Terms and Conditions of Supply
Version 2.5 Revised: 1st January 2015
These terms and conditions are issued to all clients at the point of quotation / commissioning services or purchasing services from us. They take precedence over any other client policies and are enforceable in law, unless the two parties agree otherwise in writing prior to any works being undertaken.
These terms and conditions are deemed accepted in full unless any queries or questions should are raised within 24 hrs of receipt.
“Client” shall be the named person and or company named below or in Schedule 1 which forms part of the Time Lapse Project Notes.
“Supplier” Supplier shall mean Peter Davey, T/A peter-davey.com – Visual Solutions, of 10 New Road, Penn, High Wycombe, Bucks, HP10 8DJ
“Equipment” shall mean any camera, lens, power supply, lighting, pc, network infrastructure or dongles so installed at a Client Premises.
“Timelapse Site Location” shall mean the physical address of the “Equipment” installed for the “Client” by the “Supplier.”
“Camera Location” Shall mean the physical installation point, either inside or outside of the “Equipment” at the “Timelapse Site Location.”
“Project, Job, Brief and Script” shall mean the description of the works required, detailed under separate cover and / or that listed in Schedule 1.
“Schedule 1” shall mean the specific description of the “Timelapse” works, site locations and technical assessments of the site locations to be covered.
2.0 Invoicing and Payment
2.1 Standard Terms are 7 days from the date of Invoice unless otherwise agreed in writing prior to the commencement of any works. The Suppliers Terms and Conditions of Supply will prevail unless otherwise agreed in writing.
2.2 Time lapse, Video and Web Site Projects specifically will be subject to our stage payment policy of 50% of the quoted price on commissioning payable in 7 days of the date of the invoice, unless otherwise agreed, but before commencement of the Project start date in all cases.
2.3 Short notice Projects are, for example Projects that are commissioned and started inside 14 days, where this Policy can’t be applied and therefore shall be negotiated and agreed between the Client and the Supplier.
2.4 Unless otherwise agreed any invoice that falls outside of the payment terms will be subject to a service charge of 8%.
2.5 Title, Intellectual Property Rights and Copyright will remain the property of the Supplier until the account is settled in full and assigned to the client where applicable either informally or formally through an Agreement. Subject to Clause 14.0.
2.6 All prices are quoted exclusive of VAT at the appropriate rate and expenses. Expenses are typically made up of travel – covering but not limited to, car, taxi, bus, train, air travel, charged at cost with car mileage charged at 0.48 pence per mile return, equipment hire, where required and or any cancelation fees applicable. Subsistence covers, but is not limited to crew working lunches, hotels, refreshments and location fees. All costs are managed to minimise and or alleviate cost and budget impact, where possible.
2.7 All invoices falling outside our payment terms will be subject to our credit control and debt management procedures. These are reminders conveyed, by post, email or telephone at plus 14 days, final demands sent at plus 28 days, intention of legal proceeding at plus 40 days and formal legal proceedings taken at plus 60 days.
2.8 All invoices are submitted in GBP British Pounds Sterling and are to be paid in full. Any clients paying from overseas, outside of the UK, will ensure that any currency fluctuations are allowed for. We will not accept invoices paid short due to this. Any over payments will be returned to the client or held on account. This will be discussed with each client on an individual basis. Any CHAPS payment fees will be added to client account and invoiced appropriately.
3.0 Cancellation and Postponement
3.1 Unless otherwise agreed, Cancelation shall be deemed as a Project or Job that is not rearranged with a new shoot date within 60 days of the original planned date.
3.2 Cancelled Photo Shoots
3.2.1 Cancelation charges will be made under the following circumstances unless the project is temporarily Postponed subject to the provision in Clause 3.4 and subject to the provision in Clause 3.6
3.2.2 Equipment Hire, Venue / Location and Hotel Fees;
- 8 days or more notice – No Charge
- 7 days or less – 25%
- 48 hours of less – 50%
- 24 hours or less – 75%
3.3 Cancelled Video Shoots and Time Lapse Projects
3.3.1 Cancellation charges will be made under the following circumstances unless the project is temporarily Postponed subject to the provision in Clause 3.6
- 30 days or more notice – 50% of the advance payment.
- 14 days or less – advanced payment becomes non refundable.
- 5 days of less – 50% of the outstanding invoice becomes payable
- 48 hours or less – 75% of the outstanding invoice becomes payable
- On / After contract start date – 85% of the outstanding invoice becomes payable
3.4 Equipment Hire, Venue / Location and Hotel Fees
3.4.1 Fees maybe chargeable under the terms and conditions of supply of third party suppliers when equipment is hired and or locations are hired for a Project.
3.4.2 The Client will pay any such fees and indemnify the Supplier against loss if a project is Postponed and incurs fees or is Cancelled and incurs fees.
3.5 Production Crew, Assistants, Photographers, Model Fees and Expenses
3.5.1 Fees maybe chargeable under the terms and conditions of supply of third party suppliers when they are hired for a Project.
3.5.2 The Client will pay any such fees and indemnify the Supplier against loss if a project is Postponed and incurs fees or is Cancelled and incurs fees.
3.5.3 Expenses are incurred at varying times during the project timeline and are chargeable on all Projects and consist of but are not limited to: mileage, travel and subsistence, overnight accommodation and meals. Expenses will be detailed on all invoices.
3.6 Postponement – Photo and Video Shoots
3.6.1 Postponement shall be deemed as a Project or Job that has its shoot date moved or rearranged within a 90 day window of the original shoot date, unless otherwise agreed in writing.
