TERMS & CONDITIONS OF SUPPLY (PHOTOGRAPHY)
Last Updated: December 12th, 2019
1. Agreement to Terms & Defintions
1.1 These Terms and Conditions constitute a legally binding agreement made between you, whether personally or on behalf of an entity ("you", "Client", "Agency" or "intermediary"), and Luis Preto, trading as 'Luis M Preto Photography', located at 33-41 Bowman Mews, London, SW18 5TN United Kingdom ("Company", "we", "us" or "our"), concerning the hiring of 'Luis M Preto Photography' (www.luispretophotography.com, the "Site") for the purpose of producing photographical material either in a digital format or physical ("Services", "Photographs" or "Works").
The Company provides a variety of photography services to both consumers and businesses alike, primarily through the act of organizing and developing a shoot, the act of taking the photographs and their respective post-editing and delivery. You agree that by hiring us, you have read, understood and agree to be bound by all of these Terms and Conditions of Supply.
If you do not agree with all of these Terms and Conditions of Supply, then the company reserves the right to terminate and discontinue any service and use immediately.
We recommend that you print and keep a copy of these Terms and Conditions of Supply for any required reference.
1.2 In reference to 1.1, the context of an entity includes their respective assignees, sub-licensees and successors in title.
1.3 In reference to 1.1, the context of photographical material ("Services", "Photography" or "Works") includes all material furnished by us including transparencies, negatives, prints, digital files or any other type of physical or electronic material in existence now or yet to be developed.
1.4 The supplemental policies set out in Section 1.7 below, as well as any supplemental terms and condition or documents, are expressly incorporated by reference.
1.5 We may make changes to these Terms and Conditions of Supply at any time. The updated version of these Terms and Conditions of Supply will be indicated by an updated “Revised” date and the updated version will be effective as soon as it is accessible. If these Terms and Conditions of Supply are changed during a hire, then we will provide a copy of the updated version subject to agreement by both parties. Any shoots thereafter are bound by the updated version.
1.6 We may update or change the Services from time to time to reflect changes to our products, our users' needs and/or our business priorities.
1.7 Our Services are directed to people residing in United Kingdom. The information provided on the Site and by our Services are not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country.
1.8 The Services are intended for users who are at least 18 years old. If you are under the age of 18, you are not permitted to register for the Site or use the Services without parental permission.
1.9 Additional policies which also apply to your use of the Services include:
Our Privacy Notice https://www.luispretophotography.com/privacy-policy, which sets out the terms on which we process any personal data we collect from you, or that you provide to us. By using the Services, you consent to such processing and you warrant that all data provided by you is accurate.
If you visit and use the Site, our terms and conditions https://www.luispretophotography.com/terms-and-conditions apply at all times
1.10 These Terms and Conditions of Supply are in conjunction with all contracts, either written or verbal. All contracts are only accepted on the basis that the Terms and Conditions of Supply are the only applicable.
1.11 Any other Terms and Conditions proffered by the Client are specifically excluded unless agreed to and in writing by us.
1.12 Unless stated otherwise and supported by written notice, the Client is deemed to have the authority to hire and/or place an order with us.
1.13 If a Client has a pre-existing policy of not relying on confirmations via email communication or digitally signing a document, hardcopy paperwork of these Terms and Conditions of Supply and any other relevant material (such as contracts) must be supplied with a signature in order to constitute a binding contract in law.
2. Copyright & Ownership
2.1 In accordance with the Copyright, Design and Patents Act 1988, we retain the copyright of all the photographs in their entirety at all times and through-out the world. Any and all reproduction rights are granted by License to Use to the Client without any transfer of the copyright being implied.
2.2 The Client understands that the License to Use of the photographs only takes effect upon full payment of the invoice/s as set out in Section 7.2 of the Payment Terms. When the reproduction of photographs has taken place and settlement has not been made, we will make such charges to the Client of those photographs as falls within the Copyright, Design and Patents Act 1988. Such charges will also take place if the Client uses the photographs for any other purpose other than what is set out by the License to Use.
2.3 We retain the right in all cases to use the photographs for the purposes of advertising or otherwise promoting our work via our Site and Social Media platforms. For any works not to be used for this purpose at the request of the Client, this is at the discretion of the company and must be discussed and agreed to prior to commencing work and in writing.
2.4 If the License to Use of the photographs has been set with a time limitation of use to the Client and this has expired, the photographs must be returned to 'Luis M Preto Photography' in good condition within 30 days and any/all digital files/copies deleted.
