NEW MODEL AGREEMENT FOR WORKING WITH Noëlle Talent Group
STANDARDS, EXPECTATIONS, & POLICIES
I understand that I, (YOUR NAME) am representing Wynne Talent Ventures LLC (DBA, Noëlle Talent Group) (also referred to as Agency in this document) and its clients at its events and that I must:
-Always Maintain a professional appearance
-Always Behave in a professional manner
-Always Arrive on time for every job/event
I understand that if I need to cancel my scheduled services for Noëlle Talent Group, I must give a minimum of one (1) weeks advance notification to the Agency to advise the client. Any non-refundable fees that are incurred by Noëlle Talent Group and/or their clients due to my cancellation are my responsibility and must be reimbursed by me within ten (10) days of cancellation. I understand that Noëlle Talent Group reserves the right to remove me from/terminate my booking at any time, should I violate any of the terms of booking, be unprepared the evening before or day of the event, or exhibit behaviors that could put the success of the booking at risk.
I understand that Noëlle Talent Group has a cancellation fee of $200.00 for all jobs booked if cancellation by Model/Talent is within 72 hours of the scheduled event and is unexcused. For this to be an excused cancellation, we will need appropriate documents/proof to show our client i.e. a doctor's note, hospital papers, photos of a car accident, photos of any injury, etc. I understand that even 1 unexcused cancellation may result in the termination of my relationship with Noëlle Talent Group. If a suitable promotional replacement can be found, the $200.00 fee may be eliminated. A No Call/No Show will result in Model/Talent being charged the entire booking amount and termination from Noëlle Talent Group and all of its clients. Cancellations will not be accepted by voicemail, text, email, or client notification. Model/Talent must speak to a booking agent or management within Noëlle Talent Group on the phone to cancel.
I understand that my first point of contact regarding services for any client, including flight cancellations, is Noëlle Talent Group who will communicate with the client. I will not communicate directly with any of Noëlle Talent Group’s clients/onsite contacts regarding my services unless I am required to before and/or at an event.
I understand that it is expressly prohibited to fraternize with event attendees, the employees or representatives of the client I am working for after work hours, as well as any other brands/companies at said event.
I understand that any photographs, audio and/or video recordings taken of me and/or by me during the duration of a job through Noëlle Talent Group and then posted on any social media sites require Noëlle Talent Group to be properly tagged, no exceptions.
I understand that any violation of these rules is subject to immediate removal from the job and termination from Noëlle Talent Group’s roster and database.
I will comply with all federal, state and local laws, regulations and orders, in carrying out my services. I will not engage in any conduct which constitutes a crime, which is contrary to public convention and morals, which shocks or incites the community, or which reflects unfavorably on Noëlle Talent Group, its clients, or its business, services or employees. I shall conduct myself in a manner designed to reflect favorably upon Noëlle Talent Group, its clients, its business, services, and employees. If my services are terminated by the client or Noëlle Talent Group, I shall not disparage or defame Noëlle Talent Group or said client in any respect or to make any derogatory comments, whether written or oral, regarding Noëlle Talent Group, its clients, or its employees.
TASKS, DUTIES & GENERAL INFORMATION
MODELS NEED TO BE READY TO WORK BY THE START TIME GIVEN EACH DAY. THIS MEANS YOU WILL NEED TO ARRIVE EARLY TO PUT PERSONAL ITEMS AWAY, GET DRESSED, HAVE ANY ORIENTATION/TRAINING NECESSARY AND GET ORGANIZED. THE CLIENTS ARE PAYING FOR ALL OF YOUR TIME.
Being late is absolutely NOT tolerated; arriving late will result in reduced pay in accordance to late appearance.
Although your work requires socializing, you are there to help. Ask if there is anything else you can do; make your workspace neat, tidy and inviting.
Bring a survival kit: Band-Aids for blisters, makeup, hair ties, rubber bands for knotting tee shirts, sunscreen, safety pins, needle & thread, aspirin, small scissors, eye drops, mints or breath freshener (check your breath frequently to make sure it is fresh), extra stockings and a pair of back up shoes. It is also smart to bring bottled water, juice or other liquids, snacks, lunch and energy bars.
