Terms & Conditions

These are the Terms and Conditions of Liz Hall trading as Liz Henson Photography of 53 Booth Road Stacksteads Bacup, Lancashire OL13 0SF (Liz Henson).

1. General

   1. ‘Client’ is any person, business or organisation which has contacted Liz Henson requesting information, or who has entered a Contract with Liz Henson for the provision of but not limited to photographic services. (the Services).
   2. ‘Proposal’-The Services offered to the Client by Liz Henson as confirmed by email or other written method and the Fee payable for these. The Proposal will be open for acceptance for 30 days from issue unless otherwise stated by Liz Henson in writing.
   3. ‘Contract’ – The legal agreement between Liz Henson and the Client for the provision of Services under the Proposal.
   4. ‘The Website’ – https://www.lizhenson.co.uk.
   5. ‘The Fee’- The sum payable for the provision of the Services ordered by the Client and any additional expenses agreed between the parties.
   6. ‘Expenses’- sums payable to reimburse costs incurred by Liz Henson including mileage, parking, overnight accommodation and retouching charges over and above the basic dust removal and colour balance.
   7. ‘Payment’ – can be by BACS or PayPal.
   8. ‘Days’- Monday to Friday between 9am and 5pm excluding Bank Holidays.
   9. ‘Material’- all photographic material and images created by Liz Henson including but not limited to negatives, prints, transparencies, and digital files. This can include moving images.
   10. ‘Shoot’- the session where the agreed Material is produced by Liz Henson.
   11. These Terms and Conditions, the Proposal and the Contract will represent the whole of the Terms between Liz Henson and the Client. Any changes to these must be agreed in writing by Liz Henson.
   12. Liz Henson will assume the Client is instructing them in the course of a business unless they are informed otherwise in writing.
   13. These Terms and Conditions will take precedence over any other Terms and Conditions proposed by the Client.

2. The Contract

   1. The Contract is made when the Client has accepted a Proposal for the supply of Services, paid the initial Fee required.
   2. The Contract for a set project once made cannot be cancelled unless a trial period has been agreed in advance.
   3. A Contract from month to month or other unspecified length will continue until terminated by one party giving the other 28 days, or such other period agreed, notice in writing. Liz Henson can terminate such a contract immediately should the Client commit a material breach of the Contract or these Terms and Conditions.
   4. If Liz Henson is unable to accept your order you will be informed as soon as possible.
   5. Liz Henson has the right to discontinue the provision of any Services if it believes they could be libellous, illegal or a breach of any third-party rights.
   6. The Client shall have no right to seek any cancellation or repayment of the Fee based on the style, composition, or content.
   7. The Client will have the opportunity to read these Terms and Conditions and any questions answered before entering the Contract and so the Client is accepting these Terms and Conditions by entering the Contract.

3. The Client’s Obligations

   1. If the Client does not provide all the necessary details for the Services to be produced the Client will be contacted and must provide the outstanding information as soon as possible. Delay in providing this information may lead to an extension in the Delivery Period. The Client accepts that any such delay is acceptable if due to their actions and their responsibility.
   2. Information provided by the Client to Liz Henson must be complete, accurate and provided in good faith. Any changes in facts or relevant activities must be communicated to Liz Henson as soon as possible. The Client accepts that changes could lead to the Contract being amended to cover the change in circumstances.
   3. If Liz Henson requires a decision, approval, consent, or any other communication from the Client to provide the Services the Client must provide these as quickly as possible and in any event within a reasonable time. Failure to comply may lead to an invoice being submitted and the Services terminated or paused.
   4. It will be the Client’s responsibility to obtain any necessary consents, licences or any other permission required for the use of any images, products, locations, copy or any other matter supplied by the Client to Liz Henson for use in the Services. Liz Henson will be under no obligation to check these have been properly obtained and the Client will indemnify Liz Henson against any claims arising from their use.
   5. It will be the Client’s responsibility to obtain any necessary consents from people appearing in any images. The Client will indemnify Liz Henson against any claims arising from such consent not being properly obtained.
   6. The subjects at a Shoot must be compliant and respond to reasonable instructions from Liz Henson. The Client must assist Liz Henson with any subjects that will not cooperate with the photographer.
   7. Any delay in the provision of the Services arising from the failure of the Client to perform its obligations shall not be the responsibility of Liz Henson and the Client shall accept this.

