This Photo License Agreement (this “Agreement”) is made as of the invoice date on the previous page, by and between Point By Photography Ltd Co. (the “Licensor”) and you (the “Licensee”). The parties agree as follows:
1. License: Licensee is purchasing from Licensor high-resolution un-watermarked digital files and Licensor is issuing to Licensee an Exclusive or Non-exclusive perpetual limited license for Licensee’s limited commercial use of the digital files in the normal course of Licensee’s business, including, but not limited to, advertising, marketing, or other promotions, or on Licensee’s website, blog, or social media platforms. Licensee understands that the digital files are meant for print and online marketing and advertising materials or campaigns. The digital files may be not altered, edited, or manipulated in any way, except that Licensee may add their business name, logo, website, or other advertising or marketing campaign text to the digital files so long as it does not affect the elements of the image as styled by Licensor. The digital files may not be used by anyone other than the client. The Licensee cannot sell, lease, or give images to a third party.
2. Ownership of Copyright: Licensee understands that Licensor is the sole and exclusive holder and owner of the copyright of each image taken during the services provided under this Agreement and Licensee is receiving a Limited Commercial Use License as set forth below. Licensor retains all rights to the images, including but not limited to, the right to copy, display, and/or publish any and all images, for any reasons, including but not limited to marketing, advertising, print competitions, and for use on Licensor’s website, portfolio, blog, and social media platforms, including, but not limited to, Facebook, Instagram, and Twitter. Copyright protection is established by United States Federal law and allows all violators to be punished to the full extent of the law.
3. Fee (commercial license only): Licensee shall pay a fee in the amount of __________ in consideration for the rights and licenses granted herein. Payment shall be made within __________ days of the due date. If any payment is not made within __________ days after the due date, Licensor may charge an interest of __________ per month. In the event, any payment is collected at law or through an attorney-at-law, or under advice therefrom, or through a collection agency, Licensee agrees to pay all costs of collection, including, without limitation, all court costs and reasonable attorney’s fees.
4. Refunds: Due to the custom nature of custom products and commercial photography, digital files cannot be returned and all money paid is nonrefundable. If an event is canceled by the host, or if the client has to reschedule, full credit will be given for a future event.
5. Digital Files: Approximately 48 hours after the session date, the agreed-upon number of digital files will be available for viewing and downloading from an online, gallery. Licensee agrees and understands that Licensor, in their sole artistic discretion, decides which images taken during the session will be edited and presented in the Licensee’s gallery; not all images taken during the session will be presented to the Licensee.
6. Editing: Licensee agrees and understands that Licensor edits the proofs at their own artistic discretion, and said editing is included in the session fee.
7. Revisions: A maximum of 2 revisions (adjustment of color, contrast, crop, etc.) per photo to the Photos will be included. Beyond that, additional revisions will be billed separately.
8. Force Majeure: Licensor will not be liable to the Licensee for any loss resulting from an act of God, or natural disaster (including but not limited to fire, earthquake, storm, hurricane, flood, lightning, and tornado).
9. Model Release: Licensee is responsible for obtaining the necessary model releases for the models arranged to participate in the shoot.
10. Archive and Storage: The Licensor archives all proofed images from each session for a period of 1 year from the date of the session. After that time, the Licensor deletes all proofed images from their hard drive and all external hard drives. The Licensor is not responsible for digital files once they are downloaded by the Licensee. The Licensee is responsible for making electronic backup copies of any digital files that are purchased from the Licensor and for keeping them in a safe place.
11. Assignment: This Agreement may not be assigned by either party without the prior written permission of the other side.
12. Severability: If any provision of this Agreement is declared void or unenforceable, such provision shall be severed from this Agreement, which shall otherwise remain in full force and effect.
13. Amendments: Any amendments made and agreed upon must be in writing and signed by both the Licensee and Licensor.
14. Governing Law, Jurisdiction, and Venue: This Agreement shall be governed by the laws of the State of Georgia without giving effect to the principles of conflicts of law. The parties consent to jurisdiction and venue in the state and federal courts located in the State of Georgia.