Joshua and Stephanie’s Wedding at Smoker Farm Weddings in New Providence, PA.
8 Hours of Coverage & Images
Full Day (8 Hr)
Half Day (4 Hr)
12×12 Wedding Album
10×10 Parent Album
USB of Digital Files
4 Hours of Coverage & Images
Half Day (4 Hr)
12×12 Wedding Album
10×10 Parent Album
USB of Digital Files
Albums & Wall Art
1. SERVICES OF PHOTOGRAPHER; CLIENT RESPONSIBILITIES
Unless agreed upon, in writing, in advance, Photographer shall be the exclusive photographer retained for the Event. Photographer may bring assistants at its discretion. Photographer is not responsible for compromised coverage due to causes beyond its control such as other people’s camera or flash, the lateness of the bride, groom, family members and bridal party members or other principles, weather conditions, schedule complications, rendering of decorations, or restrictions of the venues or officiate. Client shall be solely responsible to confirm the Event schedule fourteen (14) days prior to the Event. Notification of any changes in schedule or location must be made in a timely manner. Changes can be made by phone with a follow-up email for documentation. The Photographer shall not be held liable for missed coverage of any part of the Event(s). The Photographer will not be held accountable for failure to deliver images of any specific individuals or objects at the Event(s). Photographer is not responsible for key individuals’ failure to be present or to cooperate during photography sessions, or for missed images due to details not revealed to Photographer.
2. SECOND PHOTOGRAPHER
If Client selects a package that includes a second photographer, Photographer will hire an independent contractor. Photographer and Client permit the independent contractor to use the images taken at the Event for his or her personal portfolio, on his or her website and/or blog, and on social media after Photographer has delivered the final images to Client. The independent contractor may take images that do not meet the strict quality criteria of Photographer; therefore, Photographer reserves the right to reject those images from the final batch of delivered images. Client acknowledges that they will not receive additional images from the independent contractor that Photographer has rejected from the final batch of delivered images.
The Client is responsible, at the Client’s sole cost and expense, for acquiring in advance of the Event all permits and necessary permission for all locations on which the Photographer will be performing services.
4. EXPENSES INCURRED
When applicable, the Client is responsible for all travel, accommodation, meal and transport costs unless provided by the Client with the advance written approval of Photographer.
5. TRAVEL EXPENSES
All travel expenses are based on the distance between the Event location(s) and the address of the contracted photographer for the Event. For weddings, the first 100 miles roundtrip of travel are included. All miles in excess of 100 miles roundtrip are charged at $2.00 per mile. For engagement sessions, the first 50 miles roundtrip of travel are included. All miles in excess of 50 miles roundtrip are charged at $2.00 per mile.
All services shall be billed by Photographer and paid for by Client under the terms and conditions attached hereto as Exhibit “A” and made a part hereof. All amounts payable under this Agreement by Client to Photographer shall be paid by cash, check or credit card.
Photographer will reserve the time and date agreed upon, as provided in Exhibit “A”, and will not make other reservations for that time and date. For this reason, the Reservation Retainer of $1,000 is non-refundable, even if the date is changed or the Event cancelled for any reason, including Acts of God, fire, strike and/or extreme weather. The Reservation Retainer is applied towards the contracted Event photography package. The balance is to be paid in full, fourteen (14) days prior to the day of the Event. Photography will not commence before the invoice is paid in full. Approximately fourteen (14) days prior to the Event, clients must finalize with the Photographer a schedule of hours, location(s). In the event the Client fails to remit payment as specified, the Photographer shall have the right to immediately terminate this Agreement with no further obligation, retain any monies already paid, and not attend the Event(s).
7. SHOOTING TIME/ADDITIONS
The Client and the Photographer agree that cooperation and punctuality are essential to accomplish the goals and wishes of all parties. Shooting commences at the scheduled start time and ends at the scheduled end time as provided on Exhibit “A”. If the Client does not arrive at the appointed time for the Event(s), shooting will commence at the scheduled start time and end at the scheduled end time. All additional time beyond the scheduled end time will be billed to the Client as provided on Exhibit “A”.
