Terms & Conditions for Corporate & Business Clients
This page is a representation of the principle points of agreement for corporate & business clients. When you book services provided by Tripod Media Group FZ LLE you’ll receive a personalised contract including full details of the agreement.
Definitions & Agreement: For the purpose of this agreement the following definitions apply:
“Photographer” (also “we”, “us”, and “our”) shall refer to Tripod Media Group FZ LLE or, if agreed, other photographer representing Tripod Media Group FZ LLE; “Client” (also “you” and “your”) shall, where the context so admits, include the Client’s respective assignees, sub-licensees and successors in title, who shall be agreed before booking and named on the Licence To Use (after booking any additions or changes to Client’s assignees etc must be agreed in writing between Photographer & Client, and may be subject to additional licensing fees). “Materials” means all deliverable material furnished by the Photographer, whether still images, video, digital, transparencies, negatives, prints or any other type of physical or electronic material. “Shoot” means the shoot booked on the time(s) and date(s) specified. “Package” means the booked package of services described in ‘Scope of Work’. “Contract” means the terms and conditions outlined in this document.
No variation or modification of these terms and their definitions shall be effective unless agreed by both the Photographer and the Client in writing prior to signing the Contract.
Scope of Work: Photographer shall provide photography services for Client consisting of the package detailed on their booking page. If the Client later makes use of or requests a service not listed in the Package, including but not limited to using Materials outside of the agreed terms, Photographer reserves the right to charge their full rate for that use or service.
Fees & Due Dates: Client agrees to pay all fees detailed in the booking page. If a Reservation Fee is required to book the Package (which may also have been referred to as a ‘deposit’, or a ‘retainer’ in correspondence) upon payment it will be deducted from the total balance. When we receive both the Reservation Fee (if required) and this signed Contract we agree to commit exclusively to the Client at the specified date and time. The Reservation Fee covers our costs of preparation, and serves to offset the loss of income associated with turning down other clients on the specified date, and for this reason is non-refundable except under certain conditions outlined below.
Late Payment: If any pre-Shoot payments are not made in full by the due date Photographer will send by email one written notice to the Client that a payment is overdue. 24 hours after sending this notice if Client has not responded in any form (discounting ‘automatic replies’) the Photographer reserves the right to consider the booking cancelled by the Client, invoke Client cancellation terms, and quote for and book other enquiries.
If any post-Shoot payments are not made in full by the due date Photographer reserves the right to withhold all deliverable elements of the Package and withdraw the Licence To Use until the fee is settled. In all cases, if any payment is not paid in full by the due date Photographer reserves the right to charge a handling fee of AED 250 per elapsed 15 days after the due date, plus interest at the rate prescribed by the Late Payment of Commercial Debt (Interest) Act 1998 from the date payment was due until the date payment is made.
Meals and Breaks: Client agrees to provide a meal and break for Photographer and their team for Shoots over four hours long. If Client provides no meal, Client understands Photographer may leave the Shoot to purchase a meal.
Copyright: For the avoidance of doubt, all copyright in the Materials is owned absolutely by the Photographer within the provision of the Copyright, Designs and Patents Act 1988. It is contrary to this act to copy or allow to be copied photographically, electronically or by any other means any Image created as part of this contract without the express permission of The Photographer. Further, Client agrees not to scan, copy or reproduce Materials in any unlicensed manner, for any reason, without a written release from Photographer.
Right to a credit: In all editorial use the Photographer’s name (or ‘handle’ for social media use) will be printed on or in reasonable proximity to all published reproductions of the Materials without exception. The Photographer also asserts his/her statutory right to be identified in the circumstances set out in Sections 77-79 of the Copyright, Designs and Patents Act 1988 or any amendment or re-enactment thereof.
Client Use: Use of the images by the Client is governed by the terms of a ‘Licence To Use’ (the “Licence”) which is delivered as a downloadable PDF document at the same time as the Materials are delivered. The terms of the Licence will be negotiated and agreed in writing in advance of booking the Shoot.
