TERMS OF SERVICE

Last Updated as of February 17, 2024

These Terms and Conditions form the legal basis for the relationship between ADAGE MODELS & PROMOTIONS AGENCY LTD (the "Agency"), its models, clients, and other business partners in the United Kingdom. Acceptance of these terms is required for engagement with the Agency.

GENERAL TERMS & CONDITIONS

Representation

Models appoint the Agency as their exclusive/non-exclusive representative within the UK to procure modeling assignments, including but not limited to fashion shows, photoshoots, and commercial advertisements.

The Agency is authorized to negotiate on behalf of the models with third parties for assignments, ensuring the best interests of the models are prioritized in accordance with UK employment laws.

Obligations of the Agency

The Agency commits to leveraging its industry contacts and expertise to secure assignments that align with the models' career goals and preferences.

It shall provide models and clients with accurate and timely information regarding assignments, adhering to the UK's Advertising Standards Authority (ASA) regulations to ensure all representations are truthful and not misleading.

Obligations of the Models

Models must maintain professional conduct and appearance as per the requirements of each assignment and adhere to the Agency's guidance and advice.

They are required to notify the Agency of any significant changes that could affect their ability to fulfill assignments, such as changes in appearance or availability, in compliance with the agreed terms.

Compensation and Payments

Detailed payment terms, including rates, invoicing, and payment schedules, will be clearly outlined for each assignment, with the Agency ensuring transparency and fairness in line with the UK's Employment Agencies Act.

The Agency's commission rates will be explicitly stated, and any deductions from the models' earnings will be made transparently, following the Conduct of Employment Agencies and Employment Businesses Regulations.

CONFIDENTIALITY

A mutual confidentiality obligation will protect both the Agency's and models' proprietary information, in accordance with the UK's Data Protection Act 2018 and General Data Protection Regulation (GDPR), ensuring personal data is handled securely and lawfully.

Intellectual Property

Intellectual property rights related to assignments, including photographs and digital content, will be managed in accordance with UK copyright laws, specifying the rights of models, clients, and third parties.

The Agency retains the right to use work product and models' images for its promotional activities, subject to restrictions and permissions defined in individual contracts.

TERMINATION

Either party may terminate the agreement under conditions outlined in individual contracts, with provisions for notice periods, reasons for termination, and obligations post-termination being clearly defined and compliant with UK employment laws.

Dispute Resolution

The Agency and models agree to first seek resolution of any disputes through mediation. If unresolved, disputes will be subject to arbitration or litigation in the UK courts, following the Arbitration Act 1996.

Amendments

Any changes to these Terms and Conditions will be made in writing and communicated to all parties, ensuring continued compliance with UK law and industry best practices.

Governing Law

These Terms and Conditions are governed by the laws of England and Wales and are subject to the exclusive jurisdiction of the English courts.

By submitting an application to ADAGE MODELS & PROMOTIONS AGENCY LTD, models expressly agree to be bound by the above General Terms and Conditions, which form the legal framework governing the relationship between the Agency, its models, and other parties within the United Kingdom. This agreement encompasses all aspects of representation, obligations of both the Agency and the models, compensation and payment structures, confidentiality requirements, intellectual property rights, termination processes, dispute resolution mechanisms, and the governing law. It is imperative that applicants understand that their engagement with ADAGE MODELS & PROMOTIONS AGENCY LTD, upon acceptance, signifies a commitment to adhere to these terms, which are designed to ensure a professional, fair, and legally compliant working relationship. We strongly recommend that all prospective models review these terms carefully and consult with legal counsel if necessary, to fully comprehend their rights and responsibilities under this agreement.