IMOSSI MANAGEMENT TERMS AND CONDITIONS FOR BOOKING ‘IMA-MODELS (Term’s & Condition’s Home / Term’s & Condition’s

 1. Terms and conditions: 

As required by Department of Employment regulations, the Agency’s booking confirmation form, containing the specific terms of the booking, must be signed and returned by the client and the signed booking confirmation form/SOW agreement together with these terms and conditions shall form the agreement between the parties relating to each booking. The failure to sign and/or return the booking confirmation form/SOW agreement, whilst proceeding with the booking will be deemed to be an acceptance by the client of these terms and conditions and they shall apply to and govern the booking between the Agency and the client. Any amendment and/or variations made to the booking confirmation form/SOW agreement, by the client shall not be valid and binding unless the Agency has agreed to such amendment and/or variation in advance and confirmed such agreement by signing the booking confirmation form/SOW agreement, after the amendment and/or variation has been included on the booking confirmation form. In the event of any inconsistency or contradiction between these terms and conditions and the booking confirmation form /SOW agreement, these terms and conditions shall prevail.

 2. Booking fees:

2.1 Permitted use Unless agreed otherwise and included on the booking confirmation form/SOW agreement, booking fees provide an entitlement and right for the client to use images for one year or for a single season in the case of a fashion booking from the date of the booking, in the United Kingdom and United Arab Emirates only, for the initial permitted use. Please note that such permitted use and entitlement is strictly subject to payment in full of all fees owed to the Agency prior to the image’s first use or other agreed in agreement.

 2.2 Daily/hourly rate Booking fees are charged by the day, half a day or by the hour, or on an alternative basis as notified to the client by the Agency (for example, a set fee for a catwalk show) and details are set out in the booking confirmation form/ SOW agreement. A ‘day’ is an 8-hour period between 9am and 6pm (9am – 5pm or 10am – 6pm). An extra hour between 9am and 6pm is charged at the normal rate – the appropriate overtime rate is charged before 9am and after 6pm. Overtime is charged at one-and-a-half times the hourly rate. Saturdays are charged at 1.5 times the hourly rate and Sundays or Bank holidays are charged at double the hourly rate. Any booking which is over 5 hours will be charged at the day rate as set out in the booking confirmation form/SOW agreement. 

2.3 Overtime:

 Overtime rates apply at any time in excess of any 8-hour period including any time outside 09:00 and 18:00 Monday to Friday and on all bookings lasting longer than 8-hours (of which 1-hour is lunch). Overtime rates will be charged as follows: 1.5 times the hourly rate.

 2.3.1 Work on Saturdays between 09:00 and 24:00 and between 18:00 hours and 24:00 hours on Mondays to Fridays (excluding bank and public holidays) is charged to the client at one and a half times the standard hourly rate as set out in the booking confirmation form/SOW agreement. 

2.3.2 A special rate is negotiated for night work between 2400 hours and 0900 hours. 

2.3.3 Work on Sundays and bank and public holidays is charged to the client at double the standard hourly rate as set out in the booking confirmation form/SOW agreement. 

2.4 Travel Any time spent by the IMA-Artist/model travelling to or from a client’s venue will be charged at half the hourly rate. This applies to any travel outside of a five-mile radius from where the IMA-Artist/model is from. 

2.5 Fitting fees any time spent by the IMA-Artist/model for fittings is charged at half the applicable hourly rate with a minimum charge to the client of £50 per hour.

2.6 Additional expenses All expenses incurred by the Agency on the clients’ behalf will be charged to the client and will include an uplift of 12.5 % of the total amount of the expenses.

 2.7 Location bookings:

 2.7.1 When a location booking is made, a client must provide transport for the model both to the booking location and back again unless agreed otherwise. If the client fails to provide such transport, then the Agency shall be entitled to re-charge the cost of the transport procured for the model in accordance with section 2.6. If an IMA- Artist/mode on location is prevented from returning to Home to work, half the daily fee will be charged to and payable by the client for each day that the Artist is unable to return to Home to work.

