TERMS AND CONDITIONS
These Terms and Conditions govern the provision of services by Nichols Vision Works Ltd (“we”, “us”, “our”) and apply to all quotations, orders and agreements for the supply of Visual Media Production Services to the client (“Client”, “you”, “your”).
By accepting a quotation, submitting a Booking Form, or otherwise instructing us to provide the Services, you agree to be bound by these Terms and Conditions.
1. Definitions
In these Terms and Conditions, the following expressions shall have the meanings set out below:
“Booking Form” means the document (whether electronic or physical) issued by Nichols Vision Works Ltd and completed by the Client to confirm acceptance of a Quotation and instruction to proceed with the Services.
“Client” means the individual, company or organisation that places an order for Services with Nichols Vision Works Ltd.
“Content” means all photographs, video, audio, imagery, footage and other material created by Nichols Vision Works Ltd in connection with the Services.
“Deliverables” means the final edited outputs supplied to the Client as part of the Services, as specified in the agreed Quotation.
“Licensed Use” has the meaning given in Section 9 (Copyright, Licensing and Usage Rights).
“Quotation” means the written quotation issued by Nichols Vision Works Ltd setting out the scope, pricing and applicable usage rights for the Services.
“Services” means the Visual Media Production Services provided by Nichols Vision Works Ltd, as described in the Quotation and these Terms and Conditions.
“Visual Media Production Services” means professional photography, videography, aerial imaging, post-production and related services provided by Nichols Vision Works Ltd.
2. Ordering Visual Media Production Services
Orders for the Services are placed by completing a Booking Form issued following acceptance of a Quotation. Upon receipt of the completed Booking Form, a date (or dates) for the agreed Services will be confirmed.
3. Our Contract with You
When you place an order, you are offering to purchase the Services from Nichols Vision Works Ltd. A binding contract will be formed once the agreed Services have commenced or been delivered, as applicable.
Until that point, we reserve the right to decline or withdraw from providing the Services where we are unable to fulfil the order for any reason, including (but not limited to) pricing errors, availability issues, safety considerations, access limitations, regulatory restrictions, weather conditions, or circumstances beyond our reasonable control.
If we are unable to fulfil your order in such circumstances, we will refund any amounts paid in respect of the undelivered portion of the Services. Costs incurred prior to cancellation shall remain payable.
We reserve the right to amend these Terms and Conditions from time to time; however, any changes will not affect contracts already entered into prior to the changes taking effect.
4. Quotations, Description, Pricing and Availability
Written Quotations will be provided for all Services to ensure clarity of scope and expectations.
We reserve the right to propose reasonable amendments to the agreed scope where required to address safety considerations, access limitations, site conditions, regulatory requirements or legal compliance.
Quotations may include preparatory work, planning and documentation, permissions, travel, production time, post-production (if agreed), and digital delivery. Third-party costs (including licences, permits, location fees or permissions) are excluded unless expressly stated and agreed in writing.
Where additional permissions or approvals are required from landowners, site controllers, local authorities or regulatory bodies, associated costs will be identified in the Quotation or agreed separately in advance.
For aerial operations carried out in restricted or controlled environments, additional safety measures may be required. Where an observer or site representative is required, the Client shall be responsible for providing such a person unless otherwise agreed in writing.
All Services are subject to availability. If we are unable to deliver the Services as agreed or anticipate undue delay, we will notify the Client as soon as reasonably practicable.
All images, videos and descriptions provided are illustrative only. Final Deliverables may vary slightly depending on conditions and agreed scope.
5. Filming Conditions, Creative Judgement and Operational Constraints
Photography and filming, particularly on-location and outdoor work, are dependent on environmental and operational conditions including weather, light, access, safety and regulatory requirements.
Where filming is postponed due to unsuitable conditions beyond our reasonable control, we will make reasonable efforts to reschedule without additional charge for a return visit, subject to availability and unless otherwise agreed in writing.
Environmental or operational conditions may affect image stability, framing, colour or consistency. While we will take reasonable steps to achieve the best possible results, absolute consistency or steadiness cannot be guaranteed.
Where requested shots are not possible due to safety, access, regulatory or operational constraints, reasonable alternative approaches will be used and deemed to satisfy the Services.
Nichols Vision Works Ltd shall exercise reasonable professional and artistic judgement in relation to filming methods, composition, colour balance and locations used.
Nichols Vision Works Ltd reserves the right to suspend or terminate the Services where, in our reasonable opinion, continuation would present a risk to health and safety.
6. Editing, Post-Production and Delivery
Unless expressly agreed otherwise in writing, all Deliverables will be professionally edited and finished as part of the Services, including colour correction or grading, editing and output preparation.
The supply of unedited or “raw” material is not provided as standard and will only be considered by prior written agreement, where the Client has access to a competent professional post-production team and where the intended use will not adversely affect the reputation of Nichols Vision Works Ltd.
Where editing or post-production services are provided as a separate or additional element, these will be delivered in accordance with the agreed scope, fees and timescales. No turnaround times are guaranteed unless expressly agreed in writing.
