Terms of Service | Jess Bidwell

Scope of Work. This Contract is for photography services (“Services”) to take place at the following date, time and place: Photographer and Client are to arrive at Western Slope Colorado Location to be determined (location) at time to be determined (time) on ________ (date) for ________ half) hours (duration). Services: _____________. To avoid doubt, Photographer is not bound to provide any Services or grant any rights until Photographer receives a signed copy of this Contract and the applicable payment of deposit.

Delivery Date. The Photographer agrees to deliver the photographs within 14 days after the Services are performed or selections for retouched/purchased photographs are made, whichever is later.

Fees. In consideration for the Services provided, and all rights granted herein, by Photographer, Client agrees to pay the sum of - total cost- as is incorporated herein by this reference. Client agrees to pay Photographer a deposit totaling $100 (one hundred dollars) upon signing of this contract (“Deposit”). The Deposit reserves Photographer’s time and Photographer agrees to not advertise the availability of this time slot to any other potential clients. The balance of the payment for the Services must be paid in full the day of the date the Services are rendered, as set forth in paragraph 1, Scope of Work. If Client chooses to purchase photos separately after they are taken, payment for those photos is due immediately upon ordering the photos. Upon final payment, Client receives a world-wide, perpetual license to use photos for personal representation including use and publishing on social media.

Work Product. Photographer will provide ______ edited photographs and a personal use license to Client. If received, client understands and agrees that proofs are the exclusive property of the Photographer and Client has no right to these photos except for a license to review them, but not to store or take any proofs, allow a third party to download, or extract or access the license content. Photographer reserves the right to select the photographs which meet the Client(s) needs. Client understands that once prints are chosen, that Photographer will deliver edited photos on or before the delivery date set forth above. Delivery will be complete when Photographer makes the edited photos available to Client and the Services will be considered completed upon delivery. Client understands that Photographer is not required to maintain copies of the photographs for more than 60 (sixty) days after the photographs are delivered to Client. Any requests for photographs more than 60 days after delivery is not guaranteed and may be subject to additional fees. Photographer will not be liable for any technological malfunction or failure in connection with delivery or loss of or damage to the photographs. Photographer will not be liable for any claims, incidental or consequential, or other damages arising out of this Contract or client’s use of the photos.

Cancellation. If Client cancels the Services more than two (2) weeks before the date the Services are rendered, Photographer will refund the Deposit. If Client cancels the Services two (2) weeks or less before the date the Services are rendered, Photographer will retain the Deposit. In the event Client reschedules the Services for a date within one (1) week of the cancellation date, the Deposit will be applied to Client’s rescheduled Services. Photographer retains the right to charge fees and penalties for delays and rescheduling in Photographer’s reasonable discretion.

Inclement Weather Policy. Photographer will not work in situations that are dangerous or potentially damaging to equipment. In the case of inclement weather the option to cancel and reschedule less than 24 hours before the session will be made by the Photographer based on hourly weather predictions leading up to the session. Photographer will communication with Client the day before the session if inclement weather is predicted. Conditions that qualify as inclement weather include a 40% chance or more of rain, extreme wind, and temperatures below 20°F.

Reservation of Rights. All materials created, in whole or in part, by Photographer in connection with Photographer’s provision of the Services, including, without limitation, film, edits, outtakes, images, effects, and other materials related thereto, in any format and in all media, and all copyrights therein (collectively, the “Work”) will be exclusively owned by Photographer. Subject to Client’s complete compliance with this Contract and payment in full of all amounts due hereunder, Photographer will grant Client such applicable rights and license as set forth on the attached Addendum. All rights not expressly granted hereunder or under any addendum hereto are reserved to the Photographer, including but not limited to all rights in preliminary materials and all electronic or digital rights. For purposes of this Contract, electronic rights are defined as rights in the digitized form of works that can be encoded, stored, and retrieved from media such as computer disks, flash drives, CD-ROM, computer data bases, network servers and the cloud.

Approvals and Preparation. Photographer’s provision of the Services will be dependent on Client’s timely provision of certain materials, information, approvals, and preparation. Photographer will be entitled to rely on all materials, information, approvals, and preparation of locations and models provided by Client in connection with the Services. Client acknowledges and agrees that any delay in Client’s provision of materials, information, and/or approvals, and the preparation of any locations and models may delay Photographer’s provision of the Services and, therefore, delay all applicable Photographer delivery dates. Client’s failure to provide all required locations and models as and when needed may result in additional fees billed at Photographer’s applicable hourly rate. Client releases Photographer from any liability and costs resulting from any delay in Client’s provision of materials, information, approvals, and the preparation of locations and models hereunder. Photographer and Client agree that Photographer is under no obligation to capture any specific moment or pose or persons in rendering services.

Alteration. Client shall not make or permit any alterations, whether by adding or removing material from the work, without permission of the Photographer. Alterations shall be deemed to include the addition of any illustrations, photographs, sounds, text, or computerized effects or enhancements, unless specified to the contrary here in the Addendum. Client may crop the Work as needed for the Client’s use.