2.7.2 When a location booking is made, the client will make a health and safety assessment of the location and shall notify the Agency of any potential risks and how these have been mitigated. The client acknowledges that at all times the Artist’s health and safety is of paramount importance and shall ensure that the highest standards of health and safety are complied with whilst on any location bookings. 

3. Additional fees: 

To be agreed at the time of the booking or before any additional usage in accordance with section 3.1 

3.1  Usage Additional fees are payable for the right to use the IMA-Artist’s/models image or reproductions, or adaptations of, or drawings derived from that image, or any other representation of it, either complete or in part whether alone or in conjunction with any wording or other images, photographs, drawings or anticipated purposes which are in addition to and outside the scope of the initial permitted use, details of which are set out in the booking confirmation form/SOW agreement, e.g. packs, posters, show cards, record covers, swing tickets etc. For the avoidance of doubt, additional fees are payable for the right to use the IMA-Artist/model’s image or reproductions, or adaptations of, or drawings derived from that image, or any other representation of it, either complete or in part whether alone or in conjunction with any wording or other images, photographs, drawings online or in any digital media including but not limited to Twitter, Facebook, Myspace, YouTube, Flickr, Blogs or other social networking websites or media. Unless otherwise agreed, the additional fees cover the right to use one image for one year from the date of booking, in the United Kingdom and United Arab Emirates only, for the permitted use or uses or purposes agreed between the Agency and the client. Under no circumstances will each additional usage fee be less than the IMA-Artist’s/models advertised day rate as determined by the Agency unless determined otherwise by the Agency in its absolute discretion. 

3.2 Territory Additional fees are also payable, and subject always to the Agency’s prior consent, for the right to use the IMA-Artist’s/model’s image or reproductions etc, as set out in section 3.1 above for all known or anticipated territories other than the United Kingdom. Unless otherwise agreed the additional fees cover the right to use one image for one year or one season (as determined by the Agency at the date of booking and as detailed on the booking confirmation form) from the date of booking, in the territory or territories agreed and stipulated on the booking form. Under no circumstances will each usage fee be less than the Artist’s advertised day rate as determined by the Agency unless determined otherwise by the Agency in its absolute discretion.

 3.3 Other services Additional fees are also payable for other services to be supplied by the IMA-Artist/model, for example, personal appearances for PR purposes. Fees for such services will be negotiated on a case-by-case basis between the client and the IMA Agency. 

4. Agency Fees:

4.1 All bookings apart from equity contract TV commercials The Agency charges a supplement of 20% on all fees including, without limitation, hourly, daily and overtime fees and all fees for the right to use and all fees negotiated for any other service to be supplied by the IMA-Artist/model. Both the Agency fees and IMA-Artist/model fees will be invoiced by the Agency. Unless otherwise agreed at the time of booking the IMA-Artist/model disbursement is included at 75% of the total amount (including agency fee) and the agent’s fee at 25% of the invoice total if the rate is all-inclusive. 

4.2 Equity contract TV commercials in the United Kingdom The fee negotiated by the Agency is the IMA-Artist’s/models fee from which an agency commission will be deducted at 25% of the invoice total.

 4.3 Non equity contract TV commercials worldwide the IMA-Artist/model disbursement and the Agency fees will be charged in accordance with clause 4(1) above and clause 4(1) applies to all commercials shot for use outside of the United Kingdom and United Arab Emirates irrespective of where the fee is paid.

4.4 Value added tax (VAT) All sums payable under these terms and conditions are exclusive of VAT and any other similar or equivalent taxes or duties which shall be payable in full without set off by the client.

 5. Invoicing 

5.1 On all invoice’s payment is required to be made by the client within specified time on booking form/SOW agreement. In all cases, the person booking the Ima-Artist/model is the client, who will be invoiced and solely responsible for payment, unless otherwise agreed in writing at the time of booking. The Agency reserves the right in its discretion to invoice the ‘ultimate client’, (e.g., designer/ manufacturer/owner of the product in question). For example, this may be done if the client is booking on behalf of the ultimate client, in which case the client and the ultimate client are jointly and severally liable to pay all of the fees and settle the invoice accordingly. All fees for usage are for the right to use the IMA-artist’s/models image and, once agreed, are payable whether or not the right is exercised. Unless the Agency specifically agrees otherwise, in writing, no usage for the IMA-Artist’s/models image is permitted until payment is made in full. The agency reserves the right to alter payment terms if it deems appropriate, prior to booking.

 5.2 If the client fails to pay in full on the due date any amount which is payable to the Agency, without prejudice to any other right or remedy of the Agency, the amount outstanding shall bear interest both before and after any judgment at five per cent per annum over Metro bank base rate from time to time from the due date until up to and including the date that payment is made in full and such interest shall be compounded and accrued on a daily basis. 

5.3 In the event that the client is providing the services on behalf of or to a third-party end user, in entering into these terms and conditions the client is acting in its capacity as the agent of the third-party end user and the client shall ensure that the third-party end user: 

5.3.1 enters into an agreement with the client on the same terms as these terms and conditions; 

5.3.2 acknowledges its obligations to the Agency including but not limited to the obligation to pay the Agency within 7 working days of the date of any invoice received from the Agency unless stated otherwise on invoice; and, 

5.3.3 Acknowledges that the third-party end user may not use the images until payment is received by the Agency and that at all times the third-party end user is subject to any restrictions as to use of the images including but not limited to territorial restrictions and restrictions as to media in which the images may be used. 

5.4 Any fees received by the client from the third-party end user relating to any of the rights or benefits conferred on the client by these terms and conditions shall be deposited in a designated Agency account by the client (the Third-Party End User Fees). The Third-Party End User Fees shall be held on trust for the Agency as beneficiary until such time as all outstanding fees owed by the client are paid in accordance with the terms of these terms and conditions.

6. Exclusivity Fees

 6.1 Unless otherwise agreed in the booking confirmation form the IMA-Artist/model is supplied to the client by the Agency on a non-exclusive basis and the IMA-Artist/model shall be free to provide similar and/or competing services to any third-party and/or competing product or brand of the client. An additional fee will need to be agreed when the use of the IMA-Artist’s/models image or the service to be supplied by an IMA-Artist/model in relation to a product is required on an exclusive or semi-exclusive (for example sector specific or territorial exclusivity) basis which precludes supplying services or allowing the use of the IMA-Artist’s/models image for competing and/or particular sector of products or within a particular territory. An Artist can supply services to and allow use of the IMA-Artist’s/models image by any competitor unless such an exclusivity fee is negotiated and paid by the client. It is the client’s responsibility to carry out any research and check whether the IMA-Artist/model supplied has undertaken or is booked to undertake any conflicting work. 

7. Provisional bookings 

Provisional bookings will be automatically cancelled if they are not confirmed by the client (by signing and returning the booking confirmation form/SOW agreement.) within 24 hours of the proposed booking. 

8. Cancellations

 8.1 Cancellation of booking by the Client (all at Agency’s discretion) 

8.1.1 50% cancellation fee on the whole booking cost plus any travel or accommodation the IMA-Artist/model has paid out.

 8.2.1 Should the Agency want to cancel a booking then it shall use reasonable endeavours to provide the client with reasonable notice, take steps to offer to the client a suitable replacement and/or substitute and take such other reasonable steps as are reasonably practicable to mitigate against such cancellation.

8.2.2 In any event the Agency shall be entitled to cancel a booking at any time and for any reason prior to the booking date without liability to the client and the client will procure the necessary insurance cover with a reputable insurance provider to protect against such cancellation and any associated liability and the Agency shall not be liable to the client for any costs incurred as a result of such cancellation.