No smoking on the assignment. Even while you are on break, DO NOT smoke in public.
No drugs or alcohol on the assignment.
No vulgar language or swear words at any time while you are on assignment and/or wearing the client or Noëlle Talent Group attire.
Do not bring other people, i.e., friends, boyfriends, husbands, etc. to your assignments or jobs. Do not ask Noëlle Talent Group or the client if extra passes can be provided for you to bring other people to your assignments or jobs.
Please keep public displays of affection to a minimum and tasteful.
Never accept alcohol on the job even if the client offers it to you.
APPEARANCENoëlle Talent Group models and talent take care of their figure and appearance. Be in the best physical shape possible.
At all times, be clean and well-groomed with appropriate make-up and clothing.
Do not drastically alter your appearance, such as cutting your hair, changing your hair color, getting tattoos or body piercings, getting braces, etc. without notifying us when we book you.
Do not fix your makeup, or brush your hair in public. Take a quick bathroom break to groom when necessary.
Do not sit down on your job or ask to sit down unless that is part of your duty.
CORRESPONDENCE & TRAVEL
Noëlle Talent Group requires you to have a cellular phone in good working order and a phone number where you can be contacted during regular business hours (Monday through Friday) and on weekends. Many jobs come up spontaneously or at an event where it is determined additional girls are needed. If you want to work, you must be available to receive calls. If you change your cell phone number, advise Agency management immediately.
Always know your contact for an assignment, know where you are going, and have good directions. It is your responsibility to get directions.
Have a cell phone with you when traveling. Call in for “emergencies”, directions, and to be available for last minute instruction at least one hour before the assignment and check in with your contact before you leave home in case there is something you need to bring.
You do not talk on your cell phone once you arrive onsite. Check it on your breaks for messages from the contact or Noëlle Talent Group management.
Cell phone use is only permitted on breaks while you are on the job. Your cell phone should not be on you while working.
Models are required to tag Noëlle Talent Group in all social media posts and photos while working with our clients and on our assignments.
Keep your file up-to-date with your latest phone number, address, email address, and emergency contact information as well as your measurements and portfolio photos. Notify the Agency immediately with any changes.
It is the Models’ responsibility to be able to provide and pay for their transportation, mileage, meals, and other incidentals of the job assignment unless otherwise specified and agreed to in writing or email.
No one, except Noëlle Talent Group models and management, is allowed in hotel rooms or overnight accommodations. This is out of respect for fellow models and for safety and privacy reasons. If this rule is violated, models are to contact an Agency representative immediately.
Anticipate Travel Dilemmas – always be early to an assignment. Leave plenty of time to travel, anticipating such catastrophes as flat tires, getting lost, traffic accidents, traffic congestion, or inability to locate the facility or client. Agency fines $50 per every 15 minutes talent is late to a job. Models and talent are not to keep clients, management, or other models and talent waiting.
Internet access is beneficial to research job assignments and all specifics. Please check for new emails from Noëlle Talent Group on a regular basis, since this is one of our major communication methods. Research your assignment ahead of time to be able to speak intelligently and confidently on the subject. Put forth an effort to know your assignment, and practice speaking on these subjects.
Communicate openly and often with the onsite contact and/or client representative. Make sure you are doing the duties requested in the manner they desire.
FOOD & DRINKSPLEASE do not bring with you to your assignment any coffee drinks, breakfast, or take- out items of any kind. It does not look professional to arrive at your booth ready to eat! Or to be standing around with a cup of coffee when you are working. Decline offers to bring you food or drink (except water) while you are on duty.
On promotional assignments, do remember you will be on your feet and expending energy all day. Prepare for it ahead of time, get plenty of sleep, eat a good and energizing meal and stay hydrated before and during the job.
SELF PROMOTION & PERSONAL INFORMATION
SELF PROMOTION IS STRICTLY PROHIBITED. Self-promotion refers to girls promoting themselves as freelance models or insinuating to potential clients that they can lure you outside of Noëlle Talent Group for future jobs. Never give your phone number to a client, without approval. This is considered self-promotion. There is no reason you will ever have to give your personal number to any client without the approval of Noëlle Talent Group first. All jobs go through Noëlle Talent Group. If we find you working for a client we introduced you to, you will not be working for us again, you will be fined for the amount that Noëlle Talent Group would have charged the client for the booking, and legal action may ensue.