2.5 On the occurrence that the Client wishes to own the copyright of the photographs, an additional fee will be paid by the Client to us for the transferring of the copyright. The fee must be agreed to in writing by both the Client and us. The transfer of the copyright will only become applicable after payment of the fee has been received in full.
2.7 Strictly no post-processing or editing may be done on the photographs supplied to the Client by us under any circumstances.
3.1 Unless agreed to in writing within contractual terms, neither the License to Use nor the Invoice imply that exclusivity is granted to the Client. We retain the right in all cases as set out in Section 2.2.
3.2 Exclusivity will not be unreasonably withheld but only on written agreement prior to work commencing by us.
4.1 The grant of the License to Use or reproduce any photographs is given to the Client by us and by agreement of the License in writing.
4.2 The License to Use comes into effect from the date of payment of the relevant invoice(s) have been paid in full by the Client. No use may be made of the photographs before the full payment being received without our express permission in writing.
4.3 Any prior permission given to the Client prior to full payment being made to us is automatically revoked if payment is not received by the set due date or if the Client happens to be a Company and/or Agency that has been put into receivership or liquidation.
4.4 Where restricted by agreement to the License to Use, permission to use the photographs for any other purpose stated outside the License must be agreed to and in writing by us, prior to the purposed use by the Client and is subject to potential applicable fee as set out in Section 2.2.
4.5 If the Client is found to be in breach of the License to Use, we reserve the right to cease any granted licenses to the Client until a penalty fee is paid in full. Failure to cease after which the Client has received a Cease warning or failure to pay the penalty fee, we reserve the right to terminate all contracts with the Client and cease to do further business.
4.6 We reserve the right to refuse to supply or grant a License to Use or a Reproduction License to a third party when requested to do so by the Client.
4.7 As set out in Section 2.1, the License to Use does not imply any transfer of ownership nor copyright to the Client.
4.8 Unless stated otherwise by us and in writing, all Licenses to Use in respect to photographical work are subject to these Terms & Conditions of Supply.
5. Client Confidentiality
Consent: We may process your data if you have given us specific consent to use your personal information in a specific purpose.
Legitimate Interests: We may process your data when it is reasonably necessary to achieve our legitimate business interests.
Performance of a Contract: Where we have entered into a contract with you, we may process your personal information to fulfil the terms of our contract.
Legal Obligations: We may disclose your information where we are legally required to do so in order to comply with applicable law, governmental requests, a judicial proceeding, court order, or legal process, such as in response to a court order or a subpoena (including in response to public authorities to meet national security or law enforcement requirements).
Vital Interests: We may disclose your information where we believe it is necessary to investigate, prevent, or take action regarding potential violations of our policies, suspected fraud, situations involving potential threats to the safety of any person and illegal activities, or as evidence in litigation in which we are involved.
More specifically, we may need to process your data or share your personal information in the following situations:
Vendors, Consultants and Other Third-Party Service Providers. We may share your data with third party vendors, service providers, contractors or agents who perform services for us or on our behalf and require access to such information to do that work. Examples include: payment processing, data analysis, email delivery, hosting services, customer service and marketing efforts. We may allow selected third parties to use tracking technology on the Services, which will enable them to collect data about how you interact with the Services over time. This information may be used to, among other things, analyse and track data, determine the popularity of certain content and better understand online activity. Unless described in this Policy, we do not share, sell, rent or trade any of your information with third parties for their promotional purposes.
Business Transfers. We may share or transfer your information in connection with, or during negotiations of, any merger, sale of company assets, financing, or acquisition of all or a portion of our business to another company.
6.1 Though we take all reasonable care in these Terms & Conditions of Supply, we shall not be liable for any loss or damage, for any consequential loss of profit or income caused to the Client or by any third party arising from the use or reproduction of any photographs, titles or captions and including negligence by the Company.
6.2 It is the Client who must satisfy that all necessary rights, model releases, clearances or consents which may be required for reproduction of people, places or items depicted within any photographs are obtained. We do not guarantee to obtain any and/or all of the aforementioned clearances and consents.
6.3 We shall only be responsible for obtaining such clearances if this has been expressly agreed to and in writing prior to the contractual work commencing by us.
6.4 In all other cases, the Client shall indemnify the Company against all expenses, damages, claims and legal costs arising out of any failure to obtain such clearances.
7. Payment Terms
7.1 All payment details and transactions are processed through Square© (www.squareup.com) with the payment due date being clearly stated on the invoice when immitted to the Client when booking in a service. A booking fee of 25% is required in order to book in a service with the remaining amount being due by the stated due date on the invoice. The booking will only be secured once the payment of the booking fee has been received.
