IMOGEN FLORENCE PHOTOGRAPHY- OUR TERMS AND CONDITIONS

BACKGROUND:  

These Terms and Conditions are the standard terms for the provision of photography services to consumers by Imogen Collins (the “Photographer”) trading as Imogen Florence Photography, an unincorporated sole trader whose main trading address is The Green, Oxford OX44 7UW. They apply in conjunction with our Agreement.  

1. Definitions and Interpretation 

 1.1 In these Terms and Conditions, unless the context otherwise requires, the following expressions have the following meanings:  

“Agreement” 

Means the Agreement entered into between us which is subject to these Terms & Conditions as if set out therein in full. Your entering into the Agreement means you agree these Terms & Conditions; 

“Business Day” 

means, any day (other than Saturday or Sunday) on which ordinary banks are open for their full range of normal business in London;  

“Calendar Day” 

means any day of the year;  

“Contract” 

means the contract for the provision of the Photographer’s Services, as explained in Clause 3;
“Booking Fee”
Means an advance booking fee payment made to the Photographer under sub-Clause 5.6;  “Licence”
means a non-exclusive, perpetual, transferrable, licence granted to you by the Photographer to use the photographs for non-commercial purposes under Clause 7;  
“Month”
means a calendar month;  
“Order” 

means your order for the Photographer’s Services as set out in the Agreement;
“Order Confirmation”
means the Photographer’s acceptance and confirmation of your Order as described in Clause 3;  
“Package” 

means a package of the Photographer’s Services as detailed in the Agreement;  
“Photographer’s Services”
means the services provided by the Photographer;  
“Photo Shoot”
means all stages of the Photographer’s Services provided to you including preparation beforehand, the taking of Photographs and the processing of Photographs (references to “the date of the Photo Shoot shall refer to the date on which the Photographer will be taking the photographs);  
“Price”
means the price payable for the Photographer’s Services (excluding any additional costs incurred under sub-Clause 5.5);  
“Special Price”
means a special offer price payable for the Photographer’s Services which may be offered from time to time.  
1.2 Each reference in these Terms and Conditions to “writing” and any similar expression includes electronic communications whether sent by e-mail, text message, fax or other means.  
2. Information - The Photographer
2.1 Imogen Collins trading as Imogen Florence Photography is an unincorporated sole trader whose main trading address is Cherry Trees, The Green, Oxford OX44 7UW.
3. The Contract  
3.1   These Terms and Conditions govern the sale and provision of the Photographer’s Services and will form the basis of the Contract between you and the Photographer together with the Agreement together the “Contract”. Under the Contract, the Photographer will provide the Photographer’s Services and you will pay for them in accordance with the terms set out in the Contract. Before submitting an Order, please ensure that you have read these Terms and Conditions carefully.  
3.2   Nothing provided by the Photographer including, but not limited to, sales and marketing literature, price lists and other material constitutes a contractual offer capable of acceptance. Your Order constitutes a contractual offer that the Photographer may, at her sole discretion, accept.  
3.3  A legally binding contract between you and the Photographer will be created upon the Photographer’s acceptance of your Order, indicated by the Photographer’s Order Confirmation. Order Confirmations will be provided in writing including by co-signing the Agreement.
3.4.  The following information will be given or made available to you prior to the  formation of the Contract between you and the Photographer, save for where such information is already apparent from the context of the transaction:  
3.4.1 The main characteristics of the Photographer’s Services;  
3.4.2 The Photographer’s identity (as shown above in Clause 2) and contact details (as shown below in Clause 12);  3.4.3 The total Price for the Photographer’s Services including taxes or, if the nature of the Photographer’s Services are such that the Price cannot be calculated in advance, the manner in which it will be calculated;  
3.4.4 The arrangements for payment, performance and the time by which (or within which) the Photographer undertakes to perform the Photographer’s Services;
3.4.5 The Photographer’s complaints handling policy;  3.4.6 Where applicable, details of after-sales services;
3.4.7 The duration of the Contract, where applicable, or if the Contract is of indeterminate duration or is to be extended automatically, the conditions for terminating the Contract;  
4. Orders  
4.1 All Orders for the Photographer’s Services made by you will be subject to these Terms and Conditions.  
4.2 When placing an Order, you will be required to provide the following details:  