4. The Services

   1. The Services to be supplied under the Contract will be as contained in the Proposal. Any amendment must be accepted by Liz Henson in writing and an additional Fee may be payable.
   2. The descriptions of the Services by Liz Henson will be as accurate as possible and provided in good faith.
   3. The Client must satisfy themselves that the Services on the Proposal meet its requirements before entering the Contract. Liz Henson is always willing to answer any questions or queries.
   4. The Client must accept that the Services supplied may vary slightly from the Proposal. Liz Henson cannot guarantee that any Shoot or Material from it will be identical to the description in the Proposal and by entering the Contract the Client accepts this.
   5. If the Client has any particular requirements that are essential to them, they must contact Liz Henson to discuss the matter before entering a Contract to ensure this is acceptable to Liz Henson.
   6. Liz Henson reserves the right to amend any Proposal or Contract where in its professional opinion such amendment will lead to an improved result for the Client.
   7. Liz Henson reserves the right to subcontract any Services including providing an assistant where necessary.
   8. If any materials supplied by or on behalf of the Client including but not limited to copy, artwork, images, and designs are in the professional opinion of Liz Henson not of the appropriate quality for provision of the Services contained then Liz Henson has the right to reject their use.

5. Colours

   1. The Client must accept that no exact colours are guaranteed and that the appearance on a screen, monitor or print can differ slightly from the final images.
   2. The Client will accept that colours can vary over time due to changes in lighting over time and Liz Henson has no control over this.
   3. Liz Henson cannot guarantee that any colours will reproduce exactly in print.
   4. All photographic printing has technical limitations and prints produced at different times and sizes can vary in colour balance so conformity cannot be guaranteed.

6. The Photographs

   1. The shoot will be arranged on a mutually agreed date or dates.
   2. All parties will cooperate during sessions to enable Liz Henson to achieve the best result.
   3. Liz Henson will use its own professional judgement as to the style and input to produce the images. This will include but is not limited to locations, poses and the number of images taken.
   4. Liz Henson will take account of the Client’s reasonable instructions throughout the shoot, but Liz Henson will have the final decision as to the result.
   5. If the Client has any particular requests and requirements Liz Henson must be informed before the Shoot in writing. If such requests are essential the Client must inform Liz Henson before the Contract is made as otherwise Liz Henson has the right to reject such requests based on her professional opinion.
   6. Liz Henson will endeavour to provide a proof preview gallery within 14 business days of the Shoot and final images 14 business days from approval.
   7. Images will be available on the Website for a period of 30 days from when the proof preview gallery is provided to the Client. The Client can download images in that time. If the Client believes they will need access for longer they must advise Liz Henson and a Fee may be payable for them to do so.

7. Prints and Retouching.

   1. Proofing images will be individually corrected for colour balance, density, and contract but no retouching will be done.
   2. Prints ordered from the proofs will receive individual retouching, enhancement, selective area adjustment and textures.
   3. Retouching will involve correcting unwanted elements in the image. This could include distractions and minor physical flaws e.g., tired eyes, stray hairs. If the Client has any issue with what is covered by retouching, they must ask Liz Henson for explanations.
   4. Liz Henson will have total artistic control over the final images.
   5. All print and presentation sizes are approximate and subject to the discretion of Liz Henson.
   6. Liz Henson will check all equipment regularly but will not be liable beyond the refund of any Fee if Materials cannot be produced as agreed due to technical failure at the shooting or processing stage.

8. Risk

   1. Where Services include the provision of physical goods such as printed materials or discs the risk in such goods will pass to the Client when they are delivered to the Client or its representative.
   2. The title in such goods will not pass to the Client until payment of the Fee and any other expenses is made in full.

