Photographer Agreement
Last Updated: March 22, 2025
Welcome to Memorii! This Photographer Service Agreement (hereinafter referred to as the "Agreement") is a legal contract between Memorii Limited ("Memorii" or the "Platform") and the registered photographer ("you" or the "Photographer"). By using the services provided by Memorii, you agree to comply with the terms and conditions outlined below. If you do not agree to this Agreement, please do not use the Memorii Platform.
Article 1. Definitions
"Platform": Refers to Memorii Limited and its operated websites, applications, and other related services.
"Photographer": An individual or team who registers on the Memorii Platform to offer photography services.
"Client": The end user who books photography services through the Memorii Platform.
"Platform Account": The personal account registered by the Photographer on the Memorii Platform used to manage services and transactions.
"Booking Service": The process by which a Client selects and pays for photography services via the Platform.
"Service Fee": The fee deducted by Memorii from the amount paid by the Client, used to support platform operations, customer support, and technical development.
"Contract": The order agreement established between the Client and Photographer through the Platform.
"Photographic Content": All photos, videos, and other visual content created by the Photographer during the provision of photography services.
"Intellectual Property": Includes but is not limited to copyrights, trademarks, patent rights, and all other intellectual property rights related to the Photographic Content or the Platform.
Article 2: Registration and Account Management
Account Registration
Photographers must complete registration through the Memorii Platform by submitting accurate and complete personal or company information, including but not limited to identity documents, qualifications, contact details, and payment methods.
The Photographer must provide valid contact details and ensure the account is used solely by the registered individual.
Account Security
The Photographer is responsible for maintaining the confidentiality and security of their account and password. Memorii is not liable for any loss resulting from account information leakage or unauthorized use.
In case of any unauthorized access, the Photographer must notify Memorii immediately and take necessary actions to protect the account.
Account Deactivation
Photographers may deactivate their account via Platform settings at any time, but must first complete all pending orders and obligations.
If a Photographer's account remains inactive for 90 consecutive days (e.g., no bookings, shoots, or payments), Memorii reserves the right to consider the account as inactive and automatically remove the Photographer's profile and associated content. Re-registration and approval will be required to resume services.
Article 3: Photography Services and Booking Arrangements
Article 4: Photo Delivery and Copyright
Editing and Delivery
Photographers must edit and optimize photos post-shoot and provide retouching if applicable, as agreed with the Client.
Delivery should be made within the promised timeframe via the Platform or another approved method.
Copyright of Photographic Content
Photographers agree to discuss photo copyrights and intellectual property matters with the Client.
Once payment is made and photos are delivered, the Client holds non-commercial rights to the images, including use, modification, and publication for personal purposes.
Use for Platform Promotion
Photographers agree that Memorii may use photo content, with prior authorization from both the Photographer and the Client, for promotion and marketing purposes. Memorii will respect the Photographer's creative rights and the Client’s privacy.
Article 5: Service Fees and Payment
Service Fees
Memorii will charge a service fee, which is included in the price set by the Photographer.
Payment Process
After a Client pays for a booking, Memorii will hold the funds and release the remaining amount (after deducting the service fee) to the Photographer within 30 business days after the shoot is completed.
Earnings and Settlement
For each completed booking, Memorii will deduct 12% as the service fee, and the remaining 88% will be paid to the Photographer.
This percentage is subject to change, with prior notice via email, platform announcement, or internal notification.
All payments will be settled in HKD/JPY/RMB. Photographers must provide valid payment account details. Payments will be processed within 30 business days after completion of each transaction.
Payment Method
All payments will be made through Memorii’s designated payment channels. Photographers must ensure their payment details are accurate.