4.2.1 Location of Photo Shoot;  
4.2.2 Date of Photo Shoot;  
4.2.3 Package chosen;  
4.2.4 Any special requests.  
4.3 You may change your Order at any time up to 24 hours prior to the date of the Photo Shoot by contacting the Photographer. Please note that there may be certain changes, such as location, that cannot be accommodated as the Photographer may have other bookings to fulfil. Under certain circumstances, if you reschedule the Photo Shoot, a new Booking Fee may be payable, reflecting the Photographer’s lost opportunity to make bookings with other customers. Please refer to Clause 11 for further details. The Photographer may not be able to accommodate a request for a rescheduled Photo Shoot if a booking has already been made by another customer on your requested date. Requests to change Orders do not need to be made in writing.
4.4 If your Order is changed, the Photographer will inform you of any change to the Price in writing.
5. Price and Payment
5.1 The Price of the Photographer’s Services will be calculated based upon the Package that you choose, as detailed in the Agreement.  
5.2 The Photographer may, from time to time, quote a Special Price which is different to that shown in the Agreement. The Special Price will be valid for such period as the Photographer sets or, if the Special Price is part of an advertised special offer, for the period shown in the advertisement. Orders placed during this period will be accepted at the Special Price even if the Photographer does not accept the Order until after the period has expired.  
5.3 The Photographer’s prices may change at any time but these changes will not affect Orders that have already been accepted.  
5.4 All Prices include VAT. If the rate of VAT changes between the date of your Order and the date of your payment, the Photographer will adjust the rate of VAT that you must pay. Changes in VAT will not affect any Prices where you have already made payment in full. Presently the Photographer is not VAT registered.  5.5 Depending on agreed location, the Photographer may charge reasonable expenses in addition to the Price, including travel, sustenance and accommodation. No such sums will be incurred or charged without your prior express agreement.  
5.6 At the time of placing your Order, you will be required to pay a Booking Fee as set out on the Agreement.  
5.7 In certain circumstances, if your Order is cancelled, you may be entitled to a refund. Please refer to Clause 11 for further details. Otherwise there are no refunds.  
5.8 The balance of the Price (including any additional expenses agreed under sub-Clause 5.5) will be payable on or before 7 calendar days after delivery of Our invoice. Where the balance of the Price is payable before the date of the Photo Shoot, any additional expenses agreed under sub-Clause 5.5 will be invoiced separately after the date of the Photo Shoot.  
5.9 The Photographer accepts the following methods of payment:  
5.9.1 Direct transfer to our bank account;  5.10 If you do not make payment to the Photographer by the due date the Photographer may charge you interest on the overdue sum at the rate of 4% per annum above the base lending rate of the Bank of England from time to time. Interest will accrue on a daily basis from the due date for payment until the actual date of payment of the overdue sum, whether before or after judgment. You must pay any interest due when paying an overdue sum.  
5.11 The provisions of sub-Clause
5.10 will not apply if you have promptly contacted the Photographer to dispute an invoice in good faith. No interest will accrue while such a dispute is ongoing.  5.12 Where any refund is due to you under any of the provisions of these Terms and Conditions (including, but not limited to refunds in the event of cancellation under Clause 11), such refunds will be made as soon as is reasonably possible, and in any event within 14 Calendar Days of the triggering event and made by the same payment method originally used by you unless you request an alternative method.
6. The Photographer’s Services  
6.1 As required by law, the Photographer will provide the Photographer’s Services with reasonable skill and care, consistent with best practices and standards in the photography market, and in accordance with any information provided by the Photographer about herself and the Photographer’s Services.  
6.2 You will choose your Package and specify the subject matter of the Photo Shoot when placing your Order and should, no later than 48 hours prior to the date of the Photo Shoot, inform the Photographer of any specific photographs or compositions that you may require. You can discuss your requirements when you place your Order if you wish.  
6.3 Subject to the specification of your chosen Package, and any other requirements you set out (which the Photographer will use her reasonable endeavours to accommodate), the Photographer shall use her own artistic judgement when selecting equipment and deciding upon factors such as composition, lighting and photographic style.  
6.4 Subject to the nature of the Photo Shoot and to your express requirements, the Photographer will take as many photographs as she deems appropriate with a view to providing the best choice when processing and preparing the final photographs to be delivered to you. The number of photographs taken during the Photo Shoot will not affect the Price payable and the final number delivered to you will be determined by your chosen Package.  
6.5 The Photographer shall deliver the finished photographs as proofs (watermarked) to you, no later than 2 weeks following the date of the Photo Shoot, in Raw format. You then must select your choices within 7 days of receipt day 1 being the day after they are sent.  The photographer will never send Raw, unedited images without a watermark.
6.6 Subject to prior payment of any balance of Fees due your final edited images will be returned to you within 1 month thereafter. We aim to do this as soon as possible but it does depend to an extent on the number of photos involved. This is done by placing them in an online folder and giving you secure access.
6.7 Once we have posted your photos to your online gallery you must download these as soon as possible. The phots will be in Hi Res format unless we agree something else. The photos are kept by us online for a period of 3 months only thereafter they are deleted. Once deleted they cannot be accessed again.  
7. Copyright and Licence  
7.1 The copyright in all photographs taken by the Photographer is, and shall remain, the property of the Photographer. Subject to any written agreement stating otherwise (and the payment of an additional fee), you shall not own the copyright in the photographs and may use them only in accordance with this Clause 7.
7.2 The Licence shall become effective upon the delivery of the photographs to you and, subject to the provisions of sub-Clauses 5.11 (non / late payment) and 7.6, shall continue for the duration of copyright protection (which shall be the life of the Photographer plus 70 years under Section 12 of the Copyright Designs and Patents Act 1988), after which the photographs will enter the public domain and will no longer be protected by copyright.  
7.3 You shall have the right to use the photographs only for personal purposes. Commercial use of any kind is prohibited without the Photographer’s prior written agreement.  
7.4 You may not sub-licence the photographs without the Photographer’s prior written consent.
7.5 The Photographer reserves the right to use the photographs in any advertising or promotional material, in its portfolio, and social media both private and public, without any payment to you.  7.6 The Licence granted by the Photographer to you may be revoked if you breach any of its terms.  
8. Problems with the Photographer’s Services and Your Legal Rights  
8.1 The Photographer will always use her reasonable efforts to ensure that her provision of the Photographer’s Services is trouble-free. If, however, there is a problem with the Photographer’s Services, please inform the Photographer as soon as is reasonably possible.  
8.2 The Photographer will use reasonable efforts to remedy problems with the Photographer’s Services as quickly as is reasonably possible and practical.  
8.3 The Photographer will not charge you for remedying problems under this Clause 8 where the problems have been caused by the Photographer or where nobody is at fault. If the Photographer determines that the problem has been caused by any action or omission on your part, the Photographer may charge you a reasonable sum for remedial work required.  
8.4 As a consumer, you have certain legal rights with respect to the purchase of services. For full details of your legal rights and guidance on exercising them, it is recommended that you contact your local Citizens Advice Bureau or Trading Standards Office. If the Photographer does not perform the Photographer’s Services with reasonable skill and care, you have the right to  request repeat performance or, if that is not possible or done within a reasonable time without inconvenience to you, you have the right to a reduction in price. If the Photographer’s Services are not performed in line with information that the Photographer has provided about them, you also have the right to request repeat performance or, if that is not possible or done within a reasonable time without inconvenience to you (or if the Photographer’s breach concerns information about the Photographer that does not relate to the performance of the Photographer’s Services), you have the right to a reduction in price. If for any reason the Photographer is required to repeat the Photographer’s Services in accordance with your legal rights, the Photographer will not charge you for the same and will bear any and all costs of such repeat performance. In cases where a price reduction applies, this may be any sum up to the full Price and, where you have already made payment(s) to the Photographer, may result in a full or partial refund. Any such refunds will be issued without undue delay (and in any event within 14 Calendar Days starting on the date on which the Photographer agrees that you are entitled to the refund) and made via the same payment method originally used by you unless you request an alternative method. In addition to your legal rights relating directly to the Photographer’s Services, you also have remedies if the Photographer provides goods that are not of satisfactory quality, not fit for purpose, not as described, or not in accordance with models or samples shown (unless differences have been brought to your attention).  
8.5 As a consumer you have certain legal rights with respect to digital content. If the photographs (and any other work) produced for you under these Terms and Conditions is supplied as digital content, these rights may apply to you. For full details of your legal rights and guidance on exercising them, it is recommended that you contact your local Citizens Advice Bureau or Trading Standards Office. Any digital content that the Photographer supplies to you must be of satisfactory quality, it must be fit for purpose (where any such purpose has been made known to the Photographer, whether expressly or by implication), and it must match any description and other information given by the Photographer. Due to the nature of digital content you are unable to reject digital content which does not comply with the above; however you may have the right to a repair or replacement or, if these are not possible, to a price reduction up to the full Price. In cases where a price reduction applies and you have already made payment(s) to the Photographer, you may be due a full or partial refund. Any such refunds will be issued without undue delay (and in any event within 14 Calendar Days starting on the date on which the Photographer agrees that you are entitled to the refund) and made via the same payment method originally used by you unless you request an alternative method. If digital content provided by the Photographer under these Terms and Conditions damages your device(s) as a result of the Photographer’s failure to exercise reasonable skill and care, you also have the legal right to compensation for such damage which may take the form of a repair or replacement, or financial compensation.  
9. Photographer’s Liability  
9.1 The Photographer has in place the following insurance:  
9.1.1 Public liability insurance;
9.1.2 Professional indemnity insurance;  