As standard all corporate events include: unlimited in-house use; and unlimited event-specific editorial use with a photographer’s credit (including but not limited to company blog posts, or press releases, or social media use). Commercial use (e.g. sale of images, or inclusion in a paid or promotional product), advertising use, and any other long-term corporate branding use is not included but can be negotiated as needed at any time.
The Licence’s benefit shall not be assigned to any third party without the Photographer’s written permission. The Licence comes into effect from the date of payment of the relevant invoice(s). No use may be made of Materials before payment in full of the relevant invoice(s) without the Photographer’s express permission. All and any permissions already given will be revoked if full payment is not made by the due date or if the Client is put into receivership or liquidation. Permission to use the Materials for purposes outside the terms of the Licence will normally be granted upon full payment of any further licensing fees required.
Unless otherwise agreed in writing, all further Licences in respect of the Materials will be subject to these terms and conditions. If any use is made outside the terms of the Licence, by any party, Photographer reserves the right to charge Client and/or infringing parties a penalty fee for infringement plus the appropriate licensing fee.
Client Exclusivity: When agreeing the terms of the Licence the Client may request a period of exclusivity in use of the Materials (“Exclusive Use”). However, even when Exclusive Use is granted the Photographer retains the copyright and the right to use select Materials for self-promotion as per ‘Photographer Use’, unless agreed otherwise in writing.
Photographer Use: Client understands and agrees that regardless of any agreed Exclusive Use, by default the Photographer holds the full copyright to all Materials created during the Shoot, and may use Materials for Photographer’s portfolio and marketing, including but not limited to their website and entry into competitions. Photographer agrees that such use will be judicious and tasteful. Client understands they, and all other parties depicted in the Materials, are not entitled to any compensation, or other consideration, for Photographer’s use of Materials as outlined.
Client has the right to request that selected elements of the Materials not be used in Photographer’s portfolio and marketing, only if Client has not allowed and does not subsequently allow those same Materials to be used in any public-facing context themselves, whether deliberately or through any negligence on the Client’s part.
Model Release: You understand and agree it is your responsibility to inform Shoot attendees that they may be photographed. Unless otherwise notified in writing we will consider all parties attending the Shoot to have given approval to be photographed, subject to the same usage terms as you.
If any attendees do not wish to be photographed (“Excluded Guests”) you agree to clearly identify them for the duration of the Shoot, for example by giving them a sticker to wear. However, you accept that due to the unpredictable nature of events we cannot guarantee to fully exclude such guests from all Materials. Therefore, you accept responsibility to check the delivered Materials for any unintended appearances of Excluded Guests before your use of or sharing of the Materials. Further, you release us from liability arising from any effect an exclusion request has upon our ability to fulfil our duties to you.
Cancellation: This contract may be cancelled by Client or by Photographer and the cancelling party must notify the other in writing. Cancellation by the Client will be effective on the day on which Photographer receives written notice of cancellation, provided notice is received before 6pm (“Cancellation Date”).
When a date is cancelled by the Client we will make it available to other enquiries. However, in our experience the closer we are to the cancelled Shoot date, the less likely it is that we will receive a new enquiry for that date. Therefore, if you cancel for any reason we reserve the right to charge a cancellation fee to offset the actual and implied costs of having held the date against other enquiries.
The cancellation fee is calculated according to the number of clear days (i.e. not counting the Cancellation Date or the Shoot date) between the Cancellation Date and the Shoot date:
Less than 72 Hours notice: 100% of the quoted fees for photography
For example: if the Shoot is on Friday 10th, cancellation notice must be received by Photographer by 6pm on Monday 6th to qualify as 72 hour notice.
Any liability to sub-contractors or other direct costs or expenses incurred on behalf of the Client in respect of the Package will also be charged to the Client, at the Photographer’s standard retail price for products, or at cost for other expenses. If the money already paid by the Client to Photographer is greater than the amount of total cancellation fees payable, Photographer shall refund the balance to the Client.
