About - Models 1 | Europe's Leading Model Agency

a brief history

Since its inception in 1968, Models 1 has represented the essence of what the British modelling industry has become today. There is no fashion house, media title, fragrance brand, retailer nor e-commerce platform that can work without models and Models 1 has always been at the forefront of finding the models who have become the faces that have graced the industry from what has become one of the world’s leading and renowned model agencies.

reputation and philosophy

When Models 1 was founded 50 years ago, the then owners established an ethos which has stood the test of time. The current management, who acquired the business through an MBO in 1999, have passionately maintained those same principles. It is these that have maintained the brand over the years. Models 1 is wholly owned and run by its British management.

Models 1 has an unimpeachable and responsible attitude to its models. The Company is determined to nurture and develop their long-term careers. We treat all models as individuals and put their care, safety and happiness above all else.

For our clients, we always go that extra mile and each job is treated for the unique brief it really is. It is never easy servicing the needs of clients and models alike but we pride ourselves as being the perfect middle people, understanding, interpreting and delivering the best for both parties.

We are committed to courtesy and professionalism in every aspect of our business.

mission

Models 1 will maintain its outstanding commitment to professionalism in every aspect of its business and in the discovery, development and welfare of the best models in the world.

TERMS AND CONDITIONS

Issued in accordance with the Department of Employment Regulations 1973, the Agency’s booking confirmation form, containing the specific terms of the booking, must be signed and returned by the client. The failure to sign and/or return the booking confirmation form whilst proceeding with the booking will be deemed to be an acceptance by the client of these terms and conditions and they shall apply to and govern the booking between the Agency and the client.

Any amendment and/or variations made to the booking confirmation form by the client shall not be valid and binding unless the Agency has agreed to such amendment and/or variation in advance and confirmed such agreement by signing the booking confirmation form after the amendment and/or variation has been included on the booking confirmation form.

Terms and conditions for booking models

Issued by Models 1 Limited registration number [3678510] whose registered address is at 12 Macklin Street, London WC2B 5SZ (the “Agency”).

1. Agreement

Unless and until the booking confirmation form, containing the specific details of the booking, is signed by the client and returned to the Agency, all negotiations relating to the booking of the talent are strictly subject to contract.

The signed booking confirmation form together with these terms and conditions, the data processing agreement contained in Schedule 1 of this agreement (“Data Processing Agreement”) and the Agency’s privacy policy (“Privacy Policy”) shall form the entire agreement between the client and the Agency relating to each booking (together, the “Agreement”).

The failure to sign and/or return the booking confirmation form whilst proceeding with the booking will be deemed to be an acceptance by the client of the terms of the Agreement which shall apply to, bind the parties and govern the booking between the Agency and the client.

Any amendment and/or variations made to the booking confirmation form by the client shall not be valid and binding unless the Agency has agreed to such amendment and/or variation in advance and confirmed such agreement by an authorised representative of the Agency signing the booking confirmation form after the amendment and/or variation has been included on the booking confirmation form.

In the event of any inconsistency or contradiction between these terms and conditions and the booking confirmation form, the Data Processing Agreement or the Privacy Policy, these terms and conditions shall prevail and bind the parties.

2. Booking fees

2.1 Permitted use

Booking fees provide an entitlement and right for the client to use one image via a single published medium (unless otherwise agreed in the booking confirmation form) from the date of the booking, in the United Kingdom only, for the duration and purposes specified in the booking confirmation form (“Permitted Use”).

Please note the rights granted in this section 2.1 are strictly subject to prompt payment in full of all fees owed to the Agency prior to the image’s first use.

2.2 Working hours and Overtime

Fees are charged by the day or by the hour. A ‘day’ is an 8-hour period (including one hour for lunch) between 9am and 6pm (e.g. 9am-5pm or 10am-6pm). An extra hour between 9am and 6pm is charged at the normal rate. The appropriate overtime rate is charged before 9am and after 6pm. Overtime is charged at one-and-a half times the hourly rate. Saturdays are charged at one-and-a half times the hourly rate and Sundays or Bank Holidays are charged at double the hourly rate. Any booking which is over 5 hours will be charged at the day rate as set out in the booking confirmation form.

2.3 Travel

Any time spent by the talent travelling to or from a client’s venue will be charged at half the hourly rate. This applies to any travel outside of a five mile radius of Hyde Park Corner (i.e. Chiswick in the west, Golders Green and Highgate Village in the north, Mile End in the east, Streatham Hill and Tooting Bec in the south).

2.4 Fitting fees

Any time spent by the talent for fittings is charged at half the applicable talent’s hourly rate.

2.5 Additional expenses

All expenses incurred by the Agency on the clients’ behalf will be charged to the client and will include an uplift of 12.5% of the total amount of the expenses.

2.6 Location bookings

2.6.1 When a location booking is made, a client must provide safe and appropriate transport for the talent both to the booking location and back again unless agreed otherwise. If the client fails to provide such transport then the Agency shall be entitled to re-charge the cost of the transport procured for the talent in accordance with this section 2.6. If the talent on location is prevented from returning to London to work, half the daily fee will be charged to and payable by the client for each day that the talent is unable to return to London to work.

2.6.2 When a location booking is made, the client will undertake an appropriate and prudent health and safety assessment of the location and shall notify the Agency of any potential risks and how these have been mitigated in accordance with good industry practice and applicable law. The client acknowledges and agrees that at all times the talent’s health and safety is of paramount importance and shall ensure that the highest standards of health and safety are complied with whilst on any location bookings.

3. Additional fees

All additional fees are to be agreed at the time of the booking or before any additional usage in accordance with section 3.1.

3.1 Additional usage

Additional fees are payable for the right to use the talent’s image or reproductions, or adaptations of, or drawings derived from that image, or any other representation of it, either complete or in part whether alone or in conjunction with any wording or other images, photographs, drawings or anticipated purposes which are in addition to and outside the scope of the Permitted Use, details of which are set out in the booking confirmation form, e.g. packaging, point of sale, posters etc. For the avoidance of doubt, additional fees are payable for the right to use the talent’s image or reproductions, or adaptations of, or drawings derived from that image, or any other representation of it, either complete or in part whether alone or in conjunction with any wording or other images, photographs, drawings online or in any digital media including but not limited to on all social media platforms.

Unless otherwise agreed and set out in the booking confirmation form, the additional fees cover the right to use one image for the Permitted Use. Under no circumstances will each additional usage fee be less than the talent’s advertised day rate as determined by the Agency unless determined otherwise by the Agency in its absolute discretion.

3.2 Territory

Additional fees are also payable, and subject always to the Agency’s prior consent, for the right to use the talent’s image or reproductions etc, as set out in section 3.1 above for all known or anticipated territories other than the United Kingdom. Unless otherwise agreed the additional fees cover the right to use one image for the Permitted Use in the territory or territories agreed and stipulated on the booking form.

3.3 Other services

Additional fees are also payable for other services to be supplied by the talent, either as part of a booking or as requested by a client on a shoot, for example, personal appearances for PR purposes and posting images on the talent’s own social accounts and media feeds. Fees for such services will be negotiated on a case by case basis between the client and the Agency. The client shall only be permitted to shoot behind the scenes footage on the basis of an agreement in writing in advance and a payment of an additional fee agreed pursuant to this section 3.3 and subject to compliance with section 11.1.

3.4 All modifications, extensions and renewal of bookings shall be at the sole discretion of the Agency.

4. Agency Fees

4.1 All bookings

Both the Agency fees and talent disbursement will be invoiced by the Agency. Unless otherwise agreed at the time of booking the talent disbursement is 63.33% and the Agency fee is 36.67% of the invoice total.

4.2 Value added tax (VAT)

All sums payable under the Agreement are exclusive of VAT and any other similar or equivalent taxes or duties which shall be payable in full without set off by the client. 5. Invoicing

5.1 On all invoices payment is required to be made by the client within 30 days of the date of the invoice. In all cases, the person booking the talent is the client, who will be invoiced and solely responsible for payment, unless otherwise agreed in writing at the time of booking. The Agency reserves the right in its discretion to invoice the ‘ultimate client’, (e.g. designer/ manufacturer/owner of the product in question). For example, this may be done if the client is booking on behalf of the ultimate client, in which case the client and the ultimate client are jointly and severally liable to pay all of the fees and settle the invoice accordingly. All fees for usage are for the right to use the talent’s image and, once agreed, are payable whether or not the right is exercised. Unless the Agency specifically agrees otherwise, in writing, no usage for the talent’s image is permitted until the Agency has received payment in full. The Agency reserves the right to alter payment terms if it deems appropriate, prior to booking.

5.2 If the client fails to pay in full on the due date any amount which is payable to the Agency, without prejudice to any other right or remedy of the Agency, the amount outstanding shall bear interest both before and after any judgment at five per cent per annum over Barclays Bank plc base rate from time to time from the due date until up to and including the date that payment is made in full and such interest shall be compounded and accrued on a daily basis.

5.3 In the event the client is providing the services on behalf of or to a third party end user, in entering into the Agreement the client is acting in its capacity as the agent of the third party end user and the client shall ensure that the third party end user:

5.3.1 enters into an agreement with the client on the same terms as the Agreement;

5.3.2 acknowledges its obligations to the Agency including but not limited to the obligation to pay the Agency within 30 days of the date of any invoice received from the Agency; and

5.3.3 acknowledges that the third party end user may not use the images until payment is received by the Agency and that at all times the third party end user is subject to any restrictions as to use of the images including but not limited to territorial restrictions and restrictions as to media in which the images may be used.

5.4 Any fees received by the client from the third party end user relating to any of the rights or benefits conferred on the client by the Agreement shall be deposited in a designated Agency account by the client (the Third Party End User Fees). The Third Party End User Fees shall be held on trust for the Agency as beneficiary until such time as all outstanding fees owed by the client are paid in accordance with the terms of the Agreement.

6. Exclusivity fees

Unless otherwise agreed in the booking confirmation form the talent is supplied to the client by the Agency on a non-exclusive basis and the talent shall be free to provide similar and/or competing services to any third party and/or competing product or brand of the client. An additional fee will need to be agreed when the use of the talent’s image or the service to be supplied by the talent in relation to a product is required on an exclusive or semi-exclusive (for example sector specific or territorial exclusivity) basis which precludes supplying services or allowing the use of the talent’s image for competing and/or particular sector of products or within a particular territory. The talent can supply services to and allow use of the talent’s image by any competitor unless such an exclusivity fee is negotiated and paid by the client. It is the client’s responsibility to carry out any research, check and determine for itself whether the talent supplied has undertaken or is booked to undertake any conflicting work.

7. Provisional bookings

Provisional bookings will be automatically cancelled if they are not confirmed by the client (by signing and returning the booking confirmation form) within 24 hours of the proposed booking.

8. Cancellations and Termination

8.1 Cancellation of booking by the client

8.1.1 Within 24 hours of the booking call time the full booking fee will be charged and payable by the client unless the same talent is booked within 24 hours of the cancellation in which case half the booking fee will be charged and payable by the client.

8.1.2 Outside 24 hours of the booking call time but within 48 hours of the booking call time of the booking date then half the booking fee will be charged and payable by the client.

8.1.3 The full booking fee will be charged and payable by the client for bookings of more than three days duration: within a period equal to or less than the length of the booking, then Saturdays, Sundays and bank and public holidays are excluded for the purpose of determining the cancellation notice period.

8.2 Cancellation of booking by the Agency

8.2.1 Should the Agency want to cancel a booking then it shall use reasonable endeavours to provide the client with reasonable notice, take steps to offer to the client a suitable replacement and/or substitute and take such other reasonable steps as are reasonably practicable to mitigate against such cancellation.

8.2.2 In any event the Agency shall be entitled to cancel a booking at any time and for any reason prior to the booking date without liability to the client and the client will procure the necessary insurance cover with a reputable insurance provider to protect against such cancellation and any associated liability and the Agency shall not be liable to the client for any costs incurred as a result of such cancellation.

8.3 The client acknowledges, accepts and agrees the talent is independent and self-employed and is not a worker. The talent has a right to control entirely the manner in which they perform each booking which may involve the talent requiring a substitute who attends and/or performs the booking. The client acknowledges the need to procure appropriate insurance, including as set out at section 19, in this regard.

8.4 This Agreement shall immediately and automatically terminate on completion by the talent of the services specified in the Booking Confirmation Form and the use of any ongoing rights (if any) granted strictly in accordance with the Agreement terms, unless terminated earlier by the Agency in accordance with section 8.5 below.

8.5 The Agency may terminate this Agreement immediately on written notice to the client without liability to the Agency, and the client will procure the necessary insurance cover with a reputable insurance provider to protect against such termination and any associated liability and the Agency shall not be liable to the client for any costs incurred as a result of such termination, in the following circumstances:

8.5.1 there are sums owing to the Agency by the client under this Agreement and such sums are not paid by the client within 14 days of the due date for payment;

8.5.2 the client commits any other material breach of any of its obligations under this Agreement;

8.5.3 any meeting of creditors of the client is held or any arrangement or composition with or for the benefit of its creditors (including any voluntary arrangement as defined in the Insolvency Act 1986) is proposed or entered into by or in relation to the client (other than for the purpose of a bona fide reconstruction or amalgamation);

8.5.4 a supervisor, receiver, administrator, administrative receiver or other encumbrancer takes possession of or is appointed over or any distress, execution or other process is levied or enforced (and is not discharged within seven days) upon the whole or any substantial part of the assets of the client;

8.5.5 the client ceases or threatens to cease to carry on business or is or becomes unable to pay its debts within the meaning of Section 123 of the Insolvency Act 1986;

8.5.6 a petition is presented, or a meeting is convened for the purpose of considering a resolution, for the making of an administrative order, the winding-up, bankruptcy or dissolution of the client; and/or

8.5.7 any event analogous to any of the foregoing occurs in any jurisdiction.

9. Weather Related Cancellations

On the first occasion of cancellation due to weather related conditions half the booking fee is charged and payable by the client unless the client fails to cancel in time to prevent the talent’s attendance in which case the full booking fee is charged and payable by the client. On the occasion of the second cancellation due to weather conditions and any subsequent cancellations the full booking fee is charged and payable by the client.

10. Meals

Clients are responsible for the provision of all nutritious meals and beverage requirements of all talent (taking into account dietary requirements) whilst the talent is providing services to the client on all bookings.

11. Talent Care and Safety

11.1 Nude, semi-nude, see-through, bathing suit or lingerie photography require the express prior written approval of the Agency. The use of the talent’s image must not be directly or indirectly scandalous, pornographic, derogatory, or a cause of ridicule or embarrassment to the talent. The image must not be altered or distorted.

11.2 Subject to the restrictions in sections 3.3 and 11.1, behind-the-scenes filming is permitted on condition that the talent is hair-and-make-up ready.

11.3 The client shall be solely responsible for ensuring the talent is treated with respect and professionalism, and that all necessary steps are taken to ensure the safety, health and wellbeing of the talent is protected, at all times by the client and/or any third parties engaged by the client in relation to the delivery of the services. Such steps shall include without limitation:

11.3.1 ensuring that the venue for the provision of the services and the working conditions are entirely safe and secure and maintained at a suitable temperature and allow the talent to provide the services in compliance with all health and safety best practice, standards, regulations, codes and laws;

11.3.2 allowing the talent to take suitable and regular rest periods, to ensure the talent is able to maintain suitable amounts of rest and refreshment whilst delivering the services;

11.3.3 ensuring that all of the third parties engaged by the client in relation to the delivery of the services are suitably qualified, experienced and professional and treat the talent in a professional and respectful manner;

11.3.4 ensuring that no one imposes upon the talent any action, activity or environment which is either dangerous, degrading, unprofessional, unsafe and/or demeaning to the talent;

11.3.5 ensuring that the services are delivered and the talent is treated in accordance with The British Fashion Model Agents Association Code of Conduct and/or any other codes of practice or guidance issued by the Agency and/or the British Fashion Council from time to time;

11.3.6 providing the talent with an appropriate changing and dressing area to ensure that the talent can prepare for the provision of the services and also maintains his/her/their privacy; and

11.3.7 always include a credit in the form of “talent’s name” @ “the Agency”, wherever a credit is applied.

11.4 The provisions of this section 11 shall, as applicable, survive expiry or termination of this Agreement.

12. Morality and Non Degradation

12.1 The client shall ensure any brand(s) for which it requires the talent to perform any services shall not create any association nor undertake any action which does or which has the potential to bring the Agency and/or the talent into disrepute, nor cause any damage to and/or degrade the reputation and/or goodwill associated with the Agency and/or the talent, by reason of that brand or activities associated with the brand prior to or during the term of this Agreement:

12.1.1 engaging in or being associated with any immoral, illegal, inappropriate, demeaning, discriminatory or degrading behaviour; and/or

12.1.2 being brought into disrepute for any reason whatsoever; and/or

12.1.3 receiving negative coverage in the press, on social media or any other media for whatever reason.

12.2 If the Agency and/or talent consider the client’s behaviour breaches the provisions of section 12.1, the Agency shall have the right to terminate this Agreement in accordance with section 8.5.2.

13. Warranties

13.1 The client warrants and represents to the Agency that:

13.1.1 it has full capacity to enter into the Agreement and perform its obligations under the Agreement;

13.1.2 the booking form is executed by a duly authorised representative of the client;

13.1.3 it will take all steps necessary to ensure that the talent is protected and treated in accordance with all applicable laws, good industry practice and section 11 above;

13.1.4 it has all necessary permits, licences and consents to enter into and to perform its obligations under the Agreement and such obligations shall be performed in compliance with all applicable laws, enactments, orders, regulations, and other similar instruments (including but not limited to any employment law or health and safety requirements in effect from time to time); and

13.1.5 it will promptly disclose to the Agency in writing all necessary information (including without limitation the location and length of the shoot and requirements for any foreign travel) and details relating to the provision of the services to enable the Agency to ensure that the talent is suitably prepared and able to perform the services.

14. Indemnity

14.1 The client shall indemnify the Agency and keep the Agency indemnified against all costs, expenses, damages and losses suffered or incurred by the Agency and/or the talent (including but not limited to all legal costs and expenses on a full indemnity basis) arising out of or in connection with:

14.1.1 any breach by the client of the Agreement, including but not limited to, any breach by the client of section 6, 8,11 and 12 of these terms and conditions;

14.1.2 any breaches of section 11.3 by any third parties engaged by the client;

14.1.3 any damage suffered by the Agency and/or any claim brought by the talent against the agency for any damage suffered by the talent as a result of the circumstances specified in clause 12.1;

14.1.4 any claim brought by a third party against the Agency in circumstances where, as a result of the client’s acts or omissions, the distribution of images, in whatever form, outside of the agreed territory and in breach of the Agreement has caused the Agency to be in breach of the terms of an exclusive agreement with such third party; and

14.1.5 any breach by the client of any applicable laws and regulations including but not limited to any breach of applicable health and safety or employment laws and regulations as amended from time to time.

15. Fashion Shows

Catwalk bookings provide the client with the right to make use of the talent’s services on the catwalk for the specified show in accordance the Agreement, and the right to allow photographers to be present to take photographs and videos of the show on the basis that all such material (or reproductions etc. as set out in section 3.1) is exploited for reporting purposes only. The client is responsible for ensuring that all photographers present are aware of and comply with this condition and the client will procure that they abide by these conditions. If any other usage is required (included, but not limited to, look books, e-commerce and broadcasting and/or live streaming of the specified show) it must be negotiated and agreed with the Agency at the time of the booking.

16. Music Videos, Promotional Films

All fees will be negotiated, structured and paid by the client on a case by case basis. In normal circumstances there will be a fee for the shoot plus an additional buyout fee payable by the client. If not booking direct, the client (usually the music company) will be invoiced by the Agency as the ultimate client (see section 5).

17. Test and Experimental Photography

When the Agency agrees to allow a photographer to take test or experimental photography the photographer is not entitled to use, or allow others to use, test and/or experimental photographs or test commercials for commercial purposes unless specific arrangements have been made and agreed in writing before the photographic session.

18. Intellectual Property Rights

18.1 The photographer and/or the client and anyone obtaining rights from or through the photographer/client is not entitled to use any images for any usage beyond the Permitted Use, or any another usage agreed or permitted in accordance with under sections 2.1, 3, 15, 16 and 17 . The client will procure that the photographer/client agrees to restrict the use and exploitation of the copyright content of the photograph or any other intellectual property rights. If the client is not the photographer, the client shall draw the terms of the Agreement to the attention of the photographer and procure his agreement to such terms before the shoot commences.

18.2 All rights not expressly granted to the client under the Agreement are hereby fully reserved to the Agency and/or the talent as appropriate. In particular, the client acknowledges and agrees that the Agency is the owner or licence holder of all commercial rights and intellectual property rights relating to the talent and the Agency and the client shall not be entitled to exploit or enter into any commercial or other agreement to exploit any rights relating to the talent or the Agency other than the rights specifically granted to the client under the Agreement.

18.3 For the avoidance of doubt, notwithstanding anything in the Agreement, including but not limited to any grant of exclusivity over the use of the images, the client acknowledges and agrees that the Agency and the talent may use the images (or reproductions etc. as set out in section 3.1) resulting from any booking in any form whatsoever for the following purposes:

18.3.1 in order for the talent and the Agency to promote the talent and in the search of future booking opportunities for the talent; and

18.3.2 for internal and promotional purposes.

Subject to the remainder of section 18, the talent and the Agency acknowledge and agree not to exploit the images for commercial purposes, other than as set out in the Agreement.

19. Liability and Insurance

19.1 No party excludes or limits its liability under the Agreement for:

19.1.1 death or personal injury caused by its negligence;

19.1.2 fraudulent misrepresentation; or

19.1.3 any other type of liability which cannot by law be excluded or limited.

19.2 Subject to section 19.1, the Agency limits its liability under the Agreement, whether such liability arises in contract, tort (including without limitation negligence) or otherwise, so that the maximum liability of the Agency for all claims under the Agreement shall be limited to and shall not in aggregate exceed the total amount of the fees paid or payable to the Agency;

19.2.1 the Agency shall not be liable for:

(a) loss of business, use, profit, anticipated profit, contracts, revenues, goodwill or anticipated savings;

(b) product recall costs;

(d) a decision by the talent to require a substitute who attends and/or performs the booking;

(e) damage to the client’s reputation; or

(f) consequential, special or indirect loss or damage;

(g) even if the Agency has been advised of the possibility of such loss or damage

19.3 The client shall effect and maintain (and shall require its ultimate client, if any, to maintain), throughout the continuance of the Agreement, insurance policies which provide appropriate coverage adequate enough to cover all liabilities and risks of the client that may arise under the Agreement and any insurance cover it is required to place in accordance with applicable law. Such insurance policies shall include without limitation:

19.3.1 cancellation insurance to protect against the potential liabilities which the Agency and the client may incur as a consequence of the provisions of sections 8 and 9;

19.3.2 employee liability insurance, as required by the Employer’s Liability (Compensation Insurance) Act 1969 and otherwise, which covers all talent delivering the services to the client under the client’s direction and control as if the talent was an employee of the client, in an amount sufficient to cover the health and safety and future earnings of such talent;

19.3.3 public liability insurance to a level of not less than £10 million and

19.3.4 travel insurance to cover the activities of the talent whilst travelling to and from the location of the services.

20. Contract and Authority

All matters relating to the use of the talent’s image and commercial modelling rights, any other services supplied by the talent and all fees must be negotiated and agreed only with the Agency. The client shall not attempt to negotiate, nor allow others to negotiate, with the talent directly. If the client or the photographer or any other person on their behalf or connected with them obtains the talent’s signature on any document or the talent’s purported verbal agreement to anything outside of the scope of the Agreement, such signature or verbal agreement shall not constitute a variation of the Agreement and is not binding on the talent or the Agency unless and until it is agreed in writing by the Agency (such agreement to be determined in the Agency’s absolute discretion).

21. Complaints and Disclaimer

Any cause for complaint must be reported to the Agency by the client as soon as it arises. Complaints cannot be considered and/or dealt with effectively after the services have been delivered. Whilst the Agency will use reasonable endeavours to ensure that the talent provides a satisfactory and efficient services to clients, as the agent, the talent is self-employed and the Agency cannot be held responsible for a talent’s conduct or behaviour whilst delivering the services and in this regard the Agency shall not be held liable for any costs, expenses or losses suffered as a consequence of the behaviour or conduct of the talent.

22. Force Majeure

The Agency shall not be liable to the client for any delay in performing or failure to perform any of its obligations under the Agreement which is due to any cause beyond its control and which is unknown to, and cannot reasonably be anticipated by the Agency including without limitation fire, floor or catastrophe, acts of God, insurrection, workforce action, war or riots, (an “Event of Force Majeure”) and the Agency’s obligations under the Agreement shall be suspended for so long as the Event of Force Majeure continues and to the extent that it is so delayed.

23. Data Protection

23.1 In this section the following definitions apply:

23.1.1 the terms "data controller", "data processor", "data subject", "processing" and “personal data” bear the respective meanings given to them in the Data Protection Act 1998 (the “Act”) and, from the date on which it comes into force in the UK and for so long as it is in force, the General Data Protection Regulation (Regulation (EU) 2016/679) (the “GDPR”), and "data protection principles" means the eight data protection principles set out in Schedule 1 to the Act and the data protection principles set out in the GDPR (as applicable);

23.1.2 data includes personal data;

23.1.3 “Consent” means a freely given, specific, informed and unambiguous indication of an individual’s consent recorded in writing;

23.1.4 “Data Subject Access Request” means a request from a data subject relating to their personal data pursuant to the rights granted under the applicable Data Protection Legislation;

23.1.5 “Good Industry Practice” means the exercise of that degree of skill, diligence, professionalism, prudence, foresight and management which would be expected from a market leading skilled and experienced operator engaged in the same type of undertaking under the same or similar circumstances; and

23.1.6 Sensitive Personal Data” has the meaning given in the Act; and

23.1.7 “Talent Personal Data” means any personal data (including Sensitive Personal Data) relating to the talent.

23.2 Each party shall comply with all applicable data protection and privacy laws and regulations, including, without limitation, the provisions of the applicable Data Protection Legislation and not by any act or omission put the other party in breach of them in connection with the Agreement.

23.3 For the purposes of the Agreement, the parties acknowledge, accept and agree the Agency is the data controller and the client is the data processor.

23.4 Where the Agency transfers Talent Personal Data and/or other personal data to the client, the client warrants and represents it shall:

23.4.1 ensure it has implemented appropriate and effective technical and organisational measures to protect such data against unauthorised or unlawful processing and accidental loss or damage;

23.4.2 where necessary and/or applicable provide full and open co-operation and prompt assistance to the Agency, and ensure it has the appropriate technical and organisational measures in place, to enable the Agency to comply with any valid Data Subject Access Request without delay (and at the latest within 14 days of receipt of the Data Subject Access Request);

23.4.3 where necessary and/or applicable, provide full co-operation and assistance to the Agency to ensure the Talent Personal Data and/or other personal data is deleted without delay in response to a valid request from a data subject;

23.4.4 where necessary and/or applicable, provide full co-operation and assistance to the Agency in ensuring the Talent Personal Data and/or other personal data is up to date, complete and accurate;

23.4.5 maintain accurate and detailed internal records of all processing and (where applicable) storage of the Talent Personal Data and/or other personal data (and make such records available to the Agency and/or the relevant supervisory authority for the purposes of an investigation), demonstrating compliance with the data protection principles including but not limited to specifying the relevant conditions for processing the Talent Personal Data and/or other personal data (including but not limited to obtaining relevant and up to date Consents) and specifying and recording the fair and lawful purposes for which the Talent Personal Data and/or other personal data is being processed;

23.4.6 ensure that access to the Talent Personal Data is limited to those employees or authorised third parties who reasonably require access to the Talent Personal Data pursuant to the Agreement and that all employees and authorised third parties are informed of the confidential nature of the Talent Personal Data. If the client subcontracts or grants access to the Talent Personal Data pursuant to this section 23.4.6, the client shall ensure that such authorised subcontractors or employees enter into an agreement with the client containing data protection provisions on terms at least as onerous as this section 23;

23.4.7 not, by any act or omission, put the Agency in breach of, or jeopardise any registration under, any Data Protection Legislation and/or any applicable laws;

23.4.8 not transfer the Talent Personal Data and/or other personal data to countries outside the European Economic Area;

23.4.9 in the event of any breach of the applicable Data Protection Legislation, the client shall:

a) immediately and fully notify the Agency in writing of any notices in connection with the processing of any of the Talent Personal Data and/or other personal data;

b) provide such information and assistance as the Agency may reasonably require, including in relation to any notifications to the national data protection authority;

c) take all necessary precautions to preserve the integrity of any Talent Personal Data and/or other personal data which it processes and to prevent any corruption or loss of such data; and

d) in such event and if attributable to any default by the client promptly restore the data at its own expense or, at the Agency’s option, promptly reimburse the Agency for any expenses it incurs in having the data restored by a third party.

23.5 The client shall indemnify the Agency against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other reasonable professional costs and expenses) suffered or incurred by the Agency arising out of or in connection with any breach by the client of any of its obligations under this clause 23.

24. Interpretation of Agreement

24.1 For the purpose of the relationship between the client and the Agency the client acknowledges, accepts and agrees that the Agency is the supplier of services which shall be strictly and exclusively governed by the Agreement. The terms of the Agreement apply to every offer, quotation, acceptance, purchase order, confirmation order, specification and/or contract for the sale and supply of services or goods (including services ancillary thereto) by the Agency and supersede any other terms of the client and take precedence over and override and exclude any other terms stipulated or incorporated or referred to by the client whether in the booking confirmation form or in any negotiations and any course of dealing established between the Agency and the client. The client acknowledges that there are no representations, statements or promises made or given by or on behalf of the Agency outside the Agreement which have induced the client to enter into these terms and conditions (which expression shall include any contract of which the Agreement forms part).

24.2 If there is any conflict or inconsistency between any of the terms of the Agreement, this shall be resolved according to the following numbered order of priority:

24.2.1 where such conflict relates to data protection provisions, priority shall be as follows:

1) the Data Processing Agreement;

2) the Privacy Policy; and

3) the clauses these terms and conditions as they apply to data protection (including but not limited to clause 23 (Data Protection); and

24.2.2 subject to clause 24.2.1, priority shall be as follows:

1) the clauses of these terms and conditions;

2) the Privacy Policy;

3) the Data Processing Agreement; and

4) the booking confirmation.

24.3 The booking confirmation, the Privacy Policy and the Data Processing Agreement form part of these terms and conditions and shall have effect as if set out in full in the body of these terms and conditions. Any reference to these terms and conditions includes the booking confirmation form, the Privacy Policy and the Data Processing Agreement.

24.4 For the purpose of the Agreement the words “agreed”, subject to section 1, means agreed in writing in the booking confirmation form and signed by duly authorised representatives of both the Agency and the client.

25. General

25.1 If any of the terms, conditions or provisions of the Agreement are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent, be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

25.2 Any termination of all or part of the Agreement shall not affect the coming into force or the continuance in force of any provision of the Agreement which is expressly or by implication intended to come into force or continue in force on or after such termination.

25.3 Except as otherwise expressly provided in the Agreement, all representations, warranties, undertakings, agreements, covenants, indemnities and obligations made or given or entered into by the client and the ultimate client under the Agreement are assumed by them jointly and severally.

25.4 Nothing in the Agreement shall render any party a partner or agent of the other. Except as expressly permitted by the Agreement, nothing shall allow a party to purport to undertake any obligation on behalf of the other nor expose the other party to any liability nor pledge or purport to pledge the other’s credit.

25.5 No failure to exercise and no delay in exercising on the part of either party of any right, power or privileged under the Agreement shall operate as a waiver of it. Nor shall any single or partial exercise of any right, power or privilege preclude the enforcement of any other right, power or privilege. Nor shall the waiver of any breach of a provision be taken or held to be a waiver of the provision itself. For a waiver to be effective it must be made in writing.

25.6 Except as and to the extent expressly otherwise specified in the Agreement, the rights and remedies contained in the Agreement are cumulative and are not exclusive of any rights or remedies provided by law or elsewhere in the Agreement.

25.7 The parties agree to keep, and to instruct its agents, employees, advisers and sub-contractors with knowledge hereof to keep the Agreement strictly private and confidential and not to disclose any details relating to the same, subject to disclosure in the following circumstances

(a) to enable enforcement of the party’s rights under the Agreement;

(b) with the prior written consent of the other party; and

25.8 The terms of the Agreement constitutes the entire agreement between the parties and supersedes any previous agreement or arrangement between the parties relating to the subject matter of the Agreement.

25.9 No variation or amendment to the terms of the Agreement shall be valid and binding unless in writing and signed by an authorised representative of each party.

25.10 Except where the Agreement expressly provides otherwise, a person who is not a party to the Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Agreement but this does not affect any right or remedy of a third party which exists or is available apart from under that Act. The client acknowledges, accepts and agrees that the Agency has entered into the Agreement for the benefit of itself and the talent and accordingly the talent shall be entitled to enforce the Agreement conditions as if he/she/they were a party to the Agreement.

25.11 The provisions of this Agreement which are expressly or impliedly intended to survive the termination or expiry of this Agreement shall survive such termination or expiry including but not limited to clauses [11, 14, 19, 21, 23 and 25.12].

25.12 Subject to section 25.10, the parties agree that the Agreement and its provisions will be governed by and construed in accordance with English law and the parties hereby submit to the exclusive jurisdiction of the English Courts. Notwithstanding section 25.10, the parties to the Agreement agree that the Agency may enforce its rights under the Agreement in any other court of competent jurisdictions outside of the courts of England and Wales.

July 2018

Schedule 1 DATA PROCESSING AGREEMENT

For the purposes of the Data Protection Legislation, the parties hereby acknowledge and agree the client is the data processor (“Processor”) and Models 1 Limited is the data controller (Controller”).

This Data Processing Agreement (the “Agreement”) sets out the basis on which the Processor shall process the Controller Personal Data pursuant to the Principal Agreement (as such terms are defined in Annex 1).

Unless otherwise stated, all defined terms have the meaning given in Annex 1 (Definitions and Interpretation).

1. Acceptance

This Agreement shall be accepted when the Processor signs the Booking Confirmation and shall be incorporated into and form part of the Principal Agreement subject to the terms herein. The failure to sign and/or return the Booking Confirmation form whilst proceeding with the booking will be deemed to be an acceptance by the client of the terms of this Agreement.

2. Authority to process Controller Personal Data

2.1 The Controller hereby instructs the Processor (and authorises the Processor to instruct each Subprocessor) to process the Controller Personal Data strictly in accordance with the terms of this Agreement.

2.2 The Processor may process the Controller Personal Data from time to time in the course of performing its obligations under the Principal Agreement, as set out in the Principal Agreement, and the necessary purposes of the processing (“Agreed Purposes”) as set out in therein (as may be amended from time to time) shall set out the Processor’s instructions for processing.

2.3 The Processor shall not process the Controller Personal Data other than for the Agreed Purposes, and in accordance with the Principal Agreement.

2.4 The Processor shall process the Controller Personal Data strictly in accordance with the applicable Data Protection Legislation and using an approach which at all times accords with Good Industry Practice and Applicable Law.

3. Termination and suspension

3.1 This Agreement shall automatically and immediately terminate on expiry or earlier termination of the Principal Agreement.

3.2 In addition to the Controller’s rights of termination under the Principal Agreement, the Controller may terminate the Principal Agreement if the Controller reasonably determines that:

3.2.1 the Processor has committed a material breach of this Agreement, or, if requested by the Controller, has failed to remedy such material breach within the reasonable time specified by the Controller; or

3.2.2 the Controller needs to do so to comply with Data Protection Legislation or Applicable Law.

3.3 The Controller may immediately suspend access to the Controller Personal Data by the Processor if the Processor is not complying fully with the terms of this Agreement.

3.4 The Processor’s obligations under this Agreement will survive expiration or termination of the Principle Agreement for so long as the Processor continues to process the Controller Personal Data.

4. Security and Confidentiality

4.1 Taking into account the state of the art, the costs of implementation and the nature, scope, context and purposes of processing as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons, the Processor shall in relation to the Controller Personal Data implement appropriate technical and organisational measures to ensure a level of security appropriate to that risk, including, as appropriate, the measures referred to in Article 32(1) of the GDPR.

4.2 In assessing the appropriate level of security, the Processor shall take account in particular of the risks that are presented by processing, in particular from a personal data breach.

4.3 The Processor shall ensure access to the Controller Personal Data is limited to those employees or authorised subcontractors who need access to the Controller Personal Data to meet the Processor’s obligations under the Principal Agreement and that all employees and authorised subcontractors are informed of the confidential nature of the Controller Personal Data and the terms of this Agreement.

5. Personal Data Breaches

5.1 The Processor shall notify the Controller without undue delay upon becoming aware of a personal data breach affecting the Controller Personal Data, providing the Controller with sufficient information to allow the Controller to meet any obligations to report or inform data subjects and/or the relevant supervisory authority of the personal data breach under the Data Protection Legislation.

5.2 The Processor shall co-operate with the Controller and take such steps as are directed by the Controller to assist in the investigation, mitigation and remediation of each such personal data breach.

6. Data Protection Impact Assessment and Prior Consultation

The Processor shall provide active and proactive assistance to the Controller with any data protection impact assessments, and prior consultations with supervisory authorities or other competent data privacy authorities, which the Controller reasonably considers to be required under the applicable Data Protection Legislation.

7. Data Subject Rights

7.1 Taking into account the nature of the processing, the Processor shall assist the Controller by implementing appropriate technical and organisational measures for the fulfilment of the Controllers’ obligations to respond to requests for exercising the data subject’s rights under the Data Protection Legislation.

7.2 Without prejudice to the generality of clause 7.1, the Processor shall:

7.2.1 promptly notify the Controller if the Processor receives a request from a data subject under any Data Protection Legislation in respect of the Controller Personal Data; and

7.2.2 ensure it does not respond to that request except on the documented instructions of the Controller or as required by any Applicable Law to which the Processor is subject, in which case the Processor shall to the extent permitted by the Applicable Law inform the Controller of that legal requirement before the Processor responds to the request.

8. Deletion or Return of Controller Personal Data

8.1 Subject to clauses 8.2 and 8.3, the Processor shall promptly and in any event within fourteen (14) days of the date of cessation of any Services (the "Cessation Date"), delete and procure the deletion of the Controller Personal Data and all existing copies maintained on any media.

8.2 Subject to clause 8.3, the Controller may in its absolute discretion by written notice to the Processor within seven (7) days of the Cessation Date require the Processor to:

8.2.1 return a complete copy of all Controller Personal Data to the Controller by secure file transfer in such format as is reasonably notified by the Controller to the Processor; and

8.2.2 delete and procure the deletion of all other copies of the Controller Personal Data.

The Processor shall comply with any such written request within fourteen (14) days of the Cessation Date.

8.3 The Processor may retain the Controller Personal Data to the extent required by any Applicable Law, and only to the extent and for such period as required by such Applicable Law, provided always the Processor shall ensure the confidentiality of all such Controller Personal Data and shall ensure that such Controller Personal Data is only processed as necessary for the purpose(s) specified in the Applicable Laws requiring its storage and for no other purpose.

8.4 The Processor shall provide written certification to Controller that it has fully complied with this Clause 8 within fourteen (14) days of the Cessation Date.

9. Audit Rights

The Processor shall make available to the Controller on request all information necessary to demonstrate compliance with this Agreement, and shall allow for and contribute to audits, including inspections, by the Controller or an auditor mandated by the Controller in relation to the processing of the Controller Personal Data by the Processor.

10. Restricted Transfers

10.1 The Processor shall not transfer the Controller Personal Data to countries outside the EEA unless the Processor obtains the prior written consent of the Controller and in seeking such consent, complies with the following obligations:

10.1.1 provides the Controller with details of the following in writing:

(i) the Controller Personal Data which will be processed and/or transferred outside the EEA;

(ii) the country or countries in which the Controller Personal Data will be processed and/or to which the Controller Personal Data will be transferred outside the EEA; and

(iii) any Subprocessor who will be processing and/or transferring Controller Personal Data outside the EEA;

10.1.2 ensures it has regard to and shall comply with Applicable Laws and the current government and Information Commissioner Office’s policies, procedures, guidance and codes of practice on, and any approval processes in connection with, the processing and/or transfers of the Controller Personal Data outside the EEA and/or overseas generally; and

10.1.3 complies with such other instructions and shall carry out such actions as the Controller may notify in writing including entering into Standard Contractual Clauses.

11. Subprocessing

11.1 The Controller authorises the Processor to appoint (and permits each Subprocessor appointed in accordance with this clause 11 to appoint) Subprocessors strictly in accordance with this clause 11 and any restrictions in the Principal Agreement.

11.2 The Processor may continue to use those Subprocessors already engaged by the Processor as at the date of this Agreement, subject to the Processor as soon as practicable meeting the obligations set out in clause 11.4.

11.3 The Processor shall give the Controller prior written notice of the appointment of any new Subprocessor, including full details of the Processing to be undertaken by the Subprocessor. If, within seven (7) days of receipt of that notice, the Controller notifies the Processor in writing of any objections to the proposed appointment, the Processor shall not appoint (nor disclose any Controller Personal Data to) the proposed Subprocessor except with the prior written consent of the Controller.

11.4 With respect to each Subprocessor, the Processor shall:

11.4.1 before the Subprocessor first processes Controller Personal Data, carry out adequate due diligence in accordance with Good Industry Practice to ensure the Subprocessor is capable of providing the level of protection for the Controller Personal Data required by the Principal Agreement;

11.4.2 ensure the arrangement between the Processor and Subprocessor is governed by a written contract including terms which offer at least the same level of protection for the Controller Personal Data as those set out in this Agreement and meet the requirements of article 28(3) of the GDPR; and

11.4.3 provide to the Controller for review such copies of the Processors' agreements with Subprocessors (which may be redacted to remove confidential commercial information not relevant to the requirements of this Agreement) as the Controller may request from time to time.

11.5 The Processor shall ensure that each Subprocessor performs the applicable obligations under this Agreement, as they apply to processing of Controller Personal Data carried out by that Subprocessor, as if it were party to this Agreement in place of the Processor.

11.6 The Processor shall be liable for any failure of the Subprocessor to comply with its obligations pursuant to clause 11.5, and shall fully indemnify and keep fully indemnified the Controller against any and all actions, costs, claims, demands, damages, expenses (including legal fees), liabilities, losses and proceedings in connection with any failure of the Subprocessor to comply with its obligations pursuant to clause 11.5.

12. General Terms

12.1 Nothing in this Agreement reduces the Processor’s obligations under the Principal Agreement in relation to the protection of personal data or permits the Processor to process (or permit the processing of) personal data in a manner which is prohibited by the Principal Agreement.

12.2 Save as set out in clause 1, the Principal Agreement shall remain unaltered in all other respects.

12.3 In the event of inconsistencies between the provisions of this Agreement and the data protection provisions of:

12.3.1 any other agreements between the parties (including, but not limited to, clause 22 (Data Protection) of the Principal Agreement); and

12.3.2 agreements entered into or purported to be entered into after the date of this Agreement (except where explicitly agreed otherwise in writing, signed on behalf of the parties),

the provisions of this Agreement shall prevail.

12.4 The Controller may propose any amendments to this Agreement which the Controller reasonably considers to be necessary to address the requirements of any Data Protection Legislation. The Processor shall promptly co-operate (and ensure that any affected Subprocessors promptly co-operate) with any such variations.

12.5 No person who is not a party to this Agreement shall have any right to enforce this Agreement (or any agreement or document entered into pursuant to this Agreement) pursuant to the Contracts (Rights of Third Parties) Act 1999.

12.6 The Processor shall fully indemnify and keep fully indemnified the Controller against any and all actions, costs, claims, demands, damages, expenses (including legal fees), liabilities, losses and proceedings arising in connection with any breach by the Processor of any of its obligations under this Agreement.

12.7 Should any provision of this Agreement be invalid or unenforceable, then the remainder of this Agreement shall remain valid and in force. The invalid or unenforceable provision shall be either (i) amended as necessary to ensure its validity and enforceability, while preserving the parties’ intentions as closely as possible or, if this is not possible, (ii) construed in a manner as if the invalid or unenforceable part had never been contained therein.

12.8 Without prejudice to any other rights or remedies that the Controller may have, the Processor acknowledges and agrees that damages alone would not be an adequate remedy for any breach of the terms of this Agreement by the Processor. Accordingly, the Controller shall be entitled to the remedies of injunction, specific performance or other equitable relief for any threatened or actual breach of the terms of this Agreement.

12.9 No failure or delay by a party to exercise any right or remedy provided under this Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.

12.10 This Agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England. Each party irrevocably agrees that the courts of England shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this agreement or its subject matter or formation.

Annex 1 DEFINITIONS AND INTERPRETATION

In this Agreement, the following terms shall have the meanings set out below:

“Affiliate" means an entity that owns or controls, is owned or controlled by or is or under common control or ownership with the Processor, where control is defined as the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of an entity, whether through ownership of voting securities, by contract or otherwise;

“Agreed Purposes” has the meaning given in clause 2.2.

“Applicable Law” means any statute, statutory provision or subordinate legislation (including that statute, statutory provision or subordinate legislation as amended, modified, consolidated, re-enacted or replaced and in force from time to time, and including any previous statute, statutory provision or subordinate legislation amended, modified, consolidated, re-enacted or replaced by such statute, statutory provision or subordinate legislation) whether before or after the date of this Agreement and including, without limitation, the Data Protection Legislation;

“Booking Confirmation” means the booking confirmation form, containing the specific details of the talent booking.

"Controller Personal Data" means any personal data processed by the Processor on behalf of the Controller pursuant to or in connection with the Principal Agreement;

"mData Protection Legislation" means (as applicable) the Data Protection Act 1998, the GDPR, and the Privacy and Electronic Communications Regulations (SI 2426/2003) as amended and/or updated from time to time and including all statutory instruments, orders, regulations or other subordinate legislation made pursuant to such legislation and the Information Commissioner’s guidance and advice on the GDPR as amended from time to time, and to the extent applicable, the data protection or privacy laws of any other country;

"EEA" means the European Economic Area;

"GDPR" means EU General Data Protection Regulation 2016/679;

“Good Industry Practice” means the exercise of that degree of professionalism, experience, skill, diligence, prudence and foresight which would reasonably and ordinarily be expected from a highly skilled and experienced market leading processor engaged in the same type of undertaking under the same or similar circumstances;

“Principal Agreement” means The TERMS AND CONDITIONS FOR BOOKING TALENT between The Controller and Processor;

"Services" means the specific services and other associated activities to be supplied to or carried out by or on behalf of the Processor pursuant to the Principal Agreement;

"Standard Contractual Clauses" means the standard contractual clauses as issued by the European Commission from time to time; and

"Subprocessor" means any person (including any third party and any Affiliate, but excluding an employee of the Processor or any of its sub-contractors) appointed by or on behalf of the Processor to process Controller Personal Data in connection with the Principal Agreement.

The terms "controller", “data processor”, "data subject", "member state", "personal data>", "personal data breach", "processing" and "supervisory authority" shall have the same meaning as in the applicable Data Protection Legislation.

August 2018

WEBSITE TERMS AND CONDITIONS OF USE

Welcome to www.models1.co.uk or www.models1.com, (the “Website”). Using the Website confirms that you accept these terms (the “Terms”) regardless of whether or not you choose to register with the Website. If you do not accept these Terms, do not use the Website. Please note that the Terms are updated from time to time and it is your responsibility to review these Terms regularly.

1. Introduction

1.1 The Website is owned by Models1 Limited (the “Company”). The Company is registered in England and Wales, company number: 3678510, VAT number: 726661423 and its registered office is at 12 Macklin Street, Covent Garden, London WC2B 5SZ , telephone number: 020 7025 4900, e-mail: info@models1.co.uk.

1.2 You may access most areas of the Website without registering your details. Certain areas of the Website are only open to you if you register as a registered user and use the Website in accordance with these Terms.

1.3 By accessing any part of the Website you shall be deemed to have accepted these Terms in full. If you do not accept these Terms in full, you must leave the Website immediately.

2. Variation

The Company shall have the right, at its sole discretion to modify, add or remove any terms or conditions of these Terms without notice or liability to you. You should regularly check the Website to review the current Terms since they are binding on you. Any changes to these Terms shall be effective immediately following the posting of any such changes on the Website. Please review these Terms regularly to ensure that you are aware of any changes made by the Company. Your continued use of the Website after changes have been posted means you agree to be legally bound by the Terms as updated and amended.

3. Ownership and Restrictions

3.1 Apart from images licensed for use by the Company, including photographic images and content which is licensed by the Company from photographers, fashion houses and other third parties, the Website, its design and content including all text, information, still and motion video, audio and audio visual material, code and/or software and all intellectual property rights relating to the same (the “Material”) are owned by the Company.

3.2 The Website may be used by you strictly for your own personal use as provided in these Terms. No element of the Website or the Material may be taken out of context or presented in a misleading or discriminatory manner.

3.3 You are strictly prohibited from accessing and using any of the images found on the Website in any manner unless you are an authorised licensed user and adhere strictly to the terms of the separate licence terms governing the valid and lawful use of such images.

3.4 You agree not to modify, copy, reproduce, broadcast, modify, adapt, transmit, republish, sell, resell, exploit, create derivative works or distribute in any way any portion of the Website or the Material.

3.5 You are granted a personal, limited, non-transferable, non-exclusive licence to access the Website and print and download extracts from the Website (which are clearly made available by the Company for you to print and/or download and which excludes any other images) for your own private personal use on the following basis:

3.5.1 no documents, images or related graphics on the Website are modified in any way;

3.5.2 no graphics or images found on the Website are used separately from the accompanying text;

3.5.3 no Material or any portion of the Website is used and/or exploited to create an association or similar connection with a business, person or corporate entity; 3.5.4 the Company’s copyright and trade mark notices and this permission notice appear in all copies of any material from the Website; and

3.5.4 you do not, and you do not allow any third party, to modify or create a derivative work, reverse engineer or otherwise attempt to discover any source code or software available on the Website. The grant of this limited licence is conditional upon your agreement to and compliance with all these Terms. The Company may revoke this licence at any time in its absolute discretion.

any source code or software available on the Website. The grant of this limited licence is conditional upon your agreement to and compliance with all these Terms. The Company may revoke this licence at any time in its absolute discretion.

3.6 Any use of extracts or images from the Website, including without limitation the Material, other than in accordance with paragraph 3.5 above for any purpose is prohibited. If you breach any of the Terms, your permission to use the Website automatically terminates and you must immediately destroy or permanently erase from any computer memory or storage device any downloaded or printed extracts or images or documents from the Website including without limitation the Material.

3.7 All copyrights, trademarks, intellectual property rights and proprietary rights on the Website are the property of or licensed to the Company unless otherwise stated. Nothing shall be construed as conferring upon you by implication, estoppel or otherwise any licence or right to use any trade mark, patent, registered design, design right, copyright or other intellectual property right of the Website.

4. Website Access

4.1 While the Company endeavours to ensure that the Website is normally available 24 hours a day, the Company shall not be liable if for any reason the Website is unavailable at any time or for any period.

4.2 Access to the Website may be suspended temporarily and without notice in the case of system failure, maintenance or repair or for reasons beyond the Company’s control.

5. Visitor Material and Conduct

5.1 Other than personally identifiable information, which is covered under our Privacy Policy, any material you transmit or post to the Website shall be considered non-confidential and non-proprietary. The Company shall have no obligation with respect to such material. The Company and its designers shall be free to copy, disclose, distribute, incorporate and otherwise use such material and all data, images, sounds, text and other things embodied therein for any and all commercial or non-commercial purposes.

5.2 You are prohibited from uploading, posting or transmitting to or from the Website any material:

5.2.1 that is threatening, defamatory, obscene, indecent, unlawful, seditious, offensive, pornographic, abusive, liable to incite racial hatred, discriminatory, menacing, scandalous, inflammatory, blasphemous, in breach of confidence, in breach of privacy or which may cause annoyance or inconvenience; or

5.2.2 for which you have not obtained all necessary licences, consents and/or approvals; or

5.2.3 which constitutes or encourages conduct that would be considered a criminal offence, give rise to civil liability, or otherwise be contrary to the law of or infringe the rights of any third party, in any country in the world; or

5.2.4 which is technically harmful (including, without limitation, computer viruses, logic bombs, Trojan horses, worms, harmful components, corrupted data or other malicious software or harmful data).

5.3 You may not misuse the Website (including, without limitation, by hacking) in a way which is contrary to the Terms. In the event that you do misuse the Website or breach any of the Terms, the Company reserves the right to ask you to leave the Website immediately, and to prohibit you from using the Website in the future.

5.4 The Company shall fully co-operate with any law enforcement authorities or court order requesting or directing the Company to disclose the identity or locate anyone posting any material in breach of this paragraph 5.

6. Links To and From Other Websites

6.1 Links to third party websites on the Website are provided solely for your convenience. If you use these links, you leave the Website. The Company has not reviewed all of these third party websites and does not control and is not responsible for these websites or their content or availability. As a result, the Company does not endorse or make any representations about them, or any material found there, or any results that may be obtained from using them. If you decide to access any of the third party websites linked to the Website, you do so entirely at your own risk.

6.2 Please note that we are not responsible for the terms of use or data collection practices of any other websites and we encourage you to read the privacy statements and terms of use of those linked websites.

6.3 The Company does not permit the linking of the Website from any third party websites unless it has provided its express written consent to do so.

7. Registration

7.1 When you submit your details to us via the Website, you warrant that all the details you supply, including without limitation, your name and e-mail address are accurate, that you are authorised to use the e-mail address that you provide and that you are at least sixteen (16) years old. If you are below the age of sixteen (16), please obtain the permission of your parent or guardian before using the Website. The Company has no intention of collecting any personal information from children below the age of 16 without informed parental consent. Parents are encouraged to review their children’s e-mail and Internet activities to ensure that the Website is being used in accordance with these Terms.

7.2 The Company takes your privacy seriously. Please read the Company’s Privacy Policy for details about what information the Company collects and how the Company will use and protect it.

8. Terms and Conditions of Business

8.1 Details of the terms and conditions of business are available at www.models1.co.uk/Terms. Please review such terms and conditions carefully and thoroughly as they will govern and apply to any supply of the services by the Company and take precedence over and supersede any other terms.

8.2 Any amendment or variation made to the terms and conditions of business as supplied by the Company shall not be valid or binding unless agreed to in advance by the Company and confirmed by the Company by counter-signing such amendment or variation on this booking confirmation form.

9. Disclaimer

Information on this website does not constitute an offer or solicitation to conduct modelling business in any jurisdiction. It is your responsibility to inform yourself about and observe any applicable laws relating to modelling. Information on the website has been obtained from sources which we believe to be reliable and accurate. The company is not responsible for the accuracy of the information contained within the website provided by third parties.

10. Accuracy

10.1 while the company endeavours to ensure that the information on the website is correct, the company does not warrant the accuracy and completeness of the material on the website. The company may make changes to the material on the website, at any time without notice. The material on the website may be out of date, and the company makes no commitment to update such material.

10.2 the material on the website is provided “as is”, without any conditions, warranties or other terms of any kind. Accordingly, to the maximum extent permitted by law, the company provides you with the website on the basis that the company excludes all representations, warranties, conditions and other terms, including, without limitation, the conditions implied by law of satisfactory quality, fitness for purpose and the use of reasonable care and skill which, but for these terms, might have effect in relation to the website.

11. Liability

11.1 the company, any other party (whether or not involved in creating, producing, maintaining or delivering the website), and any of the company’s group companies and the officers, directors, employees, shareholders or agents of any of them, exclude all liability and responsibility for any amount or any kind of loss or damage that may result to you or a third party in connection with the website in any way or in connection with the use, inability to use or the results of use of the website, any websites linked to the website or the material on such websites, including but not limited to loss or damage due to viruses that may infect your computer equipment, software, data or other property on account of your access to, use of, or browsing the website or your downloading of any material from the website or any websites linked to the website (including without limitation, any direct loss or damages of income, profits, goodwill, data, contracts, use of money, or loss or damages arising from or connected in any way to business interruption, and whether in tort (including without limitation negligence), contract or otherwise and any indirect, punitive or consequential loss or damages).

11.2 nothing in these terms shall exclude or limit the company’s liability for:

(a) death or personal injury caused by negligence (as such term is defined by the unfair contract terms act 1977); or

(b) fraud; or

11.3 you assume all costs if your use of the website results in the need for servicing, repair or correction of equipment, software or data.

11.4 the company does not warrant that functions contained in the website content will be uninterrupted or error free, that defects will be corrected or that the website’s server is free of viruses, worms, trojans or bugs.

12. Severance

If any of these Terms shall be determined to be illegal, invalid or otherwise unenforceable by reason of the laws of any state or country in which these Terms are intended to be effective, then to the extent and within the jurisdiction in which that term is illegal, invalid or unenforceable, it shall be severed and deleted from these Terms and the remaining Terms shall survive, remain in full force and effect and continue to be binding and enforceable.

13. No Waiver

No delay or failure by the Company to exercise any powers, rights or remedies under these Terms will operate as a waiver of them nor will any single or partial exercise of any such powers, rights or remedies preclude any other or further exercise of them. Any waiver to be effective must be in writing and signed by an authorised representative of the Company.

14. Entire Agreement

These Terms including the documents or other sources referred to in these Terms supersede all prior representations understandings and agreements between you and the Company relating to the use of this Website and sets forth the entire agreement and understanding between you and the Company for your use of this Website.

15. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with English law. Disputes arising in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of England.

Issue Date: August 2018

PARENTAL GUIDANCE

Models 1 requires your consent for a child, under 18, to become a model. We will want you to fully understand and approve his or her terms of engagement. We won’t interrupt a child’s schooling and, should a model, still in education, work for us, he or she will only work with your consent and in the holidays or at weekends.

Beware!

Fakes

Some people set themselves up at hotels or other gathering places and claim to be linked to a reputable model agency. The “open call” or casting will, most likely, have been advertised in a local newspaper or online. Always first call the named agency to check if the casting is legitimate because few recruit models in this way. Never attend any open call unaccompanied or outside working hours. It is prohibited by law to charge up-front fees and these set ups usually do. They will claim to provide a portfolio and promise work. Usually, they take your money and disappear.

DO NOT ever pay for so called professional photographs. They are a complete waste of money and, any professional fashion model agency will always want to take their own photographs.

These people claim to work for a reputable agency and may even feature the agency’s website on their information. However, mostly they will claim to have seen your profile on social media and will show an email address which purports to be at the agency. However, look closely and it will usually have a prefix or something that is unusual. Check the Models 1 website and our contact details. If they are in any way different, it is almost certain to be a fraud. We will never ask for your contact details or, particularly, any banking information on-line. Anyone who does is a fraud.

Studios and portfolios

Professional model agencies have had endless complaints about many so-called model agents or studios. More often than not, there does not appear to be any real modelling work on their websites e.g. editorial or brands. This suggests that are not an agency and probably yet another ‘studio’ which puts together unnecessary, and ever cost increasing, portfolios, as many vulnerable people have discovered.

Models 1 does not charge money up front. Aspiring youngsters should either apply on line or simply visit the agency. If we are interested, we will take a few snaps and decide whether or not the person has potential. If so, we will provisionally take the person on and will arrange for professional, test photography. Only then will a decision be made because, for models, the camera doesn’t lie! If a person is not taken on, we will write off the cost of the shoot.

If the person is taken on, he or she (and, if relevant a parent or guardian) should be fully aware of and understand the agency’ model agreement before signing it

Social media

A lot of unscrupulous individuals scour social networking sites. They approach youngsters under the Models 1 banner. They are fakes and only the Models 1 email or website with the suffix .co.uk or .com is us. If you are in any doubt, please get in touch with us at info@models1.co.uk . We rarely approach people via social network sites and, if we do, we will make absolutely certain you know it is a legitimate approach.

Scouts

Models 1 does not, under any circumstances, use scouts who are not full-time employees of the agency. They always have ID with them. We do not use any third parties to scout for us.

Never meet with anyone who says they are from Models 1 other than at our offices at 12 Macklin Street, in Covent Garden. If you are suspicious of anyone who contacts you, get as many details as you can from them & then contact our office on 020 7025 4900, or email us at info@models1.co.uk. If we want to contact you, it will only ever be from our Company email, firstname@models1.co.uk; our telephone lines, 020 7025 49XX or a mobile ‘phone, pre-agreed with one of our bookers.

Eating disorders

An unhealthy model is not a working model! What and how you eat affects your personality, appearance, attitude and, most important, your performance. It is therefore extremely important to ensure that you maintain a good, healthy, balanced diet. Models 1 only represent fit and healthy models. Eating disorders are easy fodder for the press. That said, they are not to be taken lightly.

At Models 1, we have no evidence of any model suffering. Nonetheless, we use the services of a fully trained nutritionist who takes workshops among our New Faces and is available for private consultations, should it be necessary. We also have bookers who have been to BEAT training days and are aware of what to look out for.

1. Introduction

We are Models 1 Ltd (“we” or “us”), a company registered in England and Wales. Our company registration number is 3678510 and our registered office is at 12 Macklin Street, London WC2B 5SZ. Our registered VAT number is 726661423

We are committed to protecting your personal data. This privacy policy gives you detailed information on when and why we collect your personal data, how we use it and how we keep it secure. Please read this policy carefully alongside any applicable Terms & Conditions to understand our views and practices regarding your personal data and how we will treat it.

More information can be provided on request. Definitions, and words in bold type, are defined in the Appendix at the end of this privacy policy.

2. Our responsibilities

For the purpose of the applicable Data Protection Legislation, we are the data controller of any personal data we process. As a data controller, we are responsible for ensuring our systems, processes, suppliers and People comply with Data Protection Legislation in relation to the personal data we handle.

We require our People to comply with this privacy policy and our Data Protection Policy when dealing with personal data.

We take Personal Data Breaches very seriously, and are required to notify the Information Commissioner’s Office in the event of such a breach.

When using, collecting and disclosing personal data, we follow the key data protection principles.

We have policies, procedures and records to demonstrate compliance with the principles, as further detailed in our Data Protection Policy.

3. How we collect, use and disclose your personal data

Generally, we collect your personal data when you interact with us (for example, when entering into a relationship with us as Talent, a Client or one of our People). However, from time to time we also need to collect personal data from other third parties in connection with our relationship with you. We also look at how our users access and use our Website, so we can offer the best possible experience. The following table summarises how we collect, use and disclose your personal data:

Talent (including prospective Talent)

Clients (including prospective Clients)

Subscribers to our promotional material

Users of our Website

Our People

4. Transfer of Data between Jurisdictions

Personal data may be transferred to one of our Affiliate Talent Agencies for the purposes of fulfilling our obligations to our Talent and Clients. We also use a number of suppliers in connection with the operation of our business and they may have access to the personal data we process. For example, an IT supplier may see our personal data when providing software support, or a company which we use for a marketing campaign may process contacts' personal data for us. When contracting with suppliers and/or transferring personal data to a different jurisdiction, we take appropriate steps to ensure that there is adequate protection in place and that the principles are adhered to.

5. Your rights

Personal data must be processed in line with an individual’s rights, including the right to:

• request a copy of their personal data;

• request that their inaccurate personal data is corrected;

• request that their personal data is deleted and destroyed when causing damage or distress; and

• opt out of receiving electronic communications from us.

Should you wish to make a request in line with your rights as an individual, please forward it to us using the contact details provided at the end of this privacy policy.

Our People must notify or inform John Horner immediately if they receive a request in relation to personal data which the firm processes.

The Data Protection Legislation gives you the right to access information held about you. Your right of access can be exercised in accordance with the Data Protection Legislation (as applicable).

6. Security

Information security is a key element of data protection. We take appropriate measures to secure personal data and protect it from loss or unauthorised disclosure or damage. Our policy and approach to information security is contained within our Data Protection Policy.

7. Cookies

Our Website uses cookies to distinguish you from other users of our Website. This helps us to provide you with a good experience when you browse our Website and also allows us to improve our Website. For detailed information on the cookies we use and the purposes for which we use them see our Cookie Policy.

8. Changes to our privacy policy

Any changes we may make to this privacy policy in the future will be posted on this page and, where appropriate, notified to you by e-mail. Please check back frequently to see any updates or changes to our privacy policy.

9. Contacts and complaints

Questions, comments and requests regarding this privacy policy are welcomed and should be addressed to our customer service team by writing to us at enquiries@models1.co.uk

You should direct all complaints relating to how the firm has processed your personal data to John Horner

Our People must inform John Horner immediately if they receive a complaint relating to how we have processed personal data so our complaints procedure can be followed.

Date updated: July 2018.

Appendix

Affiliate Talent Agencies: model and/or talent agencies in jurisdictions outside of the UK who have either:

(a) engaged us to provide modelling and/or talent agency services on their behalf in the UK.; or

(b) been engaged by us to provide modelling and/or talent agency services on our behalf in a jurisdiction outside of the UK.

Clients: any person, business or other organisation who engages, or is looking to engage, the services of our Talent.

Controller: a personal/organisation who determines the purpose for which, and the manner in which, any personal data is processed.

Data Protection Policy: our internal data protection policy which sets out how we keep personal data secure, including technical measures (e.g. encryption of personal data, restricted access to personal data, monitoring and testing systems for unauthorised access , backups of personal data), roles and responsibilities of individuals and the scope of protection.

People: all people providing services to or working for us, including but not limited to our employees, directors, members, and contractors.

Personal data: information (including opinions) which relates to an individual and from which he or she can be identified either directly or indirectly through other data which we have or are likely to have in our possession. These individuals are sometimes referred to as data subjects.

Personal Data Breach: a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, personal data transmitted, stored or otherwise processed by an organisation electronically. A personal data breach may mean someone outside the organisation gets unauthorised access to personal data, but a breach can occur if there is unauthorised access within the organisation or if an employee accidentally alters or deletes personal data.

Principles: the core data protection principles underlying the Data Protection Legislation, which specify personal data should be: processed lawfully, fairly and in a transparent manner; collected for specified, explicit and legitimate purposes; adequate, relevant and limited to what is necessary; accurate and, where necessary, kept up to date; kept for no longer than is necessary; processed in a manner that ensures appropriate security, including protection against unauthorised or unlawful processing and against accidental loss, destruction or damage, using appropriate technical or organisational measures. Additionally, organisations must adhere to the principal of accountability.

Process: the ‘processing’ of personal data captures a wide range of activities, and includes obtaining, recording and holding personal data and performing any operation of the personal data (including erasure/destruction).

Processor: any person (other than an employee of the data controller) who processes the data on behalf of the data controller.

Purpose: the purposes identified in the “Purpose” column of the tables in section 3 of this privacy policy (How we collect, use and disclose your personal data), as applicable.

Talent: models and/or other talent who have engaged, or are looking to engage, our modelling and/or talent agency services and are or are considering being, represented by us.

Terms and Conditions: the Terms and Conditions for Booking Talent, and website terms of use.

Third party: a person, organisation or other body other than the data subject, controller, processor and persons who, under the direct authority of the controller or processor, are authorised to process personal data.

August 2018

Key details

Introduction

Why this policy exists

Complies with data protection law and follow good practice
Protects the rights of staff, customers and partners
Is open about how it stores and processes individuals’ data
Protects itself from the risks of a data breach

Data protection law

Be processed fairly and lawfully
Be obtained only for specific, lawful purposes
Be adequate, relevant and not excessive
Be accurate and kept up to date
Not be held for any longer than necessary
Processed in accordance with the rights of data subjects
Be protected in appropriate ways
Not be transferred outside the European Economic Area (EEA), unless that country or territory also ensures an adequate level of protection

People, risks and responsibilities

Policy scope

The head office of Models 1
All staff and volunteers of Models 1
All contractors, suppliers and other people working on behalf of Models 1

Names of individuals
Postal addresses
Email addresses
Telephone numbers
Plus, any other information relating to individuals

Data protection risks

Breaches of confidentiality. For instance, information being given out inappropriately.
Failing to offer choice. For instance, all individuals should be free to choose how the company uses data relating to them.
Reputational damage. For instance, the company could suffer if hackers successfully gained access to sensitive data.

Responsibilities

The data protection officer, Pauline Rendell

Keeping the board updated about data protection responsibilities, risks and issues.
Reviewing all data protection procedures and related policies, in line with an agreed schedule.
Arranging data protection training and advice for the people covered by this policy.
Handling data protection questions from staff and anyone else covered by this policy.
Dealing with requests from individuals to see the data Models 1 holds about them (also called ‘subject access requests’).
Checking and approving any contracts or agreements with third parties that may handle the company’s sensitive data.

The IT manager, Nick Frost

Ensuring all systems, services and equipment used for storing data meet acceptable security standards.
Performing regular checks and scans to ensure security hardware and software is functioning properly.
Evaluating any third-party services the company is considering using to store or process data. For instance, cloud computing services.

The Managing Director, John Horner

Approving any data protection statements attached to communications such as emails and letters.
Addressing any data protection queries from journalists or media outlets like newspapers.
Where necessary, working with other staff to ensure marketing initiatives abide by data protection principles.

General staff guidelines

The only people able to access data covered by this policy should be those who need it for their work.
Data should not be shared informally. When access to confidential information is required, employees can request it from their line managers.
Models 1 will provide training to all employees to help them understand their responsibilities when handling data.
Employees should keep all data secure, by taking sensible precautions and following the guidelines below.
In particular, strong passwords must be used and they should never be shared.
Personal data should not be disclosed to unauthorised people, either within the company or externally.
Data should be regularly reviewed and updated if it is found to be out of date. If no longer required, it should be deleted and disposed of.
Employees should request help from their line manager or the data protection officer if they are unsure about any aspect of data protection.

Data storage

When not required, the paper or files should be kept in a locked drawer or filing cabinet.
Employees should make sure paper and printouts are not left where unauthorised people could see them, like on a printer.
Data printouts should be shredded and disposed of securely when no longer required.

Data should be protected with strong passwords that are changed regularly and never shared between employees.
If data is stored on removable media (like a CD or DVD), these should be kept locked away securely when not being used.
Data should only be stored on designated drives and servers, and should only be uploaded to an approved cloud computing services.
Servers containing personal data should be sited in a secure location, away from general office space.
Data should be backed up frequently. Those backups should be tested regularly, in line with the company’s standard backup procedures.
Data should never be saved directly to laptops or other mobile devices like tablets or smart phones.
All servers and computers containing data should be protected by approved security software and a firewall.

Data use

When working with personal data, employees should ensure the screens of their computers are always locked when left unattended.
Personal data should not be shared informally. In particular, it should never be sent by email, as this form of communication is not secure.
Data must be encrypted before being transferred electronically. The IT manager can explain how to send data to authorised external contacts.
Personal data should never be transferred outside of the European Economic Area.
Employees should not save copies of personal data to their own computers. Always access and update the central copy of any data

Data accuracy

Data will be held in as few places as necessary. Staff should not create any unnecessary additional data sets.
Staff should take every opportunity to ensure data is updated. For instance, by confirming a customer’s details when they call.
Models 1 will make it easy for data subjects to update the information Models 1 holds about them. For instance, via the company website.
Data should be updated as inaccuracies are discovered. For instance, if a customer can no longer be reached on their stored telephone number, it should be removed from the database.
It is the marketing manager’s responsibility to ensure marketing databases are checked against industry suppression files every six months.

Subject access requests

Ask what information the company holds about them and why.
Ask how to gain access to it.
Be informed how to keep it up to date.
Be informed how the company is meeting its data protection obligations.
If an individual contacts the company requesting this information, this is called a subject access request.

Disclosing data for other reasons

Providing information

How the data is being used
How to exercise their rights