THE FOXES PHOTOGRAPHY, LLC
These Terms and Conditions are a legally binding agreement is between you (“Client”) The Foxes Photography, LLC (“Photographer”) (collectively the “Parties”, or in the singular “Party”), for the purpose of Client purchasing a custom photography album from Photographer. This Agreement shall become effective upon the date you complete the checkout process.
TERMS AND CONDITIONS
Client shall commit to a custom album package by signing and returning this Agreement along with the initial payment for album service. Photographer will not begin its custom album services until the Agreement is signed and the album design fee is received. No final album will be printed until the full payment is made. In the event Client fails to remit payment as specified, Photographer shall have the right to immediately terminate this Agreement with no further obligation and retain any monies already paid as liquidated damages. Full payment must be completed by Client within 60 days of this Agreement’s date.
The fees in this Agreement are based on Photographer’s current album pricing at the time of booking. The price list is adjusted periodically, and any changes to custom albums will be charged at the prices in effect at the time.
The following outline indicates the general procedure of a custom album design. Client understands and agrees to this procedure.
Albums will include 35 spreads and no less. The definition of a “page” is one side of a spread in an album (for example, a 70-page album contains 35 spreads). If Client requests more than 35 spreads, additional spreads are $50.00 each.
The first draft will include photos selected by the photographer and will be sent to Client for approval. Client may request modifications to be made. Photographer shall complete modifications and send the second draft of album design to Client. Client may then accept the design or request one more round of modifications. Photographer will complete this second modification request and send the final draft of album to Client. After these two rounds of revisions to the album design, no further revisions are allowed. Any additional revisions are invoiced at a rate of $75.00 per round. All additional revision rounds must be paid before the revision is made by the Photographer. Photographer requires up to 10 days to complete a revision request. Client has 50 days to send Photographer any and all revision requests. Any revisions requested by Client more than 50 days after this Agreement’s date will not be accepted by Photographer.
Photographer will not place an album order with the album Manufacturer until Client approves the design draft, and the balance is paid on any upgrades or additional spreads. Client agrees to check the final album design very carefully before giving final approval. Once final approval is given, Photographer is not responsible for typos, image defects, duplicate images, or other errors that may have been missed.
Parent/duplicate albums cannot be altered from the original designs. All parent/duplicate albums shall be ordered at the time of final approval of the original album design and will be invoiced and must be paid prior to Photographer sending in album for printing. No parent/duplicate albums are available after the original album ordering phase is complete.
Client understands and agrees that Photographer’s album manufacturer (“Manufacturer”) generally takes 6-8 weeks to print and manufacture the album. While every possible precaution is taken and Manufacturer has been selected by Photographer for its superb quality, Photographer assumes no liability for the loss or damage of album while in possession of Manufacturer.
Client shall agree to final album design within 60 days of this Agreement’s date. Any delay by Client in approving final album design will result in termination of this Agreement and no further obligation by Photographer.
Photographer will use the final edited images delivered to Client to make the album design. Photographer will not re-edit or retouch any images.
Client understands and agrees that once final approval of album design has been given to Photographer, no returns or refunds are allowed whatsoever. In the event Client receives the printed album and sees any manufacturer defects or dislikes the album quality, Photographer will work with Manufacturer to the best of their ability to remedy the situation. Client is responsible for any additional fees associated with returning or reprinting the album.
Photographer shall keep a copy of final approved album design for 90 days but does not permanently archive the final album design. Client understands that after 90 days the album design will not be available to order additional copies and a new agreement must be signed to start the process over.
The final album design by The Foxes Photography, LLC is their property, will remain their property, and are protected by United States Copyright Laws (USC Title 17). Client hereby waives any claims for ownership, income, editorial control, and use of the images and album design. Violations of this federal law will be subject to its civil and criminal penalties.
Client and Client’s agents agree to acquire the album design and product directly from Photographer through their professional album company. Client and Client’s agents agree not to scan, copy or reproduce the album design in any manner without written permission, including using the custom album design to create other albums. Photographer may seek damages for any illegal reproduction. Client and Client’s agents further agree not to supply the album to any third-parties.
Photographer’s office hours are 9:00am – 5:00pm PST Monday through Friday. Photographer’s primary source of communication is through their email [email protected] Photographer will respond to Client’s emails within those office hours.
Client shall indemnify, release, discharge and hold harmless Photographer, its heirs, legal representatives, assigns, employees, contractors, or any persons or corporations acting under permission or authority of the Photographer from and against any and all losses, damages, liabilities, and expenses and costs, including reasonable legal expenses and attorneys’ fees, to which Photographer may become subject as a result of any claim, demand, action or other legal proceeding by any third-party to the extent such losses arise directly or indirectly out of activities performed by Photographer pursuant to this Agreement, except to the extent such losses result from the gross negligence, willful misconduct, or intentional acts of Photographer.
