Photography and Web Design Terms and Conditions
1.DEFINITIONS
The following terms and conditions document is a legal agreement between Emmanuel Hemmings hereafter “Photographer” and “Client” for the purposes of photography. These Terms and Conditions set forth the provisions under which the Client may use the services supplied.
Photographer is a digital photographer provider offering the Client photography services.
2.ACCEPTANCE OF WORK
Quotations are valid for seven days from date of issue.
When the Client places an order to hire photography services from Photographer, the order represents an offer to Photographer to purchase photography services which is accepted by Photographer only when an invoice is sent to the Client. No contract for the supply of services exists between Client and Photographer until Photographer sends an invoice to the Client for payment. The invoice equals acceptance by Photographer (or third party supplier) of Client’s offer to purchase services from Photographer and this acceptance of work is a valid contract between Client and Photographer regardless of whether Client receives the invoice.
Any other services on the order which have not been included in the invoice do not form part of the contract. The Client agrees to check the details of the invoice are correct and should print and keep a copy for their records.
Photographer reserves the right to withdraw from contract at any time prior to acceptance.
No guarantee is given to the response time to enquiries from the Client to the Photographer, except to say that the majority of requests are dealt within a timely manner. It is at the Photographer’s discretion to agree an additional service of guaranteed response times.
3.PERMISSION AND COPYRIGHT
All pages, images, text and code on Photographer’s website is copyrighted material.
Client and any visitors to the Photographer’s web site may not use any of the pages, images, text or code on the website for use on Client’s or visitors own website or to create a website, templates without prior written permission from Photographer.
Copyright of the completed web designs, images, pages, code and source files created by Photographer for the project shall be with the Client upon final payment only by prior written agreement. Without agreement, ownership of designs and all code is with the Photographer.
These terms of use grant a non-exclusive limited license so that the Client can use the design on one web site on one domain name only. The Client is not permitted to use a design for more than one website without prior written agreement between the Client and the Photographer.
Client agrees that resale or distribution of the completed files and image in full or in part is forbidden unless prior written agreement is made between the Client and the Photographer.
Client hereby agrees that all media and content made available to Photographer for use in the project are either owned by the Client or used with full permission of the original authors. The Client agrees to hold harmless, protect and defend Photographer from any claim or suit that may arise as a result of using the supplied media and content.
Client agrees that Photographer may include development credits and links within any code Photographer designs, builds or amends.
Client agrees that Photographer reserves the right to include any work done for the Client in a portfolio of work.
4.MATERIAL
Photographer reserves the right in its sole discretion to refuse to sell design or code to a Client who has a site which it deems is, including but not limited to, unlawful or inappropriate, contains a virus or hostile program, constitutes harassment, racism, violence, obscenity, harmful intent, spamming, contains adult content, commits a criminal offence, infringes privacy or copyright or any other questionable media at Photographers own discretion. Photographer reserves the right to refuse to sell design or code to those thought or known as competitors of Photographer. Client may not purchase design or code for use in development of their own product to directly compete with Photographer’s design or code. Photographer reserves the right to refuse sale for orders from suspect payment or address details or other reason at Photographers own discretion. Photographer reserves the right without notice to cancel, reject, refuse sale to or work with a Client without reason for such rejection or refusal.
5.DOMAIN NAMES AND HOSTING
Client agrees to take all legal responsibility for use of third party domain name, hosting and email services and hereby agrees to indemnify and hold harmless the Photographer from any claim resulting from the Client’s publication of material and use of the domain name, hosting and email services. Any support or payment due relating to the domain name, hosting and email services are to be made between the Client and the third party service.
Client agrees to pass on FTP details and any other access details relating to their domain name and hosting account which the Photographer requires to upload the web site if required as part of a project.
Photographer reserves the right without notice to refuse work with domain names or hosting and email services without reason for such rejection or refusal.
Where the Client enjoys hosting provided by the Photographer the website content is the sole responsibility of the Client who hereby agrees to indemnify and hold harmless the Photographer from any claim resulting from the Client’s publication of material.
Cancelation by the Client of the hosting provided by the Photographer will result in the website being withdrawn and the responsibility to reinstate the website being that of the Client. The Client will receive HTML code of each page that is unique in design and a download of the table’s content in text format. The PHP code and database structure and client contact software remains the property of the Photographer. This means that your new Photographer will be responsible for the design, implementation and testing of new dynamic content.
6. PROJECTS
All alterations for web sites projects and photography are to be requested in writing either by email or postal mail by the Client. After the specified allowed hours of alterations have been completed, Photographer reserves the right to advise the Client as such and send a separate quotation to the Client and to request payment for any further alterations. Photographer reserves the right to request payment be received for further alterations before continuing work.
Upon completion of an agreed design the Client is asked to confirm in writing by email or postal mail that the design or photography is signed off as complete and agree that any further design alterations are chargeable.
