any images delivered, shall not be put into effect until such time as Photographer receives full payment plus expenses for services rendered.  Please make checks payable to St. CHIARO SCURO PHOTOGRAPHY.

OWNERSHIP – All photographs taken by Photographer shall remain the sole property of the Photographer unless otherwise declared within this agreement.  Grant of any reproduction or licensing rights to the Client is conditioned upon receipt of payment in full. All rights not expressly granted shall be reserved by the Photographer. Modification of Photograph(s) and/or incorporation of Photograph(s) in any layout or concept shall not constitute a Joint Work.

CANCELLATIONS, WEATHER, POSTPONEMENTS - In the event of a cancellation or postponement of a shoot by the Client at any time after shoot confirmation/award, Client shall pay all expenses incurred by the Photographer up to the time of cancellation, plus a fee equal to 25% of the anticipated creative/licensing fees. If a shoot is canceled within 24 hours of departure for the shoot, Client shall pay 50% of the anticipated creative/licensing fee and 100% of the anticipated expenses (including fees of any subcontractors booked for the job). If a shoot is postponed due to weather, Client will be responsible for all crew fees and expenses incurred on each Weather Day, plus a photographer fee to be agreed upon.

CLIENT REPRESENTATION - The Client is responsible for the presence of an authorized representative at the shoot to approve the Photographer’s interpretation of the assignment. If a Client representative is not present, the Photographer’s interpretation shall be deemed acceptable.

FORCE MAJEURE - If performance of this Contract or any obligation under this Contract is prevented, restricted, or interfered with by causes beyond either party's reasonable control ("Force Majeure"), and if the party unable to carry out its obligations gives the other party prompt written or other notice mutually agreed upon of such event, then the obligations of the party invoking this provision shall be suspended to the extent necessary by such event. The term Force Majeure shall include, without limitation, acts of God, sudden illness, injury, fire, explosion, vandalism, storm or other similar occurrence, orders or acts of military or civil authority, or by national emergencies, insurrections, riots, or wars, or strikes, lock-outs, work stoppages, other labor disputes, or supplier failures. The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased. Such an act or omission shall be deemed within the reasonable control of a party if committed, omitted, or caused by such party, or its employees, officers, agents, or affiliates.  If Force Majeure is invoked, Client shall be responsible only for the portion of expenses and fees incurred up to time of termination.

COVID COMPLIANCE – In the midst of this global pandemic, all parties contracted herein agree to abide by the latest CDC and/or WHO and/or local government workplace safety guidelines, which may include but are not limited to the proper use of PPE and social distancing. Additional restrictions may be enforced by the Photographer and/or the Client with full acknowledgement from all parties. Further, all parties contracted herein acknowledge that they have received the full vaccine and any required booster shot and can provide proof with an official vaccine card prior to entering the designated shooting area (“The Set”). No unauthorized access to the Set or to personnel will be allowed without prior agreement from both parties. If any member of the shoot tests positive before, during, or after the commencement of this contract, FORCE MAJEURE will be invoked. Any and all personnel who test positive for COVID-19 or its variants will immediately leave the Set if present, contact the Photographer and the Client, and begin quarantine procedures following official guidelines. Failure to do any of the above may result in shoot cancellation and forfeiture of any deposit or partial fees paid up to that point. The remainder of any fees due will be negotiated in good faith.

INDEMNIFICATION - Client hereby indemnifies and holds the Photographer harmless against any and all liabilities, claims, and expenses, including reasonable attorney’s fees, arising from Client's use of Photographer's work. The Photographer similarly indemnifies and holds Client harmless against any and all liabilities, claims, and expenses, including reasonable attorney’s fees, arising from Photographer’s negligence.

AUTHORSHIP CREDIT – Whenever practical, a credit in the name of “chiaroscurofa.world” shall accompany the Photographs.

TURN AROUND TIME – Shoot processing for client review, select(s) processed for reproduction, and all retouched files will be delivered in a timely fashion, within a mutually agreed upon schedule, generally but not always less than two weeks following shoot date.

EXPIRATION – Proposals are valid for 15 days unless signed by both parties.

LICENSING DURATION AND RENEWAL – Upon expiration of original licensing terms, Client must either A) renew license for continued usage of any and all image(s) originally provided by the Photographer to the Client or; B) cease and desist the use of any and all images originally provided by the Photographer to the Client.  Failure to cease usage of images will result in a new licensing invoice per the original terms with an additional 5% non-agreed usage penalty.  Image licensing renewal may be completed by contacting the Photographer at least 30 (thirty) days prior to original license expiration date.  Any negotiation taking place less than 30 (thirty) days of usage expiry could result in a late renewal, thereby resulting in a gap in Client’s approved usage.  Continued failure to remit proper payment for continued licensing may, at the Photographer’s sole discretion, result in legal action.