These Terms and Conditions govern the provision of models, actors and artists by the Agent to the Client for the purposes agreed.
As required by Department of Employment regulations, a booking form containing the terms of the booking must be signed and returned by the Client.
1. GENERAL
1.1. These Terms and Conditions apply to and are incorporated into the Contract and prevail over any inconsistent terms or conditions contained or referred to in the Client’s purchase order, confirmation of order, acceptance of a quotation, or specification or other documentation supplied by the Client, or implied by law, trade custom, practice or course of dealing.
1.2. All matters relating to the use of the model’s image, any other services supplied by the model and all fees must be negotiated and agreed with the Agent. If the Client or photographer or any other person connected with them obtains the model’s signature on any document or the model’s purported verbal agreement to anything, that is not binding on the model or Agent unless and until it is agreed by the Agent in writing.
1.3. No variation of this agreement shall be effective unless it is in writing and signed by the Agent
2. DEFINITIONS
The following expressions shall bear the meanings assigned to them below:
2.1. “Client” means the individual, partnership or company in whose name the booking is made. The signatory of the booking form shall at all times be deemed an authorised signatory of the Client.
2.2. “Agent” means Industry People (UK) Limited of Registered Office address Royal Exchange, Manchester, M2 7BR Company Number 6001594.
2.3. “Initial Permitted Use” booking fees cover the right to use one image for one year from the date of the booking, in the UK only for the purpose or purposes agreed. Permission to use any image is not deemed to have been granted until the Agent’s fees have been paid in full (see paragraph 7).
3. FEES
3.1. Daily / Hourly Rate: Booking fees are charged by the day or by the hour or a set fee may be charged, e.g. for a catwalk show.
3.2. Overtime: Overtime rates apply before 0900 and after 1800 on all bookings over 8 hours.
3.2.1. The overtime rate is one and a half times the daily rate between 1800 and 2400 hours
3.2.2. Between the hours of 2400 and 0900 a special rate is applicable
3.2.3. Work on Saturdays is at one and a half times the normal rate
3.2.4. Work on Sundays and Bank Holidays is at double the normal rate.
3.3. Travel: In addition to the fees referred to at 3.1 and 3.2 above, the Client is required to pay for the model’s travelling time and expenses for any booking taking place outside Manchester City Centre, or for models travelling in specifically for the booking as agreed.
3.4. Fittings: Fittings will be charged at the model’s hourly rate for the first hour, then 50% of the hourly rate thereafter.
3.5. Location Bookings: At the time of the booking the Client must provide details regarding transport available and/or overnight stays. In some cases a fee will be charged for an overnight stay if it prevents the model from working on the day he/she has to travel. (NB. When a location booking is made the Client must provide information about transport there and back).
3.6. Meals: Clients are responsible for models’ meals on all bookings outside Manchester City Centre (see 3.3).
3.7. For the avoidance of doubt it is the Client’s responsibility at all times to look after the welfare and health and safety of the models whilst the models are providing the services in question to the Client.
4. ADDITIONAL FEES
To be agreed at the time of the booking or before any additional usage.
4.1. Additional fees are payable for any activity or usage falling outside of the definition of Initial Permitted Use including, without limitation, the right to use the photographs (or reproductions, or adaptations of, or drawings there from, either complete or in part, alone or in conjunction with any wording or drawings, including electronic imaging) for all known or anticipated purposes other than the Initial Permitted Use (e.g. Packs, Posters, Showcards, Record Covers, Web images, Swing Tickets, etc.) whether in the UK or outside of the UK. In such circumstances any additional fees described herein will not be less than the models advertising day rate as set by the Agency in the exercise of their discretion thereon. To be agreed after the time of booking
4.2. It is the Client’s responsibility to notify the Agent of any additional use, whether inside or outside of the UK (including extensions of existing agreements) which may be required or anticipated to be required subsequent to the time of booking and to negotiate additional fees thereafter. The Agent reserves the right to send an invoice to the Client for any additional use which is discovered after the time of booking, and of which the Agent had not been notified in accordance with this clause.
5. VAT
5.1. All Fees referred to at paragraphs 3 and 4 above shall be exclusive of VAT which the Agent shall add to its invoices at the appropriate rate.
6. AGENCY FEES
6.1 All bookings excepting Equity Contract TV Commercials: The Agent charges a supplement of 15% on all hourly, daily and usage fees. Both agency fees and model fees will be invoiced by the Agent. VAT and any agreed expenses will be added where appropriate.
6.1.1 The Agent will apply a service charge of 15% on all fees charged to the Client. Unless otherwise agreed in writing the model disbursement is included at 65.22% and the agent’s fee at 34.78% of the invoice total.
6.2 TV Commercials (including Equity TV Commercials): The fee negotiated by the Agent is the artist’s fee from which agency commission will be deducted. VAT and any agreed expenses will be added where appropriate.
6.3 Non Equity Contract TV Commercials: Model disbursement and agency fee will be charged as 6.1 and applies to all commercials shot for use outside the UK irrespective of where the fee is paid.
6.4 Exclusion fees: A special fee will be negotiated in circumstances where, as a result of the Client’s booking, the model is precluded from working on competing products. It is the Client’s responsibility to check whether conflicting work has been done. If a model advertises a product he/she is able to work for any competitor unless an exclusion fee is negotiated.
7. PAYMENT
7.1. Payment is required within 30 days of the date of invoice. The Client is solely responsible for payment, unless otherwise agreed in writing at the time of booking. In the event that the Client is making the booking on behalf of a third party, the Agent may agree, at its discretion, to invoice the third party. In this event, the Agent in no way releases the Client from its liability to make payment to the Agent in accordance with these Terms and Conditions and the Client at all times remains primarily liable to pay the invoice should it remain due.
7.2. If the Agent does not receive payment in full from the Client in accordance with paragraph 6.1 above, without prejudice to any other right or remedy that the Agent may have, the Agent may charge interest on such sum outstanding at the rate of 2% above the Bank of England base in force at the date of the invoice from the due date until payment is made.
7.3. No usage of the model’s image is allowed until payment is received in full, unless otherwise agreed in writing by the Agent. All fees are for the right to use pictures and, once agreed, are payable whether or not the use is appropriated
8. PROVISIONAL BOOKINGS
8.1. Provisional bookings will automatically be cancelled if they are not confirmed within 24 hours of the proposed booking, or if a definite booking is offered and the provisional cannot be confirmed.
9. CANCELLATIONS
9.1. If a booking is cancelled within one working day of the starting time the full fee will be charged unless the same model is re-booked within 24 hours, in which case half the fee will be charged. If a booking is cancelled outside the one-day period, but within two working days of the starting time then half the fee will be charged. The Agent shall not be liable for any cancellation charges.
9.2. Bookings of more than three days duration: if the booking is cancelled within a period equal to the length of the booking, then the full fee is charged. Saturdays, Sundays and Bank Holidays are excluded from these calculations.
9.3. Weather Permitting Bookings: At the first cancellation, a half-fee is charged unless the Client fails to cancel in time to prevent the model’s attendance, when the full fee is payable. At the second cancellation the full fee is charged.
10. FASHION SHOWS
10.1. Fashion Show / Catwalk bookings give the right to make use of a model’s service on the catwalk for the agreed specified show and the right to allow photographers to be present to take photographs and videos of the show on the basis that all such material (or reproductions etc. as described in 4.1 above) is for REPORTING PURPOSES ONLY. It is the Client’s responsibility to ensure that all photographers present are aware of this condition and abide by it. The Client agrees to be held liable for any breach of this condition. Any other usage must be negotiated at the time of the booking and we reserve the right to send an invoice for any additional use that has not been notified to the Agent, as set out at 4.2.