3.7 Production Shoot Overruns
3.7.1 Shoot over runs are charged at the day rate applicable per member of the crew plus any cost incurred under Clause 3.4 Equipment Hire, Venue / Location and Hotel, Also under Clause 3.5 Production Crew, Assistants, Photographers, Models Fees and Expenses depending upon each shoot and set out in each proposal.
3.7.2 Subject to Clause 8 False Majeure – the Client will be consulted and a remedy / plan of action agreed.
4.0 Changes to Brief and Scripts
4.1 All briefs and Scripts are agreed with the Client prior to work commencing but it is appreciated that while on location extra work may be required or other opportunities require capturing at the time. These may well fall outside of the agreed brief.
4.2 Our best endeavors will be made to include minor changes to the Brief or Script but we reserve the right to charge for extra works. All extra works will be notified to the client in advance or at the time with cost implications.
5.0 Equipment and Site Attendance
5.1 Equipment installed on site for Time Lapse and Video Production will be suitable for use and fit for purpose.
5.2 Within a given budget is the allowance for 3 visits to site for Time Lapse Projects, consisting Site Inspection and Brief, Equipment Installation and Equipment Removal.
5.3 For Video Production Projects this covered site inspection as required and the day(s) of filming as set out in the Brief and agreed with the Client.
5.4 Marketing and Web Site Support services have attendance on site as required by the project and are included in the budget.
5.5 Photography project may or may not require a pre-shoot site inspection. Budgets will allow for this as require.
5.6 Attendance to site outside of the above will be charged at £300 plus expenses as set out below unless otherwise agreed.
6.0 Acceptance of Finished Materials
6.1 The Client shall notify the supplier of any queries in the supply of any finished materials, Images, Videos, CD, DVDs, digital files etc within 48 hrs. Any questions or queries will be discussed on an individual basis. Any additional requests will be answered and these maybe chargeable. Clients will be made aware in advance. Outside of this time period the works are deemed as accepted and any invoices / outstanding account balances will be paid in full in accordance with these Terms and Conditions.
7.1 The Client shall indemnify and hold harmless the Supplier against any claim, loss, damage, proceedings, settlement, costs or expenses howsoever arising, directly or indirectly, as a result of any breach or non-performance by the Client, it’s employees, contractors or visitors of any of its obligations, undertakings or warranties as set out in these Terms and Conditions.
7.2 The indemnity set out shall apply provided that in all cases the Supplier shall:
7.2.1 notify the Client as soon as is reasonably possible of any claim, loss or damage;
7.2.2 consult with the Client as to the action to be taken in dealing with any such matters.
7.3 Installation and removal of equipment will be conducted by the Suppliers employee or contractors unless otherwise agreed. Equipment will not be moved or inspected by the Client, it’s employees, visitors, unauthorised persons or contractors unless otherwise agreed.
8.0 Time Lapse – Power Supply and Internet Connection
8.1 A permanent mains power supply will be provided and maintained by the Client, it’s employees or contractors at all times. The margin of error following a power failure is approximately 1 hour before the battery life of the PC systems fail, notwithstanding forces beyond all reasonable control and Force Majeure.
8.2 The Client shall notify the Supplier as soon as is practically possible of any power failure on site. Unplanned site visits maybe required to reset the equipment if not remotely possible via an internet connection or onsite staff, which will be chargeable.
8.3 Where possible a permanent wired Internet connection should be provided. This enables remote monitoring, file management and adjustments to be made without the need to attend site. The Client will aid the Supplier with overcoming any technical aspects in accessing the Clients internal networks via the Internet.
9.0 Force Majeure
9.1 Neither Party to these Terms and Conditions shall be liable for any failure or delay in performing their obligations where such failure or delay results from any cause that is beyond the reasonable control of that Party. Such causes include, but are not limited to: power failure, Internet Service Provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action or any other event that is beyond the control of the Party in question.
10.1 The Supplier holds Public Liability Insurance to the value of £5million and Professional Indemnity cover to £100,000 per claim.
10.2 The Client will ensure they hold the necessary insurances to cover the total value of the equipment installed on their premises, not exceeding £10,000 for Time Lapse Projects.
11.0 No Waiver
11.1 The Parties agree that no failure by either Party to enforce the performance of any provision in these Terms and Conditions shall constitute a waiver of the right to subsequently enforce that provision or any other provision of these Terms and Conditions. Such failure shall not be deemed to be a waiver of any preceding or subsequent breach and shall not constitute a continuing waiver.
12.1 The Parties agree that, in the event that one or more of the provisions of this these Terms and Conditions is found to be unlawful, invalid or otherwise unenforceable, that / those provisions shall be deemed severed from the remainder of these Terms and Conditions. The remainder of these Terms and Conditions shall be valid and enforceable.
13.0 Law and Jurisdiction
13.1 These Terms and Conditions (including any non-contractual matters and obligations arising there from or associated therewith) shall be governed by, and construed in accordance with, the laws of England and Wales.
13.2 Any dispute, controversy, proceedings or claim between the Parties relating to these Terms and Conditions (including any non-contractual matters and obligations arising there from or associated therewith) shall fall within the jurisdiction of the courts of England and Wales.
14.0 Copyright, Intellectual Property and Licensing
14.1 In conjunction with Clause 2.5 the following will apply.
14.2 Should and Invoice remain unpaid for more than 30 days, then the Images Supplied will transfer from Purchase to Licensed. A license fee of £1.00 per image per day will apply. This will be added to the outstanding invoice.
15.0 Changes to Terms and Conditions
15.1 The Supplier reserves the right to add, subtract or change clauses in these Terms and Conditions without prior notice.