9.2 The Photographer will be responsible for any foreseeable loss or damage that you may suffer as a result of her breach of these Terms and Conditions or as a result of her negligence (including that of any of the Photographer’s employees, agents or sub-contractors). Loss or damage is foreseeable if it is an obvious consequence of the Photographer’s breach or negligence or if it is contemplated by you and the Photographer when the Contract is created. The Photographer will not be responsible for any loss or damage that is not foreseeable.  
9.3 The Photographer will be providing the Photographer’s Services for private (i.e. non-commercial) purposes only. The Photographer makes no warranty or representation that the Photographer’s Services are fit for commercial, business or industrial purposes of any kind. By making your Order, you agree that you do not have such purposes in mind and will not be using the Photographer’s Services or the photographs in such a context. The Photographer will not be liable to you for any loss of profit, loss of business, interruption to business or for any loss of business opportunity.  
9.4 Nothing in these Terms and Conditions seeks to exclude or limit the Photographer’s liability for death or personal injury caused by her negligence (including that of any of the Photographer’s employees, agents or sub-contractors); or for fraud or fraudulent misrepresentation.  
9.5 Nothing in these Terms and Conditions seeks to exclude or limit the Photographer’s liability for failing to perform the Photographer’s Services with reasonable care and skill or in accordance with information provided by the Photographer about the Photographer’s Services or about himself/herself, nor for the Photographer’s failure to supply digital content that is of satisfactory quality, fit for purpose and as described.  
9.6 Nothing in these Terms and Conditions seeks to exclude or limit Your legal rights as a consumer. For more details of Your legal rights, please refer to Your local Citizens Advice Bureau or Trading Standards Office.
10. Events Outside of the Photographer’s Control (Force Majeure)  
10.1 The Photographer will not be liable for any failure or delay in performing her obligations where that failure or delay results from any cause that is beyond her reasonable control. Such causes include, but are not limited to: power failure, internet service provider failure, strikes, lock-outs or other industrial action by third parties, riots and other civil unrest, fire, explosion, flood, storms, earthquakes, subsidence, acts of terrorism (threatened or actual),  acts of war (declared, undeclared, threatened, actual or preparations for war), epidemic or other natural disaster, or any other event that is beyond the Photographer’s reasonable control.  
10.2 If any event described under this Clause 10 occurs that is likely to adversely affect the Photographer’s performance of her obligations under these Terms and Conditions:  
10.2.1 The Photographer will inform you as soon as is reasonably possible;  10.2.2 The Photographer’s obligations under these Terms and Conditions will be suspended and any time limits that she is bound by will be extended accordingly (where such extension is reasonably possible);  
10.2.3 The Photographer will inform you when the event outside of her reasonable control is over and provide any new dates, times or availability as necessary;  
10.2.4 If an event outside of the Photographer’s reasonable control occurs and you wish to cancel the Contract, you may do so in accordance with your right to Cancel under sub-Clause 11.2.6;  