7.2 The License to Use only becomes active once the full payment of the service has been received.
7.3 When purchasing material goods (such as prints), payment is immediately due at the time of purchase.
7.4 If payment is not made by the Client as set out in Section 7.1 and Section 7.2, we may rescind this Agreement and recover damages, or, at our option, may exercise our statutory right to interest under Late Payment of Commercial Debts (Interest) Act 1998.
7.5 If an invoice issued to the Client is not paid by the set due date stated on the invoice, then any and all unpaid invoices issued to the Client will become due with immediate effect. We may then consider pursuing legal action of the recovery of said debts.
7.6 In the event of the Client representing an entity such as an Agency or a Company and that entity has gone into liquidation, the individual directors will be responsible for all outstanding fees and costs in relation to the contract/invoice.
7.7 'Luis M Preto Photography' reserves the right to suspend the License to Use as well as any ongoing Services with immediate effect in the event of any missed payments by the Client.
8.1 Where extra expenses or are incurred by us as a result of alterations to the original brief by the Client, or otherwise at their request, the Client shall give approval to and be liable to such extra expenses or fees, in addition to the fees and expenses shown on the estimate as having been agreed or estimated.
9.1 Unless a rejection fee has been agreed to by us and the Client prior to the commencing of the contractual work, there is no right to reject the photographs on the basis of style or composition.
10. Cancellation & Postponement
10.1 A booking of a Service is considered firm as from the date confirmation of the payment of the booking fee. Accordingly, we will charge a fee for cancellation or postponement. When a booking is cancelled, the percentage of the booking fee will depend on the amount of time still to elapse before the date of the booking.
10.2 We cannot be held responsible for cancellation due to inclement weather conditions. We do accept alterations to the date of the booking for this reason.
10.3 In reference to 10.1, the following cancellation rates are applied depending on the amount of time still to elapse before the date of the booking:
Between 0 to 2 weeks: 100% of the booking fee;
Between 2 to 3 weeks: 75% of the booking fee;
Between 3 to 4 weeks: 50% of the booking fee;
Beyond 4 weeks: No charge and the return of the booking fee.
11. Right to Credit
11.1 The License to Use requires that the name 'Luis M Preto' or 'Luis M Preto Photography' will be printed on or in the reasonable proximity of all published reproductions or the photographs. We assert our statutory right to be identified as the author of the work as per the circumstances set out in Sections 77 to 79 of the Copyright, Designs and Patents Act 1988 or any amendment or re-enactment thereof.
11.2 Unless otherwise agreed to and in writing prior to the commencing of the contractual work, any photograph reproduced by the Client omitting the copyright notice or accreditation line specified by 'Luis M Preto Photography', the Client shall be subject of a penalty fee specified by us though to an amount of not less than 25% of the total of the booking.
12. Delivery of the Photographs
12.1 Our photographs are supplied to the Client primarily through PIXIESET© (www.pixieset.com), an elegant and secure online gallery with multiple options available such as sharing, downloading and printing the photographs. The standard period of time in which the online gallery is available to the client is 6 months. For other delivery options or other periods of availability, these would need to be agreed to and in writing prior to the commencing of the contractual work.
12.2 All photographs can be supplied in either TIFF or JPG file formats with either sRGB or Adobe RGB 1998 colour profiles as requested and agreed upon.
12.3 All of our photographs, products and services are provided on a best endeavour basis. We cannot be liable for delays that are beyond our reasonable control. We shall use reasonable endeavours to meet agreed deadlines where applicable. We shall not liable for any delays in meeting any of our obligations which were due to causes beyond our reasonable control including but not limited to: postage/courier/lab delays, war/acts of terrorism, riots, government legislation, industrial action, adverse weather conditions, acts of God, floods, fire, loss or damage in transit etc.
13.1 For all photographs supplied to the Client in electronic format (including but not limited to online galleries, electronic mail, CDs and/or DVDs, etc.), we will endeavour to ensure that the data sent to you is not corrupt and is virus-free before dispatch. We cannot be held responsible for an damage, disruption and/or loss of any kind that the supplies media may cause to the Clients computer or data. The Client also agrees to take similar steps to ensure that the data sent from us is not corrupt and/or virus-free.
13.2 Every effort will be made to archive the photographs supplied and taken by us, indefinitely. However, we make no warranty in regards to the archive past the date of the final delivery of the photographs to the Client. We advise for everyone to keep a backup of all supplied photographs for the duration stipulated on the 'License to Use'.
14. Applicable Law
14.1 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.