EDITORIAL ASSIGNMENT INVOICE _____________________________________________________________________ TO: INVOICE #: INVOICE DATE: JOB #: EDITOR: STORY SLUG: SS/FED. ID #: _____________________________________________________________________ DESCRIPTION/RIGHTS GRANTED/PERIOD OF USE _____________________________________________________________________ FEES PHOTOGRAPHY FEES @ $ PER DAY ____________ PREP DAYS @ $ PER DAY ____________ TRAVEL/WEATHER DAYS @ $ PER DAY ____________ USAGE FEES AND SPACE RATES ____________ $_______________ _____________________________________________________________________ EXPENSES ASSISTANTS AND CREW ____________ FILM AND POLAROIDS ____________ PHOTO LAB ____________ LOCATIONS ____________ TELEPHONE ____________ RENTALS AND PROPS ____________ SHIPPING AND MESSENGERS ____________ TRANSPORTATION ____________ MEALS AND LODGING ____________ MISCELLANEOUS ____________ $_____________ _____________________________________________________________________ SUBTOTAL SALES TAX LESS ADVANCE TOTAL AMOUNT DUE $_____________ _____________________________________________________________________ TIME IS OF THE ESSENCE FOR PAYMENT WHICH IS DUE UPON RECEIPT.GRANTING OF RIGHT OF USAGE IS CONTINGENT UPON FULL PAYMENT AND IS SUBJECT TO THE TERMS AND CONDITIONS ON THE REVERSE SIDE. BALANCE IS SUBJECT TO MONTHLY REBILLING CHARGES APPLIED THEREAFTER. ADJUSTMENT OF AMOUNT, OR TERMS, MUST BE REQUESTED WITHIN 14 DAYS OF INVOICE DATE. ALL EXPENSES ARE SUBJECT TO NORMAL TRADE VARIANCE OF 10% FROM ESTIMATED AMOUNTS. TERMS & CONDITIONS [1] "Photograph(s)" means all photographic material furnished by Photographer hereunder, whether transparencies, negatives, prints or otherwise. [2] Except as otherwise specifically provided herein, all photographs and rights therein, including copyright, remain the sole and exclusive property of Photographer. Any additional uses require the prior written agreement of Photographer on terms to be negotiated. Unless otherwise provided herein, any grant of rights is limited to one (1) year from the date hereof for the territory of the United States. [3] Client assumes insurer's liability (a) to indemnify Photographer for loss, damage, or misuse of any photograph(s), and (b) to return all photographs prepaid and fully insured, safe and undamaged, by bonded messenger, air freight, or registered mail, within thirty (30) days after the first use thereof as provided herein, but in all events (whether published or unpublished) within_______ after the date hereof. Client assumes full liability for its principals, employees, agents, affiliates, successors and assigns (including without limitation messengers and freelance researchers) for any loss, damage, or misuse of the photographs. Client will supply Photographer with two free copies of each use of the photographs. [4] Reimbursement by Client for loss or damage of each original transparency shall be in the amount of One Thousand Five Hundred Dollars ($1,500), or such other amount set forth next to said item on the front hereof.Reimbursement by Client for loss or damage of each other item shall be in the amount set forth next to said item on the front hereof.Photographer and Client agree that said amount represents the fair and reasonable value of each item, and that Photographer would not sell all rights to such item for less than said amount. [5] Photographer's copyright notice "Copyright [YEAR OF FIRST PUBLICATION] [PHOTOGRAPHER'S NAME]" must accompany each use as an adjacent credit line. Invoice amount will be tripled if said credit is not provided. [6] Client will not make or permit any alterations, additions, or subtractions in respect of the photographs, including without limitation any digitalization or synthesizing of the photographs, alone or with any other material, by use of computer or other electronic means or any other method or means now or hereafter known. [7] Client will indemnify and defend Photographer against all claims, liability, damages, costs, and expenses, including reasonable legal fees and expenses, arising out of any use of any photographs for which no release was furnished by Photographer, or any photographs which are altered by Client. Unless so furnished, no release exists. Photographer's liability for all claims shall not exceed in any event the total amount paid under this invoice. [8] Client assumes full risk of loss or damage to materials furnished by client hereunder and warrants that said materials are adequately insured against such loss or damage. Client shall indemnify Photographer against all claims, liability, damages and expenses incurred by Photographer in connection with any third party claim arising out of use of said material hereunder. [9] All expense estimates are subject to normal trade variance of 10%. [10] Time is of the essence for receipt of payment and return of photographs. No rights are granted until timely payment is made. [11] Client may not assign or transfer this agreement or any rights granted hereunder. This agreement binds and inures to the benefit of Photographer, Client, Client's principals, employees, agents and affiliates, and their respective heirs, legal representatives, successors and assigns. Client and its principals, employees, agents and affiliates are jointly and severally liable for the performance of all payments and other obligations hereunder. No amendment or waiver of any terms is binding unless set forth in writing and signed by the parties. However, the invoice may reflect, and Client is bound by, oral authorizations for fees or expenses which could not be confirmed in writing because of immediate proximity of shooting. This agreement incorporates by reference Article 2 of the Uniform Commercial Code, and the Copyright Act of 1976, as amended. [12] Except as provided in (13) below any dispute regarding this agreement shall be arbitrated in [PHOTOGRAPHER'S CITY AND STATE] under rules of the American Arbitration Association and the laws of [STATE OF ARBITRATION]. Judgment on the arbitration award may be entered in any court having jurisdiction. Any dispute involving $____[LIMIT OF SMALL CLAIMS COURT] or less may be submitted without arbitration to any court having jurisdiction thereof. Client shall pay all arbitration and court costs, reasonable legal fees, and expenses, and legal interest on any award or judgment in favor of Photographer. [13] Client hereby expressly consents to the jurisdiction of the Federal courts with respect to claims by photographer under the Copyright Act of 1976, as amended. [14] In the event a shoot extends beyond eight (8) consecutive hours, Photographer may charge for such excess time of assistants and freelance staff at the rate of one-and-one half their hourly rates. [15] Reshoots: Client will be charged 100% fee and expenses for any reshoot required by Client. For any reshoot required because of an act of God or the fault of a third party, Photographer will charge no additional fee and Client will pay all expenses. If Photographer charges for special contingency insurance and is paid in full for the shoot, Client will not be charged for any expense covered by insurance. A list of exclusions from such insurance will be provided on request. [16] Cancellations and postponements: Client is responsible for payment of all expenses incurred up to the time of cancellation, plus 50% of Photographer's fee. If notice of cancellation is given less than two (2) business days before the shoot date, Client will be charged 100% fee. Weather postponements: Unless otherwise agreed, Client will be charged 100% fee if postponement is due to weather conditions on location and 50% fee if postponement occurs before departure to location.