Business Shoot Document

BUSINESS SHOOT AGREEMENT

This Business Shoot Agreement (the "Agreement") is entered into as of between:

PARTIES

Contact Person:    Phone:

Entity Type (check all that apply):
Individual    Corporation    LLC    Partnership    Other:

RECITALS

WHEREAS, Client desires to procure professional photography and/or videography services in connection with the project described below (the "Shoot"); and

WHEREAS, Service Provider represents that it has the expertise, personnel, equipment and licenses necessary to perform the services; and

WHEREAS, the parties desire to set forth the terms and conditions under which the Shoot will be performed.

PROJECT DETAILS

Project Name:    Shoot Location:

Scheduled Shoot Date(s):    Estimated Duration:

SCOPE OF WORK

PAYMENT TERMS

Total Fee: $    Deposit Amount: $    Deposit Due:

Balance Due: $    Balance Due Date:

Late Fee:    Minimum Late Fee: $

All payments are non-refundable except as expressly provided in this Agreement. If Client fails to pay any amount when due, Service Provider may suspend performance until payment is made. Client will also be responsible for reasonable collection costs and attorneys' fees incurred in enforcing payment.

TERM AND TERMINATION

Term Commencement Date:    Term End Date:

Either party may terminate this Agreement upon days' prior written notice to the other party. Termination for material breach is effective if the breaching party does not cure within days after receipt of written notice specifying the breach.

Upon termination, Client will pay Service Provider for all services performed and costs incurred through the effective date of termination, including reasonable time for wind-down and delivery of completed deliverables.

CONFIDENTIALITY

Each party shall treat as confidential all non-public information disclosed by the other party that is identified as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure (the "Confidential Information"). Confidential Information shall not include information that is (a) publicly known through no fault of the receiving party, (b) rightfully received from a third party without breach of any obligation of confidentiality, or (c) independently developed without use of the other party's Confidential Information.

The receiving party will not disclose Confidential Information to any third party except to its employees, contractors and agents with a need to know and who are bound by confidentiality obligations no less restrictive than those in this Agreement. The receiving party will use at least the same degree of care to protect Confidential Information as it uses to protect its own confidential information, but in no event less than reasonable care.

RIGHTS, DELIVERY & USAGE

Upon full payment of amounts due, Service Provider grants Client a non-exclusive, worldwide license to use the final approved images and/or video for the following purposes (select all that apply):

Commercial advertising    Marketing materials    Website & social media    Print collateral    Other:

Unless otherwise agreed in writing, Service Provider retains copyright and may use images or footage for its promotional purposes, provided such use does not disclose Client's Confidential Information.

INSURANCE, INDEMNITY & LIABILITY

Service Provider will maintain general liability and, if applicable, workers' compensation insurance covering its personnel during the Shoot. Upon reasonable request, Service Provider shall provide certificates of insurance to Client.

Each party shall indemnify, defend and hold harmless the other party from and against any third-party claims, losses or liabilities arising from the indemnifying party's negligence, willful misconduct or breach of this Agreement, except to the extent caused by the indemnified party's negligence or willful misconduct.

EXCEPT FOR LIABILITY ARISING FROM WILLFUL MISCONDUCT OR A PARTY'S GROSS NEGLIGENCE, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES. THE AGGREGATE LIABILITY OF EITHER PARTY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNTS PAID BY CLIENT TO SERVICE PROVIDER UNDER THIS AGREEMENT.

CANCELLATION / RESCHEDULING

If Client cancels the Shoot less than days prior to the scheduled date, Client will forfeit the deposit and may be responsible for additional cancellation fees proportionate to time and expenses incurred by Service Provider.

Rescheduling requested less than days prior to the Shoot is subject to Service Provider's availability and may incur additional fees.

FORCE MAJEURE

Neither party shall be liable for delays or failures in performance caused by events beyond its reasonable control, including acts of God, fire, pandemic, governmental action, or labor disputes. Affected performance will be suspended for the duration of the event and the parties will use reasonable efforts to resume performance.

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 conflict of law principles.

This Agreement, including all schedules and attachments expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals and communications, whether written or oral. Any amendment or waiver must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

Assignment: Neither party may assign its rights or delegate its obligations under this Agreement without the other party's prior written consent, except that Service Provider may assign to an affiliate or successor in connection with a merger or sale of substantially all of its assets.

Severability: If any provision of this Agreement is held invalid or unenforceable, the remaining provisions will remain in full force and effect.

Notices: Notices under this Agreement shall be in writing and delivered to the addresses set forth above or such other address as the receiving party may designate by notice.

ADDITIONAL TERMS

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