Client agrees to provide any needed information and content required by Photographer in good time to enable Photographer to complete a design or website or photography work as part of an agreed project.
Client agrees that a HTML page built from a graphic design may not exactly match the original design because of the difference between the display in design software and the rendering of HTML code by internet browser software. Photographer agrees to try and match the design as closely as is possible when building the code.
Photographer endeavours to create pages that are search engine friendly, however, Photographer gives no guarantee that the site will become listed with search engines or of certain search results. In no event shall Photographer be held liable for any changes in search engine rankings as a result of using Photographers code.
If an error or issue with the design or code arises during the project which does not allow the design or code to match the original specification, then Client agrees that Photographer can apply a nearest available alternative solution.
After site completion, a Client or a third party of their choosing may wish to edit their web site code themselves to make updates. However, the Client agrees that in so doing they assume full responsibility for any issues which occur as a result of changing the code themselves. If Client or a third party of their choosing edits the web site code and this results in functionality errors or the page displaying incorrectly, then Photographer reserves the right to quote for work to repair the web site.
Photographer reserves the right to assign subcontractors in whole or as part of a project if needed.
Client agrees that it is their responsibility to have regular backups of their website and software made by themselves or third party services in case of a software or hardware failure.
All communications between Photographer and Client shall be by telephone, email, Skype or postal mail, except where agreed at Photographer’s discretion.
7.WEB BROWSERS
Photographer shall make every effort to ensure sites are designed to be viewed by the majority of visitors. Sites are designed to work with the main browsers Internet Explorer and Mozilla Firefox latest releases. Client agrees that Photographer cannot guarantee correct functionality with all browser software across different operating systems.
Clients agree that after handover of files and photographic images any updated software versions of the main browsers Internet Explorer and Mozilla Firefox, domain name setup changes or hosting setup changes thereafter may affect the functionality and display of their web site. As such, Photographer reserves the right to quote for any work involved in changing the web site design or web site code for it to work with updated browser software, domain name or hosting changes.
8.PAYMENT TERMS
All prices are exempt of VAT.
All invoices must be paid in full within 7 days of the invoice date and Photographer will carry out work only where an invoice has been paid by the Client for the work, unless otherwise agreed at Photographers discretion.
Additional work requested by the Client which is not specified in the agreed quotation is subject to a separate quotation and Photographer reserves the right whether to quote or accept additional work. If additional work is accepted by Photographer may effect timescale and overall delivery time of the project.
The Client can choose either to pay the full cost in one payment or split the cost into two payments to be agreed with the Photographer. Should the cost be split into two payments then the first half of the payment is to be received before work commences and the second payment to be received towards the end of work and before handover of finished files. Specific payments terms are stated on the invoice.
Once an invoice is sent to the Client it must either be paid either by bank transfer, cheque made payable to “Emmanuel Hemmings” and sent with proof of posting to the Photographer’s main postal address, or paid online face to face or in cash. Receipts will be provided.
Photographer reserves the right to decline further work on a project if there are invoices outstanding with the Client.
Client may request that the Photographer cancel a project in writing by email or postal mail to Photographer and the project is cancelled only if Photographer confirms work has not been started on the project. If Photographer has begun or completed the work and the Client no longer requires the files but have agreed to the work, they are still obliged to pay Photographer for the work that has been carried out. If a photography booking is cancelled after the deposit is paid a refund will be given only when a new booking is made for the same date for a fee not less than that paid by Client. In the event a booking is not made for the same date no refund will be given. When a new booking is made for the same date for a fee less than that paid by the client a proportionate deposit will be returned; the calculation will be based on the percentage of the new fee paid by the new booking against the fee paid by the Client.
Deposits are taken to secure the booking date and services of Photographer.
All invoices are submitted by email except where required otherwise by regulations or agreed at Photographer’s discretion.
Photographer reserves the right to remove its work for Client from the internet if payments are not received.
9.LIABILITY AND WARRANTY DISCLAIMER
Photographer provides its web site and photography and the contents thereof on an “as is” basis and makes no warranties with regard to the site and its contents, or fitness of services offered for a particular purpose. Photographer cannot guarantee the functionality or operations of their web site or that it will be uninterrupted or error free, nor does it warrant that the contents are current, accurate or complete.
The Client agrees Photographer is not liable for any bugs, performance issues or failure of third party software including WordPress.
Photographer endeavours to provide a website and photography and photographic images within given delivery timescales to the best of its ability. However, the Client agrees that Photographer is not liable for any claims, losses, costs incurred or compensation due to any failure to carry out services within a given delivery timescale.
The Client agrees Photographer is not liable for absence of service as a result of illness or holiday.
The Client agrees Photographer is not liable for any failure to carry out services for reasons beyond its control including but not limited to acts of God, telecommunication problems, software failure, hardware failure, third party interference, Government, emergency on major scale or any social disturbance of extreme nature such as industrial strike, riot, terrorism and war or any act or omission of any third party services.
