Terms and Conditions
1. PARTIES
The parties to this independent Artist Agreement are -
1.1. Celebrities Casting and Modelling Agency CC t/a CCA, with registration number 2003/003583/23, a closed corporation duly incorporated in terms of the company laws of South-Africa, having its registered office at 8 AP Burger, Plattekloof, Cape Town, South Africa, hereinafter referred to as (“The Agency”); and
1.2. The ARTIST / Person / Guardian’s name whose name is on the submitting form (“the Artist”), presented to CCA.
2. PREAMBLE WHEREAS
The Agency provides Services for purposes of modelling and casting on behalf of Artists. AND WHEREAS the Agency, by reason of the Agency’s contacts, experience and background, is qualified to render such Services to the Artist. AND WHEREAS the Artist wishes to make use of such Services. AND WHEREAS the purpose of this agreement is to clearly identify the roles and responsibilities of each party to the agreement. AND WHEREAS, this agreement shall not be used or copied for any reason than submitting artists to Celebrities Casting and Modelling CC. Using this agreement as for any other purpose shall be seen as stealing intellectual property of Celebrities Casting and Modelling Agency CC.
3. DEFINITIONS AND INTERPRETATIONS
3.1. Definitions In this Agreement, unless the context otherwise requires, the following capitalized terms shall have the meanings assigned to them below and cognate expressions shall have corresponding meanings: “Agreement” this Artist Management Agreement “Commencement Date” means the “joining date” submitting the Artists information and referred to in clause 4 below; “Law” the common law and any applicable constitution, statute, bylaw, proclamation, regulation, rule, notice, treaty, directive, code of practice, charter, judgment or order having force of law in South Africa, and any interpretation of any of them by any court or forum of law; “Party” or “Parties” means the Agency or the Artist (person / guardian whom are submitted to CCA/Celebrities, or both of them, as the context may require; “Website” www.celeb.co.za “The Agency” means the Party referred to in clause 1.1 above; “The Artist /The member” means the Party referred to in clause 1.2 above. Enrolled Artist/Member- refers to an Artist that, are required to provide to the Agency regularly, five updated images (two headshots, two full length shots and a character shot) as well as current measurements; “The Services” refers to the Agency assisting Artists’ with casting and modelling and referring their Portfolio to various Third Parties for purposes of assignments. “Option” means the Artist is on the final shortlist for an assignment/shoot and the Third Party has indicated their intention to use the Artist. During this period the artist must be available on call till the options expiry date. “Restraint Period” means a period of 6 (SIX) months. “The Portfolio” means a collection of an Artist’s photo images in the Agency’s database and which are sent to Third Parties; “Third Parties” means CCA clients, production houses that require Artists for purposes of assignments “Jurisdiction” Cape Town South Africa
3.2 Interpretation This Agreement shall be interpreted according to the following provisions, unless the context requires otherwise:
3.2.1 Unless otherwise defined herein, any phrase or word defined in the Act, has the same meaning in this Agreement.
3.2.2 References to “Parties” shall include the Parties’ respective successors-in-title and, if permitted in this Agreement, their respective cessionary and assignees.
3.2.3 References to a “person” shall include an individual, firm, company, corporation, juristic person, and any trust, organization, association or partnership, whether or not having separate legal personality.
3.2.4 References to “clauses”, “sub-clauses” and “schedules” are references to the clauses, sub-clauses and schedules of this Agreement.
3.2.5 Words in parentheses and italics appearing after a clause reference or a reference to a Schedule are inserted for ease of reference only. If there is any discrepancy between the clause reference and the words in parentheses and italics, the latter shall prevail.
3.2.6 The headings of clauses, sub-clauses and schedules are included for convenience only and shall not affect the interpretation of this Agreement.
3.2.7 The schedules to this Agreement are an integral part of this Agreement and references to this Agreement shall include the schedules.
3.2.8 The Parties acknowledge that each of them has had the opportunity to take legal advice concerning this Agreement and agree that no provision or word used in this Agreement shall be interpreted to the disadvantage of either Party because that Party was responsible for or participated in the preparation or drafting of this Agreement or any part of it.
3.2.9 Words importing the singular number shall include the plural and vice versa, and words importing Page 2 of 5 either gender or the neuter shall include both genders and the neuter.
3.2.10 References to “this Agreement” shall include this Agreement as amended, varied, novated or substituted in writing from time to time.
