Any work we carry out for a client should be treated as adhering to the below Terms and Conditions.
If you hire us for a specific project, you will be sent a Production Agreement, which will clearly outline everything that has been agreed – for you to read, initial, sign and return to us. We are happy to amend some aspects of the below factors based on your needs, but our standard Production Agreement will normally look like this.
Some very minor jobs for repeat clients with who we have a familiar working relationship with may not always require a specific production agreement, but this is fairly rare. Please note if so they should still be treated as being bound by the below unless a special arrangement has been made in writing otherwise.
TERMS AND CONDITIONS
By hiring us to create your video, you will be making an agreement between yourself (“Client”), and Unexplored Films Ltd (“Producer”).
TYPE OF SERVICE
Producer is usually hired either as:
- A full Production Company Service (planning, shooting, editing, everything else) where the end product is a finished film or films
- A Camera / Videography Service only, where the end product is the raw footage.
The type of service will be defined before the job begins.
To be agreed upon by both parties in writing prior to production, with a number of shoot days and edit period agreed.
To be agreed by both parties in writing prior to production.
BUDGET OR RATE CARD
This will be agreed upon before production begins by both parties in writing prior to production, and will either take the form of a LUMP SUM (our normal method where we calculate a one-off cost) or, if the client prefers, can be calculated using our RATE CARD, which we are happy to supply upon request.
The Lump Sum method is most common, and is best if you want to know what you are spending up front, such as when you have a fixed budget in mind. This will normally include:
- Any pre-production required
- All filming on the shoot day(s) and any related expenses
- All crew and equipment costs
- The first cut of all film(s), referred to as V1, including footage logging, selects, editing, inclusion of any pre-filmed elements requested, sound mix, music licensing if from one of our regular libraries, colour grade, exporting.
- Two rounds of requested edit changes to each film (if required), referred to as V2 and V3
- Digital delivery of the finished films
- (The edit period is based on the deliverables request we have received from the Client. If the Client changes their request during the edit period and asks for fewer deliverables, the lump sum budget will not be affected.)
This will normally not include:
- Any additional requests after the above work has been carried out, such as additional films requested to be made from the same footage or further rounds of edit changes after V2. These would be charged at an hourly rate, available on request.
- Any stock footage you may wish to purchase for your edit, if from outside our regular libraries
- Any specific music licensing you may wish to purchase for your edit, if from outside our regular libraries
- Any voiceover not recorded on location during the shoot
- Raw footage and project file (these are not considered part of the finished films and can therefore be requested separately for an additional fee).
The Rate Card method is more like a ‘taxi meter’ depending on what is needed, and therefore makes a budget harder to confirm in advance as a fixed rate. This option means we will charge based on a tally of shoot days, edit days, any additional crew’s individual costs, overtime hours, edit amends hours, all expenses and several other factors. The expenses we would be likely to add to our invoice based on this method are outlined below:
- Additional equipment hire
- All travel to and from base (Banbury, Oxfordshire). Travel by rail, air or taxi (unless covered by the client) will be charged at cost. Travel by driving own vehicle will be charged at 0.45p per mile. An estimate of this can be provided separately if applicable.
- Accommodation and subsistence (unless covered by the client) are charged at cost. An estimate of this can be provided separately if applicable.
- Music licensing (if applicable, after discussions during the edit process).
VAT (VALUE ADDED TAX)
Unexplored Films is VAT registered in the UK, so we need to charge this at 20% on top of our costs. This may not apply for overseas jobs, as place of supply is deemed to be where the customer is based.
- For international or first-time clients, 20% of the budget will normally be billed in advance as a deposit, and will need to be received by Producer in order for dates and crew to be booked and for the job to go ahead. The remainder will be billed once the agreed work is completed.
- For international or first-time clients where materials are to be delivered via online upload, the remainder of the budget will need to be paid before we release the materials. This protects Producer against customers with whom there is not yet a familiar working relationship receiving their assets and delaying or denying payment.
- For regular clients, 100% of the budget will normally be billed after the job, though for large budgets a deposit might be asked for.
- In all of the above scenarios, additional invoices would be submitted for any further requested changes / versions after the initial work agreed upon
Producer will do their utmost to ensure the finished film(s) are ready by the agreed deadline, however Producer cannot be held responsible for any delays or deadlines missed as a result of the Client. Reasons for this might include but are not limited to: a big delay in delivering edit notes, or not providing materials which have been pre-arranged for Producer to use to create the edit, such as an edit plan or pre-existing assets such as video, stills or voiceover to be included in the film(s).
