BALANCE PAYMENT: Agreed installment payment arrangements for the payment of the Balance are specified below and the provisions of Section 16, including, without limitation, Section 16(b) hereof, shall apply to any failure by THE CLIENT(S) to timely make any required payment. (Please see the provisions below as to Cancellation & Changes and Termination for further details.) Amounts received between the date of this Agreement and the contracted Event Date are to be accepted towards the final amounts due under this Agreement. Payment of the Balance is due in full seven (7) days (one week) before the contracted Event Date. THE CLIENT(S) understand(s) and agree(s) that services for contracted date/time(s) will not be provided and/or packages will not be delivered until all required payments have been received and accepted by LAURA INK. LAURA INK agrees to provide THE CLIENT(S) with a receipt of payment once made and accepted with appropriate documentation provided at the discretion of LAURA INK. (THE CLIENT(S) acknowledge(s) and agree(s) that automated emails as may be delivered in with online transactions shall not be deemed a receipt or accepted payment by LAURA INK until formal acknowledgment by LAURA INK is made, whether by phone or electronic or postal mail).
METHODS OF PAYMENTS under this Agreement include the following: cash, with documentation determined and made by LAURA INK; check, made out to LAURA INK with a $50 fee if returned; online with credit or debit card, accepting additional fee(s) by the payment company; venmo, absorbing any fees taken out of the Balance Payment through the selection of various toggle(s). THE CLIENT(S) authorize(s) LAURA INK to charge the credit card(s) designated by THE CLIENT(S) and referenced in this form for agreed upon purchases of service transactions, including but not limited to completed services, agreed-upon additional session charges (ex: accommodation costs, travel fees) and payments for cancellations/no-shows applied consistent with LAURA INK’s general cancellation/no-show policies. THE CLIENT(S) understand(s) and agree(s) that the included credit card information will be saved to file for future transactions.
CREDIT CARD AUTHORIZATION: THE CLIENT(S) authorize(s) Laura Ink Photography to charge the credit card included in this form for agreed upon purchases of service transactions, including but not limited to completed services, agreed upon additional necessary session charges (ex: accommodation costs, travel fees), and the aforementioned cancellation and no-show policies. THE CLIENT(S) understand(s) that the included credit card information will be saved to file for future transactions on my account.
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ESTIMATED SERVICE FEES: The amount of the Estimated Service Fees shown in the received Event Confirmation email (sent upon submission of this form) includes estimates of customizations and related costs and expenses (for example, as to travel costs) which shall be refined/specified by LAURA INK during the course of performing this agreement. THE CLIENT(S) shall be informed in advance of any costs or expenses to be incurred by LAURA INK in excess of $500 (individually or in aggregate). For projects requiring travel 60+ miles outside of the photographers primary business location (South Kingstown, Rhode Island), estimated travel expenses have been included in the Estimated Service Fees shown above. Any additional travel and lodging expenses will be invoiced separately by LAURA INK and paid by THE CLIENT(S) at least seven (7) days prior to contracted Event Date. Meal expenses will be reimbursed promptly on submission to THE CLIENT(S) for reimbursement.
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CUSTOMIZATIONS ("A LA CARTE" ITEMS): Pricing and details for customizations (or “a la carte” items) must be requested and agreed specifically prior to the contracted “event” date since these features cannot always be accommodated. Specific customizations may require their own contract terms (for example, requiring additional sessions) or invoices (for example, additional photo retouching). Notwithstanding any other provision of this Agreement, customizations may be canceled by THE CLIENT(S) without requiring to fulfill its corresponding additional payment to the package (invoice/contract may be adjusted). LAURA INK may cancel a customization for any reason, but must notify THE CLIENT(S) in advance if possible (with the exception of matters pertaining to second photographers).
FINAL BASELINE IMAGE DELIVERY: IMAGES: Within 3 weeks following the contracted Event Date, LAURA INK will provide THE CLIENT(S) with a link to an online album providing to each of the CLIENT(S) the ability to download all edited, digital images (no additional cost per download). This link will be maintained active for no less than one year following the contracted Event Date and, prior to such date, LAURA INK agrees to not intentionally destroy or delete any content obtained from the contracted Event Date. THE CLIENT(S) understand(s) and agree(s) that LAURA INK is not responsible for any missing or damaged files, whether by uncontrolled acts via technology, equipment malfunction, or any acts or circumstances described in the provisions of this Agreement captioned as Cooperation, House Rules and Exclusivity/Guest Photography. An extension of the online gallery will result in a fee of $100 per requested year, with a maximum of 10 years. DELIVERY INSTRUCTIONS: THE CLIENT(S) understand(s) and agree(s) that the instructions and address(es) set forth in this Agreement will be used for delivery of any additional final products. THE CLIENT(S) understand(s) and agree(s) that if the address listed is incorrect in any way, whether misspelled or changed without knowledge of LAURA INK that CLIENT(S) will be solely responsible for any replacements required. LOST OR DELAYED DELIVERY: THE CLIENT(S) understand(s) and agree(s) that due to circumstances not controlled by LAURA INK that drives or other materials sent to the listed address in the mail may be lost, damaged, or delayed in the mail. THE CLIENT(S) understand(s) and agree(s) that galleries delivered via the email listed in this Agreement may be misdirected to spam or other unintentional address(es) for delivery, and that missing email(s) with final gallery link(s) may be a result of a technical issue. THE CLIENT(S) agree(s) to notify LAURA INK of any missing products within ten (10) days after the expected due date. LAURA INK agrees to acknowledge any technical issues and communicate with THE CLIENT(S) while in the process of recovery, with delay in delivery date being understood and accepted by THE CLIENT(S). Should alternate means of delivery be necessary due to technical issues on the side of LAURA INK, LAURA INK will absorb additional costs of tangible products, including but not limited to drives, discs, subscriptions, postage. Should alternate means of delivery be necessary due to technical issues on the side of THE CLIENT(S), THE CLIENT(S) will absorb additional costs of tangible products, including but not limited to drives, discs, subscriptions, postage.
CANCELLATIONS & CHANGES: Upon any written notice of cancellation made by THE CLIENT(S) prior the date which is four (4) weeks prior to the contracted Event Date stated above (hereinafter known as the “Refund Date”), LAURA INK will refund to THE CLIENT(S) in full the amounts of any monies paid and accepted by LAURA INK toward the Balance Payment, provided, however, that no part of the Reservation Fee shall be so refundable. On and after the Refund Date, in the event that THE CLIENT(S) propose(s) to materially reschedule the contracted Event Date and/or time and LAURA INK is able to accommodate such rescheduling, then the contractual agreement with any monies paid or to be paid will carry over and be applied to Services provided by LAURA INK as respects the dates and times of the rescheduled event(s). For the sake of clarity, in the event that THE CLIENT(S) (i) cancel(s) the services outlined in this Agreement after the Refund Date or (ii) after such date, proposes to materially reschedule the contracted Event Date and/or time and LAURA INK is unable in good faith to accommodate such request to reschedule, the full amount of the Reservation Fee may be retained by LAURA INK and this Agreement will be deemed to have been terminated in full with no further liability or obligation on the part of any person, provided, however, that in any such event LAURA INK shall refund any additional amounts paid by or on behalf of THE CLIENT(S) hereunder after deducting the reasonable amount of any costs or expenses incurred by LAURA INK toward the provision of Services hereunder (as to which reasonable documentation will be provided by LAURA INK).
FORCE MAJEURE: Neither party shall be liable for any costs or damages due to delay or nonperformance under this Agreement arising out of any cause or event beyond such Party’s control, including but not limited to Acts of God, fire, flood, explosion, earthquake, or other natural forces, pandemic, war, civil unrest, accident, work stoppage, power or other mechanical failure, governmental action, or communication disruption. A Party claiming the benefit of this provision shall, as soon as reasonably practicable after or during the occurrence of any such event, (a) provide written notice to the other Party of the nature and extent of any such Force Majeure condition; and (b) use commercially reasonable efforts to remove any such causes and resume performance under this Agreement, as applicable, as soon as reasonably practicable. Neither Party is entitled to terminate this Agreement under Termination or Cancellations + Changes solely based on the occurrence or continuation of the circumstances described in this provision as constituting a Force Majeure condition or event.
SUBSTITUTE PHOTOGRAPHERS: In the unlikely event of medical, natural, or other circumstance or exigency (other than a Force Majeure condition or event described above), it may be necessary for LAURA INK to retain an alternative photographer to provide all or a portion of the Services. In such an event, LAURA INK will use reasonable efforts to locate and provide to THE CLIENT(S) alternative photographers of comparable quality and cost. LAURA INK has continuing relationships with back-up photographers which will be contacted first before transferring services to another outside vendor. In the event that substitutes are available to work and can be kept within the LAURA INK group, it is agreed and understood by both LAURA INK and THE CLIENT(S) that all additional and further communication(s) will continue to be with LAURA INK and that all editing after the contracted Event Date will be made by LAURA INK (in this event, the services provided by a substitute photographer would be limited to the contracted Event Date). In the event that in-house substitutes are not available, LAURA INK will use reasonable efforts to secure a replacement photographer reasonably acceptable to THE CLIENT(S) and both able and willing to provide a similar package as chosen in this Agreement at the same/similar pricing. If such a situation should occur and a suitable replacement is not found, LAURA INK’s responsibility and liability is and will be limited to the full return of all payments received for the event package.
EXCLUSIVITY AND GUEST PHOTOGRAPHY: It is understood LAURA INK will act as THE CLIENT(S)’ sole and exclusive photographer for the subject event. Since flashes from guests’ camera may impair shots taken by LAURA INK, THE CLIENT(S) acknowledge(s) that they are responsible for notifying guests that LAURA INK may request guests to move, sit, turn off flashes, or, if required, turn off electronic device(s) while production is in session. Due to time constraints and the need for subjects to pay full attention to the professional photographer, guest photography may be limited strictly by Laura Ink. THE CLIENT(S) understand that as the client, THE CLIENT(S) is/are responsible for the behavior, cooperation, advertising, and image manipulations of guests. As a result, THE CLIENT(S) agrees to appropriately address any anticipated issues with guests before the contracted Event Date. This includes, but is not limited to, social media postings during and after the contracted Event Date, hobby and/or professional photographer guests with whom might be intrusive and or obstructing to hired photography services, professional photographer guests with whom may use acquired photographs from the contracted Event Date to post, print, advertise as their own with benefit to their personal business(es), and/or all acquired guest photography posted, printed, or advertised as any other photography business other than or different from LAURA INK.
COOPERATION, SAFETY, & HOUSE RULES: The parties agree to positive cooperation and communication for the best possible result within the definition of this assignment. LAURA INK is not responsible for key individuals’ failure to be present or to cooperate during photography sessions, nor for missed images due to details not disclosed to LAURA INK. LAURA INK recommends that THE CLIENT(S) designate(s) an Event Guide (see Final Event Consultation + Event Guide) to point out important individuals to the photographer, whom THE CLIENT(S) wish(es) to include in informal or candid photographs should direction be requested from LAURA INK. THE CLIENT(S) understand(s) and agree(s) that LAURA INK is not responsible for the behavior and/or actions of THE CLIENT(S) and/or guests of THE CLIENT(S) and does not hold LAURA INK responsible for missed or corrupted products (see Exclusivity & Guest Photography for further details).
It is important that both THE CLIENT(S) and the LAURA INK photographer assigned to this project feel safe throughout the conduct of this assignment. The parties agree as follows with respect to safety: the photographer has and will have the absolute right to refuse to continue with a shoot if, at any time, the photographer feels unsafe (with respect to the photographer’s person and/or property) or is subjected to harassment, threats, abusive behaviors, or other hazardous conditions (whether from THE CLIENT(S) or from others in the immediate environment). If the threat, abuse, harassment, or other unsafe condition is not the result of any action by THE CLIENT(S), the photographer and THE CLIENT(S) shall either reschedule the subject session or move the subject session to a non- threatening location. If THE CLIENT(S) harass(es), threaten(s), or abuse(s) the photographer or puts the photographer in a hazardous position, THE CLIENT(S) shall not be entitled to a refund or to have the subject session rescheduled.
THE CLIENT(S) has the absolute right not to feel uncomfortable or unsafe during the conduct of any session undertaken as part of this assignment. Neither LAURA INK nor the assigned photographer will want anyone to do something that they feel is risky, dangerous, or inappropriate. THE CLIENT(S) agree(s) to raise concerns promptly as possible and the photographer shall comply with any reasonable requests and honor any reasonable concerns raised by THE CLIENT(S). Neither LAURA INK nor the assigned photographer shall be liable for any injury, harm, or damage that may occur during a subject session, including from THE CLIENT(S) taking direction from an assigned photographer. By following the direction of the assigned photographer without stating concerns, THE CLIENT(s) take(s) full responsibility for its/their actions and all consequences of those actions.
With respect to certain engagements, LAURA INK may be limited by the guidelines of the venue site management. THE CLIENT(S) agree(s) to accept the technical results of this imposition on the photographer. Negotiation with venue officials for moderation of its guidelines is THE CLIENT’S responsibility; LAURA INK will offer technical recommendations only.
PROFESSIONAL STYLE/APPROACH & IMAGE MANIPULATION: Laura Ink reserves the right to a complete stylistic and artistic expression. On their own behalf, and on behalf of the subject, the Client acknowledges that they are familiar with Laura Ink's portfolio and is requesting services with knowledge of Laura Ink’s style; that Laura Ink’s work is constantly evolving; that Laura Ink’s services are of a unique and artistic nature; that the images may be different from photographs that were taken by Laura Ink in the past and that in creating the photos, Laura Ink is obliged to provide their services to the best of Laura Ink's abilities and will use their personal artistic judgment to create images consistent with his personal vision of the event. Accordingly, the Client acknowledges that the photographs will not be subject to rejection on the basis of taste or aesthetic criteria.
Laura Ink will allow for the limited professional image manipulation (if technically possible) on up to six image(s) of THE CLIENT(S) chosen thereby providing that all photo manipulation be done by Laura Ink at no additional cost. Laura Ink will allow for the limited professional image manipulation (if technically possible) on additional image(s) of THE CLIENT(S) chosen (if more than six images) thereby providing that all photo manipulation be done by Laura Ink for an additional fee of $80 per hour with a 30-minute minimum. This charge will be run on the card listed within the form upon completion and delivery of the additionally edited images.
THE CLIENT(S) agrees that images will not be manipulated by any individual other than Laura Ink or THE CLIENT(S). If manipulation is requested outside of the capabilities of THE CLIENT(S), THE CLIENT(S) agree(s) to request manipulations of images by Laura Ink free of charge if manipulations are technically possible.
It is understood that if a technicality prevents Laura Ink from performing requested image manipulation(s), or if a technicality prevents the final result to meet THE CLIENT(S) requirement(s), THE CLIENT(S) will accept that Laura Ink has performed to its best ability with regard to the specific task and that Laura Ink has no further responsibility towards said image manipulation(s). Laura Ink is not responsible should THE CLIENT(S) allow other individual(s) manipulate photos outside of Laura Ink, without first the permission of Laura Ink. In the event that other individual(s) manipulate digital images provided to THE CLIENT(S) with the permission of THE CLIENT(S) and results in (but not limited to) deleting, cutting, decreasing quality of resolution, replaces originally provided image by Laura Ink, or any other act of destruction to original digital image(s) provided by Laura Ink, THE CLIENT(S) understands that it is not the responsibility of Laura Ink to replace or retrieve the destroyed image(s).
DIGITAL NEGATIVES & COPYRIGHTS: The products produced by LAURA INK are protected by U.S. copyright law (all such rights are reserved) and may not be reproduced in any manner without LAURA INK’s explicit written permission. Upon full final Balance Payment by THE CLIENT(S), copyright ownership of the resulting images will be co-owned between LAURA INK and THE CLIENT(S) under the following conditions: (a) the digital files are the property of THE CLIENT(S) for personal use and for the purposes of the electronic reproduction and distribution of photographs and/or videos for personal use; (b) it is recognized that photographs may be printed and purchased by external printing sources other than LAURA INK and (c) THE CLIENT(S) agree(s) that image files duplication is not for profit. THE CLIENT(s) shall acknowledge and provide specific production credit to LAURA INK when using photos in public media (social media, publications, prints, etc.) Photos may be used on personal sites by THE CLIENT(S) or guests of THE CLIENT(S) so long as credit to LAURA INK is visible; it is understood and agreed that a link back to LAURA INK is not required. THE CLIENT(S) must obtain written permission from LAURA INK prior to an event where THE CLIENT(S) use(s) photo file(s) for anything other than personal use. In connection with any such use, THE CLIENT(s) shall acknowledge and provide specific production credit to LAURA INK.
LIMIT OF LIABILITY + NON GUARANTEE: LAURA INK warrants that every commercially reasonable effort will be made to provide to THE CLIENT(S) a high-quality photographic record of the subject events. LAURA INK uses reasonable care with respect to exposure, transportation and processing of its photographs; including using professional grade equipment and professional grade back-up equipment. However, as set forth in Section 16 hereof, the limit of LAURA INK’s monetary liability hereunder shall not exceed the contract price stated herein and the limit of liability for a partial loss of originals shall be prorated amount of the exposures lost based on the percentage of total number of originals.
RELEASE: It is agreed that LAURA INK may display and use the photographs taken for advertising, display, website and internet promotion, photographic and/or video contests, public display such as in malls, photography books, photography instructional books, store fronts, window displays, studio displays, television advertising, magazine advertising, and any other reasonable purpose thought in good faith proper by LAURA INK.
TERMINATION & CLAIMS/INDEMNITIES: (a) Termination at THE CLIENT(S) Discretion. THE CLIENT(S) understand(s) that based on the commitments made under this Agreement, LAURA INK may forgo opportunities to book other businesses on the contracted Event Date. THE CLIENT(S) understand(s) that in exchange for this consideration, THE CLIENT(S) agree(s) that the provisions of Section 7 of this Agreement concerning Cancellation+Changes shall apply in all cases of termination/cancellation of this Agreement by THE CLIENT(S). (b) Payment Defaults. In the event THE CLIENT(S) fail(s) to make any installment payment due hereunder within ten (10) days of its due date, LAURA INK shall have the right to immediately terminate this agreement and the provisions of Section 7 of this Agreement shall apply. (c) Return of Monies Paid/Maximum Damages. In the event that any refunds are due under the terms of this Agreement, LAURA INK will affect such refunds to the person or entity from whom or which the funds derived within six (6) months upon acceptance and approval of the return by LAURA INK. THE CLIENT(S) agree(s) that the maximum amount of damages he/she/they is entitled to in any claim relating to this Agreement or Services provided in this Agreement shall not exceed for any reason and under any circumstances the total cost to THE CLIENT(S) of the services provided hereunder by LAURA INK. In the event that any or all product(s) are lost, such as damage to or loss of a component of the product necessary for final delivery, LAURA INK will refund to the CLIENT(S) a pro-rated portion of the total cost based on the amount of services that were completed/provided against the amount of services that were agreed to be completed/provided. (d) Claims. Cameras, hard drives, and memory cards are subject to technical failure. LAURA INK will take reasonable steps to prevent data loss but is not liable for loss of data due to any such technical failure. Claims against LAURA INK for the delivered artistic works to THE CLIENT(S) must be brought to LAURA INK's attention within ten (10) days from date of delivery. After such time, THE CLIENT(S) waive(s) any right to submit a claim to LAURA INK for reimbursement of any fees previously paid or for his/her/their waiver or forgiveness of any fees that may still be outstanding. (e) Indemnification. THE CLIENT(S) agree(s) to indemnify, defend and hold harmless LAURA INK 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 Services and/or product(s) delivered hereunder.
AGREEMENT, JURISDICTION, & SEVERABILITY: Any rule of construction to the effect that ambiguities are to be resolved against the drafting party will not apply in interpreting this Agreement. The language in this Agreement will be interpreted as to its fair meaning and not strictly for or against any party. Any failure by any of the Parties to enforce a provision of this Agreement shall not constitute a waiver of any other portion or provision of this Agreement. This Agreement contains the entire understanding between LAURA INK and THE CLIENT(S) as respects the subject matter hereof. It supersedes all prior agreements between the Parties, whether or not written, and any changes to this agreement must be in writing and agreed by each of the Parties. The laws of the State of Rhode Island shall govern this Agreement and any enforcement of rights or entitlements hereunder shall take place within Kent County, Rhode Island. THE CLIENT(S) assume(s) responsibility for all costs and expenses of collection (including legal fees) incurred by LAURA INK should enforcement of this Agreement become necessary. In the event that any part of this Agreement is found to be invalid or unenforceable, the remainder of this Agreement shall remain valid and enforceable.
MISCELLANEOUS: (a) Capacity. CLIENT(S) affirm(s) that CLIENT(S) have/has the capacity to enter into a binding agreement with LAURA INK. (b) Actions by THE CLIENT(S). Any action taken hereunder by any single CLIENT shall be binding on each other CLIENT as respects the subject matter and performance of this Agreement. (c) Amendments. This Agreement has been freely negotiated and shall be recognized as the entirety of the Agreement. Only those changes or modifications specifically placed in writing attached, dated, and signed by each Party at the time of acceptance, to this Agreement, shall be recognized as amendments to this Agreement.
