General Terms and Conditions
Definitions
1.1 Photographic Work: Refers to works as defined in Article 10, section 1, sub 9 of the Dutch Copyright Act (Aw), as well as other works that, under the Aw, may be considered equivalent to such photographic works.
1.2 Contractor: The photographer or service provider referred to in Article 6:231 of the Dutch Civil Code (BW).
1.3 Client: The counterparty or party commissioning the work, as referred to in Article 6:231 BW.
1.4 Use: The reproduction and/or public dissemination as outlined in Articles 1, in conjunction with Articles 12 and 13 of the Aw.
1.5 Intellectual Property Rights: All rights related to intellectual and industrial property (whether registered or not), including copyrights, portrait rights, neighboring rights, trademarks, trade names, logos, designs, models, domain names, and know-how.
1.6 Assignment: The task entrusted by the Client to the Contractor for the provision of services and/or products.
Scope of Application
These General Terms and Conditions apply to all legal relationships between the Contractor and the Client, including but not limited to verbal or written agreements, quotations, and order confirmations. This applies even after the termination of an agreement unless a written deviation from these terms is explicitly agreed upon and confirmed by both parties.
Compensation, Payment, and Invoicing
3.1 If no specific compensation is agreed, the Contractor will determine the compensation unilaterally, based on fairness and reasonableness, considering the scope and intended use of the work by the Client.
3.2 If the Contractor incurs additional costs or performs extra work, the Client will be charged for these expenses.
3.3 The Client must pay the invoice issued by the Contractor within 14 days of receiving it.
3.4 In case of late payment, statutory interest will be applied from the due date.
3.5 In the event of a breach of contract by the Client, including copyright violations, the Client will bear all costs incurred by the Contractor to complete the Assignment, both in and out of court.
3.6 The Client is not permitted to use the Photographic Work until the invoice has been paid in full.
Execution of the Assignment
4.1 The Client must inform the Contractor in writing of any specific wishes or requirements related to the execution of the Assignment in a timely manner.
4.2 The Contractor will execute the Assignment at their discretion, independently, and to the best of their ability, following general guidelines from the Client. This commitment is a "best-efforts" obligation, carried out in accordance with industry standards and the Contractor’s typical style.
4.3 Any changes to the Assignment, for any reason, will be at the Client's expense and only executed once the additional costs have been agreed to in writing via a separate quotation.
4.4 The Client will provide the necessary conditions to facilitate the proper execution of the Assignment and will take appropriate action where needed, including instructing other attendees.
4.5 Post-processing of photos will be performed by the Contractor according to their standard practices, such as color and contrast adjustments. Any exceptions to this must be agreed upon in writing.
Delivery, Receipt, and Storage of Files
5.1 The files will be delivered in the format and file type mutually agreed upon.
5.2 Delivery times indicated by the Contractor are estimated. The Contractor strives to deliver products on time and will notify the Client in advance if there are delays and provide an updated delivery estimate.
5.3 The Client cannot cancel orders for custom-made products.
5.4 The Contractor will store the original RAW and edited image files for a period of one year from the photoshoot date. After this period, the Contractor reserves the right to delete these files without prior notice to the Client.
Subcontracting
The Contractor must obtain explicit written consent from the Client before subcontracting any part of the Assignment or transferring any related rights and obligations. The Client has no contractual relationship with subcontractors.
Complaints
Any complaints regarding the delivered work must be submitted in writing or by email to the Contractor no later than ten days after delivery. The Contractor has the right to offer replacement work within a reasonable period, provided this does not cause disproportionate damage to the Client.
Information and Cooperation
Both parties agree to provide all relevant information and details necessary for the successful execution of the Assignment, considering their mutual needs.
Intellectual Property Rights, Copyright, and Licenses
9.1 The Intellectual Property Rights to all work created in the course of the Assignment belong to the Contractor. The Contractor retains the right to use these works for promotional purposes and publications. The Client acknowledges that they do not hold the copyright to the delivered work.
9.2 Unless otherwise agreed, the name of the Contractor must be credited in any use of the Photographic Work, either on the work itself or in any related publication.
9.3 Unless otherwise agreed in writing, the Contractor grants the Client a non-transferable, exclusive license to use the Photographic Work for one year, starting from the delivery date. This license is limited to use on the Client's social media and website and does not permit sublicensing or resale.
9.4 Editing or modifying the delivered images is prohibited unless agreed upon in writing. Minor cropping for social media is allowed, but applying filters or altering the images in other ways is not permitted.
9.5 Exclusive usage rights must be explicitly agreed upon in writing and are not covered by the license mentioned in Article 9.3.
9.6 The Client may not transfer the usage rights to third parties without prior written consent from the Contractor.
9.7 If the Client uses the work without authorization, the Contractor retains the right to demand an additional licensing fee and/or take legal action.
Copyright Infringement
10.1 Any unauthorized use of the Photographic Work is considered an infringement of the Contractor's copyright.
10.2 In case of infringement, the Contractor is entitled to compensation of at least twice the regular licensing fee, in addition to any other damages incurred, including direct and indirect damages, and any legal and extrajudicial costs.
International and Long-Term Assignments
11.1 For assignments outside the Netherlands, the Client must approve any additional costs, such as travel and accommodation expenses, in writing. These will be included in the quotation or assignment confirmation.
