Associate Photographer Agreement

ASSOCIATE PHOTOGRAPHER AGREEMENT Introduction You (referred to from this point on as “you,” “Associate” or “Associate Photographer”) and Visual Poetry (referred to from this point on as “we,” “our,” “us”) (each a “Party” and collectively, the “Parties”) agree that you will work as an Associate Photographer for us according to the terms of this agreement (“Agreement”).

Services to be Rendered The Parties agree that Associate will perform the following services for us (“Services”): • To take photographs (“Photographs”) at weddings that are assigned to you by us in our sole discretion and accepted by you (“Assigned Weddings”); • To use CF or SD cards provided by Visual Poetry, which will be returned to us at the end of the contracted event. Images will remain under copyright and ownership of Visual Poetry! and may NOT be used for personal or business promotion unless written permission is granted by Visual Poetry.

While performing the Services, you agree: • • • • • • •

To present yourself with professionalism at all times; To provide quality Photographs; To not consume alcohol or be incapacitated in any manner; To introduce yourself as being with “Visual Poetry.”

To arrive on time (allowing extra time for traffic, unexpected delays, etc.) and to promptly begin the Services.

To perform the Services during the entire contracted period.

To provide a few minute notice to the client (and us) before you leave the wedding/reception.

Equipment It is required that Associate Photographers have their own professional equipment to photograph the project or event. This includes, but is not limited to, camera bodies, lenses, batteries and lighting.

Dependent on our agreement, should Visual Poetry provide you with the photography equipment for use during the project or event, you agree to treat the equipment with due care, including to never leave the photography equipment unattended, including digital memory cards with Photographs, especially out of sight or in an area where it may be damaged. We require the possession of back up equipment in the rare case an emergency occurs. With that said, Associate Photographer should have a bare minimum of two camera bodies with multiple extra batteries as well as 2-3 lenses.

Agreement Period This Agreement is effective beginning the date of the last signature by either Party (“Effective Date”) and terminates upon 30 days written notice by either Party to the other. Despite any termination of this Agreement, you agree to fulfill all Assigned Weddings.

Copyright The Parties intend this to be a contract for services and each considers the Photographs to be a work made for hire in accordance with 17 U.S.C. § 101. The Associate acknowledges and agrees that the Photographs and all rights therein, including the copyrights to the Photographs, belong to and shall be our sole and exclusive property.

If for any reason the Photographs are not considered a work made for hire under any applicable law, the Associate hereby assigns and transfers to us, its successors and assigns, the entire right, title and interest in and to the copyrights in the Photographs and any renewals and extensions thereof, and in and to all works based upon, derived from, or incorporating the Photographs throughout the world.

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Relationship of Parties The parties agree that the Associate is a self-employed, independent contractor. This Agreement is not an employment agreement, nor does it constitute a joint venture or partnership between you and us.

Nothing contained herein shall be construed to be inconsistent with this independent contractor relationship.

Indemnification Associate agrees to indemnity, defend, and hold harmless us against all claims, liabilities, damages, costs and expenses, including reasonable legal fees and expenses, arising from Associate’s performance of the services pursuant to this Agreement.

Transfer of Agreement A Party may not assign or transfer this Agreement to a third party without the other Parties’ written consent.

Associate’s Representations and Warranties Associate represents and warrants that (i) Associate is fully able to enter into and perform the obligations pursuant to this Agreement; and (ii) the Associate will use best efforts to professionally perform the services to be rendered under this Agreement.

Noncompetition Associate agrees to not perform photography services, specifically including weddings and portraiture, for Associate’s own or another studio during the term of this Agreement. Associate also agrees to not solicit or promote Associate’s or another’s photography services, or accept employment by, or render professional services to, any person or organization that is or has been our client during the term of this Agreement and for the reasonable period of two (2) years thereafter. During the term of this Agreement, Associate agrees to pass on to us any inquiries for photography services.

Associate Photographer agrees to not use images in any way to promote ones own work. This includes, but is not limited to, using said images for web or print. Images provided under this contract shall never be referenced under any other name than Visual Poetry.

Nondisclosure Associate agrees to refrain from disclosing our customer lists, trade secrets, or other confidential information. Associate agrees to take reasonable security measures to prevent accidental disclosure of this information.

Payment to Associate In full and final consideration for the rights granted to us in this Agreement, we will pay Associate as follows: Fee: $50 / HOUR - Estimated 7hrs Jurisdiction and Arbitration The laws of Michigan govern this Agreement without regard to conflicts of law provisions. Associate consents to the exclusive jurisdiction of the state and federal courts sitting in the state of Michigan. All unresolved disputes arising under this Agreement shall be submitted to arbitration in Michigan. The arbitration shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. Notwithstanding the foregoing, either party may refuse to arbitrate when the dispute is for a sum less than $5,000.

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Release of Liability You release us from liability for injury, illness, accident, emergency, death or other related problems incurred while performing the Services pursuant to this Agreement. You also agree to hold us harmless in the event you suffer personal property theft, damage, or loss while performing services under this Agreement.

Miscellaneous This Agreement incorporates the entire understanding of the parties. Any modifications to this Agreement must be in writing and signed by all parties. If any provision of this Agreement is held to be invalid or unenforceable by law, the validity of this Agreement in whole shall not be affected, and the other provisions of the Agreement shall remain in full force and effect. No waiver of any breach of any term or provision of this Agreement shall be construed to be, or shall be, a waiver of any other breach of this Agreement. No waiver shall be binding unless in writing and signed by the party or parties waiving the breach. The paragraph, section, and article headings used in this Agreement are intended solely for convenience and reference and shall not in any manner amend, limit, modify, or otherwise be used in the interpretation of any of the provisions of this Agreement.

The Parties have read this Agreement and agree to all of its terms.

________________________________________ Associate Photographer!! ! ! !

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________________________________________ Jen Birchmeier, Visual Poetry! ! ! !

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_________________________ Date

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_________________________ Date

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