INTERPRETATION

The headings in these Terms and Conditions are for convenience only and will not affect their interpretation.

Words imparting the singular number include the plural and vice-versa.

PROVISION OF GOODS AND SERVICES

The Business provides a range of photographic services and goods suitable for the use as agreed between the Business and the Client before any work is undertaken.

It is the responsibility of the Client to ensure that any permissions required regarding access or rights to use a location or persons for the purpose of undertaking photographic images are in place before any work is carried out by the Business or any of its personnel. The Business cannot be held responsible for infringement of any rights which have not been secured prior to the work being carried out.

Due to the nature of the services being provided by the Business and the requirement to provide the best possible quality of end Goods or service, the choice of date and time of the service might vary to any advised prior to the work being carries out. The Business will agree with the Client suitable dates and time for the provision of the services unless the agreed date and times are fixed by venue booking or other such conditions which are not in the control of the Business. In such circumstances the Business will provide the best possible service and end Goods subject to the prevailing conditions at the time of the service provision.

INTELLECTUAL PROPERTY

All Intellectual Property created by the Business remains the property of the Business unless agreed in writing to the contrary. The use of any Intellectual Property created or owned by the Business is at the discretion of the Business.

Any images or copies of images, whether stored digitally or otherwise and any computer program, including any source or object code, computer files or printed documentation relating to such images are protected by the Copyright, Designs and Patents Act 1988. It is contrary to the Act to copy or allow to be copied photographically, electronically or by any other means an image created by the Business without the permission of the Business in writing.

The Business reserves the right to use or display any image created by the Business for a client, for the purpose of promoting the Business or by way of demonstrating examples of the services and Goods provided by the Business. The Business undertakes not use any image which contains personal information relating to the identification of the image location or anyone shown and would endeavor consult with the Client prior to any use of an image.

Commercial licence Pricing - prices start from £750 Per Image.

PHOTOGRAPHIC IMAGES

All photographs and images supplied by the business are produced to the highest standards and quality using the best available quality materials and processes with sizes being stated as nominal sizes.

Any images will be produced to provide pleasing colour balance but cannot guarantee exact colour matching. In the case of part mono/part colour images, the colours used will be subject to artistic interpretation and will be deemed to be correct.

It should be noted that all images produced will in time fade. The rate of fade is relative to the exposure of the image to light, sunlight or without the protection of appropriate protective glass. The Business cannot accept any responsibility for this gradual image deterioration.

RETOUCHING

Retouching and artist finishing is available at an optional additional cost. Any retouching or artist finishing is carried at the sole discretion of the Business.

STORAGE OF IMAGES

Storage of original images or copies are kept securely by the Business with access controlled solely by the Business. Under no circumstances will the Business hand over any RAW files which remain the property of the Business. Should copies in addition to any agreement be required of any stored images, then contact should be made with the Business which will arrange for the copies to be provided. The cost of these additional copies will be by agreement.

PRICE

The price (Price) of the Goods is set out in the quotation current at the date of the Client order or such other price as we may agree in writing.

If the cost of the Goods to us increases due to any factor beyond our control including, but not limited to, material costs, labour costs, alteration of exchange rates or duties, or changes to delivery rates, we can increase the Price prior to delivery.

Any increase in the Price under the clause above will only take place after the Business has told the Client about any such change.

The Client may be entitled to discounts. Any and all discounts will be at the discretion of the Business.

The Price is exclusive of fees for packaging and transportation / delivery.

The Price is inclusive of any applicable VAT and other taxes or levies which are imposed or charged by any competent authority.

INSPECTION AND ACCEPTANCE OF GOODS

The Goods must be inspected on delivery or collection.

If the Client identifies any damages or shortages, they must inform the Business in writing within 7 days of delivery, providing details.

Other than by agreement, the Business will only accept returned Goods if the Business is satisfied that those Goods are defective and if required, have carried out an inspection.

Subject to the Client’s compliance with this clause and/or agreement of the Business, the Client may return the Goods and the Business will, as appropriate, repair, or replace, or refund the Goods or part of them.

The Business will be under no liability or further obligation in relation to the Goods if:

• if the Client fails to provide notice as set above; and/or

• the Client makes any further use of such Goods after giving notice under the clause above relating to damages and shortages; and/or

• the defect arises because the Client did not follow the oral or written instructions of the Business about the storage, commissioning, installation, use and maintenance of the Goods; and/or

• the defect arises from normal the Business wear and tear of the Goods; and/or

• the defect arises from misuse or alteration of the Goods, negligence, willful damage or any other act by the Client, their employees or agents or any third parties

The Client bears the risk and cost of returning the Goods.

Acceptance of the Goods will be deemed to be upon inspection of them by the Client and in any event within one day after delivery.

PAYMENT

Payment for services or Goods provided by the Business will be made in accordance with the Terms agreed prior to any work being carried out. In certain circumstances the Business may require a deposit or the total amount quoted, to be paid prior to any service or goods being provided by the Business. The Client will be informed of the payment requirements relating to the proposed work being carried out by the Business, prior to any work being carried out.

The Business will provide clients with an invoice at the completion of the agreed work stating the amount due and taking into account any additional charges involved, deposit, payments made by the Client, or any credit due to the Client.

Invoice payment is due within seven days of the invoice date. Any payment not received by the agreed payment date will trigger a fee of 10% per calendar month or part of a calendar month on the outstanding amount.

Payment can be made by Bank Transfer payment to the account shown below or by Debit or Credit card.

The Client agrees that any payment information provided, authorises the Business to use and access the payment instrument which has been chosen and to charge the amount due to the payment instrument.

If the Business considers that the payment due has violated any law or these Terms and Conditions, the Business reserves the right to report the matter to any appropriate authority or to cancel or reverse the transaction and request another form of payment, in such circumstances the terms of Payment will apply including any overdue fee as described above.

Bank details of the Business are those as provided by the Business to the Client and to which the payment has to be made.

CANCELLATION OF GOODS AND SERVICES

Details of the Goods as described and set out in our sales documentation are subject to alteration without notice and are not a contractual offer to sell the Goods which is capable of acceptance.

Any quotation (including any non-standard price negotiated is valid for a period of 14 days only from the date shown in it unless expressly withdrawn by the Business at an earlier time.

The Business reserves the right to accept or cancel any order placed for either goods or services at its discretion at any time.

In the event of the order being for goods and those goods have not been produced then any deposit or payment made against the order will be refunded in full. If the order has been partly completed then the Client will be invoiced pro rata for the goods provided less and deposits or payments made by the Client against the order, with any credit remaining returned refunded to the Client.

Once a client has accepted and placed an order for goods or services from the Business the Client can cancel the order as follows

• Services - up to 2 full days before the scheduled start date of the provision of the services at no cost and the return of any deposit or payment made for the intended provision of the services less any expenses or costs which have been incurred specifically for the purpose of delivering the ordered services. Any cancellation of less than 2 full days before the scheduled start date of the provision of the services the Business reserves the right to invoice for the total costs of the services including any costs incurred specifically for the purpose of delivering the ordered services.

• Goods – Once an order for Goods has been placed, no cancellation will be possible as the order is considered to be for ‘personalised goods’ and will have been actioned and in process of production.

• No refund will be made of any deposit or payment made against the order and in the event of an outstanding amount due then this will be invoiced and due for payment under the terms of Payment previously defined in this document.

TERMINATION

The Business can terminate any services or order for Goods at any time if:

• the Client commits a material breach of their obligations under these Terms and conditions;

• the Client is or becomes or, in the Business’s reasonable opinion, about to become the subject of a bankruptcy order or take advantage of any other statutory provision for the relief of insolvent debtors;

• the Client enters into a voluntary arrangement under Part 1 of the Insolvency Act 1986, or any other scheme or arrangement is made with their creditors; or

• the Client convenes any meeting of their creditors, enters into voluntary or compulsory liquidation, have a receiver, manager, administrator or administrative receiver appointed in respect of their assets or undertakings or any part thereof, any documents are filed with the court for the appointment of an administrator, notice of intention to appoint an administrator is given by the Client or any of their directors, or partners or by a qualifying floating charge holder (as defined in para. 14 of Schedule B1 of the Insolvency Act 1986), a resolution is passed or petition presented to any court for the winding up of the Client’s affairs or for the granting of an administration order, or any proceedings are commenced relating to their insolvency or possible insolvency.

LIMITATION OF LIABILITY

The liability of the Business under these Terms and Conditions, and in breach of statutory duty, and in tort, misrepresentation or otherwise will be limited to this clause.

Subject to the clauses above on Inspection and Acceptance and Risk and Title, all warranties, conditions or other terms implied by statute or common law (save for those implied by Section 12 of the Sale of Goods Act 1979) are excluded to the fullest extent permitted by law.

The Business is not liable for any direct or indirect loss or third party claims occasioned by delay in completing any Goods or Services or for any loss to the Client arising from delay in transit.

Where Goods or Services are defective for any reason, including negligence, the liability of the Business, if any, is limited to rectifying such defect by the Business or others.

If the Business does not deliver the service or Goods , the Business liability is limited, subject to the clause below, to the costs and expenses incurred by the Client in obtaining replacement services or Goods of similar description and quality in the cheapest market available, less the price of the services or Goods.

