Accordingly, the undersigned photographer (referred to from this point on as "you," "Associate" or "Associate Photographer") and Emerald + Ivy, LLC (referred to from this point on as "we," "our," "us") (each a "Party" and collectively, the "Parties") agree that you will work as an Associate Photographer for us according to the terms of this agreement ("Agreement").
SERVICES TO BE RENDERED
The Parties agree that Associate will perform the following services for or on behalf of Emerald + Ivy ("Services"):
- To attend and take photographs at weddings that are assigned to you according to our work schedule indicated below, hereby known as ("Assigned Weddings");
- To take photographs of the Assigned Weddings as is appropriate, as a primary shooter throughout the wedding day or if requested as a secondary as needed;
- Photographs taken will become dual copyright property of Emerald + Ivy and Associate, under the following guidelines: Emerald + Ivy is permitted to display the images on social media (with credit to you as an Associate), in client galleries and blog. Images may also be used in Associate Photographer's own website portfolio or blog, with the title denoting the photographs to be taken as Associate for Emerald + Ivy. Images are not permitted to be used for submissions, or on social media, or sent directly to the client or any of the other vendors involved with the wedding.
- Secondary Photographer To provide assistant services at Assigned Weddings and Sessions, which may include but are not limited to assisting with bags, equipment, lighting, styling, secure keeping of memory cards, wedding timeline management, travel and transportation.
While performing the Services, you agree:
- To perform with the highest level of service, allowing Emerald + Ivy to handle all client issues
- To provide quality Photographs with properly used settings.
- To introduce yourself as being with Emerald + Ivy and not promote your own photography business in any way.
- To perform the Services during the entire contracted period.
HIRED CONTRACT TERMS
You will use your own photography equipment unless otherwise rented/borrowed. The following equipment is required at each wedding: primary camera (Canon) and a variety of lenses (will discuss according to the requirements/expectations for each event) as well as external speedlight. The Associate will use SD cards provided by Emerald + Ivy. In the event that you borrow Emerald + Ivy's equipment, you agree to treat all other equipment with due care, including to never leave the photography equipment unattended, especially out of sight or in an area where it may be damaged. Any equipment that is damaged as a result of negligence or fault of the associate will need to be replaced or repaired.
AGREEMENT PERIOD, RENEWAL AND TERMINATION
This Agreement is effective beginning the date of the last signature by either Party (“Effective Date”) and will be in effect for the term until the date of the final contracted wedding. Renewal will be discussed on an event-by-event basis. If any party wishes to terminate or not renew the agreement, a 30 day written notice (or by email) by either Party to the other is required. Despite any termination of this Agreement, Associate agrees to fulfill all Assigned Weddings under contract unless otherwise negotiated.
The Parties intend this to be a contract for services and each considers the Photographs to be a work made for hire in accordance with 17 U.S.C. § 101. The Associate acknowledges and agrees that the Photographs and all rights therein, including the copyrights to the Photographs, will be used and dually owned by Emerald + Ivy, LLC. Images taken by Associate during the term of this agreement and any time prior will remain a part of Emerald + Ivy’s client galleries, social media, blog or any other marketing or advertising venue. Associate agrees to not share, post or use any photographs taken during this term on behalf of Emerald + Ivy on social media and may not use them for networking purposes; Associate is permitted to use the images on a website, blog, or online portfolio (with the title denoting work done as an Associate of Emerald + Ivy) — at any point during or after the termination of this agreement.
RELATIONSHIP OF PARTIES
The parties agree that the Associate is a self-employed, independent contractor. This Agreement is not an employment agreement, nor does it constitute employment or a partnership. Nothing contained herein shall be construed to be inconsistent with this independent contractor relationship. Any extension of this work for hire agreement that may occur in the future would be in direct review of Associates performance in accordance with this agreement.
Associate agrees to indemnify, defend, and hold harmless us against all claims, liabilities, damages, costs and expenses, including reasonable legal fees and expenses, arising from Associate’s performance of the services pursuant to this Agreement.
TRANSFER OF AGREEMENT
A Party may not assign or transfer this Agreement or any contracted weddings or sessions to a third party at any time.
ASSOCIATE'S REPRESENTATIONS AND WARRANTIES
Associate represents and warrants that (i) Associate is fully able to enter into and perform the obligations pursuant to this Agreement; and (ii) the Associate will use best efforts to professionally perform the services to be rendered under this Agreement.