Photographer is not liable for any consequences or financial losses such as, but not limited to, loss of business, profit, revenue, contract, data or potential savings, relating to services provided.
On handover of files and images from Photographer to Client, the Client shall assume entire responsibility in ensuring that all files are functioning correctly before use.
Whilst every effort is made to make sure files and images are error free, Photographer cannot guarantee that the display or functionality of the web design or the web site will be uninterrupted or error free. If after handover of files errors are found in code the Photographer has created and the main browsers Internet Explorer and Mozilla Firefox, domain name setup and hosting setup are the same as when work began, then Photographer can correct these errors for the Client at its own discretion.
If after handover of files errors are found in code the Photographer has created and the main browsers Internet Explorer and Mozilla Firefox have released an updated software version, or the domain name setup or hosting setup has been changed, Photographer can correct errors for the Client free of charge and reserves the right to quote separately for any additional work needed as a result of changes to the browser software, domain name setup or hosting setup.
Should Client goes into compulsory or involuntary liquidation or cannot pay its debts in the normal course of business, Photographer reserves the right to cancel forthwith any projects and invoice Client for any work completed.
Photographer shall have no liability to the Client or any third parties for any damages, including but not limited to, claims, losses, lost profits, lost savings, or other incidental, consequential, or special damages arising out of the operation of or inability to operate these web pages or web site, even if Photographer has been advised of the possibility of such damages.
There are sometimes laws and taxes which affect Internet ecommerce. Client agrees that it is their responsibility to comply with such laws and will hold harmless, protect, and defend Photographer and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the Client’s exercise of Internet ecommerce.
Photographer may from time to time recommend to the Client that updates are needed to their site to comply with, including but not limited to, new legislations, software releases and web standards. Photographer reserves the right to quote for any updates as separate work. Client agrees Photographer is not liable for any failure to inform or implement these updates to their site. Client agrees that it shall defend, indemnify, save and hold Photographer harmless from any and all demands, liabilities, costs, losses and claims arising from omission to inform or implement these updates.
10.INDEMNIFICATION
Client agrees to use all Photographer services and facilities at their own risk and agree to defend, indemnify, save and hold Photographer harmless from any and all demands, liabilities, costs, losses and claims including but not limited to attorney’s fees against Photographer or it’s associates that may arise directly or indirectly from any service provided or agreed to be provided or any product or service sold by the Client or its third parties. Client agrees this indemnification extends to all aspects of the project, including but not limited to web site content and choice of domain name.
Client also agrees to defend, indemnify and hold harmless Photographer against any liabilities arising out of injury to person or property caused by any service provided or agreed to be provided or any product or service sold by the Client or third parties, including but not limited to, infringement of copyright, infringement of proprietary rights, misinformation, delivery of defective products or services which is harmful to any person, business, company or organisation.
11.NONDISCLOSURE
Photographer and any third party associates agrees that, except if directed by the Client, it will not at any time during or after the term of this agreement disclose any confidential information. Likewise, the Client agrees that it will not convey any confidential information about Photographer to another party.
12.PRIVACY POLICY
This website uses website statistical analytics by Statcounter and Google Analytics by Google, Inc. both use cookies – text files – stored on your computer to analyse users visiting the website. Your IP address and non-indentifiable information is sent to Google and Statcounter servers and used to provide evaluation of website use. Statcounter and Google may send this information to third parties if required by law or where information is processed on their behalf by third parties. Google does not associate your IP address with other data held by them. You can switch off cookies on your web browser but in doing so it may restrict website functionality. In using this website you accept the terms of this privacy policy and consent to the processing of data by Statcounter and Google.
In projects Photographer and any third party associates shall use information provided by a Client in relation to this agreement in accordance with the Data Protection Act 1998 and also for the following purposes 1) to identify the Client in communications with them 2) to contact the Client from time to time to offer them services or products which may be of interest to or benefit the Client.
13.INTERPRETATION
Photographer reserves the right to terminate a project with a Client at any time without prior notification if it finds the Client in breach of these terms and conditions. Photographer shall be the sole arbiter in deciding what constitutes a breach. No refunds are given in such a situation.
This agreement shall be governed by the laws of England and Wales which shall claim venue and jurisdiction for any legal motion or claim arising from this agreement. This agreement is void where prohibited by law.
Where one or more terms of this contract are held to be void or unenforceable for whatever reason, any other terms of the contract not so held will remain valid and enforceable at law.
Any and all matters pursuant to this agreement are governed by English Law and are under exclusive jurisdiction of the English Courts.
Photographer reserves the right to alter these Terms and Conditions at any time without prior notice, the latest terms and conditions can be found at the Photographers web site at http://www.coventry-photographer.co.uk/terms-and-conditions/ with a date of last update.
By accepting a quotation or making a payment of invoice to use the services supplied, the Client acknowledges to have read, understand, and accept the Terms and Conditions of this Agreement, and agrees to be legally binding by these Terms and Conditions.
Updated 05/08/2011.