1.Engagement
Payment by The Client of the deposit and/or signature of this Booking Note shall be deemed to constitute acceptance by The Client of the terms of Copper Tree Media Ltd. The Client engages CTM, and CTM agrees, to produce the video in accordance with the quotation noted on the booking note. No dates agreed for filming or other work on the project will commence before the signed Booking Note and the deposit payment have been received. CTM agrees to provide such other services as are agreed between the parties from time to time in connection with the video. The services shall include:
- Where agreed by CTM, creating and developing a storyboard for the video in discussion with The Client and in accordance with the directions and request of The Client;
- Consulting with and assisting in the writing of any script for narration in the video;
- Casting voice artists and/or actors in consultation with The Client;
- Selecting, gathering, holding, and developing in consultation with The Client material that is to be contributed to the video by third parties;
- Making necessary preparations for the filming and production of the video including providing or engaging the crew, studio, and other necessary facilities and services necessary to render the services;
- Obtaining a license to use background music;
- Creating and producing the video in a timely fashion
- Undertaking and overseeing all post-production titling, sub-titling (where applicable) editing, scoring, dubbing, cutting, and completion of the video;
- Where requested (or included as part of the proposal) providing a distribution consultancy service.
- CTM will use reasonable endeavors to provide the production materials to The Client on or before the delivery date but The Client acknowledges that filming of a video requires timely assistance by The Client and is dependent on any changes to the scope and other matters beyond the control of CTM, including (without limitation) weather, availability of actors for use in the video and/or delays caused by third-party providers. Accordingly, CTM will have no liability to The Client or any failure to provide the delivery materials by the delivery date and time shall not be of the essence.
2. Cancellations
If, having made a booking, The Client should decide to cancel the project or fail to fulfill their obligations which lead to a cancellation, CTM reserve the right to invoice for all costs incurred. In cases where a cancellation is received less than 5 working days prior to the day of filming, then the deposit is non-refundable. If after the commencement of the project CTM are unable to complete the project as a result of actions by The Client, CTM reserve the right to invoice for the total cost of the project.
3.Pre-production.
The planning stage prior to filming shall be known as pre-production. Should the duration of pre-production become excessive, due to reasons outside the control of CTM (e.g. significant change to brief), CTM reserve the right to charge for the additional time spent.
4. Production
Time spent by CTM crew during filming shall be known as production. Should the duration of production exceed the planned figure due to reasons outside the control of CTM (e.g. significant change to brief, weather conditions, subject unavailability), CTM reserve the right to charge for the additional time spent. Unless agreed otherwise at time of booking a ‘Full Day’ filming shall mean up to 8 hours (inclusive of reasonable breaks). The day shall start when CTM crew arrive on site. There is no obligation on the part of CTM to acquire footage not directly required for the agreed project. In the event that The Client requires subjects filmed other than those directly for the agreed project, a new agreement or amendment to the existing agreement must be signed prior to filming.
5. Post-production
The stage post-filming shall be known as post-production. CTM shall complete a ‘first edit’ for The Client to view and amend as required. CTM shall then complete a ‘second edit’. If there are further edit requirements, unless agreed otherwise at time of order, CTM reserve the right to charge for any additional time spent beyond the second edit stage.
6. Travel Expenses
On projects where production requires that travel and subsistence are applicable, an estimate of the cost will be stated on each project specific quotation. Should production run beyond the planned period and the reason for exceeding the planned period is outside the control of CTM (e.g. significant change to brief, weather conditions, subject unavailability), then CTM reserve the right to pass on any additional costs incurred.
7. Access
It is the responsibility of The Client to ensure that all permissions have been obtained for filming at any location and pay any applicable fees Any additional costs incurred as a result of the failure to obtain that permission will be borne by The Client including all charges incurred for the loss of filming on any day. The Client undertakes to ensure that CTM film crew will be provided with unimpeded access to all venues where filming is required.
