Client _________________________________________________________ Date _____________________________

Address_________________________________________________________ Invoice No._________________________

________________________________________________________________ SS/EIN No._________________________

Purchase Order No.________________

Per Request of ___________________________________________________    Telephone__________________________

For use in________________________________________________________________________________________________________

For the product, project, or publication named__________________________________________________________________________

In the following territory______________________________________________________________________________________________

For the following time period or number of uses_________________________________________________________________________

Other limitations____________________________________________________________________________________________________

________________________________________________________________________________________________________________

This grant of rights does not include electronic rights, unless specified to the contrary here________________________ ____________________________ in which event the usage restrictions shown above shall be applicable. For purposes of this agreement, electronic rights are defined as rights in the digitized form of works that can be encoded, stored, and retrieved from such media as computer disks, CD-ROM, computer databases, and network servers.

________________________________________________________________________________________________________________

________________________________________________________________________________________________________________

________________________________________________________________________________________________________________

________________________________________________________________________________________________________________

________________________________________________________________________________________________________________

________________________________________________________________________________________________________________

    Total Repro Fee  $_________

Research Fee $________

Holding Fee $________

Subtotal  $_________

Sales Tax $________

TOTAL $________

Check should be made payable to: ___________________________________________________________________________

1. Delivery and Definition. Photographer has delivered to the Client those Photographs listed on the front of this form. "Photographs" are defined to include transparencies, prints, negatives, digitized encodations, and any other form in which the images submitted can be stored, incorporated, represented, projected, or perceived, including forms and processes not presently in existence but which may come into being in the future.

2. Grant of Rights. Upon receipt of full payment, Photographer shall license to the Client the rights set forth on the front of this form for the listed Photographs.

3. Reservation of Rights. All rights not expressly granted are reserved to the Photographer. Without limiting the foregoing, no advertising or promotional usage whatsoever may be made of any Photographs unless such advertising or promotional usage is expressly permitted on the front of this form. Limitations on usage shown on the front of this form include but are not limited to size, placement, and whether usage is in black and white or color.

4. Fee. Client shall pay the fee shown on the front of this form for the usage rights granted. Client shall also pay sales tax, if required.

5. Payment. Payment is due to the Photographer within 30 days of the date of this Invoice. Overdue payments shall be subject to interest charges of _____ percent monthly. Time is of the essence with respect to payment.

6. Copyright Notice. Copyright notice in the name of the Photographer shall be adjacent to the Photograph(s) when reproduced unless otherwise agreed by both parties and stated in this Invoice. If such copyright notice, which also serves as authorship credit, is required hereunder but is omitted, the Client shall pay as liquidated damages triple the usage fee agreed to between the parties instead of the agreed upon usage fee. Copyright credit must be as shown on the Photograph(s) unless specified to the contrary by the Photographer.

7. Alterations. Client shall not make alterations, additions, or deletions to the Photographs, including but not limited to the making of derivative or composite images by the use of computers or other means, without the express, written consent of the Photographer. This prohibition shall include processes not presently in existence but which may come into being in the future.

8. Loss, Theft, or Damage. The ownership of the Photographs shall remain with the Photographer. Client agrees to assume full responsibility and be strictly liable as an insurer for loss, theft, or damage to the Photographs and to insure the Photographs fully from the time of shipment from the Photographer to the Client until the time of return receipt by the Photographer. Client further agrees to return all of the Photographs at its own expense by registered mail or bonded courier which provides proof of receipt. Reimbursement for loss, theft, or damage to any Photograph(s) shall be in the amount of the value entered for that Photograph(s) on the front of this form. Both Client and Photographer agree that the specified values represent the fair and reasonable value of the Photographs. Unless the value for an original transparency is specified otherwise on the front of this form, both parties agree that each original transparency has a fair and reasonable value of $1,500 (Fifteen Hundred Dollars). Client agrees to reimburse Photographer for these fair and reasonable values in the event of loss, theft, or damage.

9. Tear Sheets. Client shall provide Photographer with two (2) copies of tear sheets of any authorized usage.

10. Releases. Client agrees to indemnify and hold harmless the Photographer against any and all claims, costs, and expenses, including attorney’s fees, arising when no model or property release has been provided to the Client by the Photographer or when the uses exceed the uses allowed pursuant to such a release.

11. Arbitration. All disputes shall be submitted to binding arbitration before ______________________ in the following location ______________________________________________ and settled in accordance with the rules of the American Arbitration Association. Judgment upon the arbitration award may be entered in any court having jurisdiction thereof. Disputes in which the amount at issue is less than $____________ shall not be subject to this arbitration provision.

12. Assignment. Neither party shall transfer or assign any rights or obligations hereunder without the consent of the other party, except that the Photographer shall have the right to assign monies due.

13. Miscellany. This Agreement shall be binding upon the parties hereto, their heirs, successors, assigns, and personal representatives. This Agreement constitutes the full understanding between the parties hereto. Its terms may only be modified by a written instrument signed by both parties. A waiver of a breach of any of the provisions of this Agreement shall not be construed as a continuing waiver of other breaches of the same or other provisions hereof. This Agreement shall be governed by the laws of the State of _______________ .