Unless otherwise agreed, Nichols Vision Works Ltd retains creative and editorial control over the finished Deliverables, subject to any agreed revisions included within scope.
7. Data Storage and Retention
Nichols Vision Works Ltd will retain project data for 30 days following final delivery, unless otherwise agreed in writing.
During this period, reasonable steps will be taken to store data securely; however, no guarantee is given as to ongoing availability or recoverability.
Clients are responsible for downloading and backing up all Deliverables upon receipt. To the fullest extent permitted by law, Nichols Vision Works Ltd shall not be liable for any loss of data, files, time or income arising from data loss or corruption.
8. Site Access, Permissions and Conditions
The Client is responsible for ensuring that all necessary permissions, consents and access rights are obtained prior to commencement of the Services, including permissions for photography, filming and recording on private or controlled sites.
This includes compliance with site rules, inductions and safety procedures. Where a pre-production site visit is required, associated costs will be agreed in advance.
For aerial operations, the Client must confirm permission for take-off, landing and operation from the relevant landowner or site controller.
Nichols Vision Works Ltd shall not be responsible for delays, restrictions or inability to perform the Services arising from inadequate, withdrawn or incorrect permissions or access limitations.
9. Copyright, Licensing and Usage Rights
All copyright and intellectual property rights in the Content shall remain the sole property of Nichols Vision Works Ltd unless expressly agreed otherwise in writing.
Subject to full settlement of invoices, the Client is granted a non-exclusive, non-transferable licence to use the Content solely for the Licensed Use specified in the Quotation.
Where no specific usage is agreed, Licensed Use shall be limited to general promotional and marketing use by the Client for a period of 12 months from first publication.
Any extended, additional or third-party use (including advertising, broadcast or paid media) must be agreed in writing and may be subject to additional licensing fees.
Nichols Vision Works Ltd retains the right to use the Content for portfolio, marketing, promotional and self-promotional purposes.
10. Payment Terms
All invoices are payable within 30 days of the invoice date, unless otherwise agreed in writing.
Nichols Vision Works Ltd reserves the right to require advance or staged payments for certain projects, including equipment hire, permits or third-party costs, as detailed in the Quotation.
Late payments may incur statutory interest and recovery costs in accordance with the Late Payment of Commercial Debts (Interest) Act 1998. We reserve the right to suspend Services or withhold Deliverables until payment is received.
11. Cancellation by Nichols Vision Works Ltd
Where we are unable to perform the Services due to circumstances beyond our reasonable control, we will make reasonable efforts to reschedule.
If rescheduling is not possible, fees paid for undelivered Services will be refunded. Costs incurred prior to cancellation remain payable.
Where issues only become apparent on site due to undisclosed conditions or Client-caused limitations, the Services shall be deemed to have been made available and fees shall remain payable.
12. Cancellation by the Client
Written notice of cancellation must be provided as soon as reasonably practicable.
Cancellations more than five (5) working days prior to commencement will incur only non-recoverable costs.
Cancellations within five (5) working days may incur a cancellation fee reflecting time committed, preparation undertaken and loss of availability, up to the full value of the affected Services.
For multi-visit or staged projects, cancellation will be assessed on a pro-rata basis. Nichols Vision Works Ltd will act reasonably and in good faith when applying cancellation charges.
13. Limitation of Liability, Weather and Force Majeure
Nichols Vision Works Ltd shall not be liable for delays or non-performance caused by weather, access restrictions, safety considerations, regulatory requirements or events beyond our reasonable control.
We shall not be liable for indirect or consequential losses, including loss of profit or opportunity. Our total liability shall not exceed the total fees paid under the relevant contract.
Nothing shall exclude liability for death, personal injury, fraud or any liability that cannot be excluded under law.
14. Confidentiality
Each party agrees to treat confidential information received from the other as confidential and to use it solely for the purposes of performing this agreement.
Confidential information excludes information that is publicly available, independently developed, or lawfully obtained from a third party.
These obligations survive termination of the agreement.
15. Independent Contractor Status and Non-Solicitation
Nichols Vision Works Ltd acts as an independent contractor. Nothing in this agreement creates a partnership, agency or employment relationship.
The Client shall not solicit or engage our personnel involved in the Services during the project or for 12 months thereafter, except through general recruitment activity.
16. Taxes
All prices are exclusive of VAT unless stated otherwise. Nichols Vision Works Ltd is not currently VAT-registered. If this changes, VAT will be charged in accordance with UK law.
17. Legal Costs
Nothing in these Terms affects the right of either party to recover costs where permitted by law. Reasonable recovery costs may be claimed for undisputed overdue sums.
18. General Provisions
These Terms and Conditions, together with any Quotation or Booking Form, constitute the entire agreement.
Variations must be agreed in writing.
This agreement is governed by the laws of England and Wales, and the courts of England and Wales shall have exclusive jurisdiction.
19. Notices
Notices shall be given in writing and deemed received if delivered by hand, sent by first-class post, or sent by email to the last notified address.
20. Assignment and Subcontracting
The Client may not assign this agreement without written consent. Nichols Vision Works Ltd may subcontract Services while remaining responsible for delivery.