The Client understands that:
- Payment for a standard invoice (billing for work already carried out) is required within 30 days of submission
- Payment for a deposit invoice is due immediately upon receipt, normally within 5 days
- For any late payments, Client may be charged interest at the rate of 8% above bank base rate for late payment of invoices until paid, compounded monthly.
- In addition, Late Payment fees may also be charged for each outstanding invoice in accordance with the Late Payment of Commercial Debts Regulations 2002. You can see how the Producer charges for late payments here:
EQUIPMENT, CREW AND SHOOT
- Producer will use Unexplored Films’ own equipment to carry out the shoots unless arrangement has been made with Client to hire equipment. Producer’s equipment is insured for worldwide use, and Producer has public liability insurance. See our regular equipment list here (link to kit page).
- Producer may use trusted subcontractors to complete parts of the work if deemed necessary. If subcontractors are using their own equipment, this will also be insured.
- If working alone in a ‘one man crew’ situation, Producer may request help from others on the day to assist with bag carrying or for assisting with certain elements such as boom audio for interviews.
- Producer will follow all on-site COVID-19 guidelines, and crew will attend with masks to be worn when indoors or near to others.
- Producer has the right to refuse to operate in any situations that may go against COVID-19 safety guidelines during the shoot.
- In a live event situation, Producer will endeavour to supply the appropriate equipment to successfully capture the event based on the Client’s brief. If the brief is incorrect or the location’s available technology proves inadequate for a fully successful recording, Producer cannot be held responsible for any recording problems and / or a required increase in budget to correct them (where possible) in post-production – this might include, but is not limited to: the capturing of live slides via an external recorder and the successful recording of clean audio via an existing sound system or a dedicated microphone.
If overnight stays are required for the shoot, Producer will normally arrange this via Premier Inn or a similarly budgeted option near to the location, and after the Client approves this decision will add this cost to the invoice.
If the Client prefers to arrange accommodation instead, this is acceptable as long as:
- Producer approves of suggested accommodation before it is booked
- Booking confirmation is sent to Producer before any travel to the location begins
- Private homes are not to be used as overnight accommodation for Producer during a shoot.
If Client is arranging accommodation, failure to adhere to the above may prevent the job for beginning.
SOCIAL MEDIA / PUBLICITY
During the Client’s shoot, Producer may occasionally take still photos or video clips to advertise the range of services they offer and may use this material on Unexplored Films’ website and social media. If the Client would prefer this not to happen, they may request to ‘opt out’ of this by written agreement if it is made prior to the shoot, and Producer will agree to honour this by not creating / sharing these elements.
- Client agrees to notify Producer of a canceled shoot day at least 24 hours before the shoot was due to begin (excluding any Force Majeure or ‘Acts of God’ incidents beyond reasonable control, including changes in COVID-19 government restrictions).
- Excluding the above Force Majeure incidents, a notification of cancellation later than 24 hours before the shoot was due to begin may result in Client being charged a cancellation fee of 10% percent of the lump sum budget, to offset the cost of a lost work day.
- If Client cancels a shoot, Client agrees that any prepaid deposit will be forfeited and Producer may charge for any expenses already incurred (e.g. cost of travel) if the cancellation is very last-minute.
LIMIT OF LIABILITY
- In the unlikely event of Producer suffering severe injury or illness (including testing positive for COVID-19) before the shoot that prevents work on the shoot and/or edit days to be carried out, Producer will make every effort to secure a replacement video producer able and/or willing to provide a similar package as chosen in this contract at the same/similar tariff. The Client can agree whether the replacement is acceptable, and if such a situation should occur and a suitable replacement is not found, Producer’s responsibility and liability is limited to the return of any prepaid deposit.
- Producer takes the utmost care with respect to the technical factors resulting in the creation of a successful film, including competent capturing of video and audio elements on the shoot days and the careful transfer of data and rushes. However, in the unlikely event of Producer’s material being lost, stolen or destroyed for reasons within or beyond Producer’s control, the latter’s liability is limited to the return of all payments received. The limit of liability shall not exceed the value of the services provided. The limit of liability for a partial loss of footage shall be a prorated amount of the footage lost based on the percentage of total number of shots.
- Although every possible care will be taken to produce an end product in line with the Client’s vision, Producer cannot place an unconditional guarantee on this, as by its nature filmmaking is not an exact science and there are many factors that can influence an end product that are outside of Producer’s control.
