Terms and Conditions
First, an apology! We’re really sorry about what follows because this isn’t really how we like to talk to you. But because you’re paying us for a professional service, we have to do it. We’ll try and simplify these when we can. In the meantime, we’d be happy to talk about any of these terms you’re not sure about.
Definitions: “You” and “Your” means the client entering into a contract with HighLight Media and anyone that You authorise to deal with Us on Your behalf. “We” and “Us” and “Our” means HighLight Media and its agents. “Proposal” means the document in which We offer to do work for You. “Contract” means the document that forms an agreement between You and Us for the work We will do for You. “Production” means a film, photographs or such other work to be delivered to You by Us as defined in the Contract. “Service” means work undertaken by Us to deliver the Production.
Application of these terms:
These terms and conditions shall apply in respect of all goods and services We supply to You. Except to the extent that these terms and conditions are varied by mutual consent they together with the Contract shall constitute the entire agreement between Us and You and shall prevail over your own terms and conditions. You agree that in entering into this agreement, You shall not rely on any representation or understanding, whether oral or in writing, which is not included or referred to in these terms and conditions.
Contract: Our Proposal approved by You constitutes a commercial Contract between You and Us. Your signature on the Proposal or an email from You agreeing to the Proposal indicates Your acceptance to be bound by these terms and conditions and to enter the Contract. These terms and conditions may not be varied except by written agreement between You and Us.
We will not commence work to provide You with a Service until a Contract for the work has been agreed and signed off by You.
Changes to the Contract that We deem will require more than three hours of additional work by Us will be chargeable at the a rate of £400 per day; this shall include the following:
a. Changes that result from inaccurate information supplied by You;
b. Changes that result from Your failure to obtain consent from any third parties or employees necessary in the delivery of the Service;
c. Changes that result from a significant change to the Contract.
Assignment: We reserve the right to assign or sub-contract rights and obligations under these terms and conditions without Your consent.
Your Availability: Any contract that requires Us to work to specific deadlines will be deemed to include the proviso that You are reasonably available to communicate with Us as necessary.
Cancellation: You may terminate the Contract at any time by serving a minimum of 14 working days’ prior written notice to Us. Upon receipt the Contract will terminate immediately and You will be liable to pay in full for all work undertaken and in progress by Us in accordance with the terms of the Contract unless agreed otherwise in writing. We shall not be held liable for failure to deliver the Production for any reason beyond Our control including (without limitation) acts of nature, 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 delivering the Production. During the continuance of such a contingency You may, by written notice to Us, elect to terminate the Contract and pay for work done and materials used but subject thereto shall otherwise accept delivery when available. If We fail to deliver the Production in accordance with the Contract Our sole liability to You shall be limited to a refund of any fees paid to date or delivery of the Production at a later time. Subject to the aforementioned, We may terminate this agreement forthwith at any time and without reason upon the service of a minimum of 14 working days’ written notice to You without liability to You.
Access and Safety: If a filming venue is being organised by You the following conditions apply:
a. It is Your responsibility to ensure that We have clear access to all relevant locations at the venue at the times agreed in the Contract. Your failure to provide this access may incur additional charges;
b. We will observe Your safety rules at all times. It is Your responsibility to ensure that the said venue is safe;
c. We reserve the right to remove any of Our personnel and / or equipment from a location if it is deemed unsafe or if they are subjected to abusive or aggressive behaviour. In this instance You will be liable for any costs incurred as a result of this.
Bad Weather: In the event of inclement weather occurring or expected that may affect the quality of the Service or compromise the safety of equipment or personnel We reserve the right to change the date of filming or other planned activity to a more suitable day.
Material provided by You: If You provide material including but not exclusively video, audio, photographs or logos for inclusion in a HighLight Media Production, You warrant that You own copyright of this material or You have obtained said copyright from the original copyright owner or material provider. In order for Us to use this material the copyright must be explicitly transferred to Us or the material must be provided to Us free of charge and You indemnify Us fully against any future possible claims, disputes, expenses or similar that may arise for a third party concerning usage of such material.
Refusal of Content: We reserve the right to refuse to use or publish any information We consider obscene or morally unsuitable or which would breach copyrights, or which is libellous, defamatory or illegal.
Delivery: If We make a draft version of the Production available to You for review this draft may receive one set of minor revisions only which is included in the agreed price set out in the Contract or as varied by agreement. Subsequent revisions or re-editing will incur additional fees at a daily rate of £300.00 based on an 8 hour working day or part thereof.
We will release the Production to You upon receipt of written confirmation of approval and cleared funds of payment of a rendered invoice for the Production. We cannot be held liable to any third party in respect of the Production nor for any errors in the Production after You have approved it in accordance with these terms.
Payment: Payment may be made by bank transfer or cheque made payable to HighLight Media. Our payment terms are strictly 15 days from date of invoice. We reserve the right to add an accumulative percentage on late payments as dictated under the UK government late payments scheme.
Intellectual Property Rights: All intellectual property rights (including but not limited to copyright and trademarks) and all other rights vested in the material produced by Us shall remain in our ownership. We agree to licence all such rights to You free of charge as is necessary to enable You to use the Production for the purposes identified in the Contract subject to compliance with all of the following conditions:
a. Cleared full payment is received for all outstanding invoices;
b. You acknowledge that Your use of any intellectual property rights in any material owned by third parties including but not exclusively video, audio, photographs or logos is conditional on Us, at Our sole discretion, obtaining a written end-user licence or sub-licence of such rights from the relevant licensor(s) on such terms as will entitle Us to licence such rights to You; and
c. You acknowledge that You will not, by yourself or with the assistance of any third party, be entitled to re-edit or otherwise amend the Production or any works made in preparation of the Production, without having first acquired Our written consent, the granting of which will be at Our absolute discretion.
Complaints: Any complaints must be made in writing to HighLight Media within 7 days of receipt of the Production.
Severance: If any provision of these terms and conditions (whether in part or in whole) is held by a Court or jurisdiction to be illegal, or unenforceable the parties shall agree to amend the relevant provision as shall be necessary to ensure its application and the remaining provisions of the Contract shall remain in full force and effect.
Applicable Law: These terms and conditions shall be governed by English law and subject to the exclusive jurisdiction of the English Courts.