Terms and conditions for booking talent of any kind
The relationship between the Agency and the Client will be strictly and exclusively governed by these terms and conditions, which terms and conditions will apply to every offer, acceptance, quotation, booking confirmation or any contract whereby the Agency supplies services to the Client.
IN THIS DOCUMENT THE FOLLOWING DEFINITIONS WILL APPLY:
- “Ernst Seegers & Associates” and “the Agency” means: Seegers Bros Crewing
Agency cc trading as Ernst Seegers & Associates
- “Talent” means and includes (but is not limited to the following persons or groups of persons: actor/ actress, model, voice artist, author, entertainer, comedian, master of ceremonies, singer, sports person, celebrity of any kind, a person of such talent and/or circumstances that they are capable of being promoted to the public (either individually or together with a specific product) or used in promotions.
- “Client” means and includes (but is not limited to the following): any person or persons, whether juristic or not, booking a Talent who is on the books of / through Seegers Bros Crewing Agency CC trading as Ernst Seegers & Associates.
- “image” means and includes (but is not limited to the following): photograph, drawing, etching, sound recording and video.
1. Conditions of booking a Talent
1.1 The Agency requires that a booking confirmation form, fully completed and signed, must be returned by the Client to the Agency by ……………….., in order to confirm a booking.
1.2 In the event of the Client failing to sign the booking confirmation form or failing to return the booking confirmation form but in any event continuing with the booking, same will be considered an acceptance by the Client of these terms and conditions and the Client shall at all times be subject to and the relationship / booking will be governed by these terms and conditions.
1.3 No amendments or variations to the booking confirmation form or these terms and conditions shall be valid unless both parties have signed next to such amendment or variation at the time of signature of the booking confirmation form by the Client and the Agency or unless reduced to writing and signed by the Client and the Agency.
2. Contradiction or inconsistency between these terms and conditions and the booking confirmation form
In the event of there being a contradiction or inconsistency between these terms and conditions and the booking confirmation form, these terms and conditions will prevail.
3. Booking fees and overtime
3.1 Unless otherwise specified, on payment of the specified/agreed booking fees the Client will be entitled to use one image via a single medium for one year calculated from the date of the booking in the Republic of South Africa (“South Africa”) only and only for the use as originally specified on the booking confirmation form.
3.2 The use of one image as aforesaid is subject to payment having been made in full of all fees due to the Agency in respect of the booking before the image is used.
3.3 Booking fees are charged as set out in the booking confirmation form. Please note that should the booking fee not be specified in the booking confirmation form, the Agency in its sole discretion shall charge a fee on either an hourly rate or a daily rate for the particular Talent that was booked. By proceeding with any booking the Client specifically acknowledges that it agrees that the Agency may exercise its discretion as aforesaid.
3.4 For the sake of clarity, a “day” is an eight hour period between 08h00 to 17h00. The Talent shall be entitled to a one hour rest break after the first five hours of work.
3.5 Overtime will be charged in the following instances and at the following specified rates:
3.5.1 all bookings which extend in excess of eight hours, excluding the rest break, shall be charged at the rate of one and a half times the standard hourly rate as specified in the booking confirmation form;
3.5.2 work on Sundays and public holidays will be charged at double the standard hourly rate as specified in the booking confirmation form;
3.5.3 any work between 22h00 and 06h00, hereinafter referred to as “after hours work / bookings” will be charged at double the standard hourly rate as specified in the booking confirmation sheet.
3.6 No booking shall be permitted to extend for a period of more than 12 hours (excluding the rest break) per day.
3.7 The Client will at all times be obliged to transport the Talent from his/her home to the booking location and back home again. Should the Client fail to transport the Talent on the day of the booking/s, the Agency will be entitled to charge the Client as if the Talent had completed the bookings.
3.8 All fees, including but not limited to booking fees, additional charges and additional fees are quoted exclusive of VAT on the booking confirmation form, unless specified. Seegers Bros Crewing Agency CC is VAT registered and the VAT registration number is …………………………….
4. Additional charges
4.1 All time spent travelling by the Talent outside a 10km radius of Long Street in Cape Town, South Africa to the Client’s venue will be charged at half the hourly Talent’s rate.