3.2.11 General words preceded or followed by words such as “other” or “including” or “particularly” shall not be given a restrictive meaning because they are preceded or followed by particular examples intended to fall within the meaning of the general words.
3.2.12 The number of days indicated to commit an act or indicated for any other purpose, is calculated by excluding the first day and including the last day.
3.2.13 If any definition in clause
3.2.14 Words defined in a specific clause have the same meaning in all other clauses of this Agreement.
4. APPOINTMENT
4.1 The term of this Agreement will commence on date of online submitting the Artists information to CCA Celebrities on the website and will endure for a fixed term of 12 (TWELVE ) calendar months (the initial period), giving production the opportunity to make use of you in a following season, for you may have been spotted for upcoming project.
4.2 After the initial period, this Agreement will automatically continue on a month-to-month basis unless the Artist provides the Agency with a 1 (ONE) month notice of termination (the renewal period).
5. RIGHTS AND OBLIGATIONS OF THE AGENCY
The Agency agreed to render the following:
5.1 to represent and protect the rights of the Artist to ensure that they are not exploited.
5.2 to make payment to artist on all money received according to the agreement.
5.3 to provide Third Parties with the Artist’s true profile and provide standard non-digitally enhanced “as is” photo images in accordance with the assignments requested.
5.4 to do their utmost to find assignments for the Artist and to forward the Artist’s portfolio to all relevant parties in order to enable all Artists to be given an opportunity to be selected.
5.5 to post all urgent messages onto their social media platforms.
5.6 to keep the website accessible to potential clients for the artists to be selected
5.7 to contact the artist when they are selected by the client, via their given email address.
5.8 to ensure that they work in accordance with industry standards and as an official member of OSCASA and NAMA utilize their expertise and approval over various production houses.
6.RIGHTS AND OBLIGATIONS OF THE ARTIST
6.1 The Artist agrees that the Agency may contact them in addition to receiving telephonic notification for castings by, mobile/cell phone Short Messaging Service (SMS), WhatsApp or e-mail. The Artist must always include their full name, contact details when responding to an SMS or email. The Artist understands that due to deadlines and the nature of the business, the Artist can be contacted late after hours.
6.2 The Artist understands that they are entitled to decline to attend a casting or audition. When the Artist has been chosen for the actual shoot or shortlist after the casting. CCA will confirm availability of the artist and put the artist on Option for production to make the advert. If the Artist agrees to attend to be put on Option, they agree that they are obliged to be present at the assignment. If the Artist does not attend the assignment, they can be held liable for the costs thereof or help liable for the agencies loss of income occurs.
6.3 The Artist undertakes to provide personal details whenever contact numbers are requested for invoicing and security reasons.
6.4 The Artist agree not to display any irresponsible behaviour whenever representing the Agency nor any comments which will discredit the Agency and will not take any pictures while on film set, for the clients want to have 100% privacy on the set.
6.5 After the shoot, the Artist will provide the Agency with shoot details, Job Card/Chit/Call Sheet, and will e-mail it to the relevant booker with the Job Name, Shoot Date/s, Correct arrival and Departure times and confirm their working hours on a daily basis for each assignment, in order for the Agency to invoice the Third Party. As well as their updated bank details, tax no and physical address.
6.6 The Artist understands and accepts that all classifications are not for discriminatory purposes but are there to facilitate efficient database searches.
6.7 The Artist agrees that the Agency may use images of the Artist to promote the Agency with no remuneration accruing or owing to the Artist.
6.8 The Artist undertakes to follow the “Guidelines for Artist” as seen on the Agency’s website, being www.celeb.co.za and further agrees to like the Agency’s Facebook page.
6.9 The Artist confirms that they may only belong to one Agency at a time.
6.10 The Artist may not use the company’s name as a logo without pre-approval.
6.11 The Artist shall and must declare any previous competitive commercials at an audition /casting. If the Artist does not declare all the past work, he/she shall be held liable for any costs/damages of any nature, should they appear in a competitive shoot.
6.12 Should the Artist be contacted directly for any assignments of whatever nature; the Artist is to immediately refer the necessary person to the Agency. The Artist will under no circumstances contact the Third Party for any reason whatsoever and keep protocol.
6.13 The online artist agrees to forward an online copy of this agreement with id copy to Celebrities Casting Agency to info@celeb.co.za, signed at the bottom of each page.
