Instead of a formal contract...
In my many years of operation, I can proudly say that I never had to sign, let alone enforce, a contract. Perhaps the reason behind it is that I consider any agreement between parties, verbal or otherwise, to be binding, and I feel it is my obligation to do my utmost to satisfy the most demanding client. Since I live and work in a relatively small community, my name and reputation are paramount and therefore I feel obligated to conduct my business with integrity and professionalism.
Nevertheless, as protection for both of us, I would like to disclose the terms and conditions under which I carry on my duties. The language of this contract is slightly modified from the standard legal agreement of the PPA (Professional Photographers of America) and the WPPI (Wedding & Portrait Photographers International). It is altered to include the guidance and arbitration power of any rabbinical court under Halacha and in accordance with the Orthodox Jewish Tradition. As a matter of fact, this Din Torah shall have precedence over any other jurisdiction.
By entering into an agreement with me, you automatically confirm that you have read, understood and accepted these conditions, and by making a deposit or any other form of payment, you give your covenant to be bound by them. Should you wish to modify, amend or alter any part of it, please submit such change in writing. Most likely it will be accepted, as long as its intent is to benefit all parties.
Terms and Conditions of Assignment
This memorandum is to govern the transaction between the parties. The hiring party, hereafter called the Client, orders the provider party, hereafter called the Photographer, the services and products as quoted in consideration of prompt payment of the agreed sum.
Arbitration All disputes arising under this Agreement shall be submitted to binding arbitration before a mutually acceptable Halachic judicial body, such as a Beis Din (a board of three Orthodox Jewish Rabbis) and both parties shall accept their decision as final. Failing to select mutually acceptable arbitrators, a claim and request for a hearing may be entered for judgment in the Municipal Court of Cleveland Heights of Ohio, having jurisdiction thereof as the Photographer’s studio is located in said city.
CancellationIf the Client shall cancel this Agreement before the event date, any retainer paid to the Photographer shall be refunded subject to reasonable expenses borne by the Photographer in preparation of Client’s order. This refund also shall be subject to the Photographer obtaining another assignment for that date. Liquidated damages shall be charged in a reasonable amount not to exceed the deposit.
Client’s Originals If the Client provides original prints, negatives, transparencies, props, other materials or documents to the Photographer for duplication, framing, reference, or any other purpose, in the event of loss or damage the Photographer shall not be financially liable for said item nor for its/their replacement.
Client’s Usage The Client obtains the images in any form such as digital files, prints, or albums for personal use only, and shall not sell said copies or license any reproductions thereof by parties other than the Photographer. If the Client provides a photo for announcement or for other publication, whether in print form or posting on the Internet, the Photographer authorizes such duplications, provided that the Client requests the publisher to run a credit for the Photographer adjacent to the image.
Copyright The Photographer shall own the copyright on all images created and shall have the exclusive right to make reproductions for resale purposes. The Photographer shall only make reproductions for the Client or the Client’s guests, appearing on said pictures, or for the Photographer’s portfolio, samples, self-promotions, entry in photographic contests or art exhibitions, editorial use, or for display within or on the outside of the Photographer’s studio.
Exclusive Photographer The Photographer shall be the exclusive photographer retained by the Client for the purpose of photographing the event. Family and friends of the Client shall be permitted to photograph at the sole discretion of the Photographer as long as they shall not interfere with the Photographer’s duties and do not photograph poses arranged by the Photographer.
Failure to Perform If the Photographer cannot perform this Agreement due to fire, flood, power failure or other casualty, strike, 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 or computer 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 agreed value of the Client’s order. In case of partial failure when some images or part of products got damaged, lost or rendered unusable, the compensation shall be prorated to the whole order’s value. Any remaining balance becomes due subject to the percentage represented by lost files, images or products. The Photographer may substitute another photographer to take the photographs in the event of the Photographer’s illness or scheduling conflicts. In the event of such substitution, the Photographer warrants that the replacing person shall be a competent professional.
Inherent Qualities The Client is aware that color dyes in photography may change or discolor during production or over time due to the inherent qualities of ink pigments, and the Client releases the Photographer from any liability whatsoever based upon discoloration due to such inherent qualities. This release does not affect any warranties provided by manufacturers whose products were used to complete the order.
Miscellany This Agreement incorporates the entire understanding of the parties. The terms and conditions set forth within shall govern both the Client’s and Photographer’s participation of this contract and said contract shall terminate upon completion of all its conditions. The execution of this agreement does not require either parties’ signature, and their actions such as payment, delivery or receipt of any component of said terms, shall serve as proof of their understanding and acceptance of this memorandum. The copy of this document is made available for all through the Photographer’s Internet site. Any modifications of this Agreement must be in writing and signed by both 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. The laws of the State of Ohio shall govern this Agreement. The Client also acknowledges that any additional request or alteration to this agreement will be charged at the then prevailing price and is subject to the limitation of those alterations.
