Paradigm Creative Standard Terms and Conditions
TERMS AND CONDITIONS OF COMMISSIONING AND USAGE OF CREATIVE SERVICES FROM PARADIGM CREATIVE LTD
1. Definitions & General Terms
In these Terms and Conditions the words ‘Paradigm Creative Ltd’ ‘Paradigm Creative’ ‘Paradigm’ ‘we’ ‘us’ ‘our’ and ‘ours’ refer to Paradigm Creative Ltd a company registered in England and Wales with company number 07591513 and registered address ‘Bates Mill, Colne Road, Huddersfield, HD1 3AG’
The words ‘Client’ and ‘Customer’ refer to the party who commissioned and/or funded the work and any person or organisation acting on their behalf.
The word ‘Project’ refers to the scope of work agreed between both parties. The word ‘Budget’ refers to the final agreed cost of the Project.
These Terms and Conditions apply to all creative services, consultancy, advice and production, including, but not limited to video, animation, design, photography, livestreaming, digital and hybrid events and audio assets created by Paradigm Creative Ltd collectively known as ‘Project’ or ‘Projects’
2. Pre-production requirements
Where copyright material is provided by the Client for incorporation into a Paradigm Creative Ltd product, permission must be obtained from the original copyright owner / material provider. The Client undertakes to indemnify Paradigm Creative Ltd against any future possible claims, disputes, expenses or costs arising from the use of such material, without time limit. No liability will be accepted by Paradigm Creative Ltd for any delays or failure to deliver the agreed service if caused by any element which is the responsibility of the the Client to provide, including but not limited to feedback, source material, brand guidelines, logos etc. Any elements required from the Client will be detailed in the production timeline.
A full production brief, Budget and written confirmation of the legal entity to whom invoices are to be made out to must be signed off by the Client before work begins.
3. Production and post-production
All works undertaken will be as per this written quotation based upon the agreed production brief. It is the Client’s responsibility to ensure that this is thoroughly read and understood prior to confirming a booking.
Any amendments or additional time required as a result of changes to the brief will be highlighted to the Client by Paradigm Creative Ltd before being undertaken, and then charged at Paradigm Creative Ltd’s standard rates.
Paradigm Creative Ltd takes Health & Safety matters seriously and we reserve the right in all instances to remove any of our personnel and / or equipment from a location if we deem it to be unsafe or if our crew are subjected to abusive or aggressive behaviour. In such circumstances the Client will be fully liable for any costs incurred or subsequently arising as a result. Paradigm Creative Ltd will observe the site safety rules at all times and will liaise with the appropriate Responsible Person(s) provided by the Client.
Paradigm Creative Ltd carries public liability insurance cover of ten million pounds, product liability insurance of ten million pounds and professional indemnity
insurance of one million pounds. A copy of our insurance certificates can be provided on receipt of a request to our offices. Extended or upgraded specific Project insurance cover can be provided if required upon request, provided this is agreed at the time of booking and included in the production brief and at the Clients expense.
5. Adverse weather conditions
In the event of inclement weather which in our opinion would pose a risk to health & safety of our personnel or equipment or which has the potential to prevent successful production of any assets, we reserve the right to change the date or time of production to a more suitable date or time.
6. Accidental Damage
If Paradigm Creative Ltd have personnel, either employees or sub-contractors operating on site during a project, including but not limited to offices, warehouses, meeting rooms belonging to or controlled by the Client, or event spaces, studios or other third party locations organised by the Client, all instructions and directions given by the owner or controlling party for the space will be obeyed.
Every care and attention will be given to leave any space we are operating in the state in which we encountered it, Paradigm Creative Ltd will flag any concerns about potential damage to property if in their professional opinion there is a risk that was is being requested will cause it occur. In any case, in the unlikely event of accidental damage, Paradigm Creative Ltd will not be responsible or liable for any accidental damage.