- The performance of this contract on behalf of Producer shall be contingent upon acts of God, flood, fire, warfare, government laws or regulations, electrical failure, strikes by suppliers, and/or conditions beyond its control.
Producer will arrange any music rights permissions and clearances unless Client requests otherwise. Producer has access to a stock music site from which tracks can be used at no extra cost. If specific tracks are requested by the Client from other sites, Producer can add audio-watermarked tracks into the edits for the Client to review without charge. If the Client wishes for these tracks to be purchased and included, Producer will notify Client of any additional charges and will add this cost to their invoice.
Depending on the film’s topic, during the edit process Producer may occasionally suggest adding some stock footage or elements (that would be too difficult or expensive to film) to help Client tell their story most effectively. Producer has access to a stock footage site from which clips can be used at no extra cost. If specific clips are requested by the Client from other sites, Producer can add watermarked clips into the edits for the Client to review without charge. If the Client wishes for these clips to be purchased and included, Producer will notify Client of any additional charges and will add this cost to their invoice.
Producer may request their logo be included at the end of the film to promote their services (normally if the project has been filmed on a reduced or low rate). Unless this is negotiated before the project at the budget stage, Client has the right to deny this if they would prefer Producer’s logo not to appear onscreen.
Client will have the sole and ultimate approval over all aspects of the film(s).
- Producer agrees to send each cut of the film to the Client for edit notes, and Client agrees to respond to each cut within 14 days so as not to delay the edit process.
- Delivery for client review will be via passworded Vimeo link.
- Once approved, the Producer agrees to deliver to the Client the finished film(s) at the technical specifications of 1920x1080p, 25fps, H264.mp4 unless otherwise arranged prior to the shoot and edit in writing.
- Final delivery will be digital via an online method unless provision of a hard copy is agreed in writing beforehand, for which an additional charge may be incurred and billed to Client.
RAW FOOTAGE / ‘RUSHES’
- Unless Producer is being hired solely to provide a Videography service (see ‘Type of Service’ section earlier), budgets agreed upon when working as a Production Company do not normally include the raw footage / ‘rushes’, as these are not the end product and are therefore not considered to be part of the finished film(s). Editing is a large part of what makes Producer’s results successful, and raw footage includes a great deal of material not suitable for a final edit. Therefore giving away raw footage after a completed edit risks A) any badly-edited third-party videos being wrongly associated with Producer, and B) potentially losing out on future editing work. Producer therefore always charges separately and proportionately for these assets, and a fee will be suggested based on the size of the project.
- If a maximum budget is given by the client and raw footage is requested to be included as a deliverable, part of that budget will be allocated as such.
- In cases where raw footage is indeed supplied to the Client, Producer agrees to licence their raw footage to the Client to use as if their own, though this does not mean that the Producer does not still own the original material (unless special arrangement is made in writing otherwise).
- If at the time of the project Client did not request raw footage but at a later date decides they would like to buy it as a separate transaction, they may request this and, if possible, Producer agrees to supply it, for an additional fee to be agreed in writing, provided that a suitable transfer method and any costs associated with said transfer method are covered by the Client.
- After a period of 30 days from when the finished film is delivered, unless special arrangement is agreed in writing, Producer cannot guarantee raw footage will still be available – although if it is not, this is rare.
Producer does not normally offer or sell the project file for a project, unless special arrangement has been made.
OWNERSHIP AND USAGE
- Upon receiving full payments and reimbursements for work carried out, Producer agrees that the Client owns the finished films(s).
- Client agrees that Producer still owns any original raw footage filmed
- Client agrees that Producer may use any illustrative shots / ‘b-roll’ (not including interviews, interview audio, or any confidential footage) for any future publicity, work examples or promotional showreels. Client agrees that Producer may also use the finished film on Producer’s website as a recent work example. If the entire topic of filming is deemed to be sensitive or confidential, the Client may request to ‘opt out’ of this by written agreement if it is made prior to the shoot, and Producer will agree to honour this by not using specified material for promotional purposes.
- If the agreed budget also covers delivery of the raw footage to Client, Producer agrees to licence their raw footage from the project to the Client to use as if their own.
This agreement contains the entire understanding between the Client and the Producer. It supersedes all prior and simultaneous agreements between the parties. The only way to change or add to this agreement is in writing, and the document must be signed by all the relevant parties.
This Agreement and any non-contractual obligations arising out of or in connection with it shall be governed by, and construed in accordance with, English law.