10.2.5 If the event outside of the Photographer’s reasonable control continues for more than 4 weeks or is likely to prevent the Photographer from providing the Photographer’s Services on the date of the Photo Shoot, the Contract will be cancelled in accordance with the Photographer’s right to do so under sub-Clause 11.4.3, and you will be informed of the cancellation. Any refunds due to you as a result of that cancellation will be paid to you as soon as is reasonably possible, and in any event within 14 Calendar Days of the Photographer’s cancellation notice.  
11. Rescheduling and Cancellation
11.1 You may cancel or reschedule the Photo Shoot for any reason at any time. Any and all refunds due will be paid to you as soon as is reasonably possible, and in any event within 14 Calendar Days of the Photographer’s acceptance of your cancellation notice. Subject to sub-Clauses 11.2 to 11.5, the following shall apply to cancellation or rescheduling:  11.1.1 If you cancel the Photo Shoot (and the Contract) during the cooling off period of 14 days from making the off premises Contract with us the Photographer will refund all sums paid, including your Booking Fee;  
11.1.2 After the cooling off period there are no refunds if you Cancel (save at our discretion. We will always refund in the event of equipment failure or loss or irretrievable degradation of images);  11.1.3 If you reschedule the Photo Shoot more than 21 days prior to the date of the Photo Shoot, the Photographer will retain all sums paid,  including your Booking Fee, and such sums shall count towards the rescheduled Photo Shoot;  11.1.4 If you reschedule the Photo Shoot less than 7 days prior to the date of the Photo Shoot, the Photographer will retain your original Booking Fee and no new Booking fee will be payable for the rescheduled Photo Shoot including but not limited to rescheduling due to Covid.  11.2 If any of the following occur, you may cancel the Contract immediately by giving the Photographer written notice. If you have made any payment to the Photographer (including but not limited to the Booking Fee) that/those sum(s) will be refunded to you as soon as is reasonably possible, and in any event, within 14 Calendar Days of the Photographer’s acceptance of your cancellation:  
11.2.1 The Photographer breaches the Contract in any material way and has failed to remedy that breach within 7 days of you asking her to do so (where it is reasonably possible to remedy such breach. If it is not, the material breach will trigger the right to cancel immediately); or  
11.2.2 An encumbrancer takes possession of any of the property or assets of the Photographer;  
11.2.3 The Photographer enters into a voluntary arrangement with her creditors;  11.2.4 The Photographer has a bankruptcy order made against her;  11.2.5 The Photographer ceases, or threatens to cease, to carry on business;  11.2.6 The Photographer is unable to provide the Photographer’s Services due to an event outside of her control (as under sub-Clause 10.2.4); or  
11.2.7 The Photographer changes these Terms and Conditions to your material disadvantage.  
11.3 The Photographer may cancel the Photo Shoot for any reason at any time prior to the date of the Photo Shoot. If you have made any payment to the Photographer (including but not limited to the Booking Fee) that/those sum(s) will be refunded to you.  
11.4 If any of the following occur, the Photographer may cancel the Contract immediately by giving you written notice:  11.4.1 You fail to make a payment on time as required under Clause 5 (this does not affect the Photographer’s right to charge interest on overdue sums under sub-Clause 5.11); or  
11.4.2 You have breached the Contract in any material way and have failed to remedy that breach within 7 days of the Photographer asking you to do so in writing; or
11.4.3 The Photographer is unable to provide the Photographer’s Services due to an event outside of her control (for a period longer than that in sub-Clause 10.2.5).