Our total liability will not, in any circumstances, exceed the total amount of the Price payable by the Client.

We will not be liable (whether caused by employees, agents or otherwise of the Business) in connection with the Services or Goods for:

• any indirect, special or consequential loss, damage, costs, or expenses; and/or

• any loss of profits; loss of anticipated profits; loss of business; loss of data; loss of reputation or goodwill; business interruption; or, other third party claims; and/or

• any failure to perform any of our obligations if such delay or failure is due to any cause beyond our reasonable control; and/or

• any losses caused directly or indirectly by any failure or breach by the Client in relation to their obligations; and/or

• any loss relating to the choice of the services or Goods and how they will meet the Client’s purpose or the use by the Client of the services or Goods supplied.

The exclusions of liability contained within this clause will not exclude or limit our liability for death or personal injury caused by negligence of the Business; or for any matter for which it would be illegal for it to exclude or limit their liability; and for fraud or fraudulent misrepresentation.

COMMUNICATION

All notices under these Terms and Conditions must be in writing and signed by, or on behalf of, the party giving notice (or a duly authorised officer of that party).

Notices will be deemed to have been duly given:

• when delivered, if delivered by courier or other messenger (including registered mail) during the normal business hours of the recipient;

• when sent, if transmitted by fax or email and a successful transmission report or return receipt is generated;

• on the fifth business day following mailing, if mailed by national ordinary mail; or

• on the tenth business day following mailing, if mailed by airmail.

All notices under these Terms and Conditions must be addressed to the most recent address, email address or fax number notified to the other party.

DATA PROTECTION

When providing the services or Goods to the Client, the Business may gain access to and/or acquire the ability to transfer, store or process personal data of the Client and/or their employees.

The parties agree that where such processing of personal data takes place, the Client shall be 'data controller' and the Business shall be the 'data processor' as defined in the General Data Protection Regulation (GDPR) as may be amended, extended and/or re-enacted from time to time.

For the avoidance of doubt, 'Personal Data', 'Processing', 'Data Controller', 'Data Processor' and 'Data Subject' shall have the same meaning as in the GDPR.

The Business shall only Process Personal Data to the extent reasonably required to enable it to provide the Goods as mentioned in these terms and conditions or as requested by and agreed with the Client, shall not retain any Personal Data longer than necessary for the Processing and refrain from Processing any Personal Data for its own or for any third party's purposes.

The Business shall not disclose Personal Data to any third parties other than employees, directors, agents, subcontractors or advisors on a strict "need-to-know" basis and only under the same (or more extensive) conditions as set out in these terms and conditions or to the extent required by applicable legislation and/or regulations.

The Business shall implement and maintain technical and organisational security measures as are required to protect Personal Data Processed by the Business on behalf of the Client.

CIRCUMSTANCES BEYOND THE CONTROL OF THE BUSINESS OR THE CLIENT (THE PARTY OR PARTIES)

Neither party shall be liable for any failure or delay in performing their obligations where such failure or delay results from any cause that is beyond the reasonable control of that party. Such causes include, but are not limited to: power failure, internet service provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action or any other event that is beyond the control of the party in question.

RISKS AND TITLE

The risk in the goods will pass to the Client on completion of delivery.

Title to the goods will not pass to the Client until we have received payment in full (in cash or cleared funds) for: (a) the goods and/or (b) any other goods or services that we have supplied to the Client in respect of which payment has become due.

Until title to the goods has passed to the Client, the Client must (a) hold the goods on a fiduciary basis as our bailee; and/or (b) store the goods separately and not remove, deface or obscure any identifying mark or packaging on or relating to the goods; and/or (c) keep the goods in satisfactory condition and keep them insured against all risks for their full price from the date of delivery.

As long as the goods have not been resold, or irreversibly incorporated into another product, and without limiting any other right or remedy we may have, we can at any time ask the Client to deliver up the goods and, if the Client fail to do so promptly, enter any of the Clientr premises or of any third party where the goods are stored in order to recover them.

NO WAIVER

No waiver by us of any breach of these Terms and Conditions by the Client shall be considered as a waiver of any subsequent breach of the same or any other provision.

SEVERANCE

If one or more of these Terms and Conditions is found to be unlawful, invalid or otherwise unenforceable, that / those provisions shall be deemed severed from the remainder of these Terms and Conditions (which will remain valid and enforceable).

LAW AND JURISDICTION

This Agreement shall be governed by and interpreted according to the law of Scotland and all disputes arising under the Agreement (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the Scottish courts.

CONTACT DETAILS

Please contact me if you have any questions or concerns. Contact details are as follows:

tel: 07928 767728

email: daniel.giza@hotmail.com

You can also contact me through the contact form available on my Site.