Photographer shall be entitled to cancel the Booking at any time by written notice to the Client for any reason, including but not limited to: if the Photographer is prevented or hindered from carrying out its obligations under this contract due to a Force Majeure Event; if the Client becomes insolvent or enters into liquidation/receivership; or the Client is in breach of any of the terms of this agreement. In the event of the Photographer cancelling for any reason, Photographer will refund to you all money paid by you so far, and attempt to suggest alternative photographers who may be able to complete the brief for you, and shall have no further liability to any party.
Postponement: If Client wishes to postpone or otherwise change the Shoot date for any reason Client must submit a written release to Photographer bearing the original contracted date, which will void this Contract.
If the Photographer is available on the new date Photographer and Client will sign a new contract. Photographer will apply money received from Client to the new date at their own discretion. However, in certain circumstances Photographer reserves the right to charge a ‘Postponement Fee’ to offset any loss of business or expenses incurred thus far, either by retaining some or all of the money paid for the original date, or by requesting a payment if none has been made yet.
If the Photographer is unavailable on the new date then the Contract will be considered to have been cancelled by the client, and cancellation terms will apply.
Bad Weather: If, and only if, the Shoot is entirely dependant on clement weather, bad weather postponement terms may be agreed upon prior to booking. Photographer reserves the right to agree or disagree with the bad weather terms being invoked based on the Met Office report and the particulars of the agreement made.
Overrunning & Additional Coverage: If the Shoot is booked on a duration basis and Photographer stays later at the Client’s request, or to capture important photos due to the schedule overrunning, Photographer will invoice a full hour for every additional hour started at their then-current rates, plus any late-night extras detailed in their price sheet.
Failure to Perform & Liability: If Photographer, its employees, contractors, officers or other assigns, are unable to attend the Shoot, or are unable to complete their services after the Shoot completes, due to being directly affected by fire, casualty, act of God, illness, or any other cause beyond the control of Photographer, the Photographer will return all monies paid and will have no further liability with respect to this Contract.
Client and Photographer both assume the risks and dangers of Photographer’s travel and in the extremely unlikely event that a last-minute act of nature or travel disaster occurs while Photographer is en route to the Shoot, Photographer will refund the client all monies paid, including the retainer. In the event that Photographer fails to perform for any other reason, Photographer shall not be liable for any amount in excess of the value of Client’s package. Neither party shall be liable for indirect or consequential loss.
Photographer Substitution: In the extremely unlikely event of severe personal illness or other extreme acts of nature beyond the control of Photographer which precludes Photographer from performing the duties of coverage at very short notice, Photographer will in good faith attempt to retain a substitute photographer of high qualification, per Client approval of said photographer. If none can be retained or approved, Photographer’s liability is limited as described under ‘Failure to Perform & Liability’.
Requested Photographs & Artistic License: Photographer pledges to make every reasonable effort to fulfil Client’s brief with regards to requested photographs. However, Client understands that events are subject to the varieties of the weather, available light, venue restrictions, changeable schedule, and willingness or availability of subjects. As such Photographer cannot guarantee that all requested photos will be possible, nor that all attendees will be photographed, and Client releases Photographer from all and any liability in this respect.
Photographer is granted full artistic license in relation to the photographs taken, the style of post-processing executed, and the decision as to which photographs are included in the final selection. Client has no right to reject the final Materials or refuse to settle the fee on the basis of style or composition.
Authorised Representative & Reshoots: The Client is responsible for sending an authorised representative to the shoot, and if no representative is present, or representative does not review photos before Photographer leaves, the Client agrees to accept the Photographer’s creative and technical judgment as to the execution of the Materials.
Whether a representative is present or not, if the Client requires a reshoot then the Client agrees to pay the Photographer the fee for the original Shoot, plus the fee for the reshoot, plus all expenses for both Shoots.
