Terms of service

1. Parties and scope

1.1 Parties

These Terms and Conditions (here after the “T&C”) are made by and between:
Professional :
Name: Polina Nasedkina
Name of the Company: Polina Nasedkina Photography
Legal Form: Eenmanszaak /BV
Chamber of Commerce (KvK) No.: 84466758
European VAT number : NL003967514B87
Email:
Website : https://nasedkina-photo.nl/
Activity : Polina Nasedkina provides professional photography services.
Here after the “Professional”

AND
The Client
Here after the “Client”
Collectively, the Professional and the Client are referred to as the “ Parties.”

1.2. General information

These Terms and Conditions ("T&C") are provided to the Client by the Professional prior to the engagement. The Client acknowledges that they have read, understood, and agree to be bound by these T&C.

Acceptance of the Professional’s Quote constitutes the Client’s unconditional acceptance of these T&C. Upon acceptance of the Quote by the Client, these T&C become legally binding on both the Client and the Professional. The T&C shall enter into force on the date the Client accepts the Quote (the "Effective Date").

The Professional is and shall remain an independent contractor, registered with the Chamber of Commerce (KVK), and not an employee, agent, partner, or joint venture of the Client. The Professional shall determine the method, manner, and means by which the work is performed. These T&C do not create an employment relationship between the Client and the Professional.

The governing language of these T&C is English, and the English text alone constitutes the entire and valid agreement. Any translation that the Professional may provide to the Client is solely for informational use and holds no binding force. The original English version will prevail in the event of any conflict.

2. Execution of the Terms and Conditions

2.1 Obligations of the Professional

The Professional is a Professional photographer.Among the services the Professional offers:

• headshot photoshoot
• branding photoshoot
• office package
• event package
• industrial package

In principle, the Professional only takes photos, but exceptionally, she can include videos in the package.

Initial Contact

When a potential client contacts the Professional for information, the Professional shall contact them to:

• present the services she can offer
• understand their needs
• inform the potential client of her availability

If necessary, the Client and the Professional may arrange a phone call or video conference to clarify the Client's expectations.

Establishing and Sending the Quote

Following this initial exchange, the Professional undertakes to establish a Quote. The Quote is valid for a period of three months

The Professional shall send the Client a Quote by email. This Quote specifies:

• the detailed description of the agreed services
• the pricing
• the accepted means of payment
• the payment terms

The Quote accurately reflects what was discussed with the Client during the initial contact

The Professional shall attach to the Quote, depending on the Client's request:

• a list of items the Client needs to bring for the photoshoot
• these T&C

If no date was decided yet, the Professional shall specify her availability for the Client to choose a date for the photoshoot.

The Professional shall in her email remind the Client to inform all the people concerned by the photoshoot upfront.

Delivery Timeframe

After the photoshoot, the Professional shall deliver the edited photos and videos (where applicable) to the Client.

The photos shall be delivered within the timeframe specified in the Quote, usually one week after the last photo session.

Where videos are included in the package, they shall be delivered within two weeks after the session, unless otherwise specified in the Quote.

Delivery Method

The photos and videos shall be, in principle, delivered to the Client via the platform we transfer.

The files shall remain available for download for a period of 30 days from the date of delivery notification.

After this period:

• The Client must request renewed access in writing (including via email)
• The Professional is not obligated to maintain copies of the files beyond the initial availability period and is not liable for any loss of files after this period

The Client is responsible for downloading and securely storing the photos and videos within the initial availability period.

2.2. Obligations of the Client

2.2.1 Obligations of the Client under the current work relationship

Communication of Requirements

The Client undertakes to clearly communicate all requirements and requests, particularly during the initial contact, to enable the Professional to prepare an appropriate Quote.

Acceptance of Quote and Payment

The Client must accept the Quote before the photoshoot and, if required, pay the relevant fees.

Payment of the fees or booking or confirming of the appointment for the photoshoot shall constitute acceptance of the Quote.