11. VIDEOS
11.1. Negotiated fees will usually include a shoot fee and a buyout and are payable as at clause 6.
12. TEST & EXPERIMENTAL PHOTOGRAPHY & TV COMMERCIALS
12.1. A photographer or Client is not entitled to use test and / or experimental photography or test commercials for commercial purposes unless specific arrangements have been made with the Agent prior to the test.
13. INTELLECTUAL PROPERTY RIGHTS
13.1. The photographer and/or the Client and anyone obtaining rights from or through the photographer or Client is not entitled to use any images for any usage beyond that agreed or permitted under paragraphs 2.3, 3, 4, 10 and 11 above. The photographer/ Client to this extent agrees to restrict use and exploitation of the copyright. If the Client is not the photographer, the Client is to draw all these terms and conditions to the attention of the photographer and obtain his agreement to them before the shoot commences.
14. INSURANCE
14.1. The Client is responsible for the model’s health and safety when the model is travelling, or providing services, in connection with the booking to the same extent as an employee of the Client. The Client will maintain adequate insurance cover, with a reputable insurer, to underwrite its obligations to the model. The Agent is not responsible if the model fails to attend the booking. The Client is advised to insure against losses which might result if the model does not keep a booking because of ill health or some other reason.
15. COMPLAINTS
15.1. Any cause for complaint must be reported to the Agent, accompanied by supporting photographic evidence, no more than 24 hours after the cause for complaint arises. The Agent will not consider any complaints in retrospect.
16. LIMITATION OF LIABILITY
16.1. The Agent’s total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance, of the Agent under these Terms and Conditions shall be limited to the price paid under the agreement between the Client and the Agent.
16.2. The Agent is not responsible if the model fails to attend the booking.
16.3. The Agent cannot be held responsible for a model’s conduct on any assignment or booking.
17. FORCE MAJEURE
17.1. The Agent is not liable to the Client if it is prevented from, or delayed in performing its obligations under these Terms and Conditions or from carrying on its business by acts, event, omissions or accidents beyond its reasonable control, including (without limitation) strikes, lock-outs or other industrial disputes (whether involving the workforce of the Client or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors.
18. JURISDICTION
18.1. The terms and conditions of business and any dispute or claim arising out of or in connection with it or its subject matter shall be governed by and construed in accordance with the law of England and Wales 18.2. The parties irrevocably agree that the courts of England and Wales shall have non-exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this agreement
19. DATA PROTECTION
19.1. The Client acknowledges and agrees that details of the Client’s name, address and payment record may be submitted to a credit reference agency and personal data will be processed by and on behalf of the Agent for this and related purposes.
20. ENTIRE AGREEMENT
20.1. These Terms and Conditions together with the competed booking form constitute the whole agreement between the parties and supersedes all previous agreements between the parties relating to its subject matter.
20.2. Each party acknowledges that, in entering into this agreement, it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty (whether made negligently or innocently) other than as expressly set out in this agreement.
20.3. Nothing in this clause shall limit or exclude any liability for fraud
21. RIGHTS OF THIRD PARTIES
21.1. A person who is not a party to the Contract shall not have any rights under or in connection with it.
21.2. The Client is not permitted to assign, transfer, charge or make over any of its rights or obligations under these Terms and Conditions without the prior written consent of the Agent. All fees are to be negotiated only with the Agent. For the avoidance of doubt, the Client nor anyone on their behalf, must not under any circumstances seek or attempt to enter into direct negotiations or contractual terms with the model and any such attempt so to do will have no effect in law or otherwise. All such agreements involving the models services and image use etc must at all times be entered into, in writing, with the Agency. Photographs may not be used until all fees are paid in full. Whilst every endeavour is made to provide satisfactory and efficient service to our Clients Industry People (UK) Limited cannot be held responsible for a model’s conduct on an assignment. We reserve the right to amend these terms & conditions. Industry People, Royal Exchange, Manchester, M2 7BR, 0161 839 1771, company no: 6001594, www.industrypeople.co.uk