11.5 If cancellation occurs under sub-Clauses 11.4 occurs the Photographer will not refund any sums paid including but not limited to your Booking Fee. If such cancellation occurs less than 7 days prior to the date of the Photo Shoot, the Photographer will retain all sums paid and any outstanding balance of the Price shall become due and payable forthwith. If the Photographer cancels the Contract at any time under sub-Clause 11.4.3 (or 10.2.5) all sums paid including your Booking Fee will be refunded. Any and all refunds due under this sub-Clause 11.5 will be made as soon as is reasonably possible, and in any event within 14 Calendar Days of the Photographer’s cancellation notice.

11.6 For the purposes of this Clause 11 (and in particular, sub-Clauses 11.2.1 and 11.4.2) a breach of the Contract will be considered ‘material’ if it is not minimal or trivial in its consequences to the terminating party (i.e. you under sub-Clause 11.2.1 and the Photographer under sub-Clause 11.4.2). In deciding whether or not a breach is material no regard will be had to whether it was caused by any accident, mishap, mistake or misunderstanding

12. Communication and Contact Details 

 12.1 If you wish to contact the Photographer with questions or complaints, you may do so by telephone at 07539070102 by email at hello@imogenflorence.com.  

12.2 In certain circumstances you must contact the Photographer in writing (when cancelling an Order, for example, or exercising your right to cancel the Contract). When contacting the Photographer in writing, you may use the following method:  

12.2.1 Contact the Photographer by email at hello@imogenflorence.com 

13. Complaints and Feedback  

13.1 The Photographer welcomes feedback from her customers and, whilst the Photographer always uses all reasonable endeavours to ensure that your experience as her customer is a positive one, the Photographer nevertheless wants to hear from you if you have any cause for complaint.  

13.2 All complaints are handled in accordance with the Photographer’s complaints handling policy and procedure, available on request.  

13.3 If you wish to contact the Photographer about any aspect of your dealings with him/her, please contact the Photographer in one of the following ways:  

13.3.1 By email, addressed to Imogen Collins at hello@imogenflorence.com

13.3.2 Using our Contact page at www.imogenflorence.com/contact  

13.3.3 By contacting the Photographer by telephone on 07539070102

14. How The Photographer Uses Your Personal Information (Data Protection) 

For complete details of the Photographer’s collection, processing, storage, and retention of personal data including, but not limited to, the purpose(s) for which personal data is used, the legal basis or bases for using it, details of your rights and how to exercise them, and personal data sharing (where applicable), please refer to the Photographer’s Privacy Notice.

15. Other Important Terms  

15.1 You may not transfer (assign) your obligations and rights under these Terms and Conditions (and under the Contract, as applicable) without the Photographer’s express written permission.  

15.2 The Contract is between you and the Photographer. It is not intended to benefit any other person or third party in any way and no such person or party will be entitled to enforce any provision of these Terms and Conditions.  

15.3 If any of the provisions of these Terms and Conditions are found to be unlawful, invalid or otherwise unenforceable by any court or other authority, that / those provision(s) shall be deemed severed from the remainder of these Terms and Conditions. The remainder of these Terms and Conditions shall be valid and enforceable.  

15.4 No failure or delay by the Photographer in exercising any of his/her rights under these Terms and Conditions means that the Photographer has waived that right, and no waiver by the Photographer of a breach of any provision of these Terms and Conditions means that the Photographer will waive any subsequent breach of the same or any other provision.  

16. Governing Law and Jurisdiction  

16.1 These Terms and Conditions, the Contract, and the relationship between you and Us (whether contractual or otherwise) shall be governed by, and construed in accordance with the law of England & Wales.  16.2 As a consumer, you will benefit from any mandatory provisions of the law in your country of residence. Nothing in Sub-Clause 

16.1 above takes away or reduces your rights as a consumer to rely on those provisions.  

16.3 Any dispute, controversy, proceedings or claim between you and Us relating to these Terms and Conditions, the Contract, or the relationship between  you and Us (whether contractual or otherwise) shall be subject to the jurisdiction of the courts of England, Wales, Scotland, or Northern Ireland, as determined by your residency.