Indemnification. Client indemnifies and holds harmless Photographer, its officers, directors, owners, employees, contractors, agents, successors, and assigns (collectively, the “Photographer Parties”), from and against any claims, liabilities, damages, costs, and expenses, including reasonable attorney’s fees, which may arise related to the Services and not resulting from Photographer’s gross negligence, misconduct, or breach of this Contract.

Limited Liability. The Services are provided “as is” and without any warranty, either express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, or noninfringement. The Photographer Parties will not be liable to Client or any third party for any indirect, special, consequential, exemplary, or incidental damages related to the Services. Regardless of the foregoing, in no event will Photographer be liable for any amount in excess of the amount paid to Photographer under this Contract. Photographer is not responsible for any technical, hardware, software, or equipment malfunction, nor any occurrence beyond Photographer’s reasonable control, and Client hereby releases Photographer of any liability therefor.

Duties of Client. Client represents and warrants that Client has all permissions necessary for Photographer to render Services at the location. Photographer has no duty to obtain, and Client will timely provide all, permission from reception centers, churches, buildings, properties or other locations to operate thereon. Client understands and agrees that any failure to obtain these permissions resulting in fines to the Photographer, or which prevent a Photographer from photographing the event(s) is not the fault, liability or responsibility of Photographer and Client will pay any additional expenses incurred, including for Photographer’s time at Photographer’s applicable hourly rate, resulting from such failure. Client indemnifies and holds harmless Photographer from any claims, liabilities, damages, costs, and expenses related to Client’s breach of the foregoing warranty.

Exclusive Photographer. Client understands and agrees that no other party than Photographer may take pictures of any poses, lighting situations, or set-ups made by the Photographer. This slows down the Photographer’s work and violates the Photographer’s right to take pictures of the event. Client agrees to take responsibility for insisting that no person(s) interfere with the Photographer or his work in these situations.

Model Release. Client grants permission to Photographer and its assigns, licensees, and sub-licensees, to use the image and likeness of Client and all individuals photographed by Photographer hereunder in any and all forms of media for commercial purposes, advertising, trade, personal use, or any or all other uses. Therefore, Photographer may use the foregoing likenesses and images on Photographer’s website or other advertising. Client retains the right to consent on which photos are shared publicly.

Copyright Notice. Photographer retains all rights, license, copyright, title and ownership of the work. If a photograph is published by or as a result of Client or is used as a contribution to a work, publication, editorial or a book, social media or web post, credit shall be given to Jess Bidwell Photography or www.jessbidwell.com . Relicensing, reselling or redistributing is specifically prohibited without the express consent of Photographer.

Independent Contractor. Photographer is at all times an independent contractor hereunder. Nothing in this Agreement constitute either party as the agent, partner, or employee of the other. Nothing in this Agreement will restrict Photographer from performing any other work for any third party. Photographer will be responsible for paying any taxes and/or withholdings with respect to Photographer’s compensation hereunder.

Force Majeure. The parties agree that in the event of an act of God, riot, strike, disability, war, natural catastrophe, government action, transportation delay, sickness, or other event beyond Photographer’s reasonable control that renders Photographer’s performance hereunder impossible, Photographer will be relieved of its obligations under this Contract during such event and will not be liable for any loss, cost, or expense resulting from such failure to perform. Either party will have the right to terminate this Contract if such an event renders Photographer’s performance hereunder impossible for six (6) months or more, and Photographer will return all payments made by Client to Photographer in proportion to the amount of work actually performed. Notwithstanding any other terms or conditions herein, if Photographer is present, ready, willing, and able to provide the Services, Client will pay Photographer in full.

Assignability and Parties of Interest. Client agrees and understands that, unless otherwise specified in this Contract, Client is not contracting for a personal service that will be performed by any specific photographer. Photographer may assign any photographers associated with Photographer to perform its duties under this Contract. Photographer will make best efforts to retain photographers capable and competent to perform the Services in a workmanlike manner.

Arbitration. All disputes arising under this Contract shall be submitted to binding arbitration and settled in accordance with the rules of the American Arbitration Association. Judgment upon the arbitration award may be entered in any court having jurisdiction thereof. Disputes in which the amount is less than $10,000.00 shall not be subject to this arbitration provision.

Miscellany. This Contract shall be binding upon the parties hereto, their heirs, successors, assigns, and personal representatives. This Contract and any addendums hereto constitute the entire understanding of the parties. Its terms can be modified only by an instrument in writing signed by the parties hereto. A waiver of a breach of any of the provision of this Contract shall not be construed as a continuing waiver of other breaches or the same or other provisions of this Contract. This Contract shall be governed by the laws of the State of Colorado. If any portion of this Contract is deemed legally invalid or unenforceable, that portion will be severed and the rest of this Contract will remain in full force and effect. This Contract may be signed in counterparts and digital copies, each of which will be considered an original and all of which will constitute a single instrument.