Associate agrees to refrain from disclosing any company assets or trade secrets, including but not limited to client lists, wedding dates, operation methods, pricing details, contracts and similar verbiage, editing methods, or other confidential information. Associate agrees to take reasonable security measures to prevent any accidental disclosure of this information. Associate agrees to pay to us liquidated damages of $25,000 if any violation of this Nondisclosure and Non-competition clause is proved or admitted.
Associate agrees to not perform other services or projects which would interfere with requirements or contracted weddings/sessions for either the Associate’s personal projects or photography business during the term of this Agreement.
Additionally, associate agrees to not solicit or promote her own wedding photography or another photographer’s services, or accept employment by, or render professional services to, any person or organization that is or has been our client during the term of this Agreement and for the reasonable period of one (1) year thereafter. Any bookings or income received from a client contracted to associate through Emerald + Ivy must be processed directly by Emerald + Ivy’s accounting.
PAYMENT TO ASSOCIATE
In full and final consideration for the rights granted to us in this Agreement, we will pay Associate per project/wedding, as indicated in the Fee Schedule (paragraph below). Reimbursement will occur on approved business expenses as required or needed. Any travel that is needed for assigned weddings or work reasons will be paid for by Emerald + Ivy, but will be limited to hotel and transportation and only with prior approval.
JURISDICTION AND ARBITRATION
The laws of Tennessee govern this Agreement without regard to conflicts of law provisions. Associate consents to the exclusive jurisdiction of the state and federal courts sitting in the state of Texas. All unresolved disputes arising under this Agreement shall be submitted to arbitration in Tennessee. The arbitration shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. Notwithstanding the foregoing, either party may refuse to arbitrate when the dispute is for a sum less than $5,000.
RELEASE OF LIABILITY
You release us from liability for injury, illness, accident, emergency, death or other related problems incurred while performing the Services pursuant to this Agreement. You also agree to hold us harmless in the event you suffer personal property theft, damage, or loss while performing services under this Agreement.
This Agreement incorporates the entire understanding of the parties. Any modifications to this Agreement must be in writing and signed by all parties. If any provision of this Agreement is held to be invalid or unenforceable by law, the validity of this Agreement in whole shall not be affected, and the other provisions of the Agreement shall remain in full force and effect. No waiver of any breach of any term or provision of this Agreement shall be construed to be, or shall be, a waiver of any other breach of this Agreement. No waiver shall be binding unless in writing and signed by the party or parties waiving the breach. The paragraph, section, and article headings used in this Agreement are intended solely for convenience and reference and shall not in any manner amend, limit, modify, or otherwise be used in the interpretation of any of the provisions of this Agreement.
Emerald + Ivy, LLC will pay Associate according to the terms listed below:
Primary Associate Photographer will be paid $100 per hour of wedding coverage (number of hours agreed to with client, per wedding event), including any drive time above 30 minutes to/from Photographer's home to the scheduled wedding location (venue/hotel). Payment will be made the day of each wedding and/or event, after all SD cards and any equipment loaned are returned. Minimum Primary Photographer pay for a wedding day is $500.
Secondary Photographer (with Associate or with Emerald + Ivy personally) will be paid $30 per hour of wedding coverage, including commute time over 30 minutes from Photographer's home to the agreed meeting location with the Primary Photographer. Minimum Secondary Photographer pay is $200, and a minimum required contracted time of 4 hours. (Unless Secondary photographer requests to leave contracted event early, in which case pay will revert to $30 per hour rate.)
For Engagement/Bridal sessions associated with Wedding client contracted to Associate Photographer:
Primary Associate Photographer will be paid $50 per hour rate for session, which will be between 60 and 90 minutes.
REQUIRED ATTENDANCE AND PENALTY
Attendance at contracted weddings and/or sessions is required or subject to a fee. Should you, for any reason (aside from acts of God or severe personal illness), not attend the committed weddings/sessions, you agree to pay a penalty fee of $200 for secondary photographer, or $500 for primary photographer, which will go toward finding a replacement photographer, which results in higher pay for the replacement due to short notice.
We have a “Zero Tolerance” policy for not fulfilling contracted working dates. If we deem necessary due to unreliability, frequent rescheduling, cancellation, tardiness, or unprofessionalism, we may cancel the remaining contracted dates without compensation, with the below signed Photographer still bound to the rules/guidelines herein: (Including but not limited to Arbitration, Indemnification, Non-Disclosure, Non-Competition, and Liability).