STOCK PHOTOGRAPHY INVOICE TO: DATE: SS/FED ID NO.: INVOICE NO.: PHONE NO.: OUR JOB NO.: ORDERED BY: YOUR P.O. NO.: CLIENT: YOUR JOB NO.: _____________________________________________________________________ PHOTOGRAPHS TO BE RETURNED BY: _____________________________________________________________________ The following license of rights contains these provisions: frequency of use, exclusivity, language, type of media, usage, size and placement of photographs, print run, length of use, region or area of usage, subject of photograph and copyright owner. RIGHTS GRANTED: TOTAL USE FEES:____________ RESEARCH FEE:____________ HOLDING FEE:____________ SHIPPING/HANDLING:____________ OTHER:___________:____________ SUBTOTAL:____________ SALES TAX:____________ TOTAL DUE:____________ _____________________________________________________________________ MAKE CHECK PAYABLE TO (PHOTOGRAPHER) TERMS:INVOICE PAYABLE UPON RECEIPT. RIGHTS GRANTED ONLY UPON FULL AND TIMELY PAYMENT. SERVICE CHARGE OF ______ % PER MONTH ON UNPAID BALANCE. SUBJECT TO ALL TERMS AND CONDITIONS ABOVE AND ON REVERSE SIDE. _____________________________________________________________________ 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or registered mail, within thirty (30) days after the first use thereof, but in all events (whether published or unpublished) within_______ after the date hereof.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. [4] Time is of the essence for receipt of payment and return of photographs. No rights are granted until timely payment is made. Payment is requited within thirty (30) days of invoice;______ percent per month service charge on unpaid balance is applied thereafter. Adjustment of the amount of terms must be requested within ten days of invoice receipt. [5] 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 Delivery Memo which accompanied said item when originally Client. Reimbursement by Client for loss or damage of each other item shall be in the amount set forth next to said item on the Delivery Memo which accompanied said item when originally Client. 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. [6] Photographer's copyright notice "(c) [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. [7] 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. [8] 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. [9] Client shall provide two free copies of uses appearing in print and a semi-annual statement of sales and subsidiary uses for photographs appearing in books. 10] 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. [11] Except as provided in [12] 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. [12] 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.