Business Profile Picture Template

BUSINESS PROFILE PICTURE TEMPLATE

This Business Profile Picture Agreement (the Agreement) is entered into as of by and between Service Provider Name: and Client Name: .

RECITALS

WHEREAS, Service Provider is engaged in the business of professional photography, image capture and image retouching and possesses the skill, equipment and personnel necessary to produce business profile imagery in professional formats; and

WHEREAS, Client desires to obtain a business profile picture for use in Client marketing, corporate identity, online profiles and related business purposes, and Service Provider is willing to produce and deliver such images under the terms and conditions set forth in this Agreement; and

WHEREAS, the parties wish to set forth the scope, delivery, payment, licensing and confidentiality terms governing the creation and use of the profile picture(s).

PARTIES' CONTACT INFORMATION

SCOPE OF WORK

Service Provider shall provide photographic services and deliverables as described below. Deliverables include high-resolution digital image files suitable for business profile use, one (1) primary retouched headshot and up to alternative crops/variants unless otherwise agreed in writing.

DELIVERABLE SPECIFICATIONS & ACCEPTANCE

Deliverables will be provided in the following formats and sizes as agreed: . Delivery method: .

PAYMENT TERMS

Client shall pay a total fee of USD for the services described herein. Payment schedule: Deposit of due upon signing; remainder due upon final delivery or within days of invoice.

Late payments shall incur a late fee of % per month on any past-due balance, or the maximum allowable by law if lower. Client shall be responsible for any reasonable collection costs incurred by Service Provider.

TERM AND TERMINATION

This Agreement commences on the Start Date: and continues until completion of the services or the End Date: , unless earlier terminated as provided below.

Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure the breach within days after written notice. Additionally, either party may terminate without cause upon days' prior written notice. Upon termination, Client shall pay for all work performed and reasonable expenses incurred through the effective date of termination.

INTELLECTUAL PROPERTY & USAGE

Copyright in the photographs shall remain with Service Provider unless an explicit written assignment is executed. Service Provider grants Client a non-exclusive, non-transferable, perpetual license to use the final delivered profile image(s) for Client's business purposes, including websites, social media, marketing collateral and internal corporate materials, subject to the usage limits selected below.

Full marketing and advertising use (digital and print)
Digital-only use (websites, social media)
Internal corporate use only
Exclusive rights (requires written assignment)

CONFIDENTIALITY

Each party agrees to keep confidential all non-public information disclosed by the other party in connection with this Agreement, including drafts, proof images, business information and pricing. Confidential information shall not include information that: (a) is or becomes publicly available through no breach of this Agreement; (b) was known to the receiving party prior to disclosure; or (c) is rightfully received from a third party without duty of confidentiality. Obligations of confidentiality shall survive termination for a period of three (3) years.

WARRANTIES, INDEMNITY & LIMITATION OF LIABILITY

Service Provider warrants that services will be performed in a professional manner consistent with industry standards. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, SERVICE PROVIDER MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED. Client shall indemnify and hold Service Provider harmless from claims arising out of Client-provided materials, Client misuse of images, or unauthorized third-party use. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR CONSEQUENTIAL OR INDIRECT DAMAGES, AND AGGREGATE LIABILITY SHALL NOT EXCEED THE TOTAL FEES PAID UNDER THIS AGREEMENT.

GOVERNING LAW; ENTIRE AGREEMENT

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that state for resolution of disputes.

This Agreement constitutes the entire agreement between the parties concerning its subject matter and supersedes all prior and contemporaneous understandings, proposals and agreements, whether written or oral. Any amendments must be in writing and signed by both parties.

ADDITIONAL PROVISIONS

Yes Not required / N/A

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