7.PAYMENT TERMS
7.1 The Artist shall pay to the Agency for the services rendered the amounts as per Annexure A.
7.2 Payment shall be deducted from the Artist’s bank account in the form of a debit order, the consent to which is attached hereto as Annexure B.
7.3 In lieu of the Services rendered by the Agency to the Artist, the Agency shall be entitled to deduct a CCA- amount of 35% up to 40%, (20% booking fee and 20% agency commission) from the amount paid by Third Parties, applicable to all CCA members.CCA undertakes to pay out all artist on money received by production, an amount calculated after deductions, 35% CCA, The Agency shall thereafter pay the remaining amounts to the Artist that shall be paid into their bank account.
7.4 The Agency shall only make payment to the Artist upon receiving such payment from the Third Party.
7.5 The artist will supply CCA, there relative bank details, and update any change.
7.6 All fees payable to the Agency in terms hereof shall be made free of exchange and or set-off and may not be withheld for any reason whatsoever.
7.7 It is specifically recorded that any certificate or statement issued by the Agency and/or any of its authorized representatives evidencing the amount due by the Artist during any specified month shall be prima facie proof thereof.
7.8 The Artist agrees that should the debit order for any reason be returned, a penalty fee of R80.00 (Eighty Rand) will be levied and such penalty amount as well as the monthly instalment may be deducted from the Artist’s account on their next debit order date. Any outstanding payments towards the Agency shall be deducted before any payments for assignments completed, and failing the latter, in respect of any subsequent assignment.
8. APPOINTMENTS / ASSIGNMENTS
In the event of the Artist confirming acceptance of a casting attendance to the Agency, and in the further event of the Artist subsequently deciding to withdraw from such casting, Failure to attend shall entitle the Agency to deduct a double commission from any fee due and owing in respect of any completed assignment. Not attending a casting after committing to attend, taking opportunity from other artist and putting CCA in a bad light is a serious matter – for production is waiting upon you.
9. BOOKING AND AGENCY FEE
9.1 As a Model you are bound to Exclusivity meaning CCA is your Mother Agency.
Should you be contacted by another Agency you need to refer them to CCA as we need to discuss the Booking and Agency Fees. If this is not adhered to then the Agency for whom you do the work will be liable for these fees.
10. BREACH OF CONTRACT
10.1.1 Breaches any material term of this Agreement and fails to remedy such breach within 7 (SEVEN) days after receipt of a written notice from the other party; forward to CCA email address, info@celeb.co.za.
10.1.2 Commits any act of insolvency;
10.1.3 Endeavours’ to compromise generally with its creditors or does or causes anything to be done which may prejudice the other party’s rights hereunder or at all;
10.1.4 Allows any judgment against it to remain unsettled for more than 10 (TEN) days without taking immediate steps to have it rescinded and successfully prosecuting the application for rescission to its final end; or
10.1.5 Is liquidated, whether provisionally or finally or commences business rescue proceedings, the other party may, without prejudice to any other right which it may have against the defaulting party, cancel this agreement and claim damages for the remaining membership fees due and owing in terms of this Agreement
10.3 In the event that one party institutes legal action against the other party as a result of this agreement, the party instituting the legal action shall have the right, but shall not be obliged, to institute legal action in any Magistrates court having jurisdiction irrespective of the quantum of such claim and/or action.
11. CONFIDENTIALITY
11.2 The Agency accordingly undertakes, for the duration of this Agreement as well as after the termination thereof, not to directly or indirectly, utilize, disclose or make public to any third party any Confidential Information of The Artist and to keep any Confidential Information secret and confidential at all times, unless such disclosure takes place in the ordinary course of the rendering of the Services in terms of this Agreement.
11.3 The Confidential Information shall not include-
11.3.1 information which was known to the Agency prior to its receipt from The Artist;
11.3.2 information which is or lawfully becomes generally available to the public;
11.3.3 information which is lawfully acquired from third parties who have a right to disclose such information;
11.3.4 information which by mutual Agreement is released from confidential status; and
11.3.5 information which is required to be disclosed in response to a valid order of court or other governmental agency or if disclosure is otherwise required by law, and the Agency will provide Artist with prompt written notice if such disclosure is required, and shall limit the disclosure to the minimum necessary to comply with the law.