 8.3 In the event an IMA-Artist/model is ill and the job is therefore cancelled, the same applies as per clause 8.2.1.and 8.2.2.

 9. Weather related cancellations 

On the first occasion of cancellation half the booking fee is charged and payable by the client unless the client fails to cancel in time to prevent the IMA-Artist’s/models attendance in which case the full booking fee is charged and payable by the client. On the occasion of the second cancellation and any subsequent cancellations the full booking fee is charged and payable by the client. 

10. Meals

Clients are responsible for the provision of all meals and beverage requirements of the IMA-Artist’s/models (taking into account dietary requirements) whilst the IMA-Artist’s/models are providing services to the client on all bookings (see section 2.4)). 

11. Artist care and safety 

11.1 The clients shall ensure that the IMA-Artist/model is treated with respect and professionalism and that the client takes all steps necessary to ensure that the safety, health and wellbeing of the IMA-Artist/model is protected and maintained at all times whilst providing services to the client. Such steps shall include without limitation: 

11.1.1 Ensuring that the venue for the provision of the services and the working conditions are safe and secure and allow the IMW-Artist/model to provide the services in compliance with all health and safety standards, regulations, codes and laws; 

11.1.2 Allowing the IMA-Artist/model to take suitable and regular rest periods, to ensure the IMA-artist/model is able to maintain suitable amounts of rest and refreshment whilst delivering the services; 

11.1.3 Providing adequate levels of insurance cover to safeguard the health and safety and future earnings of the IMA-Artist/model whilst the IMA-Artist/model is delivering the services and travelling to and from the client’s venue as if he/she were an employee of the client; 

11.1.4 Ensuring that all of the people and organisations which are engaged by the client in relation to the delivery of the services are suitably qualified, experienced and professional; 

11.1.5 Ensuring that no one imposes upon the IMA-Artist/model any action or activity which is either dangerous, degrading, unprofessional or demeaning to the IMA-Artist/model; 

11.1.6 ensuring that the services are delivered and the IMA-Artist/model is treated in accordance with The Association of IMA-Artist/model Agents’ Code of Practice; and,

11.1.7 Providing the IMA-Artist/model with an appropriate changing and dressing area to ensure that the IMA-Artist/model can prepare for the provision of the services and also maintains his/her privacy.

11.2 Always include a credit in the form of “IMA-Artist’s/models name” @ “the Agency”, wherever a credit is applied.

 12. Warranties 12.1 

The client warrants and represents to the Agency that: 

12.1.1 it has full capacity to enter into these terms and conditions and perform its obligations under these terms and conditions;

 12.1.2 The booking form is executed by a duly authorised representative of the client;

12.1.3 It will take all steps necessary to ensure that the IMA-artist/model is protected and treated in accordance with all applicable laws, good industry practice and section 11 above;

 12.1.4 it has all necessary permits, licences and consents to enter into and to perform its obligations under these terms and conditions and such obligations shall be performed in compliance with all applicable laws, enactments, orders, regulations, and other similar instruments (including but not limited to any employment law or health and safety requirements in effect from time to time); and,

 12.1.5 It will promptly disclose to the Agency in writing all necessary information (including without limitation the location and length of the shoot and requirements for any foreign travel) and details relating to the provision of the services to enable the Agency to ensure that the model is suitably prepared and able to perform the services.

13. Indemnity

 13.1 The client shall indemnify the Agency and keep the Agency indemnified against all costs, expenses, damages and losses suffered or incurred by the Agency (including but not limited to all legal costs and expenses on a full indemnity basis) arising out of or in connection with:

 13.1.1 Any breach by the client of these terms and conditions, including but not limited to, any breach by the client of Section 6 of these terms and conditions; 

13.1.2 any claim brought by a third-party against the Agency in circumstances where, as a result of the client’s acts or omissions, the distribution of images, in whatever form, outside of the agreed territory and in breach of these terms and conditions has caused the Agency to be in breach of the terms of an exclusive agreement with such third-party; and,

 13.1.3 Any breach by the client of any applicable laws and regulations including but not limited to any breach of applicable health and safety or employment laws and regulations as amended from time to time.

14. Fashion shows 

Catwalk bookings provide the client with the right to make use of an IMA-Artist’s/models services on the catwalk for the specified show and the right to allow photographers to be present to take photographs and videos of the show on the basis that all such material (or reproductions etc. as set out in section 3.2 above) is exploited for reporting purposes only. The client is responsible for ensuring that all photographers present are aware of this condition and the client will procure that they abide by these conditions. If any other usage is required it must be negotiated and agreed with the Agency at the time of the booking. 

15. Music videos, Promotional films 

All fees will be negotiated, structured and paid by the client for on a case-by-case basis. In normal circumstances there will be a fee for the shoot plus an additional buyout fee payable by the client. If not booking direct, the client (usually the music company) will be invoiced by the Agency as the ultimate client (see section 5). 

15.1 Test and experimental photography All fees will be negotiated, structured and paid by the client on a case-by-case basis. In normal circumstances there will be a fee for the shoot plus an additional buyout fee payable by the client. If not booking direct, the client (usually the music company) will be invoiced by the Agency as the ultimate client (see section 5). 

16. Test and experimental photography When the Agency agrees to allow a photographer to take test or experimental photography the photographer is not entitled to use, or allow others to use, test and/or experimental photographs or test commercials for commercial purposes unless specific arrangements have been made before the photographic session. 

17. Intellectual property rights 

17.1 The photographer and/or the client and anyone obtaining rights from or through the photographer/client is not entitled to use any images for any usage beyond that agreed or permitted under sections 2.1, 3, 12, 13, 14 and 15 above. The client will procure that the photographer/client agrees to restrict the use and exploitation of the copyright content of the photograph or any other intellectual property rights. If the client is not the photographer, the client shall draw all these terms and conditions (1-22) to the attention of the photographer and procure his agreement to them before the shoot commences. 

17.2 All rights not expressly granted to the client under these terms and conditions are hereby reserved to the Agency and/or the IMA-Artist/model as appropriate. In particular, the client acknowledges and agrees that the Agency is the owner or licence holder of all commercial rights and intellectual property rights relating to the IMA-Artist/model and the Agency and the client shall not be entitled to exploit or enter into any commercial or other agreement to exploit any rights relating to the IMA-Artist/model or the Agency other than the rights specifically granted to the client under these terms and conditions.

17.3 For the avoidance of doubt, notwithstanding anything in the booking confirmation form or these terms and conditions, including but not limited to any grant of exclusivity over the use of the images, the client acknowledges and agrees that the Agency and the IMA-Artist/model may use the images resulting from any booking in any form whatsoever, solely in order for the 

IMA-Artist/model and the Agency to promote the IMA-Artist/model and in the search of future job opportunities for the IMA-Artist/model. The IMA-Artist/model and the Agency acknowledge and agree not to exploit the images for commercial purposes, other than as set out in the booking confirmation form/SOW agreement. and these terms and conditions. 

18. Liability and insurance 

18.1 No party excludes or limits its liability under these terms and conditions for: 

18.1.1 Death or personal injury caused by its negligence;

18.1.2 Fraudulent misrepresentation; or,

18.1.3 Any other type of liability which cannot by law be excluded or limited. 

18.2 Subject to section 18.1, the Agency limits its liability under these terms and conditions, whether such liability arises in contract, tort (including without limitation negligence) or otherwise, so that the maximum liability of the Agency for all claims under these terms and conditions shall be limited to and shall not in aggregate exceed the total amount of the fees paid or payable to the Agency;

18.2.1 The Agency shall not be liable for: 

18.2.1.1 Loss of business, use, profit, anticipated profit, contracts, revenues, goodwill or anticipated savings; 

18.2.1.2 Product recall costs; 

18.2.1.3 Failure by the IMA-Artist/model to attend a booking for whatever reason; 

18.2.1.4 Damage to the client’s reputation; or,

 18.2.1.5 Consequential, special or indirect loss or damage; even if the Agency has been advised of the possibility of such loss or damage.