11.2 If no specific agreement is made, the standard one-year license described in Article 9.3 applies. An extension of the license period or usage area may incur additional fees.
11.3 For long-term or international assignments, invoices must be paid 14 days before the assignment begins. Any additional costs or extra work will be invoiced separately.
11.4 For long-term collaborations, invoicing will be done per project phase unless otherwise agreed. Payment terms remain as per Article 3.
11.5 The Client guarantees a safe working environment and adequate supervision for the Contractor during international assignments, including a local contact person.
11.6 The Contractor reserves the right to suspend or terminate work if personal safety or professional boundaries are at risk, without the Client being entitled to a refund or compensation, unless otherwise agreed.
Liability and Third-Party Rights
12.1 The Contractor affirms they have the rights to enter into this agreement and grant the described license.
12.2 The Contractor is not liable for claims from third parties or damages arising from the exploitation or disclosure of the work, unless due to gross negligence or intent on the part of the Contractor.
12.3 The Contractor’s liability is limited to the invoice amount or, if applicable, the amount paid under insurance coverage.
12.4 In the event third parties make claims against the Contractor or Client regarding the work, both parties will consult on the appropriate response.
Cancellation and Suspension
13.1 If the advance payment is not made on time, the Contractor may suspend all work until the invoice is paid.
13.2 If payment is late, statutory interest will be charged from the due date.
13.3 If the Client provides late or inadequate information, making the execution unreasonable or requiring unforeseen work, the Contractor may charge 10% of the total price as compensation.
13.4 Any suspension or termination of the Agreement must be in writing.
13.5 The Client has the right to terminate the agreement at any time, subject to compensation as follows:
Cancellation 1 week before the photoshoot: 30% of the agreed price, plus incurred costs.
Cancellation 48 hours before: 50% of the agreed price, plus incurred costs.
Cancellation 24 hours before: 75% of the agreed price, plus incurred costs.
Cancellation on the day of the shoot: 100% of the agreed price.
13.6 The Client remains obligated to pay, even if they decide not to use the services or products provided under the Agreement.
13.7 For international or long-term assignments, the following cancellation policy applies:
Cancellation 30+ days prior: 33% of the total amount.
Cancellation 10-30 days prior: 50% of the total amount.
Cancellation within 48 hours: 100% of the total amount.
Rescheduling
14.1 Rescheduling requests must be submitted in writing.
14.2 The Client can reschedule the photoshoot once free of charge, provided the request is made at least 2 weeks before the scheduled photoshoot.
If the Client requests a second rescheduling, an additional fee of €50 will be charged on top of the agreed price.
14.3 If a fashion or marketing photoshoot is rescheduled, any additional costs, such as fees for cancelled models, makeup artists, location rental, or other third-party services, will be fully charged to the Client.
Events and Exhibitions
14.4 The Client can reschedule the event once free of charge, provided the request is made at least one week before the event.
14.5 If the Client requests further rescheduling, a surcharge of 25% of the agreed price will be charged, with a minimum of €50.
General Provisions
14.6 If rescheduling does not take place within the specified timeframes, the regular cancellation policy, as described in Article 13, will apply.
14.7 If no new date is set within the agreed timeframe, this will be considered a cancellation, and Article 13 will apply.
14.8 The Client must reschedule a postponed photoshoot within 3 months of the originally scheduled date. If the Client fails to schedule a new date within this timeframe, the right to the execution of the photoshoot expires. The deposit will be retained by the Photographer as compensation for the reserved time. Any costs already incurred by the Photographer on behalf of the Client will be invoiced separately.
14.9 After this period, the Client can only book a new photoshoot by entering into a new agreement with the Photographer, subject to the rates applicable at that time. A rescheduling will only be final after written confirmation by the Contractor.
15. Force Majeure
15.1 The Contractor is not liable for delays or failure to fulfill contractual obligations if it is due to force majeure.
15.2 Force majeure is defined as, in addition to what is understood by law and jurisprudence, all external causes, whether foreseen or unforeseen, over which the Contractor has no control and which prevent the Contractor from fulfilling their obligations, including extreme weather conditions, illness, or incapacity (temporary or permanent), making it impossible to perform the assignment on the agreed date.
When the Contractor believes such a circumstance is occurring, they must inform the Client promptly.
15.3 In the case of force majeure, the Contractor will make reasonable efforts to find a replacement Contractor.
15.4 The agreed timelines will be automatically extended according to the duration of the force majeure event.
15.5 If the Contractor has already partially fulfilled their obligations when the force majeure occurs, or will only be able to fulfill them partially, they are entitled to invoice the already delivered portion, including the associated costs, separately. The Client is obliged to pay this invoice.
16. General terms and conditions
16.1 The Contractor’s General Terms and Conditions always apply to all offers, quotations, agreements, and service deliveries made by the Contractor.
16.2 By accepting the offer, the Client agrees to these General Terms and Conditions.
16.3 The privacy statement of the Contractor will be complied with.
17. Governing law and disputes
17.1 The validity, interpretation, and execution of this Agreement shall be governed by Dutch law.
17.2 Any dispute regarding the formation, validity, execution, and/or termination of this Agreement shall be settled by the court competent according to the Dutch Code of Civil Procedure.
17.3 Before initiating a legal procedure, the parties will negotiate in good faith to resolve the dispute amicably.