Originals All photographic images, including, but not limited to, computer files, proofs, and previews, shall be the exclusive property of the Photographer. The Photographer shall make proofs and previews available to the Client for the purpose of selecting photographs, but such proofs and previews shall be marked with the Studio’s name and considered to be on loan to the Client till such time when the final product of the original order is delivered. If there is no final print(s), album or final product ordered within a year of completion of the assignment, said proofs shall be charged to the Client at the same rate as finished prints of the same size at the then prevailing rate. The Photographer may make the proofs available to view them on a Web site without any extra cost to the Client.
Payment The Client shall make a deposit of no less than 25% of the agreed price, plus any projected travel expenses, if applicable, to retain the Photographer to perform the services specified, before the date of service. At the completion of the event, the Client shall make an additional payment equal to 50% of the estimated price of order. At such time as this order is completed, the deposit and any additional payments shall be applied to reduce the total cost and the Client shall pay the balance due. If the Client refuses delivery of the order or does not pay within thirty (30) days of completing the order, the Client shall be in default hereunder and any unpaid balance shall become due at once in full. In addition, the Client agrees to pay for any and all expenses or legal fees related to collecting payments. All subsequent orders arising from this contract shall be governed by the same principles.
Price List The charges in this Agreement are based on the Photographer’s Standard Price List, while it incorporates any applicable incentives and package bonuses. Therefore, omitting any pre-agreed component will only pro-rate said package price at the Photographer’s sole discretion. The Standard Price List is adjusted periodically and future orders shall be charged at the prices in effect at the time the order is placed. Any alteration or addition to the agreed amount set for this agreement, given during the course of processing this order, shall be charged as per the Photographer’s Standard Price List at the time of completion. This price list is made available at any time the Client requests it, or may be viewed online.
Responsibilities The Client will obtain any permit, permission or other consent as necessary, to allow the Photographer to take required images. The Photographer will not be held liable for any limitation or restriction affecting or negating posing subject(s), lighting, or taking images. The Client will accept resulting pictures without reservation that were captured under any duress imposed on the Photographer. This includes using props or equipment belonging to other parties, vendors or entities. Furthermore, the onus is on the Client to provide the Photographer with clear and specific instructions on whom and what to photograph during an assignment. These could include items such as guest list, location, scheduling or other items. The Client and/or his/her liaison shall coordinate and make available any person or item, which the Client wishes to have photographed. In the absence of such a list, the Client will accept without further recourse all images captured during the session as complete.
Termination of this contract This Agreement could be concluded any time by the Client at his/her discretion. Any money owing for all completed work must be paid immediately. The contract also could be concluded by the Photographer after a reasonable time, when there was no substantial activity on the order, and the project fell “dormant”. This could be 30 days after proofs were not returned, or no instructions were given to complete any remaining products. In case of an agreed package deal, when the initial estimate was based on the ordered components and discounted from the listed retail price, any completed work will be re-invoiced at the full retail price. Money already paid will be deducted, but any outstanding balance will be due immediately, and must be paid upon presentation of the final bill.
Time Limitation This Agreement shall be completed and fully paid for within a reasonable timeframe, but no more than 100 days from its start. If at any stage the order falls dormant, that is to say no selection was made or no instructions were provided to the Photographer, all electronic data will be taken off the active computer system for safekeeping. The re-activation of the files (copying them back to the hard-drive) will be charged as a separate cost based on the time it takes to perform it and based on the then prevailing Standard Price List. The current price list is attached to this document and is available at any time on our portal: www.grafixer.biz I cannot guaranty the accuracy of any estimate beyond 100 days.
Usage of images The client agrees and consents that all images of people recorded during the event will be part of the collection captured by the photographer. People appearing on those photos, whether willingly or accidentally, will allow the photographer to make duplicates or copies of their images and likenesses, for any use as it is the practice in the trade. This includes: selling enlargements for guests, placing images as advertisements for the photographer’s promotional material, entering any exhibition or contest, or advertising venue. This license is permanent and not revocable.
Photography is a creative field. Photography is also a product-based business with a vital element, called service. A successful conclusion should reflect your taste and personality, infused with visual beauty that will bring back many memories as well as pleasure. Please note that the most effective and cost efficient way of communicating is via email. It is paramount that you provide me with the exact email addresses for all parties concerned, and keep them updated throughout the process. Using the postal services for delivery of proofs, contracts, and instructions will delay the order completion and most likely will result in some extra expenses.
While this memorandum may appear to be long and rather complex, it is presented for your benefit. I work with all the specifications day in and day out, and for me it is like second nature. However, for an untrained person it could be overwhelming. Therefore I ask you to review all the attached documentation and/or keep it in a safe place, so at any time a question arises, you could refer to it later. The definitions contained within these notes are based on my many years of experience in this business and will provide you with invaluable help, clarification and security later.