4.2 All time spent by the Talent in respect of fittings or rehearsals will be charged at half the hourly Talent’s rate with a minimum charge to the Client of two hours.
4.3 In the event of the Client requesting that the Agency transport the Talent to the Client’s location and the Agency agreeing thereto, then in that event the Agency shall be entitled to a fee equal to 12.5% (twelve and a half percent) of the actual transport costs, which amount shall be payable on date of presentation of invoice.
4.4 All other additional costs incurred by the Agency on request of the Client will be charged to the Client at the actual cost incurred plus an amount equal to 12.5% (twelve and a half percent) thereof as an administration charge.
5. Fees for additional usage of a Talent’s image
5.1 Any additional usage of a Talent’s image over and above that as contained in clause 3.1 above must be agreed with the Agency in writing and the additional fee paid in full before use.
5.2 Additional fees will be payable by the Client for its usage of a Talent’s image over and above that as set out in clause 3.1 above, and which shall include any reproduction, whether altered or not, or partial image of the original image, whether or not in conjunction with any wording or other images for any purpose, area or time period other than as set in clause 3.1 above.
5.3 In the event of the Agency agreeing with the Client that the Client may have additional usage of a Talent’s image, the Client may only do so once:
5.3.1 an agreement has been entered into in writing between the Agency and the Client and signed by the duly authorized persons of the Client and the Agency; and
5.3.2 payment has been made of the additional fees.
5.4 Should the Client require a Talent to perform additional work, same will be subject to the Client making a booking for such additional work and completing a further booking confirmation form as set out in these terms and conditions.
6. Invoices and payment of invoices
6.1 Payment of invoices is to be made within 30 days of date of the invoice, regardless of when the Client receives same.
6.2 The person or company booking the Talent is the Client. At no stage will the Agency accept a booking or agree to any person or company acting on behalf of a third party. In the event of a person or company acting on behalf of a third party, the third party must duly authorize the person or company in writing to enter into a contract with the Agency and the Agency must receive the original signed authorization. Further, the person or company acting on behalf of the third party and the third party will be jointly and severally liable to the Agency for all of the Agency’s fees and charges and both shall be bound by these terms and conditions.
7. Safety and care of Talent
7.1 The Client will ensure that the venue where the Talent will be working will at all times be a safe environment for the Talent to work in. The Client will not utilize any location that is unsafe for the Talent.
7.2 In the event that a venue has safety risks associated with it, the Client will take the necessary precautions to remove the risk to the Talent and shall also advise the Agency in writing of the full extent of such risks and the precautions taken by the Client. The Agency shall be entitled, with no compensation payable to the Client, to cancel the booking in the event that it in its sole discretion reasonably believes that the personal risk is too great to the Talent.
7.3 The Client will allow the Talent adequate and regular periods to rest and refresh himself/herself/themselves, regardless of the fact that same may not be in the break period.
7.4 The Client will ensure that only suitably qualified people and organizations are utilized for the provision of services at the booking venue and to transport the Talent.
7.5 The Client will not request the Talent to perform any action which is dangerous.
7.6 The Client will take out adequate insurance cover for the period that the Talent is providing his/her/their services, including travelling to and from the booking venue, to safeguard the future earnings of the Talent and to pay all the costs of any medical services in the event of the Talent being injured as a result of the booking or travelling to the booking.
8. Exclusivity of Talent
8.1 All Talent is supplied on a non-exclusive basis and the Talent will at all times be free to provide similar services to other clients, including clients which are in direct competition to the Client.
8.2 In the event that a Client wishes that a Talent’s image be used solely by a Client for a particular period or a particular Talent be restricted to working for only the Client for a particular period, or if a Client wishes that the Talent provide his or her services on a semi-exclusive basis, then in that event an additional contract together with additional fees will have to be negotiated between the parties. Unless reduced to writing and signed by the parties, no Talent will have been considered to have been supplied on an exclusive basis in any form or manner.
