TERMS & CONDITIONS

1. DEFINITIONS AND INTERPRETATION
In these terms and conditions ‘the Client’ means the person named in the Agreement engaging the services of the Company; ‘the Company’ means LAVINO PRODUCTIONS LTD. ‘Agreement’ means these Terms together with the details concerning the provision of Services ;’Services’ means the services agreed to be performed by the Company under the Agreement as attached or as agreed to in writing by the Company.

2.  CO-OPERATION
The Client will give the Company clear briefings and instructions and ensure that they are accurate. The Client shall co-operate with the Company and act in good faith to enable the Company to perform the Services including without limitation providing the Company with all material information. If this information changes or becomes misleading or inaccurate during the course of the Agreement, the Client shall immediately notify the Company.

3. INTELLECTUAL PROPERTY AND COPYRIGHT
All copyright remains with the photographer.
At all times the Company shall be able to use any material produced by the Company (after first publication, broadcast or transmission on behalf of the Client) for the purpose of promoting its own business by means including but not limited to the Company’s own web site and for purposes associated with the entry and conduct of industry awards schemes

4. PAYMENT
Payment by the Client is due as follows:
80% of the total costs of the Services upon entering the Agreement
Other amounts within 14 days of the issue of the relevant invoice by the Company, which may be issued at any time, and not later than 7 days before the actual photo shoot start date.
All payments must be made without any deduction or set-off whether equitable or otherwise.
All payments must be made to the Company.
If any payment is not made when due, the Company may suspend performance of any services without liability to the Client.
All sums payable are exclusive of and subject to value added tax. 

5. EXPENSES
In addition to the agreed fees, the Company will invoice the Client for any additional costs, incurred by the Company in performing the Services:
the cost of production work required to produce the Services including artwork, photography, model fees, insurances, equipment and location travel;
travel expenses of Company personnel when attending studios and locations;
any other travel and overnight stays outside a radius of 50 miles from the Company’s offices;
any other item agreed between the Parties in writing,
Where additional work or services are provided or extra expenses incurred by the Company as a result of changes to the scope requested by the Client for example but without limitation, changes to dates, locations or models, these will be charged on a time and materials basis at a daily rate as set out in any estimate or quotation and the Client shall be liable to pay such extra expenses.

6. CANCELLATION & POSTPONEMENT
The Client does not have a right to unilaterally cancel the Services under this Agreement or postpone the provision of any Services. The Company may at its sole discretion agree to a cancellation or postponement in which case the Company is entitled to charge a cancellation fee (75%-100% of the total quote depending on length of project) or postponement fee (50%-75% of the total quote depending on length of project) representing its loss and damage from such cancellation or postponement including without limitation, lost profit. In addition, the Client shall reimburse the Company for any charges or expenses incurred by the Company for which it is committed as well as any charges imposed on the Company by third parties arising from the cancellation or amendment.

7. LIMITATION AND EXCLUSION
Nothing in this Agreement shall exclude or in any way limit the Company’s liability for fraud, or for death or personal injury caused by its negligence, or any other liability to the extent such liability may not be excluded or limited as a matter of law. Subject to this:
the Company’s maximum aggregate liability under or in connection with this Agreement, whether in contract, tort (including negligence) or otherwise, will in no circumstances exceed 150% of the total charges (excluding expenses) payable to the Company for the project in respect of which the liability arose; and
the Company will not be liable under this Agreement for any loss of actual or anticipated income or profits, loss of contracts, loss of or wasted opportunity, loss of print collateral, internet failure or for any special, indirect or consequential loss or
damage of any kind howsoever arising and whether caused by tort (including negligence), breach of contract or otherwise, whether or not such loss or damage is foreseeable, foreseen or known.
This Agreement states the full extent of the Company’s obligations and liabilities to the Client in respect of the performance of any services. The parties agree that any condition, warranty representation or other term concerning these matters which might otherwise be implied into or incorporated in this Agreement, whether by statute, common law or otherwise, is excluded to the maximum extent permitted by law.

8. FORCE MAJEURE
Neither party will be in breach of this Agreement if there is any total or partial failure of performance by it of its duties and obligations under this Agreement (other than an obligation to pay any moneys) occasioned by any act of God, fire, act of government or state (whether national, federal or local), war, civil commotion, impounding, police or army intervention, strikes or other labour disputes, terrorist act or threat, insurrection, embargo, prevention from or hindrance in obtaining any raw materials, non-availability of photographers, models, or other third parties for whatever reason, acts of customs or border authorities, energy, telecommunications, Internet or other supplies, and any other reason beyond the control of either party (irrespective of their causes and duration and including without limitation those which render the execution of a particular activity within a reasonable time substantially uneconomical) . If either party is unable to perform its duties and obligations under this Agreement as a result of the effect of one of those reasons, that party will give written notice to the other of the inability which sets out full details of the reason in question its performance under this Agreement shall be suspended for the period that the force majeure event continues and that party will have an extension of time for performance equal to such period. THE CLIENT IS ADVISED TO TAKE OUT INSURANCE IN CASE ANY PRODUCTION CANNOT TAKE PLACE DUE TO A FORCE MAJEURE EVENT

9. APPLICABLE LAW
This agreement shall be governed by the laws of England & Wales and the parties submit to the exclusive jurisdiction of the English Courts.

10. GENERAL
Each of the provisions of this Agreement is severable. If any such provision is or becomes illegal, invalid or unenforceable in any respect under the law of any jurisdiction, the legality, validity or enforceability in that jurisdiction of the other parts of this Agreement will continue to apply. Nothing is either intended or will be deemed to create any relationship of partnership, joint venture or Company between the parties or to give either party the power or authority to bind or in any way act on behalf of the other. LAVINO PRODUCTIONS LTD is registered in England with company number 09618587. Its registered office is 16 Hanover Square, London, W1S 1HT, United Kingdom

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