If a reshoot is booked with Photographer for reasons beyond the control of Photographer or Client, including, but not limited to, weather conditions, acts of God or the fault of a third party, Client agrees to pay all quoted fees for the reshoot including but not limited to shoot fee and travel expenses. Usage fees pertaining to un-delivered photographs from the original shoot will be carried over.
Online Galleries: The proofing gallery for corporate events will remain online for a minimum of one calendar month, up to three months at Photographer’s discretion. Photographer will notify Client of the scheduled gallery expiry date in the gallery invite email. Event guests may be able to purchase Materials from the gallery, depending on the nature of the Shoot.
Digital Files: Unless otherwise specified in writing prior to booking, the Photographer may deliver, and the Client agrees to accept, the Materials encoded in an industry-standard data format that the Photographer may select, at a resolution that the Photographer determines will be suitable to the reproduction technology and use(s) for which the Materials are licensed. The Photographer uses cameras and monitors that are colour calibrated to industry standards, but due to variances in other monitors, software and computer platforms, the Materials may display differently on other monitors. Therefore, neutrals will be set for mathematical neutrality and colour will be adjusted for pleasing tonalities.
It is the Client’s responsibility to verify that the digital data, including colour profile, if provided, are suitable for reproduction of the expected quality and colour accuracy, and that all necessary steps are taken to ensure correct reproduction. If the data are not deemed suitable, the Photographer’s sole obligation will be to replace or repair the data, but in no event will the Photographer be liable for poor reproduction quality, delays, losses, expenses, or consequential damages, resulting directly, or indirectly, from defects or errors in digital files or their use.
Archiving Digital Files: It is the Client’s responsibility to properly store and archive the Materials for the duration of the term of license, and the Photographer cannot guarantee the availability of any Materials beyond the date of first delivery to the Client. The Client understands that optical, magnetic, electronic, and any other media for storing digital data are inherently unstable, and hereby releases the Photographer, and his contractors, and representatives, from any liability for any claims, damages, or costs, arising from any media supplied by Photographer becoming unusable. All digital files created by, or on behalf of, the Client that contain any Materials will be deleted or destroyed within ten days after the expiration date of license.
Inherent Qualities: While Photographer adheres to the highest standards possible with respect to photographic materials, Client is aware that colour dyes in printed photographic materials may fade or discolour over time due to the inherent qualities of the dyes and chemicals, and releases Photographer from liability of any claim based upon fading or discolouration due to such inherent qualities. If changes occur to any photographic materials supplied by the Photographer, which are greater than normal fading and discolouration, the materials will be replaced at the discretion of Photographer. Print enlargement of Materials within the limits of their native resolution may accentuate any perceived photographic imperfections present in the original digital Materials, and Client releases Photographer from liability of any claim based on such perceptions. Materials should not be printed at sizes beyond their native resolution and Photographer will not be liable for print issues caused by such enlargement. Photographer is not responsible for quality of any prints made by Client at their own choice of lab, or the quality of prints made from files that have been cropped or edited by anyone other than Photographer.
Standard Price List: The charges in this Contract are based on Photographer’s standard price list. This price list is reasonably adjusted periodically and any future orders or additions to this Contract will be charged at the prices in effect at the time the order is placed or change requested.
Additions and Subtractions: Photographer and Client agree that Client may request to make additions or subtractions to the list of ordered products and services, listed above under “Products and Services” and if the alteration is possible this may change the total balance. There will be no penalty for making such a change, but any expenses or fees incurred by Photographer in making the change may be charged at cost or at Photographer’s standard price. Where service duration is reduced Client understands that a refund amounting to the difference in photography fees may not be possible as the booked date is reserved, and other work turned down, on the basis of the original quoted duration.
Venue Restrictions: Photographer may be limited by the rules of the venue and venue officials and cannot be held responsible for the impact such rules may have on the photographs. Where possible, Client will inform Photographer of any restrictions in advance.
Conduct & Safety: Photographer pledges to work in a respectful and responsible manner. Client is responsible for the conduct of their attendees and all other persons on site, and for any damage or harm caused by them to the Photographer, their staff and equipment. Photographer reserves the right to halt work if they consider any person’s behaviour to be unsafe, and possible or likely to cause harm to the Photographer, their staff, or equipment, until such time as the matter is resolved safely.
Confidentiality: The Photographer will keep confidential and will not disclose to any third parties or make use of material or information communicated to him/her in confidence by the Client for the purposes of the photography, save as may be reasonably necessary to enable the Photographer to carry out his/her obligations in relation to the commission.
Indemnity: The Photographer agrees to indemnify the Client against all expenses, damages, claims and legal costs arising out of any failure by the Photographer to obtain any clearances for which he/she was responsible in respect of third party copyright works, trade marks, designs or other intellectual property. The Photographer shall only be responsible for obtaining such clearances if this has been expressly agreed before the shoot. In all other cases the Client shall be responsible for obtaining such clearances and will indemnify the Photographer against all expenses, damages, claims and legal costs arising out of any failure to obtain such clearances. The Photographer will not be liable for losses or damages, including consequential loss of profit or income however caused including negligence by the Photographer, their employees or agents or otherwise, and it is the Client’s responsibility to insure against such losses or damages.
Parking Fees: Client is responsible for any parking fees incurred by Photographer and/or Photographer’s team. Photographer will add any such fees incurred to a final invoice sent to Client.
i. Counterparts: This Agreement may be executed in counterparts, and if so executed and delivered, all of the counterparts together shall constitute one and the same Agreement. A facsimile signature may be treated as an original, and each party agrees to deliver to the other party an original executed Agreement within seven days of execution.
ii. Transferability: The Client may not assign or transfer this Agreement or any of the rights granted hereunder. This Agreement is binding upon, and inures to the benefit of, Client and Photographer, as well as their respective principals, employees, representatives, and successors. Client and its principals, and employees, are jointly and severally liable for the performance of all payments and other obligations hereunder.
iii. Amendments & Waivers: No waiver of any default by any party or parties to this Contract shall be implied from any omission by a party or parties to any action on account of such default. If such default persists or is repeated, no express waiver shall affect any default other than the default specified in the express waiver, and that only for the time and to the extent therein stated. E-mail and electronic signatures will be considered legal and binding. However, the invoice may reflect, and the Client is bound by, the Client’s oral authorisations for any additional Image(s), fees, and expenses, that could not be confirmed in writing due to the immediate proximity of completing the photography assignment.
iv. Governing Law: This Contract shall be governed by and construed in accordance with the law of England and Wales. Unless any alternative dispute resolution procedure is agreed between the parties, the parties agree to submit to the exclusive jurisdiction of the Courts of England and Wales in respect of any dispute which arises out of or under this Contract.
v. Legal Fees: Should any litigation be commenced between the parties to this Agreement, concerning any provision of this Agreement or the rights and obligations of any party, including but not limited to the costs of collection of any unpaid or overdue amounts payable to Photographer, the party prevailing in such litigation shall be entitled to a reasonable sum which shall be determined by the Court in such litigation or in a separate action brought for that purpose, and for their legal fees in such litigation to be paid by the other party.
vi. Severability: If any provision of this Agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions.
vii. Article Headings: All article headings set forth in the Agreement are intended for convenience only and shall not control or affect the meaning, construction or effect of this Agreement or any of the provisions thereof.
viii. Acceptance of Terms: Client’s acceptance of the above terms and conditions will be indicated by: oral and written agreements with the Client, or by Client’s or confirmation of the booking, or by Client’s use of any supplied Materials including but not limited to downloading the digital files.
This Contract contains the entire understanding between the parties with respect to the subject matter and supersedes any and all other prior written Contracts and understandings (whether oral or written) between the parties. With the sole exception of verbally agreed amendments to the scope of work made during the photography session itself which must be followed up in writing at the earliest opportunity, no amendment or modification of this Contract shall be effective unless executed in writing by both parties prior to signing the Contract.