18.3 The client shall affect and maintain (and shall require its ultimate client, if any, to maintain) throughout the continuance of this terms and condition insurance policies which provide appropriate coverage adequate enough to cover all liabilities and risks of the client that may arise under these terms and conditions. Such insurance policies shall include without limitation:

 18.3.1 Cancellation insurance to protect against the potential liabilities which the Agency and the client may incur as a consequence of the provisions of sections 8 and 9;

18.3.2 Insurance to protect the Artist and the Agency should any damage, injury or loss be caused whilst the IMA-Artist/model is providing services to the client; and,

18.3.3 Travel insurance to cover the activities of the IMA-Artists/models whilst travelling to and from the location of the services.

19. Contract and authority 

All matters relating to the use of the IMA-Artist’s/models image, any other services supplied by the IMA-Artist/model and all fees must be negotiated and agreed only with the Agency. The client shall not attempt to negotiate, nor allow others to negotiate, with the IMA-Artist/models directly. If the client or the photographer or any other person on their behalf or connected with them obtains the IMA-Artist’s/models signature on any document or the IMA-Artist’s/models purported verbal agreement to anything outside of the scope of this agreement, such signature or verbal agreement shall not constitute a variation of this agreement and is not binding on the IMA-Artist/model or the Agency unless and until it is agreed in writing by the Agency (such agreement to be determined in the Agency’s absolute discretion).

 20. Complaints and disclaimer

 Any cause for complaint must be reported to the Agency by the client as soon as it arises. Complaints cannot be considered and/or dealt with effectively after the services have been delivered. Whilst the Agency will use reasonable endeavours to ensure that the models provide a satisfactory and efficient services to clients, as the agent, the Agency cannot be held responsible for an IMA-Artist’s/models conduct or behaviour whilst delivering the services and in this regard the Agency shall not be held liable for any costs, expenses or losses suffered as a consequence of the behaviour or conduct of any IMA-Artist/model.

 21. Force Majeure

 The Agency shall not be liable to the client for any delay in performing or failure to perform any of its obligations under these terms and conditions which is due to any cause beyond its control and which is unknown to, and cannot reasonably be anticipated by the Agency including without limitation fire, floor or catastrophe, acts of God, insurrection, workforce action, war or riots, (an “Event of Force Majeure”) and the Agency’s obligations under these terms and conditions shall be suspended for so long as the Event of Force Majeure continues and to the extent that it is so delayed. 

22. Interpretation of terms and conditions 

For the purpose of the relationship between the client and the Agency the client acknowledges, accepts and agrees that the Agency is the supplier of services which shall be strictly and exclusively governed by these terms and conditions. These terms and conditions apply to every offer, quotation, acceptance, purchase order, confirmation order, specification and/or contract for the sale and supply of services or goods (including services ancillary thereto) by the Agency and supersede any other terms of the client and take precedence over and override and exclude any other terms stipulated or incorporated or referred to by the client whether in the booking confirmation form or in any negotiations and any course of dealing established between the Agency and the client. The client acknowledges that there are no representations, statements or promises made or given by or on behalf of the Agency outside these terms and conditions which have induced the client to enter into these terms and conditions (which expression shall include any contract of which these terms and conditions form part).

22.2. If there is any conflict between any of these terms and conditions and the booking confirmation form/SOW agreement then the terms of these terms and conditions shall prevail without detriment to the remaining unaffected terms of booking confirmation form/SOW agreement. 

22.3 The booking confirmation form/ SOW agreement part of these terms and conditions and shall have effect as if set out in full in the body of these terms and conditions. Any reference to these terms and conditions includes the booking confirmation form/ SOW agreement.

