Terms of Service | Colby’s Photos & Videos

These are the Terms of Service for Colby’s Photos & Videos. Unless we agree to exceptions in writing, these terms apply to all our jobs. If you want to change any terms, you must do so before hiring us.

1. DEFINITIONS

1. In these Terms, “Client” means you and includes your agents, intermediaries, assignees, sub-licensees, and successors.
2. In these Terms, “Content Provider” means Colby’s Photos & Videos, including our agents, intermediaries, assignees, sub-licensees, and successors.
3. “Content” means all visual and audio materials we provide to you, whether captured, delivered, or stored in digital or other media.

2. DELIVERY

1. Unless your invoice states otherwise, we will deliver Content in a standard industry format at a resolution we believe suits your intended use.
2. You are responsible for telling us about any specific design, style, look, mood, or other requirements before we create any Content. Additional requests may involve extra fees.
3. You are responsible for checking that the Content (including color profile, if provided) meets your needs. Our only obligation is to replace or fix the data. We are not responsible for poor reproduction quality, delays, or resulting damages from requested changes.

3. PAYMENT

1. We will not deliver Content until you pay in full, unless we agree otherwise in writing beforehand.
2. When a retainer is required, we won’t reserve a date and time until we receive it. The retainer counts toward your final invoice but is non-refundable if you cancel.
3. Late payments incur a re-billing fee of 10% of the unpaid invoice or $50 (whichever is greater) every thirty days, unless we agree otherwise beforehand.
4. Returned checks will incur an additional $35 charge each time.
5. Unpaid invoices over sixty days will be sent to collections. You will be responsible for any attorney’s fees and costs required to obtain payment.
6. Two weeks after the last day of shooting or your last requested edit (whichever is later), we’ll send an invoice for all services provided so far. Payment is required before we provide any additional services.
7. All fees and expenses are required regardless of whether you use the Content or licenses.

4. RESCHEDULING

1. Generally: Either party can reschedule. Both parties agree to make every effort to reschedule within 30 days.
2. More Than One Business Day: If you postpone our services with at least one business day’s notice, you’ll pay any expenses we’ve incurred plus a rescheduling fee. If you don’t agree to a new date within 30 days, this counts as a cancellation, and you must pay our expenses up to the cancellation date, the rescheduling fee, and you forfeit any retainer paid.
3. Same Day: If you postpone on the day of the job, you’ll be charged the full quoted amount.

5. INDEMNITY

1. You agree to protect, defend, and hold us harmless from all claims, lawsuits, or liabilities that result from your actions, omissions, or illegal use of Content.
2. You will only provide materials for which you have ownership or usage rights. You agree to protect, defend, and hold us harmless from all claims, lawsuits, or liabilities resulting from our use of materials you provide.

6. REJECTION AND RESHOOTS

1. Authorized Representative: You are responsible for sending someone authorized to approve the unedited Content during the shoot. If you don’t provide a representative or they don’t give feedback, you accept our judgment on the Content’s acceptability.
2. Rejection: Unless we’ve agreed to a rejection fee in writing beforehand, you have no right to reject the Content.
3. Reshoots: You’ll be charged 100% of the fee plus expenses if you want a reshoot. If we charge for special contingency insurance and you’ve paid in full, you won’t be charged for covered costs.

7. EXCLUSIVITY

1. Our relationship is not exclusive unless we agree otherwise in writing.
2. Unless negotiated and paid for otherwise, we retain the rights to use the Content for our self-promotion and marketing (including photo contests, blog posts, social media, digital brochures, and website).
3. We understand you may want to release the Content first for PR, media, and marketing. If so, you must tell us in writing how long a delay you need before hiring us.
4. We capture behind-the-scenes footage for our marketing. You may receive this footage free if you credit us when using it. This is part of our compensation. If you don’t want behind-the-scenes footage taken, notify us before quoting so we can adjust the price.

8. USE

1. When you pay in full, we grant you a limited license to use Content for the purposes stated in your invoice. Unless stated otherwise, this license is revocable, worldwide, non-exclusive, non-transferable, and non-sublicensable.
2. Unless stated in the invoice, you may not share Content with others for personal or commercial use. Additional usage rights require additional payment.
3. If we allow you to use Content before full payment, your license automatically ends if you don’t pay by 5:00 PM Eastern Time on the due date.
4. If your invoice allows you to reproduce the Content, this doesn’t grant you any intellectual property rights or copyright to the Content.
5. If you want to use the Content for purposes not allowed in the invoice, you must contact us for permission. This will involve additional fees.
6. If you use the Content unauthorizedly, you automatically owe us three times our usual fee for such use or $3,000, whichever is greater.
7. Neither party can use the Content to harm the reputation of the other. The party doing so owes the other party three times the invoice fee.