Liability for Payment Errors or Bank Refusals
Photographer’s Responsibility:
The photographer must ensure that all payment account information provided on the platform (including but not limited to the bank account holder’s name, account number, bank name, etc.) is true, accurate, complete, and matches either the photographer’s own identity or that of a legitimate affiliated entity.Consequences of Incorrect Information:
If any payment fails due to incorrect, expired, or invalid account information provided by the photographer, or due to a bank’s rejection, the platform will not be held responsible for any resulting losses or fees, including but not limited to remittance fees or delays in fund delivery.Handling Procedure:
In such cases, the platform will notify the photographer once the funds are returned by the bank and request the submission of updated and valid payment information. The photographer must update the relevant details within 3 business days upon receiving the notice. The platform will reinitiate the payment as soon as possible after receiving the correct information, but does not guarantee a specific timeline for the funds to be received.Bank Rejection Cases:
If a payment fails due to an abnormal status of the recipient’s account (e.g., account frozen, closed, or rejected by the bank), the photographer is responsible for resolving the issue directly with the bank and for providing new valid payment details to the platform in a timely manner.Repeat Transfer Fees:
If the platform is required to reprocess a payment due to reasons not attributable to the platform, any associated bank transfer fees shall be borne by the photographer. The platform reserves the right to deduct such fees directly from the payment amount.
Article 6: Photographer Responsibilities and Obligations
Compliance with Laws
Photographers must comply with local laws and not infringe any third-party rights, including copyrights, trademarks, and portrait rights.
They are solely responsible for their tax obligations. Memorii does not withhold or pay taxes on behalf of Photographers.
Photographers must ensure any content uploaded to the Platform does not infringe on third-party rights. If featuring third parties in images, prior consent must be obtained. Memorii reserves the right to hide or remove infringing content and suspend or terminate accounts.
Professional Conduct
Photographers must provide professional service and respect clients' privacy, needs, and expectations. Unprofessional behavior may result in complaints or account termination.
Communication and Cooperation
Photographers must maintain timely communication with clients and strive to meet reasonable requests.
If third-party claims arise due to uploaded content, the Photographer must handle them independently and bear all costs.
Article 7: Cancellation and Refund Policy
Photographer Cancellation
If the photographer cancels a confirmed booking prior to the scheduled shoot, Memorii reserves the right to require the photographer to pay a penalty or provide alternative compensation to the client.
The photographer must notify both the platform and the client in advance and bear the following responsibilities:
Cancellations made within 3 days before the scheduled shoot: The photographer must issue a full refund to the client and pay a penalty to Memorii equal to 50% of the total booking amount as compensation.
Cancellations made more than 3 days before the scheduled shoot: The photographer must issue a full refund to the client and pay a penalty to Memorii equal to 20% of the total booking amount as compensation.
In cases where the cancellation is due to force majeure (e.g., natural disasters, sudden illness), the photographer must promptly provide supporting documentation. Upon review and approval by the platform, the photographer may be exempt from penalties.
Article 8: Breach and Liability
Breach of Contract
If the Photographer fails to fulfill agreed obligations (e.g., delayed photo delivery or no-shows), Memorii may impose penalties such as refunds, account suspension, or termination.
Disclaimer
Memorii is not liable for direct or indirect losses caused by Photographer delays, quality issues, or other related matters.
Memorii acts solely as a technical platform and payment intermediary and does not guarantee the quality of photography services.
Article 9: Off-Platform Bookings
Price Protection
Photographers may accept bookings outside the Platform, but not at prices lower than those listed on Memorii.
Photographers must not use client information obtained via Memorii to bypass the Platform.
Violation Handling
If a Photographer is found accepting off-platform bookings at a lower price:
Their Platform account may be terminated.
They may be liable for damages or compensation.
Legal action may be taken as per relevant terms.
Article 10: Intellectual Property
Photo Content License
Photographers grant Memorii a non-exclusive license to use uploaded photo content for promotion, advertising, and social media.Platform Content IP
All content provided by Memorii (including website design, trademarks, logos) remains the intellectual property of Memorii and must not be used without authorization.
Article 11: Dispute Resolution
Applicable Law
This Agreement is governed by the laws of the Hong Kong SAR and Japan.Dispute Resolution
Disputes shall first be resolved amicably. If not, they shall be submitted to the Hong Kong International Arbitration Centre or the Tokyo Arbitration Centre under their respective rules.
Article 12: Modifications
Amendments
Memorii may modify this Agreement at any time, with immediate effect. Continued use of the Platform constitutes acceptance of the new terms.
Contact Us
For inquiries, please contact:
Memorii Limited
info@meemoorii.com