Do not sign anything at an assignment without checking with Noëlle Talent Group management first. Do not give out your address, email address or phone number. All inquiries shall be referred to the Agency. It is against Noëlle Talent Group policy for the models to accept an assignment from a client or potential or past client outside Noëlle Talent Group bookings. Many will try to book you "on the side". Your standard response is to refer them to Noëlle Talent Group management or give them an Agency business card, the website address, or the business phone number. If they are persistent, they do not respect you or the company and you must be firm and tell them you can no longer engage in that topic of conversation. The penalty for taking on outside assignments is the termination of your relationship with Noëlle Talent Group and associated agencies, a fine for the amount that Noëlle Talent Group would have charged the client for the booking, and potential legal action.
While working for Noëlle Talent Group, do not promote or discuss yourself with customers or the general public. If they push for more detail, gently steer the subject back to them by continuing to ask more questions related to your assignment.
Do not speak to the clients or the public about your personal life. You are there as a representative of the client’s brand and of Noëlle Talent Group.
I have read this agreement in its entirety and understand that by accepting a per contract position/gig I am acknowledging the terms herein and confirming that I have read the Procedures Addendum in its entirety.
INDEPENDENT CONTRACTOR AGREEMENT
This Agreement made between Wynne Talent Ventures LLC (DBA Noëlle Talent Group) hereinafter referred to as "COMPANY,” and (YOUR NAME) hereinafter referred to as "INDEPENDENT CONTRACTOR", collectively referred to as "Parties.”
RECITALS
INDEPENDENT CONTRACTOR is engaged in providing modeling and promotional services. Independent Contractor represents that he or she has complied with all Federal, State, and local laws regarding business permits, sales permits, licenses, reporting requirements, tax withholding requirements, and other legal requirements of any kind that may be required to carry out said business and the Scope of Work which is to be performed as an INDEPENDENT CONTRACTOR pursuant to this Agreement INDEPENDENT CONTRACTOR is or remains open to conducting similar tasks or activities for entities other than the COMPANY and holds himself or herself out to the public to be a separate business entity.
COMPANY desires to engage and contract for the services of the INDEPENDENT CONTRACTOR to perform certain tasks as set forth below. INDEPENDENT CONTRACTOR desires to enter into this Agreement and perform as an INDEPENDENT CONTRACTOR for the COMPANY and is willing to do so on the terms and conditions set forth below.
NOW, THEREFORE, in consideration of the above recitals and the mutual promises and conditions contained in this Agreement, the Parties agree as follows; in consideration of the above recitals and the mutual promises and conditions contained in this Agreement, the Parties agree as follows:
STATUS OF INDEPENDENT CONTRACTOR
1. This Agreement does not constitute a hiring by either party. It is the parties' intention that INDEPENDENT CONTRACTOR shall have an INDEPENDENT CONTRACTOR status and not be an employee for any purposes, including, but not limited to, the application of the Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Revenue and Taxation Code relating to income tax withholding at the source of income, the Workers' Compensation Insurance Code 401(k) and other benefit payments and third-party liability claims. INDEPENDENT CONTRACTOR shall retain sole and absolute discretion and exercise independent judgment in the manner and means of carrying out their activities and responsibilities under this Agreement. This Agreement shall not be considered or construed to be a partnership or joint venture, and the Company shall not be liable for any obligations incurred by an INDEPENDENT CONTRACTOR unless specifically authorized in writing. INDEPENDENT CONTRACTOR shall not act as an agent of the COMPANY, ostensibly or otherwise, nor bind the COMPANY in any manner unless specifically authorized to do so in writing.
TASKS, DUTIES & SCOPE OF WORK
2. INDEPENDENT CONTRACTOR agrees to devote as much time, attention, and energy as necessary to complete or achieve the following: Modeling and Promotions, Marketing and Appearances.
3. INDEPENDENT CONTRACTOR shall additionally perform any and all tasks and duties associated with the Scope of Work set forth in the contract for work INDEPENDENT CONTRACTOR shall not be entitled to engage in any activities which are not expressly set forth by this Agreement.