The sole remedy for any actions or claims by Client shall be limited to a refund, the maximum amount not to exceed the total monies paid by Client under this Agreement.
If, during the production and/or before the album(s) are delivered to Client, the media has been lost, stolen, or is unusable because of defect, damage, equipment/platform malfunction, processing, or other technical error caused by Photographer or by forces outside the control of Photographer, Client agrees to relieve and hold Photographer harmless and will not impose any additional liability.
In no event shall Photographer be liable under this Agreement to Client or any other third-party for consequential, indirect, incidental, special, exemplary, punitive, or enhanced damages, arising out of, relating to, or in connection with any breach of this Agreement, regardless of (a) whether such damages were foreseeable, (b) whether or not Client was advised of such damages, and (c) the legal or equitable theory (contract, tort, or otherwise) upon which the claim is based.
No Party shall be liable or responsible to the other Party, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement (except for any obligations to make payments to the other Party hereunder), when and to the extent such failure or delay is caused by or results from acts beyond the impacted party’s (“Impacted Party”) control that are unforeseen and unpredictable at the time of contracting, including, but not limited to, the following force majeure
events (“Force Majeure Events”): (a) acts of God; (b) a natural disaster (fires, explosions, earthquakes, hurricane, flooding, storms, explosions, infestations), epidemic, or pandemic; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) government order or law; (e) actions, embargoes or blockades in effect on or after the date of this Agreement; (f) action by any governmental authority; (g) national or regional emergency; (h) strikes, labor stoppages or slowdowns or other industrial disturbances; and (i) shortage of adequate power or transportation facilities. The Impacted Party shall give Notice (as defined in Section 27) within 10 days of the Force Majeure Event to the other Party, stating the period of time the occurrence is expected to continue. The Impacted Party shall use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Event are minimized. The Impacted Party shall resume the performance of its obligations as soon as reasonably practicable after the removal of the cause. In the event that the Impacted Party’s failure or delay remains uncured for a period of 15 days following Notice given by it, the other Party may thereafter terminate this Agreement upon Notice. The Retainer and all other payments made by Client up to the date of Notice of a Force Majeure Event are non-refundable.
In the event Photographer determines, in its sole discretion, that it cannot or will not perform its obligations under this Agreement due to circumstances including, but not limited to, injury, illness, death of family member, pregnancy, military orders, religious obligations, other personal emergencies, or total breakdown of communication with Client, it will:
Should any sale and/or use tax be imposed on any part of this Agreement, such tax shall be collected from Client and remitted by Photographer. All sales tax will be included on invoices.
This is a binding Agreement that incorporates the entire understanding of the Parties, supersedes any other written or oral agreements between the Parties, and any modifications must be in writing, signed by all Parties, and physically attached to the original agreement.
22. Venue and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of Washington including all matters of construction, validity, performance, and enforcement and without giving effect to the principles of conflict of laws. The Parties agree that any dispute or lawsuit arising out of, or concerning, this Agreement that is not first resolved by arbitration shall be resolved exclusively in a court of competent jurisdiction located in Whatcom County, Washington. The Parties assume responsibility for their own collection costs and legal fees incurred should enforcement of this Agreement become necessary.
Any and all disputes or disagreements rising between the Parties out of this Agreement upon which an amicable understanding cannot be reached, shall be decided by arbitration in accordance with the procedural rules of the American Arbitration Association. The Parties agree to be bound by the decision of the arbitrator(s). The arbitration proceeding shall take place in Whatcom County, Washington, unless another location is mutually agreed to by the Parties. The cost and expenses of the arbitrators shall be shared equally by the Parties. Each Party shall be responsible for its own costs and expenses in presenting the dispute for arbitration.
In the event that any part of this Agreement is found to be invalid or unenforceable, the remainder of this Agreement shall remain valid and enforceable. Any failure by one or both Parties to enforce a provision of this Agreement shall not constitute a waiver of any other portion or provision of this Agreement.
This Agreement cannot be transferred or assigned to any third-party by either the Photographer or Client without written consent of all Parties.
Headings and titles are provided in this Agreement for convenience only and will not be construed as part of this Agreement.
Parties shall provide effective notice (“Notice”) to each other via email at the date and time which the Notice is sent: Photographer’s Email: [email protected]
The Parties agree that a facsimile copy (electronic copy) of this Agreement, which contains the Parties’ signatures, may be used as the original.
By checking the box on this order form and upon completion of purchase, you confirm that you have read, understood, and agree to the terms and conditions of this Agreement.