1. PARTIES AND ASSIGNMENT: This agreement is between the
"Publisher" (producer of the printed materials), or authorized
named on the face of the attached form(s) and "Client" (the commissioning
party). This assignment will be the Publisher's interpretation rather than
a literal recreation of the Client's concept(s) and/or layout(s). Client acknowledges
limitations of color reproduction in Offset, Web and other types of
printing and further acknowledges that the results are the interpretation of the Publisher
and the artists and craftsmen working under or for the Publisher.
2. ESTIMATED FEES, COSTS AND EXPENSES: The estimated fees, production
charges and expenses apply only to the original layout, job description,
specifications including but not limited to press type required, sizes and number of
pages, number and types of inks, binding and other processes,
and quantities as well as turn around times. Any changes are subject to separate
agreement. Client and its agents are jointly and severally
responsible for payment of fees, charges and expenses.
3. CANCELLATIONS AND SCHEDULE DELAYS: (a) Fees: In the event
that Client does not provide mutually agreed prior notice of Postponement and
Client will pay all Publisher's expenses to date. If notice of cancellation or
postponement is given after job has gone to press, client will pay 100% of the fees
and expenses. (b) Charges and expenses: Client will pay for all charges and
expenses incurred as a result of cancellation, postponement, or other delay.
(c) Client acknowledges that some delays due to press scheduling and/or maintenance are
unavoidable. Publisher will be be held responsible for such delays or missed deadlines.
4. CLIENT REPRESENTATION: Client is responsible for presence of its
authorized representative at the shoot to approve Publisher's interpretation of the
assignment. If no such representative is present, Publisher's interpretation will be
5. OVERTIME: In the event that production deadline requires working
days extending beyond eight consecutive hours Publisher may charge for
overtime for staff and freelance staff at the rate of one-and-one-half times their hourly
6. REPRINTING & REWORK AFTER PROOF APPROVAL: Publisher will
charge 100 %fee, charges and expenses for any rework required by Client.
(a)For any rework or reprinting required because of an act of God or the fault of a third
party, (b) Client will pay all fees, costs and expenses for any rework or reprinting
due to changes indicated by client after approval of final proof or Matchprint.
7. INDEMNITY: Client shall indemnify and hold Publisher and Publisher's
Representatives harmless from any and all claims, liabilities, damages,
and expenses including reasonable attorney fees and court costs arising from Client's use
of the printed materials or materials produced in preparation of the
printed material or from Publisher's reliance on any, representations, instructions, or
materials provided by the Client.
8. OWNERSHIP OF ORIGINAL DESIGNS, FILES, PROOF, FILMS, PLATES: The
Client is upon full payment of invoice licensed specific and limited use of the printed
materials as defined in the license agreement on the invoice. Copyright and ownership of
the original art and materials is and remains solely the property of Publisher.
Publisher may include extensive license rights, duplicate materials, or may provide
original film to Client for indefinite possession only if stated on invoice.
In any case Publisher retains control and ownership of licensing and copyrights. No other
rights are granted unless specifically expressed in writing by
Publisher. Publisher retains right to resell non proprietary art and/or materials (stock)
or use them for self-promotion unless specifically noted.
9 RIGHTS LICENSED: The right to distribute or use any materials is
conditioned on the Publisher's receipt of payment in full. Unless otherwise stated on the
face of the attached form(s) or corresponding Publisher's invoice, the duration of any
license is one year from the date of the Publisher's invoice.
Except as expressly licensed by Publisher in Publisher's invoice, Publisher reserves all
other rights in and to the printed materials of every kind and nature.
Upon request, Client shall provide Publisher with three (3) copies without charge.
10. LOSS OR DAMAGE: IN CASE OF LOSS OR DAMAGE OF ANY ORIGINAL IMAGE(S),
CLIENT AND Publisher AGREE THAT THE REASONABLE
VALUE OF EACH ORIGINAL ART IMAGE (ORIGINAL PHOTO OR ART MATERIAL) IS $1,500.00. Client
agrees to pay Publisher $1,500.00 for each
lost or damaged original Image and Publisher agrees to limit Publisher's claim to that
amount without regard to the actual value of the image.
11. VALUE OF SERVICES : Client acknowledges and understands that Publisher may provide
services as (a) Artist and Creator of Original Art,
Concept & Design, Photography, and other contributions to the content of the
published or printed material and will charge fees reflecting such services
(b) Client acknowledges that Publisher's services as Director, Produced, Manager and
Coordinator are additionally valued at 40% markup over the wholesale
or retail costs of services, materials and costs provided or contracted by the Publisher
on the client's behave. This markup is considered to be the Publisher's fees
and are included in all services, materials and costs billed. No receipts of original
costs or origin will be provided nor submitted.
12. OVERRUNS & UNDERRUNS: In following standard Printing Industry Practices the total
delivered quantity may be +/- up to, but no more than 10% the
original contracted quantity. Such Overruns or Underruns shall be billed to the client at
no more than the per mil (per 1000) rate originally quoted and contracted.
13. PAYMENT AND COLLECTION TERMS: Invoices from Publisher are payable
upon receipt by Client. The finance charge established of the
face of the attached form(s) will be applied to any balances unpaid after 30 days.
Publisher will be entitled to collect any expenses, including reasonable
attorney's fees and cost, required to collect any sums due or to enforce the terms of this
14. SALES, USE, OR TRANSIT TAX: Client is solely responsible for full
payment of applicable sales, use and/or transit tax as invoiced, and any subsequent
made by sales, use or transit authorities. Michigan sales tax will be noted on invoice for
collection and should be paid unless you are specifically exempt and
provide proof by way of a letter claiming exemption, providing tax ID or state licenses
and type of exemption.
15. MODIFICATIONS, GOVERNING LAW AND MISCELLANEOUS: No waiver or
modification may be made to any one provision of the attached form(s)
or any corresponding invoice unless in writing and signed by Publisher. Waiver of any
provision of the attached form(s) shall not be deemed to be a
waiver of any other provision of the attached form(s). Client's reproduction or use of any
Image(s) in any manner whatsoever constitutes acceptance of the
terms stated on the attached form(s) and consequent Publisher's Invoice. The formulation,
interpretation, and performance of the attached form(s) shall
be governed by the laws of the state of Publisher's principle place of business; Michigan.
The attached form(s) shall be construed in accordance with the
terms and shall not be construed more favorable for or more strongly against Publisher or
FORM: . Print & Publishing Terms This form last revised
01/06/01. These terms apply as applicable to all design, web & conventional printing
& publishing services
for terms & conditions pertaining to photography services please click here: