GENERAL TERMS & CONDITIONS OF SERVICE
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KN-Fotograffi Ltd hereafter referred to as Kirth Noel Creative Media.
Client: The business, organisation or person who engages Kirth Noel Creative Media to carry out the work of the project, production or video for them.
Project / Production / Video / Goods: The end production, event or video which is ordered and used by the client.
Contract: A written arrangement agreed between Kirth Noel Creative Media and the client in the form of a purchase order or written brief.
Third party: Any company, organisation or person not affiliated with or controlled by Kirth Noel Creative Media or the client.
1). Acceptance of this quotation and/or issue of a purchase order from the client, is acceptance and agreement of the Terms and Conditions stated below, which forms the contract between Kirth Noel Creative Media and the client.
2). All quotes are free and valid for thirty (30) days unless otherwise agreed or stated.
3). Costs will be discussed during initial meetings between the client and Kirth Noel Creative Media. Costs will be relative to the valid quotation provided upon request. Costs will be dependent on the type and length of the production, as well as time spent on pre-production, production and post-production. Any additional costs to the production will be notified and charged accordingly to the client.
4). Production fees shall be exclusive of disbursements and expense items related to the agreed project such as messenger services, postage, overseas telephone charges, colour photocopying, photography and prints, disc or tape duplications, creation of audio and video streaming files, travel, accommodation, subsistence, and similar items which will be invoiced to the client on the relevant project, or separately as necessary.
5). If a project requires additional content, this is, in effect, a contract change. An amendment will be made to the original contract and, once approved, becomes contractually binding. E-mail correspondence shall be sufficient to prove changes to agreements for the form and content of programmes.
6). Kirth Noel Creative Media will not commence work on any project until a signed purchase order or equivalent document has been provided by the client.
7). The client’s requirements must be clearly provided in the form of a written brief to Kirth Noel Creative Media with at least 48 hours notice before commencement of any work.
8). Unless agreed otherwise in writing, Kirth Noel Creative Media reserves the right to request 50% (exclusive of VAT) of the invoice as a deposit which must be paid after terms of contract are agreed and at least 14 days prior to commencement of any work. The remaining 50% shall be payable on completion of the project. In relation to specific contracts, these figures or terms may be varied as set out in the respective contract.
9). Notice of Cancellation or Termination: Prior to commencement of production: In the event of cancellation of a service or termination of the agreed contract, in whole or part, by the client, Kirth Noel Creative Media reserves the right to make the following cancellation/termination charges. Cancellation by the client with less than 48 hours notice may result in up to 50% of total charge minus any deposit paid. Cancellation by the client prior to 48 hours notice may result in a charge being made to cover costs already incurred. Cancellation by the client when the production has commenced, or with less than 48 hours notice, may result in up to 100% of the total charge being made. Kirth Noel Creative Media reserve the right to cancel or terminate a contract if:
a). You or your organisation becomes insolvent or subject to bankruptcy proceedings.
b). The reputation of Kirth Noel Creative Media and anyone connected with Kirth Noel Creative Media could be damaged.
10). The client may terminate the contract at any time by written notice of termination, and on settlement of account. When the client terminates the contract, they will remain liable to pay in full for all work previously undertaken and in progress by Kirth Noel Creative Media unless any other written agreement is reached in advance.
11). Any contract requiring Kirth Noel Creative Media to work to specific deadlines provided within the written agreement will be deemed to include a proviso that the clients will make themselves reasonably available to communicate with Kirth Noel Creative Media, its servants or agents, as necessary.
12). A project will only be publicly released by Kirth Noel Creative Media and the client once both parties (Kirth Noel Creative Media and the client) approves all content as complete and satisfactory and confirms this in writing. Clients are not permitted to release any form of preview/work-in-progress content to the public or their end user.
13). Kirth Noel Creative Media reserves the right to refuse to use, publish or broadcast any information it considers obscene or morally unsuitable or which would breach copyrights, or which is libelous, defamatory or illegal. Should such a submission occur, the client will be advised which information was deemed unsuitable, and requested to amend the information. If the client can show good reason to use the “unsuitable” information, its inclusion may be considered.
14). Kirth Noel Creative Media shall be under no liability if unable to carry out any provision of the contract for any reason beyond its control including (without limiting the foregoing) Act of God, legislation, war, fire, flood, drought, failure of power supply, lock-out, strike or other action taken by suppliers or owing to any inability to procure materials required for the performance of the contract. During the continuance of such a contingency the client may, by written notice to Kirth Noel Creative Media, elect to terminate the contract and pay for work done and materials used but subject thereto shall otherwise accept delivery when available.
15). Kirth Noel Creative Media cannot be held liable for loss or damage caused as a result of third party action or failure.
16) a. PERMITTED USAGE: In consideration of, and subject to, the final payment of full fees due to Kirth Noel Creative Media by the client, Kirth Noel Creative Media hereby assigns to the client with an in perpetual, worldwide license to use the accompanying image(s) , sound(s) and video(s) (collectively, “Media,”) for permitted commercial purposes, defined as:
– video, broadcast, theatrical
– advertising, promotion and industry/company communications
– as part of a commercial website for promotional or other communication purposes
16) b. RESTRICTIONS ON USE: The client may not resell, relicense, redistribute without express written permission from Kirth Noel Creative Media. Use as a derivative work, and reselling or redistributing such derivative work is prohibited. Media may not be used in a pornographic, obscene, illegal, immoral, libellous or defamatory manner. Media may not be incorporated into trademarks, logos, or service marks.
17). Kirth Noel Creative Media retain the right to use any content of the project or video (in part or in full) in perpetuity and in any medium for the purpose of Kirth Noel Creative Media promotional use, unless otherwise agreed in writing with the client.
18). Any confidential or proprietary information which is acquired by Kirth Noel Creative Media from a client, company, person or entity will not be used or disclosed to any person or entity, except when required to do so by law. If required, Kirth Noel Creative Media will sign and adhere to the conditions of any Confidentiality Agreement used by the client. Likewise, the client shall keep confidential any methodologies and technology used by the Kirth Noel Creative Media to supply of the product(s) or service(s).
19). Unless otherwise agreed in writing, the client accepts Kirth Noel Creative Media's decisions on creativity within the product(s) or service(s).
20). If full payment is not received within the time frame stated on the issued invoice, Kirth Noel Creative Media reserve the right to remove all or any discounts offered on the original agreed quotation. These discounted amounts (in £GBP) will be invoiced separately – and in addition to the original invoice – at the discretion of Kirth Noel Creative Media.
21). Payment may be made by bank transfer or pay by link. Bank transfer (BACS) is preferred. BACS information will be issued at the point of invoice.
22). On delivery of the final master video, any technical issues encountered in the video will be corrected free of charge by Kirth Noel Creative Media. Kirth Noel Creative Media reserves the right to quote and charge accordingly, any ongoing and additional post-production incurred outside of the agreed contract. RE-MASTERING: Once complete video sign-off has been received from the client in writing and a final master file delivered, any changes to the video beyond that point will be subject to a £150 (ex VAT) re-mastering fee. This is to cover the costs of making minor amends, re-exporting the files and processing QC.
23). Kirth Noel Creative Media cannot be held liable to any party for any errors on any medium after the client has agreed in writing that the content is correct and accurate and should be posted, published or broadcast.
24). Any claims must be made in writing to Kirth Noel Creative Media within 7 days of receipt of goods. If no claim is made within this period the client is deemed to have accepted the goods at the agreed price.
25). Until all payments are made in full, the copyright and ownership of all edits and material shot or created remains the full copyright and ownership of KN-Fotograffi Ltd. Any material published that has not been fully paid for, will be copyright-claimed by Kirth Noel Creative Media to the publishing platform.
26). Kirth Noel Creative Media reserves the right to watermark all or any, preview or completed videos until the total bill is paid in full – at which point, the clean ‘public ready’ final version will be released to the client.
27). If a client takes all footage (or a copy of all footage and material) away from Kirth Noel Creative Media – then it is deemed that the responsibility and safeguarding of the material is then fully passed on to the client. Kirth Noel Creative Media will then no longer be liable for the footage, and also reserves the right to delete all material and footage associated with the project from Kirth Noel Creative Media media server and hard drives at any point in the future. Unless otherwise agreed, automatic offsite backup of your footage will be for a minimum of 3 months after the final delivery date of your project. After this point your footage may be transferred to our in-house archive RAID system – which is NOT automatically backed up offsite.
28). Electronic project files (for editing, motion graphics and other associated audio and visual works) remain the property of Kirth Noel Creative Media, and copies will be given over to client at the discretion of Kirth Noel Creative Media. Copies of footage can be requested by clients, but this does not mean that project files will be transferred over by default.
29). Kirth Noel Creative Media CREDIT : Unless you specify otherwise, it is standard procedure (especially on discounted productions) for us to include a small Kirth Noel Creative Media text credit at the end of all videos.
30). If production time is quoted, agreed and subsequently invoiced and paid for – then any unspent production time will be issued as a credit note (at the discretion of Kirth Noel Creative Media) for future use. No refunds will be given.
31). PAYMENT TERMS FOR DISCOUNTED QUOTES AND NEW CLIENT QUOTES : 50% payable during pre-production / prior to filming date (deposit, to be invoiced at the point of quote approval), then 50% payable upon delivery of first full edit previews.
If production time spans more than 4 weeks from the point of project confirmation/the start of pre-production work, then we reserve the right to invoice all remaining amounts (of the agreed quote) from that 4 week point.