Attendance and Preparation

The Client undertakes to:

• book a date for the photoshoot within the availability of the Professional
• attend the booked photoshoot
• be punctual
• bring all items required for the session
• inform in advance the people concerned by the photoshoot
• obtain all necessary authorizations and releases from individuals appearing in the photos, especially if the session involves minors

Sessions Involving Multiple Individuals

Individuals present on the premises on the day of the shoot must be able to withdraw if they do not wish to appear in the photos.

If the Professional must return at a later date because some people, such as staff members for company shootings, are absent on the scheduled day, this shall be considered a new photoshoot and invoiced accordingly

Safety of the Professional

Within the limits of their possibilities, the Client undertakes to ensure the safety of the Professional, including but not limited to by providing necessary safety equipment or communicating any information regarding potential hazards. The Client shall not put the Professional at unnecessary risk.

2.2.2 Obligations of the Client after the end of the current relationship

Attribution and Credit

The Client undertakes to credit the Professional's name when using or publishing the photos and videos, unless otherwise agreed.

Reuse of Photos (and where applicable) videos

The Client may reuse the photos and (where applicable) the videos within the scope of the usage agreed in the Quote. Any use beyond the initially intended scope requires the Professional's prior written consent and may be subject to additional fees

The Client is allowed to use the photos and videos for marketing purposes.

3. Prices and payments

3.1 Prices

Determination of Pricing

The prices are stated in the Quote sent by the Professional to the Client.

They are established following the initial consultation with the Client and vary according to their specific requirements, including but not limited to : duration of sessions, number of photos required, number of people to photograph,...

The final price may include:

• travel costs
• additional expenses related to the Client's particular requirements

Any modification to the initial order requested by the Client after acceptance of the initial Quote may result in a price revision. The Professional shall inform the Client of the financial impact of the requested modification. The modification shall only be implemented upon the Client's agreement to the revised pricing.

In the event of a substantial modification to the project, the Professional reserves the right to issue a new Quote to be approved by the Client.

Indicative Pricing

Prices and service descriptions displayed on the Professional's website are provided for informational purposes only and do not constitute a binding offer or contract.

Travel and Accommodation Costs

Travel costs within the Netherlands are included in the base price. However, travel costs do not include where required:

• accommodation costs,
• taxi fares or other local transportation costs.

3.2 Payment terms

The accepted means of payment are specified in the Quote. Unless otherwise agreed in writing between the parties, the payment terms are as follows:

Initial Payment (50%)

Upon acceptance of the Quote, the Client must pay a non-refundable deposit equal to fifty percent (50%) of the total fee to confirm the booking.

Payment must be received by the Professional no later than two (2) working days prior to the scheduled photoshoot date.

Failing this, the photoshoot shall be cancelled and any deposit paid shall be retained by the Professional.

No photoshoot shall be definitively reserved until the initial payment has been received by the Professional.The Professional shall issue a first invoice for this initial payment.

Final Payment (50%)

The remaining balance of fifty percent (50%) of the total fee shall be invoiced by the Professional after the photoshoot. The invoice shall be sent with the deliverables.This final invoice is payable within thirty (30) days of its date of issue.

Consequences of Late Payment

If the Client fails to pay the final invoice by the specified due date, the following consequences shall apply immediately and automatically:

Suspension of Usage Rights

• The Client's right to use, publish, reproduce, distribute, or display the photos and videos shall be automatically suspended
• All use of the photos and videos must cease immediately upon expiration of the payment deadline
• The license granted under Article 5.2 shall be suspended until full payment is received

Financial Consequences

The Client shall be liable to pay the Professional:

• Late payment interest: Interest on the outstanding amount at the statutory commercial interest rate in the Netherlands, calculated from the day following the payment due date until full and final settlement
• Collection costs: All reasonable costs incurred by the Professional in collecting the outstanding payments, including standard collection fees of 40 euros, legal fees, and collection agency charges
• Liquidated damages for unauthorized use: If the Client continues to use the photos and (where applicable) the videos after the payment deadline, the Client shall pay liquidated damages of 250 euros per photo used, without prejudice to all other amounts due.