4. INDEPENDENT CONTRACTOR recognizes and understands that it will receive an IRS 1099 statement and related tax statements, and will be required to file corporate and/or individual tax returns and to pay taxes in accordance with all provisions of applicable Federal and State law. INDEPENDENT CONTRACTOR hereby promises and agrees to indemnify the COMPANY for any damages or expenses, including attorney's fees, and legal expenses, incurred by the COMPANY as a result of INDEPENDENT CONTRACTOR’S failure to make such required payments.
AGREEMENT TO WAIVE RIGHTS TO BENEFITS
5. INDEPENDENT CONTRACTOR hereby waives and foregoes the right to receive any benefits given by COMPANY to its regular employees, including, but not limited to, health benefits, vacation, and sick leave benefits, profit sharing plans, such as 401(k) plans. This waiver is applicable to all non-salary benefits, which might otherwise be found to accrue to the INDEPENDENT CONTRACTOR by virtue of their services to COMPANY, and is effective for the entire duration of Independent Contractor's agreement with COMPANY. This waiver is effective independently of INDEPENDENT CONTRACTOR’S employment status as adjudged for taxation purposes or for any other purpose.
TERMINATION:
6. This Agreement may be terminated prior to the completion or achievement of the Scope of Work by Noëlle Talent Group by giving immediate verbal notice. Immediate termination may occur from violation of any of the rules set forth in Section 19. Such termination shall not prejudice any other remedy to which the terminating party may be entitled, either by law, in equity, or under this Agreement.
NON-DISCLOSURE OF TRADE SECRETS, CUSTOMERS, & PROPRIETARY INFORMATION
7. INDEPENDENT CONTRACTOR agrees not to disclose or communicate, in any manner, either during or after INDEPENDENT CONTRACTOR’S agreement with COMPANY, proprietary information about COMPANY, its operations, clientele, or any other proprietary information, that relate to the business of COMPANY including, but not limited to, the names of its customers, its marketing strategies, operations, or any other information of any kind which would be deemed confidential, a trade secret, a customer list, or other form of proprietary information of COMPANY. INDEPENDENT CONTRACTOR acknowledges that the above information is material and confidential and that it affects the profitability of COMPANY or the gaining of unfair business advantage by a competitor or potential competitor. INDEPENDENT CONTRACTOR understands that any breach of this provision, or that of any other Confidentiality and Non-Disclosure Agreement, is a material breach of this Agreement. To the extent INDEPENDENT CONTRACTOR feels they need to disclose confidential information, they may do so only after obtaining written authorization from [an officer] of the COMPANY.
RETURN OF ARTICLES OF PROPERTY
8. On termination of this Agreement, or whenever requested by the parties, each party shall immediately deliver to the other party all property in its possession, or under its care and control, belonging to the other party, including but not limited to, proprietary information, customer lists, passwords to all Noëlle Talent Group accounts, media, outfits, uniforms, costumes, trade secrets, intellectual property, computers, equipment, tools, documents, plans, recordings, software, and all related records or accounting ledgers.
WORKS FOR HIRE
9. INDEPENDENT CONTRACTOR agrees that the Scope of Work, all tasks, duties, results, inventions and intellectual property developed or performed pursuant to this Agreement are considered “works for hire" and that the results of said work is by virtue of this Agreement assigned to the COMPANY and shall be the sole property of COMPANY for all purposes, including, but not limited to, copyright, trademark, service mark, patent, and trade secret laws.
LEGAL COMPLIANCE
10. INDEPENDENT CONTRACTOR is expected to treat all COMPANY employees, customers, clients, business partners and other affiliates with respect and responsibility. INDEPENDENT CONTRACTOR is required to comply with all laws, ethical codes and company policies, procedures, rules, or regulations, including those forbidding sexual harassment, discrimination, and unfair business practices.
MEDIATION & ARBITRATION
11. Any controversy between the parties to this Agreement involving the construction or application of any of the terms, provisions, or conditions of this Agreement, shall on written request of either party served on the other, be submitted first to mediation and then if still unresolved to binding arbitration. Said mediation or binding arbitration shall comply with and be governed by the provisions of the American Arbitration Association for Commercial Disputes unless the Parties stipulate otherwise. The attorneys' fees and costs of arbitration shall be borne by the losing party, as set forth in paragraph 22 above unless the Parties stipulate otherwise, or in such proportions, as the arbitrator shall decide.
CONTAINMENT OF ENTIRE AGREEMENT
12. This Agreement is an independent document and supersedes any and all other Agreements, either oral or in writing, between the parties hereto, except for any separately signed Confidentiality, Trade Secret, Non-Compete or Non-Disclosure Agreements to the extent that these terms are not in conflict with those set forth herein.
REPRESENTATION
13. Each party of this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party hereto, or anyone acting on behalf of any party hereto, which are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding. Any modification of this Agreement shall be effective only if it is in writing, signed and dated by all parties hereto.
RELEASE OF WAIVER OF INJURY
14. INDEPENDENT CONTRACTOR is aware and fully understands and acknowledges that: (A) the motor sports and boating industries and participation in motor sports and boating activities/events and its attendant activities involve certain risks and dangers; (B) modeling and the participation thereof involve certain risks and dangers; (C) that due to the proximity to vehicles, motorcycles, boats and the dangerous activities associated with motor sports and boats, there are many risks of physical, mental and emotional injury including, but not limited to bodily injury, disease, strains, fractures, partial and/or total paralysis, death or other ailments that could cause serious disability; (D) risks of assault, battery, rape, sexual harassment, kidnapping, and stalking all exist as potential risk and/or danger in the modeling industry; (E) these risks and dangers may be caused by the negligence of the owners, employees, officers or agents of COMPANY; the negligence of the participants, the negligence of others, accidents, breaches of contract, the forces of nature or other causes and that these risks and dangers may arise from foreseeable or unforeseeable causes; (F) due to the nature of services. provided, INDEPENDENT CONTRACTOR may confront instances of unwanted conduct of a sexual nature and (G) BY THE PARTICIPATION IN THESE ACTIVITIES, INDEPENDENT CONTRACTOR HEREBY ASSUMES ALL RISKS AND DANGERS AND ALL RESPONSIBILITY FOR ANY LOSSES AND/OR DAMAGES, WHETHER CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE OR OTHER CONDUCT OF THE OWNERS, AGENTS, OFFICERS, OR EMPLOYEES OF COMPANY OR BY ANY OTHER PERSON.
RELEASE OF WAIVER OF INJURY CONTINUED
15. For and in consideration of the monies paid, INDEPENDENT CONTRACTOR does hereby completely release, acquit, and forever release and discharge COMPANY, as well as ASHLEY WYNNE, personally and as representative and principal of Noëlle Talent Group, their successors, personal representatives, and assigns of and from any and all actions, claims, demands, obligations, causes of action, damages, costs, loss of services, expenses, attorneys' fees, and compensation of any kind or nature whatsoever on account of or in any way growing out of, or which in the future may result from, property damage, bodily and personal injuries, illnesses, paralysis, and death to you or members of your family as a result of participation in COMPANY'S business or in conjunction with modeling assignments, including, but not limited to, motorsport activities or COMPANY'S NEGLIGENCE. This RELEASE includes, but is not limited to, all claims or causes of action whether based on a tort, contract, or any other theory of recovery, which the INDEPENDENT CONTRACTOR now has or which may hereafter accrue or may otherwise be acquired on account of or may in any way grow out of any motorsports events including, but not limited to, any and all claims for emotional distress, loss of consortium, loss of companionship, loss of income, bodily or personal injury to INDEPENDENT CONTRACTOR, or members of INDEPENDENT CONTRACTOR'S family, or any wrongful death claim or punitive damage or any other claim of INDEPENDENT CONTRACTOR'S representatives or heirs which have resulted or may result from the activities associated with motorsports, acts, omissions, or NEGLIGENCE of COMPANY.
16. INDEPENDENT CONTRACTOR further stipulates and agrees to hold forever harmless COMPANY from any action, claim, demand, obligation, cause of action, damages, costs, loss of services, expenses, and compensation of any kind or nature whatsoever on account of or in any way growing out of, or which in the future may result from property damage, bodily and personal injury, illness, paralysis, and/or death to any person, including minors and incompetents over whom and for whom INDEPENDENT CONTRACTOR has custody, control, and/or other legal responsibilities.
PUBLICITY RELEASE
17. For good and valuable consideration (including the possibility that INDEPENDENT CONTRACTOR may appear in advertising and publicity), the receipt and sufficiency of which are hereby acknowledged, INDEPENDENT CONTRACTOR (on their own behalf and their heirs, personal representatives, successors, and assigns) hereby grant to COMPANY and its clients, subsidiaries, affiliates, agents, nominees, licensees, contractors, ad agencies, legal representatives, dealers, successors and assigns (collectively, “CLIENTS”) the following rights and permissions:
To take and record (with or without sound) photographs, audio recordings, and video of INDEPENDENT CONTRACTOR and in which it may be included with others (the "Materials"); and,
INDEPENDENT CONTRACTOR gives irrevocable, perpetual, worldwide permission and consent to use the Materials, in CLIENTS sole discretion and without restriction or limitation, in whole or in part, by themselves or in combination with other materials (including INDEPENDENT CONTRACTOR’s name, voice and/or likeness) and in any form, format or medium. INDEPENDENT CONTRACTOR agrees that the Materials may be reproduced, broadcast, streamed, posted, displayed, distributed, sub-licensed, modified, edited, sold or otherwise used in any manner worldwide, including on billboards and websites. INDEPENDENT CONTRACTOR understands that Materials may be used to promote COMPANY and its CLIENTS, products, and services. COMPANY and CLIENTS may register any copyright in the Materials in its name. INDEPENDENT CONTRACTOR has no ownership rights in the Materials and waives any right to approve Materials or their use.
Nothing in this Release constitutes any obligation on behalf of COMPANY or CLIENTS to make any use of the Materials. INDEPENDENT CONTRACTOR understands that they will not be given any monetary compensation for use of the Materials by COMPANY, CLIENTS or any third party.
INDEPENDENT CONTRACTOR hereby waives, releases, holds harmless and discharges COMPANY and CLIENTS from any and all claims, demands or causes of action arising out of or in connection with the use of the Materials, including INDEPENDENT CONTRACTOR likeness, voice or name, including without limitation claims with respect to libel, defamation, rights of publicity or privacy, or any alteration or distortion, intentional or otherwise, of the Materials. INDEPENDENT CONTRACTOR also hereby waives the protection of any law that provides that a general release does not extend to claims, which INDEPENDENT CONTRACTOR does not know or suspect exists in its favor at the time of executing this release.
This Release contains the entire agreement relating to the use of the Materials referenced above and supersedes any and all prior agreements or understandings, written or oral, related to these Materials. No modification of this Release is valid unless in writing and signed by an authorized COMPANY representative.
INDEPENDENT CONTRACTOR agrees not to disclose or otherwise make available to others, or use for its own purposes, any information of a proprietary or confidential nature concerning COMPANY and/or CLIENTS or its activities learned in the course of this Release.
INDEPENDENT CONTRACTOR represents and warrants that they have the full power and authority to provide the permission and release above. INDEPENDENT CONTRACTOR is over the age of 18, has read the foregoing, fully understands the contents hereof and intends to be fully and legally bound hereby. This release is binding upon INDEPENDENT CONTRACTOR and their heirs, legal representatives and assigns.
SEVERABILITY
18. If any provision of this Agreement is held by a Court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force and effect without being impaired or invalidated in any way.
GOVERNING LAW AND JURISDICTION
This Agreement shall be governed by, and construed under, the laws of the State of Colorado. Jurisdiction and venue for all purposes shall be in Adams County, State of Colorado.
Your acceptance of ANY job with Noëlle Talent Group is an acknowledgement of the terms herein and confirmation that you have read the CONTRACT, the INDEPENDENT CONTRACTOR AGREEMENT AND RISK WAIVER and the STANDARDS, EXPECTATIONS, & POLICIES ADDENDUM. INDEPENDENT CONTRACTOR AGREES TO AND ACCEPTS THESE TERMS.