Services or merchandise not included in this initial Agreement will be sold at the current price when the order is placed. All prices are subject to change. Credit vouchers have no intrinsic cash value and may only be applied toward merchandise purchased from the Photographer.
If for any reason Client cancels this contract before the Event date, Photographer will keep the Reservation Retainer without further liability to Photographer. Cancellation must be made in writing, signed by the Client, and sent via email to Photographer. If Client fails to supply written cancellation as specified before the Event date or cancels within 60 days of the Event date, Client shall be required to pay the full balance due.
In the event that Client reschedules the Event and Photographer is able to rebook the original Event date, Client will receive credit for all monies already paid. A new contract shall be required. In the event that Client reschedules the Event and Photographer is not able to rebook the original Event date, Client forfeits the Reservation Retainer but will receive a refund for all other monies paid.
11. MODEL RELEASE
This contract serves as a model release giving the Photographer the irrevocable right to use the photographs in all forms and in all media and in all manners, without any restriction as to changes or alterations, for advertising, trade, promotion, editorial, exhibition, education, or any other lawful purposes. The Photographer can grant use of the images to third parties and all compensation for use and credit for the images remain the property of Photographer. Client waives any right to inspect or approve the photograph(s), finished version(s) incorporating the photograph(s), claim to profits that may arise from use of such images, or the use to which it may be applied, including written copy that may be created and appear in connection therewith. This release is binding on the Client, their legal representatives, heirs, and assigns.
12. DIGITAL IMAGE PRODUCTION TIMELINE
For engagement sessions, Photographer shall post the full online gallery of High Resolution images within three (3) weeks of the engagement session. For weddings, Photographer shall post the full online gallery of High Resolution images within one (1) month of the Event. Client acknowledges that they understand how to download the images from the web onto their computer, including unzipping the zip file, and how to back up images to prevent image loss. Photographer is not responsible for user error in downloading and saving final images.
13. ALBUM PRODUCTION/ORDERING/DELIVERY TIMELINE
Client shall schedule their Album Design Consult (“Consult”) within eight (8) weeks of the Event. Photographer shall create and deliver the first album proof with the Client’s favorite images with a clean, white timeless background to Client at Consult. Client agrees to approve final album design proof at Consult, or within 6 months of Photographer releasing album design for approval. Client can request up to 2 rounds of changes before approving the final design. If Client does not approve album design within one year of Event they void any obligation to obtain album, even if it is included in the collection they purchased.
14. CAPTURE AND DELIVERY
The Photographer is not liable to deliver every image taken at the event. The determination of images delivered to the Client is left to the discretion of the Photographer. No Raw or unedited images shall be given to Client.
15. POST PRODUCTION AND EDITING
The final post production and editing styles, effects, and overall look of the images are left to the sole discretion of the Photographer.
16. ONLINE GALLERY
If the CLIENT has purchased digital images (“Digital Images”) from the Photographer, upon final payment by the Client, limited copyright ownership of the resulting images will be transferred to the Client. If the Client has purchased Digital Images from the Photographer, the Photographer grants the Client permission to share the images on social networking websites, with family and friends, and on vendor websites as long as the images remain unaltered.
Upon receipt of Digital Images, Client accepts all responsibility for archiving and protecting the photographs. Photographer does not permanently archive image files. Photographer is not responsible for the lifespan of any digital media provided or for any future changes in digital technology or media readers that might result in an inability to view or reproduce images. It is Client’s responsibility to make sure that digital files are copied to new media as required.
17. IMAGE PROCESSING/PRINTING
Limited color correction and/or retouching are included at Photographer’s discretion. Client may request further changes for an additional charge.
Client agrees not to scan, copy or reproduce images in any manner without written permission. If high resolution digital files are purchased, a written release will be supplied upon request. The release grants Client the right to reproduce the images provided for their personal use only and does not allow the photos to be altered, sold or published.
The Photographer reserves the right to terminate coverage and leave the location of the Event(s) if the Photographer experiences inappropriate, threatening, hostile or offensive behavior from person(s) at the Event(s); or in the event that the safety of the Photographer or any of the Photographer’s agents, employees, or subcontractors is in question. In such event, Photographer shall be responsible to provide images taken solely up to the point in the Event that Photographer felt the need to leave for safety purposes.