Suspension of Work

Where relevant, the Professional reserves the right to immediately suspend all ongoing work related to the engagement until all outstanding amounts, including accrued interest, are paid in full.

Termination

If payment remains outstanding for more than thirty (30) days after the due date, the Professional shall be entitled to terminate these Terms and Conditions with immediate effect via written notice.In the event of termination for non-payment:

• The initial 50% deposit shall be retained by the Professional
• The Client shall have no right to use any of the photos or videos created
• All amounts due shall become immediately payable

Legal Acknowledgment

The Client acknowledges that any use of the photos or videos after the payment deadline has passed without full payment constitutes:

• A material breach of these Terms and Conditions
• An infringement of the Professional's copyright under Dutch law
• Grounds for immediate termination and legal action

All remedies set forth in this Article are cumulative and without prejudice to any other rights or remedies available to the Professional under these Terms and Conditions or under Dutch law.

4. Cancellation and Rescheduling

4.1 Cancellation by the Client

Cancellation Notice

Any cancellation of a photoshoot must be notified to the Professional in writing as soon as possible.

Cancellation More Than 2 Working Days in Advance

If the Client cancels the photoshoot more than two (2) working days before the scheduled session date:

• The 50% deposit already paid shall be retained by the Professional and will not be refunded
• The Client shall not be liable for the remaining 50% of the total fee
• Any expenses already incurred by the Professional (transportation tickets, accommodation, or other costs paid in advance) must be reimbursed by the Client upon presentation of proof of expenses

At the Professional's sole discretion, the Professional may offer:

• Rescheduling of the session to another date (subject to availability)
• A partial refund of the deposit, less administrative costs and expenses already incurred

Cancellation Less Than 2 Working Days in Advance

If the Client cancels the photoshoot less than two (2) working days before the scheduled session date, or fails to attend the scheduled session without prior notice:

• The Client remains liable for payment of the full amount (100%) of the photoshoot
• The 50% deposit already paid shall be retained by the Professional
• The remaining 50% shall become immediately due and payable
• Any expenses already incurred by the Professional must also be reimbursed by the Client

Exception for Force Majeure

Exception for Force Majeure by the Client

If the Client cancels due to Force Majeure (as defined in Article 6.2), the full payment penalty for late cancellation shall not apply.

In such cases:

• The Client shall forfeit the 50% deposit
• The Client shall reimburse any expenses already incurred by the Professional
• The Client shall not be liable for the remaining 50% of the total fee
• The Client must provide reasonable evidence of the Force Majeure circumstances

Reimbursement of Incurred Expenses

When the Professional must travel more than 20 kilometers to the session location, all expenses already incurred by the Professional, including but not limited to transportation tickets, accommodation, or any other costs paid in advance, shall be retained by the Professional from amounts already paid or must be reimbursed by the Client upon presentation of proof of expenses.

The Professional shall issue an invoice for payment of these expenses, or include them in the final invoice where applicable.

Rescheduling

Rescheduling is subject to the Professional's availability and may incur additional fees if it requires changes to the originally agreed services.

4.2 Cancellation by the Professional

The Professional reserves the right to cancel a photoshoot in the following cases:

• illness or incapacity of the Professional
• force majeure as defined in Article 6.2 of these Terms and Conditions
• unforeseeable circumstances making it impossible to perform the service under satisfactory conditions

In the event of cancellation by the Professional, the Professional shall inform the Client as soon as possible in writing.

The Professional shall offer the Client the following options:

• rescheduling the session to a later date convenient for both parties, at no additional cost
• definitive cancellation of the service with full refund of all amounts paid by the Client, including the 50% deposit.

If the Client chooses to reschedule the session, payments already made shall be retained and applied to the newly agreed date.

If the Client chooses definitive cancellation or if no rescheduling is possible within a reasonable period, the Professional shall refund all amounts paid in full within 14 days following the cancellation notification.