9. Cancellation of bookings
9.1 All provisional bookings will automatically be cancelled if the Client does not confirm same at least 24 hours before the booking call time by submitting a signed booking confirmation form to the Agency.
9.2 In the event of the Client cancelling a booking with less than 48 hours notice but more than 24 hours notice of the booking call time, the Client will be liable to pay the Agency an amount equal to half the booking fee in respect of such booking.
9.3 In the event of the Client cancelling a booking with less than 24 hours notice of the booking call time, the Client will be liable to pay the Agency an amount equal to the full booking fee in respect of such booking.
9.4 In the event of the Client postponing a booking on less than 24 hours notice on account of the weather, the Client will be liable to pay the Agency an amount equal to half the booking fee in respect of such booking. In the event that the Client once again postpones the booking or cancels same, the Client, regardless of how much notice he/she/it gives the Agency, will be liable to the Agency for the full booking fee.
9.4 For the avoidance of doubt, the above time periods will not include Saturdays, Sundays and public holidays.
9.5 In the event of the Agency cancelling a booking it shall reasonably endeavour to provide the Client with a reasonable amount of notice of such cancellation, attempt to find a suitable replacement and take such other reasonable steps in order to minimize the inconvenience to the Client.
9.6 The Agency shall not be liable to the Client for any costs or damages sustained by the Client for any booking which the Agency cancels, regardless of the reason.
9.7 The Agency shall at all times be entitled in its sole discretion to cancel a booking for whatever reason.
9.8 It is the Client’s responsibility to obtain the necessary insurance cover to protect against such cancellation and any associated liability and damages.
10. Providing of meals to Talent
The Client shall provide all meals and beverages as required by the Talent whilst the Talent is on site at the venue booking.
11. Professional courtesy
The Client will:
11.1 not condone or allow anyone to impose, degrade, humiliate or demean the Talent. The Client will immediately remove any person from the working area of the Talent that acts as aforesaid.
11.2 ensure that the Talent is treated in a professional manner at all times.
11.3 provide the Talent with suitable facilities for the purposes of rest, dressing and ablutions.
12. Warranties by the Client to the Agency
The Client warrants that:
12.1 it has the necessary capacity to enter into a contract with the Agency, and to enter into these terms and conditions, and to perform all the obligations in terms of the contract and terms and conditions;
12.2 the booking confirmation form has been completed and signed by an authorized representative of the client;
12.3 it is not aware of any impediment which may prohibit it entering into these terms and conditions or contract with the Agency;
12.4 it has adequate insurance cover in respect of all liabilities and risk which may arise under these terms and conditions, including but not limited to cancellation insurance to protect against any loss or liability which the Client or the Agency may incur as a result of a booking being cancelled, insurance to protect the Talent and the Agency should an damage, injury or loss be caused whilst the Talent is providing services to the Client, travel insurance to cover the Talent travelling to and from the booking location or any other location where the Talent is providing his/her/their services.
12.5 it will provide the Agency in writing of the full details of the address and length of the shoot.
The Client fully indemnifies the Agency, including but not limited to all expenses, damages, losses suffered or incurred and legal costs on an attorney client scale, as follows:
13.1 as a result of any breach by the Client of these terms and conditions;
13.2 as a result of any claim being brought by a third party or awarded against the Agency as a result of the Client’s acts or omissions or breach of these terms and conditions;
13.3 as a result of any breach of any laws applicable to these terms and conditions or any laws applicable to the entertainment industry or employment laws or health and safety laws as amended from time to time.
14. Catwalk shows, music videos, promotional films
15. Test photography and film
In the event of the Agency permitting a Client to photograph or film a Talent in order to take test or experimental photographs or film clips, neither the Client nor the photographer nor the person filming the Talent is permitted or entitled to use, or allow anyone else to use the test or experimental photographs or film clip for any means whatsoever unless written arrangements have been made with the Agency.
16. Intellectual property rights
16.1 Neither the Client nor the photographer nor the person filming the Talent nor anyone through them shall obtain any rights to use any image of a Talent other than as set out in these terms and conditions.
16.2 The Client will ensure that the photographer and the person filming the Talent agrees to these terms and conditions prior to the taking of any photographs or filming of the Talent and will abide by these terms and conditions in so far as it relates to him/her.