 22.4 For the purpose of these terms and conditions the words “agreed”, subject to section 1, means agreed in writing in the booking confirmation form/ SOW agreement and signed by duly authorised representatives of both the Agency and the client. 

23. General 

23.1 If any of the terms, conditions or provisions of these terms and conditions or the booking confirmation are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent, be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

 23.2 Any termination of all or part of these terms and conditions shall not affect the coming into force or the continuance in force of any provision of these terms and conditions which is expressly or by implication intended to come into force or continue in force on or after such termination. 

23.3 Except as otherwise expressly provided in these terms and conditions, all representations, warranties, undertakings, agreements, covenants, indemnities and obligations made or given or entered into by the client and the ultimate client under these terms and conditions are assumed by them jointly and severally. 

23.4 Nothing in these terms and conditions shall render any party a partner or agent of the other. Except as expressly permitted by these terms and conditions, nothing shall allow a party to purport to undertake any obligation on behalf of the other nor expose the other party to any liability nor pledge or purport to pledge the other’s credit. 

23.5 No failure to exercise and no delay in exercising on the part of either party of any right, power or privileged under these terms and conditions shall operate as a waiver of it. Nor shall any single or partial exercise of any right, power or privilege preclude the enforcement of any other right, power or privilege. Nor shall the waiver of any breach of a provision be taken or held to be a waiver of the provision itself. For a waiver to be effective it must be made in writing. 

23.6 Except as and to the extent expressly otherwise specified in these terms and conditions, the rights and remedies contained in these terms and conditions are cumulative and are not exclusive of any rights or remedies provided by law or elsewhere in these terms and conditions.

23.6.1 The parties agree to keep, and to instruct its agents, employees, advisers and sub-contractors with knowledge hereof to keep these terms and conditions strictly private and confidential and not to disclose any details relating to the same, subject to disclosure in the following circumstances;

23.6.1.1 To enable enforcement of the party’s rights under these terms and conditions; 

23.6.1.2 With the prior written consent of the other party; and,

23.6.1.3 As required by any applicable law. 

23.7 These terms and conditions and the confirmation form/ SOW agreement constitute the entire agreement between the parties and supersede any previous agreement or arrangement between the parties relating to the subject matter of these terms and conditions.

 23.8 No variation or amendment to the terms of these terms and conditions shall be valid and binding unless in writing and signed by an authorised representative of each party.

23.9 Except where these terms and conditions expressly provides otherwise, a person who is not a party to these terms and conditions has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these terms and conditions but this does not affect any right or remedy of a third party which exists or is available apart from under that Act. The client acknowledges, accepts and agrees that the Agency has entered into these terms and conditions for the benefit of itself and the IMA-Artist/model and accordingly the IMA-Artist/model shall be entitled to enforce these terms and conditions as if he/she were a party to these terms and conditions.

 23.10 Subject to clause 23.11, the parties agree that these terms and conditions and its provisions will be governed by and construed in accordance with English law and the parties hereby submit to the exclusive jurisdiction of the English Courts.

 23.11 Notwithstanding clause 23.10, the Parties to this Agreement agree that the Company may enforce its rights under these terms and conditions in any other court of competent jurisdictions outside of the courts of England and Wales.

 Update: 4/02/2020

PRIVACY POLICY FOR THE IMOSSI MANAGEMENTAGENCY WEBSITE PLEASE READ THESE TERMS CAREFULLY 

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This Privacy Policy explains how we use the information we collect about you, how you can instruct us if you prefer to limit the use of that information and procedures that we have in place to safeguard your privacy. You can visit the Website without disclosing any personally identifiable information about yourself. By using this Website or submitting information to us through or in connection with this Website, you signify your consent to our collection, use and disclosure of your personal information in accordance with this Privacy Policy. If you do not agree with this Privacy Policy, you must not use this Website or submit information to us through or in connection with this Website.

