Film production and photography terms and conditions

Film production and photography terms and conditions contents

1. Definitions: definitions.
2. Term: commencement of term; end of term: services, deliverables and charges; each contract distinct.
3. Services: obligation to provide services; standard of services (B2C or mixed); devotion of personnel to services; keeping customer informed of services; services: compliance with reasonable customer requests.
4. Shoots: shoot dates and times;
   Client
    representatives at shoot; rescheduling shoots.
5. Permissions: photographic permissions to be obtained by first party; photographic permissions to be obtained by second party; form of permissions; provision of copy permissions; parties unable to obtain permission.
6. Deliverables: obligation to deliver deliverables (photographic and film); responsibility for ensuring deliverables content complies with law etc; feedback on deliverables; timetable for delivery of deliverables; deliverables warranties (B2C or mixed).
7. Acceptance: acceptance review by second party; deemed acceptance of deliverables; deliverables do not meet acceptance criteria in review; subseqent failures of deliverables to meet acceptance criteria in review; consequences of acceptance of deliverables.
8. Client
   obligations: general second party obligations.
9. Client
   Materials: supply of
   Client
   materials; licence of
   Client
   materials; warranties relating to 
   Client
   materials.
10. Intellectual Property Rights: assignment of intellectual property rights in photographic deliverables; licence to use photographic deliverables; assignment of intellectual property rights in film deliverables; licence to use film deliverables; licensing of third party materials; further assurance (intellectual property).
11. Moral rights: waiver of moral rights in deliverables; assertion of moral right of paternity in deliverables; acknowledgement of assertion of right of paternity.
12. Charges: obligation to pay charges; budgetary limitation on charges; amounts exclusive of VAT.
13. Timesheets: obligation to keep timesheets; obligation to supply timesheets.
14. Payments: issue of invoices; time for payment of charges following invoice; payment methods; interest on late payments.
15. Provider
    's confidentiality obligations:
    Provider
    confidentiality undertaking; disclosure of confidential information by
    Provider
     to certain persons; exceptions to
    Provider
    confidentiality obligations; disclosures of
    Client
    confidential information mandated by law etc;
    Provider
    to stop using confidential information upon termination;
    Provider
    to return or destroy confidential information following termination;
    Provider
    confidentiality obligations after termination.
16. Provider
     publicity obligations: no public disclosures by
    Provider
    ; permitted public disclosures by
    Provider
    .
17. Data protection: compliance with data protection laws; warranty of
    Client
    's right to disclose personal data (GDPR); details of personal data and purposes of processing by 
    the Provider
     (GDPR); duration of personal data processing by
    Provider
    (GDPR); personal data processed by
    Provider
    on instructions (GDPR); authorised international transfers of personal data (GDPR); informing 
    Client
     of illegal instructions (GDPR); personal data processed by
    Provider
    as required by law (GDPR); confidentiality obligations on
    Provider
     persons processing personal data (GDPR); security of personal data processed by 
    Provider
     (GDPR); appointment of sub-processor by
    Provider
    (GDPR); authorisation for
    Provider
    to appoint sub-processors (GDPR);
    Provider
     to assist with exercise of data subject rights (GDPR);
    Provider
     to assist with compliance (GDPR); obligation to notify 
    Client
    of personal data breach (GDPR);
    Provider
     to provide data protection compliance information (GDPR); deletion of personal data by 
    Provider
     (GDPR);
    Provider
     to allow audit (GDPR); changes to data protection law.
18. Warranties: first party general warranties; second party warranty of authority; exclusion of implied warranties and representations.
19. Indemnity: first party indemnifies second party upon breach (deliverables); conditions upon first party indemnity; limitations of liability vs indemnities.
20. Limitations and exclusions of liability: caveats to limits of liability; interpretation of limits of liability; no liability for force majeure; no liability for loss of profits; no liability for loss of revenue; no liability for loss of use; no liability for loss of opportunities; no liability for loss of data or software; no liability for consequential loss; aggregate liability cap upon services contract.
21. Provider
     insurance: obligation to arrange and maintain insurance; types and amounts of insurance cover; period of insurance cover; insurance company requirements; obligation to provide insurance documentation; insurance and subcontractors.
22. Force Majeure Event: obligations suspended for force majeure; force majeure notification and information; mitigation of effects of force majeure.
23. Early termination by 
    Client
    : termination without cause by
    Client
    ; termination charges; no implied rights to refunds or releases.
24. Termination: termination upon breach; termination upon insolvency.
25. Effects of termination: surviving provisions upon termination; termination does not affect accrued rights.
26. Status of
    Provider
    : first party is independent contractor not employee; no redundancy or compensation.
27. Notices: contractual notices must be in writing; methods and deemed receipt of contractual notices; substitute contact details for notices.
28. Subcontracting: no subcontracting without consent; subcontracting permitted; first party responsible for subcontracted obligations.
29. General: no waiver; severability; variation written and signed; asymmetric assignment of contractual rights; no third party rights; entire agreement (commercial terms); governing law; exclusive jurisdiction.
30. Interpretation: statutory references; section headings not affecting interpretation; calendar month meaning; no ejusdem generis.

STATEMENT OF WORK