16.3 Unless a right has been specifically reserved to the Client in these terms and conditions, same will not accrue to the Client. All rights not specifically granted to any party are hereby reserved to the Agency or the Talent, whichever is appropriate.
16.4 The Client agrees and acknowledges that the Agency is the owner or licence holder of all commercial rights and intellectual property rights relating to the Agency and the Talent.
16.5 The Client agrees that the Agency and the Talent may use any image produced through or created by the Client in any form whatsoever in order for the Talent and the Agency to promote the Talent.
17.1 Subject to the laws of South Africa in terms of which a party may not exclude or limit its liability, the Agency shall not be liable (whether such liability arises in contract, tort or negligence) for any loss or damages, including but not limited to loss of business, loss of profit (including future profits), revenue, goodwill, failure of a Talent to attend a booking, consequential, special or indirect loss or damage howsoever arising, even if the Agency may have been aware of the possibility of such loss or damage.
17.2 The Agency will not be liable to the Client as a result of an event of force majeur. For the purposes of this clause, force majeur shall mean any unforeseeable circumstance that prevents the Agency from fulfilling its contract with the Client, including but not limited to flood, fire, acts of God, workforce action, insurrection, terrorism, riot and war.
18. Negotiating directly with a Talent
The Client shall not negotiate any fees or fee structure directly with a Talent, nor will it authorize anyone to do so on its behalf. In the event of the Client acting as aforesaid and obtaining the Talent’s verbal or written consent with regard to any work, assignments, fees or the like, such consent will not constitute a variation of these terms or conditions and will not be binding on the Talent or the Agency unless and until it is agreed by the Agency in writing. The Agency shall not be obliged to enter into any agreement.
19. Behaviour or misconduct of a Talent
19.1 Should the Talent behave in such a manner that the Client shall have valid cause for complaint, the Client is to immediately advise the Agency of such complaint in order that the Agency may deal with same.
19.2 The Agency is not responsible for the behavior of the Talent and will not be held liable for any costs, expenses or losses suffered as a result of a Talent’s misconduct or behavior.
20. Conflict between terms and conditions
20.1 These terms and conditions take preference over any terms and conditions stipulated or incorporated by the Client in the booking confirmation form.
20.2 The Client acknowledges that no representations other than those as contained in the booking confirmation form and these terms and conditions have induced the Client to enter into these terms and conditions or contract with the Agency.
20.3 No promises, representations or statements made by the Agency to the Client shall form part of the contract between the Client and the Agent unless specifically reduced to writing and included in these terms and conditions or booking confirmation form.
20.4 In the event of a conflict between any of these terms and conditions and the booking confirmation form, these terms and conditions shall prevail.
20.5 The booking confirmation form forms part of these terms and conditions.
20.6 Should any competent authority declare that any of the provisions of these terms and conditions to be invalid, unlawful or unenforceable, such term or condition shall to the extent declared unlawful be severed from the remaining terms and conditions, which remaining terms and conditions shall continue to be enforceable.
21.1 Nothing in these terms and conditions shall imply or render any one party the partner or agent of the other. No party may act or do anything on behalf of the other without their full written authority.
21.2 These terms and conditions and the booking confirmation form constitute the entire agreement between the parties. No agreement to vary these terms and conditions shall be binding on the parties unless reduced to writing and signed by both the Agent and the Client.
21.3 Any relaxation or indulgence which the Agency may grant to the Client or any act by the Agency in accepting fees due after due date or in accepting a lesser sum than the full amount due shall not amount to a waiver of the Agency’s rights herein. In order for a waiver to be effective it must be made in writing.
21.4 The parties agree that these terms and conditions will be construed in terms of the laws of the Republic of South Africa.
21.5 The Client hereby submits itself to the exclusive jurisdiction of the courts of the Republic of South Africa. The Agency may enforce its rights under these terms and conditions in any other court of competent jurisdiction outside of the Republic of South Africa.
The Client will always ensure that the models name and the full citation of the Agency is always included wherever it is customary to apply a credit.