 1. The Information we collect and how we use it We will use, store or otherwise process any personal information that relates to and identifies you, including but not limited to your name, postal address, e-mail address, telephone number and any other information you may provide to us, for example through email correspondence, to the extent reasonably necessary to provide the services that are available through our Website to you by us. We process this information for the purpose of: • dealing with your inquiries and requests • providing and personalising our services • crime prevention and prosecution of offenders; • maintaining information as a reference tool or general resource You may ask us to provide you with information about our services or services offered jointly with or on behalf of other organisations by sending us an e-mail at info@imossimanagement.com If you stop using the Website or your permission to use the Website is terminated, we may continue to use and disclose your personal information in accordance with this Privacy Policy (as amended from time to time) and as permitted by law. We will only process your personal information for the purposes described in this Privacy Policy, these include dealing with your inquiries and requests & providing and personalising our services. We will not give your personal information to any third parties without first getting your consent. In addition, if we want to use your personal information for any purposes other than those described in this Privacy Policy, we will offer you an effective way to opt out of the use of personal information for those other purposes. If you have any concerns about the use of your personal information by us please contact us in writing at info@imossimanagement.com

 2. Information security The Internet is not a secure medium. However, we have put in place various security procedures as set out in this policy. Please be aware that communications over the Internet, such as emails/webmails are not secure unless they have been encrypted. Your communications may route through a number of countries before being delivered – this is the nature of the World Wide Web/Internet. We cannot accept responsibility for any unauthorised access or loss of personal information that is beyond our control. We believe that we have appropriate policies, rules and technical measures to protect the personal data that we have under our control (having regard to the type and amount of that data) from unauthorised access, improper use or disclosure, unauthorised modification, unlawful destruction or accidental loss. All of our employees and data processors that have access to, and are associated with, the processing of your personal information are obliged to respect the confidentiality of our visitors’ information. We ensure that your information will not be disclosed to government institutions or authorities except if required by law or when requested by regulatory bodies or law enforcement organisations.

3. To whom will your information be disclosed? Your information may (if you contact us and provide such information to us), for the purposes set out in this Privacy Policy, be disclosed for processing to: • our employees; • successors in title to our business; • third party consultants, contractors or other service providers who may access your personal information when providing services (including but not limited to IT support services) to us; • government bodies and law enforcement agencies and in response to other legal and regulatory requests; • auditors or contractors or other advisers auditing, assisting with or advising on any of our business purposes, in any jurisdiction where we operate.

 4. Your rights in relation to your information You can write to us at any time to obtain a copy of your information and to have any inaccuracies corrected. Where appropriate, you may have your personal information erased, rectified, amended or completed. Please write to info@imossimanagement.com

5. Your consent By submitting any personal information to us you consent to the use of information as set out in this policy. We reserve the right to amend or modify this Privacy Policy and if we do so we will post the changes on this page. It is your responsibility to check the Privacy Policy every time you submit information to us. Use of this Website will signify that you agree to any such changes. In the event the purposes for processing your personal information change, then we will contact you as soon as practicable and seek your consent where such notification relates to a new additional purpose for processing. Owing to the global nature of the Internet infrastructure, the information you provide may be transferred in transit to countries outside the European Economic Area. Countries outside of the EEA may not have similar protections in place regarding your data and its use as set out in this policy. However, we have taken the steps outlined above to try and protect the security of your information.

 6. The Data Protection Act 1998 We are a Data Controller for the purposes of and under the terms of the Data Protection Act 1998 and we ensure we comply with all the protection the Act affords to you where we process any information that you provide to us in any correspondence.

 7. Use of your personal information submitted to other websites We are not responsible for the privacy policies and practices of other websites even if you accessed the third party website using links from our Website. We recommend that you check the policy of each website you visit and contact the owner or operator of such website if you have concerns or questions. 8. Further Information For further information from us on data protection and privacy or any requests concerning your personal information please write to info@imossimanagement.com

Update: 24/07/2021