10. The Fee

    1. The Fee must be paid in accordance with the Proposal.
    2. In addition to the Fee expenses may be payable. Any expense figures given to the Client are only estimates until actually incurred. Receipts will only be provided if requested at the time the Contract is made.
    3. The Booking Fee required must be paid before the Contract is made unless otherwise agreed in writing by Liz Henson.
    4. If the Fee is payable upon certain stages being reached in the Services and an invoice being issued such invoice must be paid within 14 days or no further work will be carried out until payment in full is made.
    5. For retained work payment must be made on the date agreed. If not paid then no further Services will be supplied until payment is made in full.
    6. In the event of continuous late or non-payment of invoices, Liz Henson reserves the right to request payment in advance before any future Services are supplied.
    7. If an Invoice is not paid within 30 days of issue, then interest at 8% per annum above the current Bank of England base rate will be payable together with the current recovery fees.
    8. If due to a change in the Services an extra Fee becomes due unless specifically agreed, this will be at the same rate as the original Fee pro rata plus any extra expenses incurred.
    9. All invoices must be paid in full without set-off, deduction or counterclaim.

11. Delivery

    1. The Client will be given a delivery period for the Services when the Contract is made. This is an estimate only unless the services are for a particular event and time.
    2. Time is not of the essence with delivery. Liz Henson will not be liable for any loss or damage suffered by the Client or any Third Party through any reasonable delay due to unforeseen circumstances.
    3. If the Client requires delivery by a certain date, then this must be communicated in writing to Liz Henson before the Contract is entered. Liz Henson is only bound by such date if they confirm acceptance of this in writing.
    4. If the Client does not supply information when requested or materials including property and images promptly, they must accept that delivery will be delayed but they may still be liable for payment of the Fee.

12. Cancellation

    1. The parties will discuss any potential problems with a session including the effect of bad weather on an outdoor shoot at the outset that could lead to a cancellation of a session booked. The Client must be willing to be cooperative if it proves essential to move the shoot indoors or otherwise to enable the shoot to proceed unless this will totally ruin the result sought.
    2. If it proves necessary to move the date of the shoot due to adverse weather or light Liz Henson reserve the right to charge an extra Fee.
    3. If the Client wishes to postpone a session a minimum of six days’ notice must be given.
    4. If under three days’ notice is given, then the full Fee is payable plus expenses incurred and if between six- and three-days’ notice is given 50% of the Fee is payable plus any expenses incurred.
    5. If Liz Henson must cancel a session for reasons beyond their control including illness, injury, or an extreme emergency they will use their best endeavours to reschedule the Shoot. If this is not possible their liability is limited to the return of all payments received for this Service.
    6. Liz Henson can terminate any Contract immediately by giving written notice to the Client if the Client commits a material breach of these Terms and Conditions or becomes insolvent and unable to pay its debts.

12. Limitation of Liability

    1. Should Liz Henson be prevented, hindered or delayed from performing their obligations under the Contract by circumstances outside of their control (including without limitation acts of God, flood, drought, earthquake, other natural disasters, epidemic or pandemic, a terrorist attack, war, civil commotion or riots, war, the threat of or preparation for war, armed conflict,  the imposition of sanctions, embargo or breaking off diplomatic relations, nuclear, chemical or biological contamination, any law or action by government or public authority, the collapse of buildings, fire explosion or accident, any labour dispute or strike, non-performance by suppliers or subcontractors, interruption or failure of utility service, any action or order from the government, travel restrictions Liz Henson shall be relieved from performing their obligations and will not be in breach of the Contract or otherwise liable for any such failure or delay in the performance of such obligations.
    2. The Liability of Liz Henson to the Client shall not exceed the Fee and any expenses charged.
    3. Liz Henson is not liable for any indirect or consequential losses to the Client or any Third Party.
    4. The Contract is exclusive to the Client and no Third Party shall have any rights under that Contract.
    5. Liz Henson has no liability for any loss of profits, goodwill, reputation, special or indirect losses or any other business losses.
    6. Liz Henson does not exclude liability for death or personal injury caused by the negligence of Liz Henson or their employees, agents or subcontractors or fraud or fraudulent misrepresentation.
    7. The Client is liable for any reasonable costs, liability, damages, loss, claims, or proceedings arising from loss or damage to any equipment including that of any Third Party caused by the Client, its agents, or employees.