8. Additional costs
We reserve the right to charge additional costs as follows:-
- Amendments to the project requested by The Client which go beyond the initial project specifications agreed at outset of this agreement;
- Any third party liability incurred by us (for which a fee or cancellation fee is payable by us) as a result of changes to the specifications requested by The Client;
- Should The Client fail to meet approval dates / sign off stages of the production in accordance with our requests and additional costs arise out of such delay. (The Client acknowledge that changes to the Product may become more complex if The Client do not formally approve and sign off stages of the production process in accordance with our requests and that failure to do so may result in an increase in the Fee and / or delay in delivery dates);
- Should there be delays in supply of source materials, collateral, products, services or personnel organised by The Client or The Clients representatives and / or problems encountered by us in the functionality or usability of such materials or services resulting in additional costs. (The Client acknowledges that the Fee, time–line and delivery dates are dependant upon the availability, functionality and usability of such materials and services).
We shall give The Client prior written notice of any additional costs and shall not incur such additional costs without The Client prior approval. Such costs shall be added to the Fee to the finalinstallment payable unless otherwise agreed by the parties.
9.Schedule of Payment
The payment plan will be stated on the project specific quotation and will be in the format: prior to filming or incurring any cost a deposit 50%, prior to completion of final edit and prior to delivery of the completed project the remaining 50%. Unless otherwise stated on the project specific quotation, invoices issued are due for immediate payment. Where a Purchase Order number is required for the project, this must be provided for the full amount of the contract prior to the commencement of any work on the project.
10.Intellectual Property Rights
All Intellectual Property Rights of whatever nature in material devised by CTM will vest in and belong to CTM. The Client agrees to do what is reasonably required to vest such rights in us or to evidence the same if appropriate. CTM hereby grant an exclusive royalty free license to The Client to use the Intellectual Property Rights for corporate use throughout Europe and worldwide. The license shall take effect on receipt by CTM of all payments due under this agreement. The Client acknowledges that CTM agree the rights in all material only for the use set out above unless otherwise requested by The Client in writing and agreed by CTM in writing. It is expressly forbidden for The Client to pass CTM material to third parties for any kind of use worldwide. CTM exclude liability for any claims made against The Client for use of the Product in any way other than that licensed hereunder. The Client hereby grants to CTM a non exclusive royalty free license to use all materials supplied by The Client for the purposes of this agreement. The Client hereby warrant that they have obtained all necessary rights, permissions and licenses for the use of all materials supplied by The Client to CTM. Raw footage is not included within the agreed contract price but can be purchased by the client at 100% of the total project cost.
11. Rescheduling
Should The Client or others re-schedule the date of filming then CTM reserve the right to invoice for any additional costs incurred as a result of this rescheduling
12. Amendments
Any amendments to the original specification must be in writing and agreed to by both parties.
13. Fonts, logos and artwork
All specific fonts, logos and/or artwork required by The Client to be included within the video will be provided by The Client to CTM free of charge. If The Client is unable to supply the necessary installation files, CTM will add any additional costs incurred to the agreed quotation for the project.
14. Aerial filming & photography
Aerial filming can only be carried out if the film location area is free of any frequency interference on 2.4Ghz and free of any restrictions enforced by the Civil Aviation Authority relating to the (ANO) Air Navigation Order CAP 722 For Small Unmanned Aerial Vehicles in the United Kingdom or the relevant regulatory body in other territories . The final decision of executing a required shot is solely at the pilot’s discretion. If prohibitive weather conditions are forecast 2 days before the first shoot date, CTM and/or The Client have the right to postpone the shoot date to the next available opportunity. If unfavorable weather develops on location and before any part of the service has been delivered, the Client will be liable to CTM for travel costs plus 50% of the quoted fee (+ VAT).
15.General
No variation of these terms and conditions will be valid unless agreed in writing. Customers may not assign their contracts with us without our prior written consent. These terms and conditions, and the documents and agreements (electronic or otherwise) referred to herein, set out the entire agreement between ourselves and each customer. All representations, warranties or other assurances made by or on behalf of us other than as set out herein, and whether on our website or otherwise, do not form part of these terms and conditions nor shall they be legally enforceable or actionable. If any provision of these terms and conditions is found to be invalid or unenforceable, such invalidity shall not affect the other provisions hereof all of which shall remain in full force and effect. We shall be entitled to make reference to our relationship with any customer in our publicity material. No forbearance or delay by us in enforcing rights hereunder will prejudice or restrict rights and no waiver of any breach of such rights or waiver of the rights will be deemed to be a waiver of any other right or of any later breach. Nothing herein shall constitute or be deemed to constitute a partnership or joint venture or the relationship of partnership and agent or employer and employee.