7. Client delays
In the event of production being delayed or aborted due to the Client’s failure to adhere to the agreed dates, times, access, facilities, organisation or any other matter specified in the production brief, we reserve the right to re-schedule the affected days of filming and to charge for any additional costs which arise. No refund or credit will be given in respect of costs associated with the delayed or aborted original filming day(s).
8. Changes to the production schedule
In the event of the Client wishing to change or cancel any specific production date, including but not limited to shoot dates, reserved edit dates, design time, copy time, within the Project we require a minimum of 48 hours notice. If less notice is given, Paradigm Creative Ltd reserves the right to charge upto 100% of the costs of any reserved resource, and not less than any already incurred costs.
9. Cancellation of Project
Following the acceptance of a Quote by the Client, if the project is cancelled at any time and for any reason whatsoever, Paradigm reserves the right to charge any incurred costs to that point.
If cancellation is within 14 days of the scheduled Project start date then Paradigm Creative Ltd reserves the right to charge at least 50% of the total Project Budget, and not less than any already incurred costs.
If a Project is cancelled within 7 days of the scheduled Project start date, Paradigm Creative Ltd reserves the right to charge unto 100% of the total Project Budget, and not less than any incurred costs.
In the event of a production deposit having been paid by the Client prior to cancellation, this deposit will be allocated against any cancellation charges in the first instance. Deposits are non-refundable in the event of Project cancellation.
10. Equipment substitution
In the event that Paradigm Creative Ltd experiences equipment failure or technical difficulties, all efforts will be made to find suitable replacement equipment and/or personnel so as not to delay production or adversely impact upon the Project quality or delivery. The equipment used on the day of production will be at the discretion of the senior member of the production crew, and no further claims or liability will be accepted.
11. Business Continuity
Paradigm Creative Ltd operates a dual redundant, off-site, nightly back-up of all data to ensure smooth operation in the event of unforeseen circumstances including, but not limited to fire, flood, civil unrest, power failure, technical failure, act of god. In the event of any unforeseen circumstances Paradigm Creative Ltd will inform the Client in as timely manner as possible but with no more than 48 hours notice, and will trigger its Business Continuity plans. In the event of unforeseen circumstances, Paradigm Creative Ltd will not be liable for any delay to production caused by factors outside our control.
12. Approval / amendments of draft creative
A timeline will be produced alongside estimates of production costs, sign-off points and time allowed for amends will be specified in this timeline. Paradigm will provide work in progress output at agreed points during the production. Our production facility is available for client viewing and review, and all clients are able to attend personally during editing so that all revisions can be signed off without delay. Revisions or significant re-edits that fall beyond the scope of the initial brief, or which will take more time to complete than is available in the production schedule will be flagged to the Client before further cost is incurred.
13. Changes in Cost
Once the Budget for the Project is signed off, Paradigm Creative Ltd will manage costs within the agreed Budget to best deliver the Project objectives. This may mean re-allocating Budget from one line to another as the Project progresses. Paradigm Creative Ltd will use their professional judgement and experience to make these decisions for the benefit of the Client.
If significant rework, additions or amendments to the brief are requested by the Client then Paradigm Creative Ltd will provide an additional Quote which will need agreeing by the Client before additional work, or changes in scope commence.
If Paradigm Creative Ltd are able to complete the Project without using all the agreed Budget, Paradigm Creative Ltd will inform the Client of the amount that will be deducted from the balancing payment. This is at Paradigm Creative Ltd’s sole discretion.
14. Project duration and delivery
Any indication given by Paradigm Creative Ltd of a Project’s duration is to be considered by the customer to be an estimation. Paradigm Creative Ltd will do everything possible to meet specific deadlines, providing there is clear communication and regular feedback from the client. In all cases our liability will be limited to the agreed total cost of the Project, less any costs incurred by us for any work already done on the Project provided such work is within the agreed production brief. Paradigm Creative Ltd will not under any circumstances be responsible for any loss, damage or costs arising from the late, erroneous, or non- delivery of the product.
The full copyright and ownership of all final deliverables; including, but not limited to designs, photographs, final video edits, copy, live recordings as specified and agreed in the Project brief that have been captured, created, processed and/or produced by Paradigm Creative Ltd on behalf of the Client will pass to the Client on full payment of the invoice for that work.
Where assets, including but not limited to stock footage, imagery and music has been licensed by Paradigm Creative Ltd on behalf of the Client, Paradigm Creative Ltd will ensure that the correct licenses have been granted for the usage, media and duration specified in the brief. Paradigm Creative Ltd will inform the Client of any limitations in those licenses.
The Client undertakes to indemnify Paradigm Creative Ltd against any future possible claims, disputes, expenses or costs without time limit, arising from the use of any licensed materials that fall outside of the usage, media and duration of that license.
16. Assets and Project Files
Where assets have been created by Paradigm Creative Ltd on behalf of the client in the process of completing the Project, including but not limited to designs, final copy, photographs, video footage, rushes, audio files etc. these assets will be kept online for at least 30 days after full payment has been made for the project, and can be provided to the Client via digital file transfer at no additional cost. After 30 days the assets will be archived and recovery and supply of the assets will become chargeable. If requested Paradigm Creative Ltd will provide a cost to recover and supply Project assets – this cost will be based on size of the project and the amount of time it will take to recover.
Any licensed materials, including but not limited to stock footage, library music, stock images and photography, will not be provided to the client in its raw format and must be re-licensed for any different or onward use outside of the scope of the original project by the client.
All Project and development materials, including but not limited to research, early drafts, Project files of any sort remain the property of Paradigm Creative Ltd and will not be supplied to the client.
17. Usage licence – rights to the use of Project content
Where the Client provides material to Paradigm Creative Ltd for inclusion in any Project, including but not limited to logos, images, trademarks, footage and audio, the relevant permission must be obtained in advance from the original copyright holder. By accepting these terms and conditions, the Client hereby indemnifies Paradigm Creative Ltd against any possible claims, disputes, expenses or similar that may arise from breaching any copyright laws or pre-existing terms and conditions attributed to the material.
We reserve the rights in perpetuity to use any content created in any medium for the Client, in our showreels, website, email marketing, social media and for other promotional purposes existing now or in the future. Where an NDA, product launch or other time sensitive event is involved. Paradigm Creative Ltd will not post anything publicly until after this date has occurred. It is the responsibility of the Client to make Paradigm Creative Ltd aware of any such dates.
For all Projects with a new Client, a deposit of 50% of the total Project value will be payable on receipt of a pro forma invoice before any work can commence. The balance will be payable by invoice on 30 day terms on completion of the Project.
For any Projects with either a new or existing Client between a value of £10,000 and £50,000 (excluding VAT) a deposit of 50% of the total Project value will be payable on receipt of a pro forma invoice before any work can commence. The balance will be payable by invoice on 30 day terms on completion of the Project.
For Projects with either a new or existing Client over the value of £50,000 (excluding VAT) a deposit of 50% of the total Project value will be payable on receipt of a pro forma invoice before any work can commence. A further payment of 25% of the total Project value will be payable at a suitable date or milestone to be agreed between the Client and Paradigm Creative Ltd which will represent the halfway point of the Project. The balance will be payable by invoice on 30 day terms on completion of the Project.
We reserve the right to charge further interest and late payment fees on all overdue invoices as set out under the Late Payment of Commercial Debts (Interest) Act, 1998. E & OE.
We will exercise our statutory right to claim interest and compensation for debt recovery costs under the late payment legislation if we are not paid according to agreed credit terms.
The Client shall be responsible for all collection or legal fees necessitated by late or default in payment. Paradigm Creative Ltd reserves the right to withhold delivery and any granting or continuation of usage licence of any current work if accounts are not current or overdue invoices are not paid in full.
All Terms and Conditions stated within this document are deemed acceptable to the Client upon receipt of a confirmed order or instruction to proceed given by any means. This document shall be taken as an agreement between the Client and Paradigm Creative Ltd under UK law.