9. STORAGE

1. We try to keep backups of all data but are not required to maintain or archive Content after delivering it to you. You are responsible for your own data backup and storage. If you request the Content to be sent again, you’ll be charged for our attempts, successful or not.
2. Content you haven’t paid for or delivered will be deleted.
3. Any materials you provide to us must be picked up within two weeks of the final invoice, or if the project stalls for thirty days with no additional editing or scheduling. If you don’t pick up these materials, they’re considered abandoned and we may keep them, deliver them to you at your expense, or dispose of them as we see fit.

10. PHOTO CREDIT OR BARTER

1. If a photo credit is negotiated as payment, all published uses of Content must include written credit to us. If no credit placement is specified, none is required. If a required photo credit or barter exchange is not provided, you agree to pay triple the invoiced fee as damages.

11. COPYRIGHT

1. We retain all intellectual property rights, including copyrights.
2. Digital files contain copyright and other information embedded in the image file; removing or altering such information is strictly prohibited and violates Federal Copyright law.

12. ASSUMPTION OF RISK

1. You are solely responsible for ensuring all necessary rights, model releases, property releases, clearances, or consents have been obtained for people, places, or items shown in the Content.
2. You acknowledge that we make no guarantee that such rights, releases, clearances, and consents have been or will be obtained.
3. If we help you obtain these permissions, you acknowledge that you remain solely responsible for securing all necessary permissions for your needs.
4. You are solely responsible for ensuring that venue restrictions won’t affect our work, or you will pay any location fees before services are provided.
5. You assume all risk of loss or damage to materials you provide to us and warrant that these materials are adequately insured.

13. LIMITATION OF LIABILITY

1. We intend to limit our liability under these Terms. You acknowledge this limitation is reasonable and fair. You also acknowledge that our pricing is based on this clause, making it a material term. The parties agree that our liability will never exceed the amount you’ve paid us.

14. DISPUTES

1. Except as provided in 14.3 below, any dispute regarding these Terms shall, at our sole discretion, either:
   1. Be arbitrated in Knoxville, Tennessee, under American Arbitration Association rules and Tennessee law. Judgment on the arbitration award may be entered in any court with jurisdiction. OR
   2. Be adjudicated in Knoxville, Tennessee, under United States and/or Tennessee law.
2. In a dispute, you shall pay all court costs, our reasonable legal fees, and expenses for any award or judgment in our favor.
3. Federal Jurisdiction: You expressly consent to Federal court jurisdiction for claims we make under the Copyright Act of 1976, including related claims.

15. GENERAL

1. All terms can be changed in writing by mutual agreement before work begins.
2. If a quote defines payment in half-day (4 hours) or full-day (8 hours) rates, and the shoot runs longer, we charge for excess time at 1.5 times the hourly rates.
3. We use the latest technologies to create Content, including AI. If you don’t want us to use AI, this must be negotiated in writing and may involve additional fees.
4. Our standard attire for assignments is business casual, typically consisting of black pants, a maroon Colby’s Photos & Videos shirt with small company logos, and black tennis shoes. If you require different or specific attire, you must notify us before signing the quote. Special attire requirements must be agreed upon in advance and may involve additional fees.
5. You’ll be added to our email list. You can unsubscribe through links in any newsletter or by contacting us.
6. The person signing this agreement confirms they are authorized to sign for any company paying the invoice and takes personal responsibility if they are not authorized.
7. If either party waives a breach of any provision, this doesn’t waive future breaches.
8. This represents our entire agreement.
9. This agreement can only be changed through a written agreement signed by both parties. In urgent situations, we may accept verbal instructions at our discretion, but we won’t be liable for errors in executing such orders.
10. If any provision is found invalid, the remaining provisions remain valid. If a court finds a provision invalid but limits it to make it valid, the provision will be interpreted with that limitation.
11. Both parties have had the chance to consult legal counsel before engaging our services, and neither will be considered the drafter of this agreement.
12. There are no third-party beneficiaries to this agreement.
13. Except as provided in the Rejection and Reshoots section, neither party is liable for delays due to causes beyond their control (acts of God, natural disasters, riots, war, epidemics, terrorist activities, government restrictions, supplier failures, etc.). The affected party will notify the other as soon as possible.
14. This agreement binds the heirs and assigns of both parties. We can assign, subcontract, or delegate any rights or obligations.
15. This agreement can be executed in counterparts, each considered original, but together constituting one agreement. Scanned, faxed, or electronic signatures are binding.

(newest revision since 3.11.25)