12. INDEMNITY
The Artist understands that the Agency provides no guarantee of placement, employment or assignments with any Third Parties. The Agency provides its Services on a commercially reasonable basis and does not guarantee that the Artists will be able to access or use the Services at times or locations of their choosing. The Agency reserves the right to modify or discontinue rendering the Services with or without notice and the Artist confirms that they will not hold the Agency liable for any modification or discontinuation of the Services. The Artist agrees that the Agency places Artists with Third Parties in good faith and shall not be held responsible for their credentials, guarantees and actions made to the Artists’. The Artist confirms that they shall not hold the Agency responsible for any late or non-payments due to them by the Third Party. The Artist hereby declares and indemnifies that he/she will not hold the Agency or its employees responsible for any and all losses, injury (including in transit) damage, misdirection notification attempts as well as unsuccessful auditions/castings, penalties. The waiver of any right under this Agreement shall be binding on the waiving party only to the extent that the waiver has been reduced to writing and signed by the duly authorized representative(s) of the waiving party. This Agreement supersedes all prior Agreements, representations, communications, negotiations and understandings between the parties concerning the subject matter of this Agreement. Whenever possible, each provision of this Agreement shall be interpreted in a manner which makes it effective and valid under applicable law, but if any provision of this Agreement is held to be illegal, invalid or unenforceable under applicable law, that illegality, invalidity or unenforceability shall not affect the other provisions of this Agreement, all of which shall remain in full force. This Agreement may be executed in any number of identical counterparts, all of which when taken together shall constitute one Agreement. Any single counterpart or a set of counterparts taken together which, in either case, are executed by the parties shall constitute a full original of this Agreement for all purposes. All notices and any other communications whatsoever (including, without limitation, any approval, consent, demand, query or request) by either party in terms of this Agreement or relating to it shall be given in writing, and shall be sent by registered post, or delivered by hand, or transmitted by facsimile or electronic mail to the recipient party at its relevant address set out below: - if to the Agency, at the address supplied on the website. www.celeb.co.za, - if to the Artist, at the address provided on the, online submission form, on www.celeb.co.za Either party may, by written notice to the other party, change any of the addresses at which, or the designated person for whose attention those notices or other communications are to be given.
13. WHOLE AGREEMENT
13.2. Neither party relies in entering into this agreement on any warranties, representations, disclosures or expressions of opinion which have not been incorporated into this agreement as warranties or undertakings.
13.3. No variation or consensual cancellation of this agreement shall be of any force or effect unless reduced to writing and signed by both parties.
13.4 Any notice or other communication given by any party to the other party which –
13.4.1 is sent by registered post to the addressee at its specified address shall be rebuttably presumed to have been received by the addressee on the 7th (SEVENTH) day after the date of posting; or
13.4.2 is delivered by hand during the normal business hours of the addressee at its specified address shall be rebuttably presumed to have been received by the addressee at the time of delivery; or
3.4.3 is transmitted by facsimile copier to the addressee at the addressee’s specified facsimile number shall be rebuttably presumed to have been received by the addressee on the date of transmission as indicated on the sender’s facsimile transmission report; or
13.4.4 is transmitted by electronic mail to the addressee at the addressee’s specified electronic mail address shall be rebuttably presumed to have received by the addressee on the date of transmission as reflected on the sender’s electronic mail records.
14. NON-WAIVER
14.1. Neither party shall be regarded as having waived, or be precluded in any way from exercising, any right under or arising from this agreement by reason of such party having at any time granted any extension of time for, or having shown any indulgence to, the other party with reference to any payment or performance hereunder, or having failed to enforce, or delayed in the enforcement of, any right of action against the other party.
14.2. The failure of either party to comply with any non-material provision of this AGREEMENT shall not excuse the other party from performing the latter’s obligations hereunder fully and timeously.
15. DOCUMENTS
The parties agree to perform, or procure the performance, of all further things, and execute and deliver (or procure the execution and delivery) of all further documents, as may be required by law or as may be desirable or necessary to implement or give effect to this Agreement and the transactions contemplated therein. Approval by ARTIST I have read the agreement and fully understand what I read including ANNEXURE A and B. No interpreter was necessary and I hereby fully, approve the electronic method as my signature. I agree and commit to the above agreement, by ticking the block of the online submitting, step 5 / TERMS AND CONDITIONS of the agreement and this shall be treated as if the AGREEMENT has been personally authorized and signed by me/us personally. HERBY MY AUTHORISATION IS GIVEN TO BE A CCA MEMBER in my action in submitting my joining request on the website, www.celeb.co.za: