Sparq

Legal

Portrait Photoshoot Terms & Conditions

NOTE: THIS CONTRACT CONTAINS A MANDATORY ARBITRATION CLAUSE IN SECTION 15. PLEASE READ CAREFULLY.

  1. By checking the boxes next to Client’s name and by clicking the ACCEPT/PROCESS/PLACE ORDER button, Client and Sparq Photos, LLC (“Sparq Photos”) enter into this Portrait Photography Contract (“Contract”) to confirm the understanding and agreement of the parties. Any modification of this Contract will not be valid unless made in a writing signed or acknowledged by both parties. Client and Sparq Photos agree that digital or electronic signatures shall be binding on the parties and sufficient to execute, negotiate and finalize this Contract. If Client is obligated to pay any cancellation fees or wishes to purchase any service or product made available through www.sparqphotos.com (the “Site”) (each such fee payment or purchase, a “Transaction”), Client may be asked to supply certain information relevant to your Transaction including, without limitation, Client’s credit card number, the expiration date of the credit card, Client’s billing address, and Client’s shipping information. CLIENT REPRESENTS AND WARRANTS THAT CLIENT HAS THE LEGAL RIGHT TO USE ANY CREDIT CARD(S) OR OTHER PAYMENT METHOD(S) UTILIZED IN CONNECTION WITH ANY TRANSACTION. By submitting such information, Client grants to Sparq Photos the right to provide such information to third parties (including, without limitation, Authorize.net) for purposes of facilitating the completion of Transactions initiated by Client or on Client’s behalf. Verification of information may be required prior to the acknowledgment or completion of any Transaction.
  2. Sparq Photos’ Photo Shoot Sessions are thirty (30) or sixty (60) minutes, depending on the package selected, beginning promptly at the scheduled time. The number of images included in the photo session (“Images”) is determined by the package Client selects at the time of booking, as described on the Site at the time of booking. Client will receive Image proofs within five (5) business days after the photo shoot session. Images receive basic edits such as color correction, cropping, and slight modifications. A fee applies for additional or advanced image edits.
  3. All Images (including any purchased Images and all previews, proofs, digital files and digital negatives/negatives) remain at all times the property of Sparq Photos or its affiliates and are subject to federal copyright laws, and Sparq Photos and its affiliates reserve all rights therein. When the client purchases a photo shoot, Sparq Photos grants to Client a non-transferable, non-exclusive, worldwide, perpetual license to store, reproduce and use the purchased Images for its own personal and promotional purposes. Any rights to use Images granted as part of this Contract are non-transferable and cannot be re-sold or sub-licensed without Sparq Photos’ prior written approval. Client agrees to hold Sparq Photos and its affiliates, legal representatives, officers, agents, employees, third-party contractors, successors, and assigns harmless from all claims and/or damages or liability or any kind arising from any reproduction or use of the Images. If Client does not purchase a photo shoot and images, Client has no right to use the Image or any proof, preview, negative, or digital negative for any purpose.
  4. Client may cancel or reschedule a photoshoot at no charge by notifying Sparq Photos no later than seventy-two (72) hours before the scheduled photoshoot time. If Client cancels more than seventy-two (72) hours before the scheduled photoshoot time, Client will receive a full refund within five (5) business days. If Client cancels or reschedules within seventy-two (72) hours of the scheduled photoshoot time, Client shall pay a $50.00 cancellation fee to Sparq Photos. If Client arrives more than ten (10) minutes after the scheduled photoshoot time, the number of Images delivered may be reduced in proportion to the session time remaining, measured from the time the first photograph is taken, and/or Sparq Photos may, at its sole discretion, charge Client a $25.00 late fee. Late arrival shall not extend the scheduled end time of the session. If Client fails to show up at the designated photoshoot location within fifteen (15) minutes of the scheduled photoshoot time, Client shall pay a $50.00 no-show fee to Sparq Photos. Cancellation, late, and no-show fees will be charged to the credit card provided at the time of booking in accordance with Section 1 above.
  5. Client has retained Sparq Photos to provide the exclusive photography services to cover the photoshoot described in this Contract. Sparq Photos photographer(s) (including any third-party contractors engaged by Sparq Photos to provide such services) will be the sole professional photographer(s) involved in the photoshoot and will have priority over any other type of photographer, whether professional or not in connection with the event and retains exclusive control over the positioning of cameras and equipment. Client grants Sparq Photos and its affiliates full production and editorial control regarding all aspects of production. Sparq Photos makes no guarantee either expressed or implied in regard to aesthetic qualities of the products and services offered.
  6. Sparq Photos reserves the right to cancel or reschedule a photoshoot due to inclement weather or other adverse conditions that may prevent Sparq Photos from conducting a photoshoot that meets the artistic standards of Sparq Photos. Sparq Photos’ photographers are entitled to a safe work environment free from physical harm, threats, and hostility. Sparq Photos reserves the right to pause, postpone, or cease work in the event that the work process is interfered with or interrupted. Sparq Photos may immediately cancel any photoshoot in the event of physical or verbal antagonism, violence, harassment or discrimination of any kind, or if the photographer feels threatened in any way.
  7. If Sparq Photos cannot perform the services outlined in this Contract due to fire or other casualty, act of God, or other cause beyond the control of the parties, or due to the photographer’s illness or emergency, or if Images are damaged in processing, lost through camera or media malfunction, or otherwise lost or damaged without fault on the part of Sparq Photos, then Sparq Photos shall return any deposit to the Client (if any) but shall have no further liability with respect to the Contract. In the event Sparq Photos breaches this Contract, Sparq Photos shall not be liable for any amount in excess of all monies paid. EXCEPT AS SET FORTH IN THIS AGREEMENT, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES AND GOODS, INCLUDING PHOTOGRAPHS, PROVIDED HEREUNDER ARE PROVIDED “AS-IS”, WITHOUT ANY WARRANTY OF ANY KIND AND SPARQ PHOTOS HEREBY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
  8. IN NO EVENT SHALL SPARQ PHOTOS OR ANY OF ITS AFFILIATES, THIRD-PARTY SERVICERS OR CONTRACTORS BE LIABLE TO CLIENT FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER ALL CIRCUMSTANCES, THE LIABILITY OF SPARQ PHOTOS AND ITS AFFILIATES, THIRD-PARTY SERVICERS AND CONTRACTORS IS LIMITED TO A REFUND OF AMOUNTS PAID BY CLIENT TO SPARQ PHOTOS FOR THE IMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY SET FORTH ABOVE, SO THIS LIMITATION OF LIABILITY MAY NOT APPLY TO CLIENT, AND CLIENT MAY HAVE RIGHTS ADDITIONAL TO THOSE CONTAINED HEREIN.
  9. Images are edited at Sparq Photos’ discretion, and delivered proofs or previews may not include all images shot. Sparq Photos reserves the creative right to edit and release only those deemed creditable as professional in quality and within Sparq Photos’ artistic standards. Every effort will be made to assure satisfaction according to Sparq Photos’ professional standards. Sparq Photos is not responsible for Client’s or any third-party’s subjective interpretations or opinions of the photography.
  10. Client is responsible for determining whether any permits or licenses are required for any location or venue where photography services will be performed. Client is also responsible for payment of any fees and costs associated with such permits or licenses. Client agrees to obtain all necessary permits, approvals and licenses before the photoshoot. The photographers are limited by the guidelines of the location or venue. Among other restrictions, Sparq Photos and its third-party servicers and contractors are not responsible for lighting restrictions imposed at the location or venue, whether known or unknown by Client prior to the photoshoot.
  11. By agreeing to this Contract, Client, individually and as agent for all subjects and participants in the photo shoot, including Client’s children and other family members, hereby grants to Sparq Photos and its affiliates all rights for display, airing, exhibition, promotion, newsletter, contests, and advertising use in any and all media (including social media and internet advertising) of all photographs produced under this Contract, including the Images, proofs, digital negatives/negatives, previews, likenesses and voices, and, on behalf of their legal representatives, heirs and assigns, hereby releases Sparq Photos and its affiliates, legal representatives, officers, employees, third-party contractors, successors and assigns from all claims and liabilities relating to use of said photos (and, without limitation, the Images, likenesses and voices contained therein). Client waives any right to inspect or approve the photographs or the use to which it may be applied, including any written copy that may appear in connection therewith. If necessary, Client has obtained from all subjects and participants (and in the case of minors, from parents or legal guardians) in the photoshoot all releases and waivers necessary to grant the rights, permissions and waivers set forth in this Section 11. Client agrees to indemnify and hold Sparq Photos and its affiliates, legal representatives, officers, agents, employees, third-party contractors, successors and assigns harmless from all claims and/or damages or liability or any kind arising from: (i) any claims by a third party (including photoshoot participants) for violations of rights of publicity or rights of privacy or any intellectual property claims, or (ii) any breach of this Contract, including, without limitation, this Section 11.
  12. Sparq Photos may use affiliates or third-party contractors to provide any of the services described in this Contract and such affiliates or third parties may process Client’s payments due to Sparq Photos hereunder. Sparq Photos will provide adequate backup means to perform the photography services.
  13. Client is responsible for all shipping costs, if any. Client is responsible for all sales, use or similar taxes related to the goods or services described in this Contract. The amount of sales, use or similar taxes shall be determined and calculated on the date of the photoshoot or such other date as required by applicable law. Client agrees to pay any and all such taxes to Sparq Photos within seven (7) days after Sparq Photos invoices or otherwise requests payment from Client.
  14. Except as explicitly stated otherwise, any notices Client sends to Sparq Photos shall be sent by mail to Sparq Photos, LLC, 2828 N Clark St Ste 325 - PMB 17138327, Chicago, IL 60657. In the case of notices Sparq Photos sends to Client, Client consents to receive notices and other communications by Sparq Photos posting notices on the Site, sending Client an email at the email address listed in Client’s account profile, or mailing a notice to Client at Client’s billing address listed in Client’s account profile. Client agrees that all agreements, notices, disclosures, and other communications that Sparq Photos provides to Client in accordance with the prior sentence satisfy any legal requirement that such communications be in writing. Notice shall be deemed given (i) twenty-four (24) hours after the notice is posted on the Site or when an electronic message is sent, unless the sending party is notified that the message did not reach the recipient, or (ii) in the case of mailing, three (3) days after the date of mailing. Client agrees that a printed version of these Terms & Conditions and/or any notice given in electronic form shall be admissible in legal proceedings based upon or relating to these Terms & Conditions to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
  15. AGREEMENT TO ARBITRATE – READ CAREFULLY. EXCEPT AS PROVIDED BELOW, ANY AND ALL DISPUTES, DEMANDS, CLAIMS OR CONTROVERSIES HERETO ARISING OUT OF OR RELATING TO THIS CONTRACT OR THE BREACH, TERMINATION, ENFORCEMENT, INTERPRETATION OR VALIDITY THEREOF, INCLUDING THE DETERMINATION OF THE SCOPE OR APPLICABILITY OF THIS AGREEMENT TO ARBITRATE, SHALL BE DETERMINED AND SETTLED BY ARBITRATION BEFORE ONE (1) ARBITRATOR THROUGH RESOLUTE SYSTEMS, LLC IN ACCORDANCE WITH THE COMMERCIAL ARBITRATION RULES OF RESOLUTE SYSTEMS, LLC. THE PARTIES AGREE THAT THE ARBITRATION SHALL BE CONDUCTED IN THE CITY OF CHICAGO, ILLINOIS.

    THE PREVAILING PARTY IN THE ARBITRATION SHALL BE AWARDED ALL OF THE FILING FEES AND RELATED ADMINISTRATIVE COSTS. ADMINISTRATIVE AND OTHER COSTS OF ENFORCING AN ARBITRATION AWARD, INCLUDING THE COSTS OF SUBPOENAS, DEPOSITIONS, TRANSCRIPTS AND THE LIKE, WITNESS FEES, PAYMENT OF REASONABLE ATTORNEY’S FEES, AND SIMILAR COSTS RELATED TO COLLECTING AN ARBITRATOR’S AWARD, WILL BE ADDED TO, AND BECOME A PART OF, THE AMOUNT DUE PURSUANT TO THIS CONTRACT. THIS CONTRACT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF ILLINOIS, WITHOUT GIVING EFFECT TO ITS CONFLICT OF LAWS PROVISIONS. ANY AWARD RENDERED BY THE ARBITRATOR SHALL BE FINAL AND ENFORCEABLE BY A COURT, IN WHICH CASE CLIENT AND SPARQ PHOTOS HEREBY CONSENT TO THE NON-EXCLUSIVE JURISDICTION OF THE COURTS LOCATED IN THE CITY OF CHICAGO, ILLINOIS. THE MAKING OF CLAIMS OR RESOLUTION OF DISPUTES PURSUANT TO THIS CONTRACT SHALL BE IN CLIENT’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. CLIENT AGREES THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW ANY AND ALL DISPUTES, CLAIMS, AND CAUSES OF ACTION ARISING OUT OF OR CONNECTED WITH THIS CONTRACT WILL BE RESOLVED INDIVIDUALLY IN THE FORUM DESIGNATED IN THIS SECTION, WITHOUT RESORT TO ANY FORM OF CLASS ACTION. NOTWITHSTANDING ANY CONTRARY PROVISIONS IN THIS AGREEMENT, SPARQ PHOTOS MAY FILE A LAWSUIT IN A COURT OF COMPETENT JURISDICTION IN ORDER TO COLLECT PAYMENTS DUE FROM CLIENT PURSUANT TO THIS CONTRACT. IF CLIENT BREACHES THIS CONTRACT (INCLUDING, WITHOUT LIMITATION, DUE TO CLIENT’S FAILURE TO MAKE TIMELY PAYMENT HEREUNDER), CLIENT SHALL BE REQUIRED TO REIMBURSE SPARQ PHOTOS’ AND ITS AFFILIATES’ COSTS AND REASONABLE ATTORNEY’S FEES INCURRED IN THE ENFORCEMENT OF THIS CONTRACT.
  16. In the event any provision of this Contract shall be declared invalid or unenforceable by a court of competent jurisdiction, such provision or term of such contract shall be amended and interpreted to accomplish the objects of such provision to the fullest extent possible under applicable law and all other provisions and terms shall remain valid and binding. This Contract contains the complete and exclusive agreement of Client and Sparq Photos relative to the subject matter hereof.