Master Service Agreements and How They Can Help Your Photography Business | Leighton DaCosta, Photography Business Coach

SCENARIO: As a photographer, you meet a great model, makeup artist, hair stylist, or fashion designer who you would love to work with on a continuous basis. All parties understand that there are costs in content creation, but those costs might not always be fairly distributed on every shoot. Rate of pay; questions on image ownership, rights, and usage; even delivery times may come up, so how do you deal with these issues without causing ill feelings between parties? With a Master Service Agreement (MSA).

Simply put, an MSA is a foundation contract in which parties agree to most of the terms and conditions that will apply to future transactions and contracts. This way the involved parties can negotiate the specific details of future assignments.

Terms usually found in MSAs:

  • Confidentiality terms

  • Payment terms

    • For example, the way parties will be paid, rate of pay, and even time limits for payment (when work is assigned, completed, NET30/60).

  • Copyrights, Licensing and other Intellectual Property rights

    • Who do images belong to?

    • What are the licensing terms?

    • Third party use?

    • Exclusivity Clauses?

    • Delayed releases?

  • Dispute resolution

    • If there are issues down the road, will there be arbitration?

    • Where will judicial jurisdiction be?

    • Refunds and Obligations?

  • Secondary vendors

    • Not just subcontractors, but substitute vendors in place when you’re not available.

    • Are you/them bound to each other, or can you work for/with competitors? Would there be regional/geographical limitations? Non-compete clause?

  • Statement of Work (SOW)

As a photographer, it is important to understand how an MSA can benefit you long term by managing expectations from the beginning by providing a SOW. Many SOWs will contain some of the things listed previously, along with qualitative and technical details, such as delivery format of images. Use of images. Time frame of deliveries, and other criteria. Be sure to have an indemnity and risk assignment clause. For example, if you as a photographer book a studio for a shoot 3 months from now and place deposits on gear and travel, who will be responsible for the cost/expense?

What about artistic elements and control? Is the client required to provide you a mood board? Are you restricted to only the client’s artistic inputs? How far can you deviate?

While these discussions can be tough, getting them out of the way from the beginning, can establish and maintain great relationships down the road.

Things to keep in mind:

  1. EVERY element to an MSA is negotiable.

    • Don’t be confined to one way of thinking on only one aspect of the agreement. EXAMPLE: Copyrights might not have to be transferred, but exclusivity of use/terms, licensing might be negotiated and be the next best thing.

  2. The MSA should bring value to ALL PARTIES.

  3. The MSA is the basis for all future work, not an assignment of work in itself.

  4. An MSA should not be drafted with the intent to limit parties, but give parties a strong foundation to build on.

  5. MSAs should not be considered a permanent, but a standing agreement. There should be ways to periodically review, modify, and in some cases, terminate an MSA. Just like in any relationship, sometimes parties may outgrow each other or have differing philosophies in how the work should be accomplished.

If you found this post helpful, please leave a comment below. Have you used an MSA in your studio or business? Do you think it would come in handy? I would love to hear from you.

DISCLAIMER: As always, I’m not a lawyer, nor do I play one on TV. When seeking legal advice for your business, be sure to consult with an attorney licensed in your state. The information posted in this blog is not intended to be legal advice in anyway and if you end up going to jail by the IRS or getting sued, well.. sorry I can’t help ya.

Leighton DaCosta

Hello, I'm Leighton and I help people around the world tell their story. Let me introduce myself. Whether it's for online dating, or a professional profile, it always seems that the "About Me" section is always the hardest to write. Not because you have nothing to say about yourself, but because you want to be sincere, genuine, interesting, and brief all at the same time. I have never been a fan of writing about me in the third person, like: "Leighton DaCosta, was born in Kingston, Jamaica, and moved to Brooklyn, NY at an early age when his parents wanted to form a new life for themselves and their children. In the third grade, the family moved to Orlando, Fl, where Leighton considers his home town. After spending 3 tours in the Navy, he settled in Jacksonville, and now Miramar, Florida, where he now calls home. Today, still wanted by many, he does work as a fashion and wedding photographer. If you have a wedding(or photo shoot)... if no one else can help... and if you can find him... maybe you can hire... ok.. this is not The A- Team." But you see what I mean? What do you know about me? How can we connect? Did you know that my FAVORITE food is Pizza and Sushi? Or that my favorite color is Purple? When I go to the wine bars, I usually order Mimosas, because even the cheapest champagne tastes great with some good ole OJ. When I travel, I like staying in nice hotels. Not because of the name, (even though I AM partial to Hyatt) but because of the bathrooms. One of my favorite hotels is the Viking in Newport, Rhode Island. Small rooms, but AWESOME bathrooms. I LOVE TO EAT, and eating as much as I have, has led me to be about 100 pounds more than I was in High School... Yeah there is some muscle there, but if it was all muscle, I'm sorry folks, I wouldn't be taking photos, I would be retiring from the NFL. If you want to see some of my favorite dishes, follow me on Instagram. Because of that, I find myself now in the gym more than ever. Trying to stay fit and alive... I workout, so I can EAT! Well that's enough for now, if you want to know more about me, follow my blog. Better yet, I want to find out more about YOU. So let's talk!