In the event that Photographer is unable to photograph the Event due to: illness, emergency, accident, or Act of God, every effort will be made to find a suitable photography replacement. If a replacement is unavailable, the payment(s) made to Photographer will be refunded in full, and return of the payment(s) shall be the entire obligation under this contract. No other damages or guarantees of any kind are recognized or warranted.
20. EQUIPMENT DAMAGE OR THEFT
Photographer takes reasonable care to bring backup equipment. If Client or any of their guests damages or steals the equipment belonging to Photographer, it may result in early departure of Photographer. Client understand that in such event that Photographer cannot comply with the obligations of this contract due to equipment damage or theft resulting from an action of Client or any of their guests, Client will not receive a refund of any payments made, Client will be responsible for the costs of any repair or replacement of Photographer’s equipment, and Photographer shall be relieved from liability for failing to capture images due to the theft or damage of equipment by Client or their guests.
21. LOST ITEMS
Photographer is not responsible for items lost by the United States Postal Service/UPS/Fed Ex or invalid addresses on contact forms.
22. LIMIT OF LIABILITY
In the unlikely event that the assigned photographer from the Photographer is unable to perform to the guidelines of this contract due to an injury, illness, act of God, act of terrorism, restriction due to government, or other cause beyond the control of the Photographer, the Photographer will make every effort to secure a replacement. If the situation should occur and a suitable replacement is not found, responsibility and liability is limited to the return of all payments received for the Event(s).
While the Photographer takes the utmost care with respect to exposure, processing and delivery of photographs, in the event that the images become lost, stolen or destroyed, for reasons within or beyond the control of the Photographer, liability is limited to a refund of the Reservation Retainer and any payment received to date. The limit of liability shall not exceed the contract price stated herein. Photographer will not be held responsible for any ruined photographs due to guests’ (or any other) flashes; or any other ruined photographs due to any other cause in or outside of Photographer’s control.
A. The parties acknowledge that each may disclose to the other information that it considers to be confidential or proprietary. In such case, the receiving party agrees that it will hold such confidential information in confidence. Confidential information will include without limitation, business plans and any other documents identified as “confidential” or “proprietary”.
B. The receiving party agrees that it will not disclose any confidential information (including methods or concepts) to anyone, except to employees of the receiving party to whom such disclosure is necessary to the use for which rights are granted hereunder. The receiving party shall appropriately notify each employee to whom any such disclosure is made, that such disclosure is made in confidence and shall be kept in confidence by such employee.
C. Notwithstanding the foregoing, this Section 4 shall not apply to any information which: (a) is known to the receiving party on or prior to the date of disclosure to such receiving party; or (b) is or becomes a part of the public domain through no wrongful act of the receiving party; or (c) is rightfully obtained by the receiving party from a third party without restriction and without breach of this Agreement or any similar agreement; or (d) is independently developed by the receiving party without access to the disclosing party’s information; or (e) is required to be used or disclosed by applicable law, as evidenced by a written opinion of counsel reasonably acceptable to the disclosing party. In any such event, the receiving party shall not have any obligation with respect to any such information.
24. TERM AND TERMINATION
A. The term of this Agreement shall commence on the day and year first written above and expire only upon the payment by Client to Photographer of all sums due hereunder.
B. This Agreement may be terminated:
(i) By Client, at its option, if Photographer breaches any of its obligations under this Agreement in any material respect and fails to cure such breach within 5 days after Client’s written notice to Photographer of such breach; or
(ii) By Photographer, without liability to Photographer, at its option, if Client breaches any of its obligations under this Agreement in any material respect and fails to cure such breach within 5 days of Photographer’s written notice to Client of such breach or if the Photographer must terminate due to illness, injury, pregnancy, or other reasons beyond Photographer’s reasonable control.
C. The expiration or termination of this Agreement shall not excuse any party from any breach of this Agreement or liability for payment of any amount due under this Agreement and full legal and equitable remedies shall remain available therefor, subject to the limitation of liability described in this Agreement.
25. CLIENT WARRANTIES
Client represents and warrants to Photographer that the use of any content provided by Client to Photographer be incorporated into the Work shall not infringe or violate any U.S. patent, copyright, trade secret, trademark or any other proprietary right of any third party. Client agrees to defend or, at its option and expense, settle any action brought against Photographer to the extent that such action is based upon a claim that the contents of the Work provided by Client infringes upon or violates any U.S. copyright, patent, trade secret, trademark or other proprietary right of any third party.
A. Client shall indemnify, defend and hold Photographer harmless from, against and in respect of all claims, demands, suits, proceedings, liabilities, judgments, losses, expenses and deficiencies (including reasonable attorneys’ fees incurred in litigation or otherwise), actually assessed, sustained or incurred by Photographer directly or indirectly, with respect to or arising out of, any misrepresentation, infringement of the intellectual property rights of others, breach of warranty or nonfulfillment of any covenant or agreement on the part of Client under this Agreement or with respect to the use by Client or other parties of the final product(s) provided by Photographer under the terms of this Agreement. Client’s indemnification obligation hereunder shall survive termination of this Agreement.
B. Photographer shall indemnify, defend and hold Client harmless up to the dollar value of this Agreement specified in Exhibit “A” from, against and in respect of all claims, demands, suits, proceedings, liabilities, judgments, losses, expenses and deficiencies (including reasonable attorneys’ fees incurred in litigation or otherwise), actually assessed, sustained or incurred by Client with respect to or arising out of, directly or indirectly, any misrepresentation or nonfulfillment of any covenant or agreement on the part of Photographer under this Agreement. IN NO EVENT SHALL PHOTOGRAPHER BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON WHATEVER THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THIS AGREEMENT, THE DEVELOPMENT OR OPERATION OF THE WORK OR THE PERFORMANCE OF THE SERVICES HEREUNDER, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
C. All of the provisions, obligations, and indemnifications described in this Section shall survive the termination of this Agreement.
A. If Photographer or Photographer’s agent is unable to perform any or all of the duties herein for any reason, including but not limited to, fire, transportation problems, acts of God, accident, illness, or technical problems, and if Photographer cannot provide another competent professional, all money received by Photographer, minus expenses, will be returned to Client, and Photographer shall have no further liability with respect to this agreement. This limitation of liability also applies to any loss/damage of photographs or failure to deliver photographs for any reason. Liability for a partial loss of photographs shall be pro-rated based on the percentage of total. The sole remedy for any actions or claims shall be limited to a refund whose total amount cannot exceed the total monies paid by Client under this Agreement during the time preceding the date on which such liability arises.
B. The parties hereto acknowledge that the covenants contained in this Agreement, in view of the nature of the business in which the parties are engaged, are reasonable and necessary in order to protect their respective legitimate interests, and that any violation thereof would result in irreparable injury. Each party agrees that, if it violates any of such covenants, then the other party will be entitled to obtain from any court of competent jurisdiction temporary, preliminary and permanent injunctive relief, which right will be cumulative and in addition to any other rights or remedies to which such party may otherwise be entitled at law or in equity. Client expressly waives any right which it may have at any time hereunder to seek punitive damages from Photographer or its members, directors, owners, managers, officers, employees, agents or subcontractors.
C. If all or any portion of the covenants set forth in this Agreement or the application thereof are construed to be invalid or unenforceable, then the remainder of such covenant or covenants and/or the application thereof will not be affected and any remaining covenants will then be given full force and effect without regard to the invalid or unenforceable portions.
28. OWNERSHIP AND RIGHTS
Client acknowledges that all work created under this agreement is the intellectual property of the Photographer who shall retain the copyright to the photographs and other works provided under the terms of this Agreement. The photographs and other works produced by the Photographer are protected by Federal Copyright Law (all rights reserved) and may not be reproduced in any manner without the Photographer’s explicitly written permission. Client hereby waives any claims for ownership, income, editorial control and use of the images. Violators of this federal law will be subject to its civil and criminal penalties. Client agrees not to digitally manipulate the images produced hereunder for public viewing (Event message board, social networking website or public photo galleries) and include a photo credit of “Photo By: Morby Photography, LLC” with each image posted. Client will have unlimited personal use of the photographs at any time for no additional fee. Client hereby gives irrevocable permission for the Photographer to use the work for publication, display, advertising, promotion and other uses.
28. INDEPENDENT CONTRACTOR
Each party will be and act as an independent contractor and not as an agent or partner of, or joint venturer with, the other party for any purpose, and neither party by virtue of this Agreement shall have any right, power, or authority to act or create any obligation, express or implied, on behalf of the other party hereto.
THE CLIENT AND PHOTOGRAPHER AGREE THAT ALL MATTERS IN DISPUTE BETWEEN THEM, INCLUDING BUT NOT LIMITED TO ANY CONTROVERSY OR CLAIM BETWEEN THEM ARISING OUT OF OR RELATING TO THIS AGREEMENT, ANY SERVICES PROVIDED BY PHOTOGRAPHER NAME, OR OTHERWISE TO THE SERVICED PROPERTY IN ANY WAY, WHETHER BY VIRTUE OR CONTRACT, TORT OR OTHERWISE, SHALL BE SETTLED EXCLUSIVELY BY ARBITRATION. THE PARTIES ACKNOWLEDGE, AGREE AND UNDERSTAND THAT BY AGREEING TO MANDATORY ARBITRATION, THEY ARE FOREVER FORGOING THEIR RIGHT TO BRING THEIR CLAIM IN COURT AND NOT TO HAVE THEIR DISPUTE DECIDED BY A JUDGE OR JURY.
All notices, requests, demands and other communications required or permitted to be made hereunder shall be in writing and shall be deemed duly given if hand delivered against a signed receipt therefor, sent by registered or certified mail, return receipt requested, first class postage prepaid, or sent by nationally recognized overnight delivery service, in each case addressed to the address of the party first mentioned above.
32. ENTIRE AGREEMENT
This Agreement constitute the full and entire understanding and agreement between the parties with regard to the subject matter hereof and thereof, and supersede all prior agreements, promises, discussions, understandings, inducements or conditions, express or implied, oral or written, except as herein contained. The express terms hereof control and supersede any course of performance and/or usage of trade inconsistent with any of the terms hereof.
33. ASSIGNMENT; SUCCESSORS AND ASSIGNS
Except as expressly provided herein, neither Client nor Photographer may assign or transfer, in whole or in part, this Agreement or any of its rights or obligations hereunder, whether voluntarily, by operation of law or otherwise, without the prior written consent of the other party hereto. However, Client hereby gives its permission to Photographer to award portions of the services to the provided under this Agreement to subcontractors chosen in the sole discretion of Photographer. This Agreement, and all rights and powers granted hereby, shall be binding upon and inure to the benefit of the parties hereto and their respective successors, heirs, personal representatives, administrators, and permitted assigns.
34. NO THIRD PARTY BENEFICIARIES
The parties specifically intend and agree that no one other than the parties to this Agreement, including without limitation any customer, or any contractor, is or shall be deemed to be a third party beneficiary of any of the rights or obligations set forth in this Agreement.
35. WAIVERS; AMENDMENTS
Any delay forbearance by either party in exercising any right hereunder shall not be deemed a waiver of that right. No modification or amendment of this Agreement or waiver of any provision of this Agreement shall be valid unless in writing and signed by both parties.
The provisions of this Agreement are independent of and severable from each other. No provision shall be affected or rendered invalid or unenforceable by virtue of the fact that for any reason any one of more of the other provisions hereof may be invalid or unenforceable in whole or in part.
The titles of the Sections and subsections are for convenience only and are not in any way intended to limit or amplify the terms or conditions of this Agreement.
This Agreement may be executed in any number of counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one Agreement. This Agreement shall become binding when one or more counterparts hereof, individually or taken together, shall bear the signatures of all of the parties reflected hereon as the signatories hereto.
39. GOVERNING LAW
This Agreement and the legal relations among the parties hereto shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania. Venue for any action brought in connection with this Agreement shall be the Court of Common Pleas, Chester County, Pennsylvania.
40. BACKGROUND INCORPORATED
The Section at the beginning of this Agreement titled “Background” is hereby incorporated herein and made a part of this Agreement by the parties hereto.
41. TIME OF THE ESSENCE
Time is of the essence to the performance of the parties’ obligations under this Agreement.