5. Intellectual Property, copyright, and usage rights

5.1 Property Rights and copyrights

All photos and videos created by the Professional remain the Professional's exclusive intellectual property and are protected by copyright.

5.2 License Granted to the Client

The Client receives a license to use the photos and videos for the purposes agreed upon and specified in the Quote.

License Restrictions

Unless otherwise expressly stated in the Quote, the license granted to the Client does NOT include the right to:

• Edit, modify, retouch, alter, or manipulate the photos and videos in any way, including but not limited to cropping, color correction, or application of filters
• Sell, transfer, assign, sublicense, or otherwise commercially exploit the photos and videos to third parties
• Use the photos and videos for commercial purposes other than those specifically agreed upon in the Quote
• Remove, obscure, or alter the Professional's signature, watermark, or credit attribution
• Create derivative works based on the photos and videos
• Use the photos and videos in any manner that could be considered defamatory, pornographic, or otherwise harmful to the Professional's reputation

Permitted Minor Adjustments

The Client may make minor, non-substantive adjustments to the photos and videos for practical display purposes only, such as:

• Resizing for specific platforms (while maintaining aspect ratio)
• Minor cropping that does not alter the artistic integrity of the photo or video
• Format conversion (e.g., JPEG to PNG) provided that such adjustments do not materially alter the appearance or artistic intent of the photos and videos.

Any use of the photos or (where applicable) videos beyond the scope of the license granted requires the Professional's prior written consent and may be subject to additional fees.

Violation of these license restrictions constitutes a material breach of these Terms and Conditions and may result in immediate termination and legal action for copyright infringement.

5.3 Use of the photos and videos by the Professional

Default Consent

By accepting the Quote, the Client grants the Professional consent to use the photos and videos taken during the session for the Professional's promotional purposes, including but not limited to:

• Publication on the Professional's social media accounts (Instagram, Facebook, LinkedIn, etc.)
• Publication on the Professional's website
• Inclusion in the Professional's professional portfolio
• Use in marketing materials and advertising

Special Provisions for Minors

When the photos or videos include minors, the Professional shall obtain explicit written consent from the parent(s) or legal guardian(s) before using such images for promotional purposes, regardless of the default consent granted by accepting the Quote.

Withdrawal or Limitation of Consent

The Client may, at any time:

• Refuse consent entirely by notifying the Professional in writing (including via email) before, during, or after the session
• Limit consent to specific uses (for example, consent to use in portfolio only, but not on social media; or consent to use on website only, but not in advertising)
• Withdraw previously granted consent by notifying the Professional in writing (including via email) at any time

Effect of Withdrawal or Limitation

If the Client refuses consent, limits consent, or withdraws previously granted consent:

• The Professional shall comply with the Client's wishes within thirty (30) days of receiving written notification
• The Professional shall remove the relevant photos from the specified platforms or uses
• The Client's refusal, limitation, or withdrawal of consent shall have no impact on the pricing or terms of the photoshoot

Default Rule

If the Client does not communicate anything regarding consent (neither acceptance nor refusal), the default consent granted by accepting the Quote shall remain in effect.

The Client may communicate their preferences regarding consent at any time by email to .

6. Liability

6.1 Liability of the Professional

The Professional's liability for any loss or damage arising out of or in connection with the performance or non-performance of these Terms and Conditions shall be strictly limited to direct damage caused by the Professional's demonstrable fault, intent, willful misconduct, or gross negligence.

The Professional’s liability is limited to the amount paid for the services. This does not apply to any damages resulting from intent or gross negligence on the part of the Professional.

In case of cancellation by the Professional, the Professional's liability shall be limited to the amount paid for the services.

The Professional shall not be liable for any delays or damage related to the intervention of a third party.