13. Intellectual property

    1. All copyright, trademarks and all other intellectual property rights in all Services, materials, artwork, shall remain always vested in Liz Henson. Any attempt to copy any photos, designs, artwork, images, or reproduce, transmit, publish, display exploit, or create derivative items shall render the Client liable for damages.
    2. Upon payment in full of the Fee Liz Henson will grant the Client an indefinite licence to use the material supplied under the Contract for the purposes set out in the Contract in the Client’s own business.
    3. If the materials supplied by Liz Henson are used by a Third Party for any purpose, not in the Contract the Client will be liable to Liz Henson for damages and will take appropriate steps to ensure such use ceases immediately.
    4. If the Client wishes to use the content of the Services in a way beyond the Contract it must obtain written consent from Liz Henson and pay any Fee requested before doing so.
    5. Liz Henson may be willing to sell the copyright in any photos or other materials to the Client subject to payment of an additional charge and formal transfer.
    6. The Client must be aware that Liz Henson may have obtained a specific licence or other consent from a Third Party to use material in the provision of the Services. Use beyond the Contract could be in breach of such licence or consent and the Client will indemnify Liz Henson against any costs, expenses or claims arising from such use beyond the limits of the Contract.
    7. Any licence given by Liz Henson to the Client will automatically terminate should the Client become insolvent, wound up or cease trading.
    8. Under the terms of the licence the Client will give credit to Liz Henson when using the image in any business or marketing materials.

14. Marketing

    1. Liz Henson may refer to the fact that they are providing Services to the Client in their business materials unless the Client expressly requests that they do not do so.
    2. On their own behalf of themselves and any subjects the Client grants Liz Henson an irrevocable and unrestricted right to use and publish photographs of the Client with or without others, for the promotion of their business including editorial, trade publications and advertising.
    3. If the Client objects to their name being mentioned or their photos being used for marketing purposes, they are entitled to advise Liz Henson accordingly.

15.  Children

    1. Children will not be photographed without the consent of a parent or carer.
    2. The Client must give Liz Henson a clear brief about appropriate content and behaviour and ensure they have the consent of the parents and carers to the images being taken and shared.
    3. Any person from Liz Henson who has contact with a child will have a current DBS certificate.

16. Covid

1. 1. Liz Henson will always observe the current government guidance and the Client, and any associates must do likewise and comply with any reasonable requests from Liz Henson.

17. Insurance

    1.   Liz Henson will have a minimum of £2 million public liability insurance.

18. . Confidentiality

    1. Liz Henson will keep all information supplied to them by the Client not in the public domain in connection with the Services private and confidential and this will continue for a period of two years after completion of the Services. Liz Henson may disclose such information to any subcontractor, supplier, or employee to the extent necessary to provide the Services.
    2. Liz Henson is not responsible for any disclosure by a Third Party.
    3. Liz Henson will not publicise any details of the Services provided to the Client without having obtained their written consent to do so. Liz Henson may refer to the fact that they are providing Services to the Client in their business materials unless the Client expressly requests that they do not do so.
    4. The Client and any third parties will keep all information it discovers about Liz Henson and its employees strictly confidential. This includes information relating to their business methods, practices, employees, contractors and includes all information whether labelled as Confidential or not. This continues after completion of the Services.

19. Data Protection

1. 1. All data supplied to Liz Henson by the Client will be kept safely in accordance with the General Data Protection Regulations (GDPR)and general UK legislation as set out in their current Privacy Notice.
   2. The Client will similarly comply with all current data protection legislation when dealing with data regarding Liz Henson.

20. Complaints

21. 1. The Client must raise any problem or complaint it has with the Services immediately the issue arises, and Liz Henson will seek to find a mutually acceptable solution.
    2. The Client must, in any event, raise any Complaint about the Services within 7 days of receipt of the proof gallery.
    3. The complaint must be put in writing addressed to their account manager at Liz Henson who will take steps to consult with the Client and take whatever steps they consider appropriate to resolve the issue.

22. Severance

23. 1. If any part of these Terms and Conditions shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed to be severable from the Terms and Conditions and shall not affect the validity and enforceability of any of the remaining provisions.

22. Waiver
    

1. 1. The waiver by Liz Henson of a breach, default, delay, or omission of any of these terms or the Contract by the Client will not be construed as a waiver of any preceding or subsequent breach of the same or other provisions.

23. Transfer

1. 1. The Client may not transfer any of their rights under the Contract to any Third Party.

24. Law

25. 1. These Terms and Conditions are governed by the law of England and Wales.