6.2 Force Majeure

In the event of a Force Majeure situation, the Professional's failure to perform shall not constitute a breach of these T&C. Performance of the relevant obligation(s) shall be suspended for the duration of the Force Majeure situation. Force Majeure shall mean any cause or circumstance beyond the Professional’s reasonable control, even if foreseeable at the time these T&C are concluded, which permanently or temporarily prevents the fulfillment of these T&C, and includes (but is not limited to) war danger of war, civil unrest, natural disasters (e.g., fire, flood, earthquake), riot, strike, transport difficulties, computer system failures, power outages, a pandemic, epidemic or any other threat to public health, and prolonged illness of staff.

If the period of Force Majeure lasts longer than sixty (60) consecutive days, either party shall be entitled to terminate the agreement or the affected part thereof via written notice, without further obligation to pay damages or compensation to the other party. The Professional shall not be liable for any loss or damages arising from or connected to a Force Majeure situation.

7. Terms and termination

7.1 Term

These T&C shall enter into force on the Effective Date (the date the Client accepts the Quote) and shall remain in force until the Professional has completed the services as defined in the Quote and received the final payment due under these T&C, unless terminated earlier in accordance with the relevant provision of these T&C.

7.2 Termination for Cause

Either Party may terminate their relation immediately upon written notice to the other Party if:

• The other Party commits a material breach of any term or condition of these T&C and fails to remedy that breach within fourteen (14) days after receiving written notice specifying the breach.
• The other Party becomes insolvent, subject to bankruptcy, receivership, or any similar proceedings.

7.3 Effect of Termination

• Upon termination for any reason, the Client shall immediately pay the Professional any outstanding fees for services rendered up to the date of termination. The Professional shall send an invoice to the Client concerning the fees to be paid or paid where relevant.
• The provisions relating to Payment terms, Intellectual Property and Copyright, Liability, GDPR, and Applicable Law and Jurisdiction shall survive the termination of the work relationship.

8. GDPR

The Professional is handling carefully all personal data concerning the Client and commits to comply with the GDPR.

The Privacy policy that outlines how the Professional collects, uses, shares, and protects personal data can be found : https://nasedkina-photo.nl/en/privacy-policy/

9. Applicable Law and Jurisdiction

These T&C shall be governed by and construed in accordance with the laws of the Netherlands. The Parties agree to first attempt to resolve any dispute arising from or related to these T&C through good-faith negotiation. If negotiation is unsuccessful, the Parties agree to attempt resolution through Alternative Dispute Resolution (ADR), specifically mediation, before resorting to litigation. If the dispute is not resolved within a period of ninety (90) days from the date either Party notifies the other of a dispute, either party may submit the matter to the competent Dutch court as follows: For disputes involving an amount not exceeding €25,000, the parties submit to the exclusive jurisdiction of the Rechtbank Rotterdam. For disputes involving an amount exceeding €25,000, the parties submit to the exclusive jurisdiction of the Civil chamber of the Rechtbank Rotterdam.

10. General Provisions

10.1. Entire Agreement

These Terms and Conditions, together with the Quote accepted by the Client, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior discussions, proposals, representations, or agreements, whether oral or written, relating to the same subject matter.

10.2. Severability

If any provision of these Terms and Conditions is found to be invalid, unlawful, or unenforceable by a competent court or authority, that provision shall be deemed modified to the minimum extent necessary to make it enforceable, or severed from these Terms and Conditions if modification is not possible. The remaining provisions shall continue in full force and effect.

10.3. No Waiver

The failure of either party to enforce any provision of these Terms and Conditions on any occasion shall not constitute a waiver of that party's right to enforce such provision on any future occasion or to enforce any other provision of these Terms and Conditions.

10.4. Notices

Any notice or communication required or permitted under these Terms and Conditions shall be made in writing and delivered by email to the contact details specified in the Quote, or to such other address as a party may notify in writing. Notices sent by email shall be deemed received on the next business day following transmission, unless the sender receives a delivery failure notification.

10.5 Amendment of Terms and Conditions

These T&C are subject to periodic review and may be updated by the Professional from time to time. The version of these T&C applicable to any given engagement shall be the version in force at the date the Client accepts the Quote. Any subsequent amendments to these T&C shall not affect engagements already in progress unless both parties expressly agree in writing.