TERMS & CONDITIONS
CELEBRO STUDIOS & LIVE
Celebro is a global media company. These terms apply to any arm of its business. Please make sure you read this document carefully. It is available to download in PDF form.
For the purposes of this document, the term CLIENT is referring to the company or individual who books the facilities. Plus, any agents, colleagues, audience, clients, freelancers, friends, staff and assistants who the CLIENT hires, working with or otherwise present at the studio by the invitation of the CLIENT. It does NOT include freelancers or staff contracted by CELEBRO, but includes any freelancers who we hire at the CLIENT’s request through CELEBRO.
- These Terms constitute the entire agreement between CELEBRO and the CLIENT. The terms shall apply to the exclusion of any other representation, whether express or implied, written or oral made by or on behalf of CELEBRO.
- In these terms, unless notified to the contrary in writing, CELEBRO holds entitlement to rely on instructions given to it by any third party purportedly on the Client’s behalf.
Title in and to and all Intellectual Property Rights in the CLIENT’s content, logos and/or the clients television channels (and any content contained in it) vests in and shall remain vested in the CLIENT.
For the purposes of this Agreement, Intellectual Property Rights means any and all intellectual property rights in any and all media whether or not registered or capable of registration including, without limitation, copyright (existing as at the date of this Agreement or arising any time thereafter), patents, trademarks, service marks, trade names, domain names, design rights, database rights, know-how and any applications for the protection or registration of these rights and the right to make such applications.
For the avoidance of doubt, CELEBRO acknowledges that the CLIENT is the sole producer of any and all content produced as a result of using CELEBRO’s live links, field studios, main studios and or any other Celebro Facilities or facilities contracted on the Clients behalf.
- CLIENT grants to CELEBRO a non-exclusive licence to edit, adapt, reproduce, receive, store, transmit or otherwise process or use in any way whatsoever the CLIENT’s materials for the purpose of providing the services, and to refer to the Client and the title of the relevant Client project in CELEBRO‘s advertising and/or promotions.
- The CLIENT also hereby grants CELEBRO the limited right to exhibit CLIENT materials, or excerpts thereof, on CELEBRO websites, in press releases, or in “demo reels” for the limited purpose of demonstration of CELEBRO‘s work in accordance with standard industry practice.
- Client shall ensure that CELEBRO receives screen credits in respect of the services in a form approved in advance by CELEBRO.
ORDERS, QUOTATIONS, PRICING AND PAYMENT
Celebro Media will only place orders through the CLIENT’S authorised Purchase Order and no order will be binding on CELEBRO unless or until such order has been accepted in writing. Celebro will accept verbal orders at our own discretion. Once accepted, the CLIENT cannot cancel orders other than with CELEBRO’S written consent and will be subject to these terms.
- Upon issuing a quotation, they are valid for 30 days only, unless Celebro expressly states otherwise.
- Verbal confirmation is not an accepted booking confirmation method. The booking is only confirmed once the CLIENT has e-signed the Booking Form, paid the required deposit, and been issued with a Booking Confirmation.
- Our company requires the CLIENT to provide all information related to the booking as requested in the Booking Form which will be sent to the CLIENT for e-signature before the booking. Celebro will issue a Booking Confirmation after receipt of the signed Booking form and payment of the required deposit.
- Celebro will complete all work at CELEBRO’s relevant rate card, unless a written quotation has been agreed/a completed booking form signed. When Celebro Media provides estimates, they shall not be binding. All prices are subject to VAT, Sales Tax, or other applicable taxes, payable by the CLIENT at the appropriate rate.
- Unless agreed in writing, the CLIENT should pay 50% of the estimated fees on acceptance of the order and the final balance on delivery or the last day of the service provided, to allow for release of rushes etc.
- Any booking below £500 (excluding VAT) or $650 (excluding Sales Tax) made by a new customer requires full payment in advance.
- Payment for the booking should be made in advance if requested by CELEBRO. This decision remains at the discretion of CELEBRO management.
- By proceeding with the booking, the CLIENT agrees to the current Terms and Conditions.
- CELEBRO reserve the right to add, amend, or change any clause in the Terms and Conditions at any time.
- CELEBRO accepts payment by BACS, credit card, debit card or cash, subject to legal safeguards.
- Card payments attract a surcharge of 2% if in the UK, and 3.75% in the US.
- If a client fails to pay any amount payable by the due date, CELEBRO reserves entitlement to:
- halt the provision of services;
- charge interest on all outstanding sums at the rate of 6% per annum above the base rate of National Westminster Bank plc from the due date until the date of payment, payable on demand;
- withdraw any applicable discounts and to charge the full amount in accordance with the current rate card; and
- vary any credit limit going forward.
CANCELLATIONS OR PROBLEMS
If the CLIENT wishes to cancel or postpone a confirmed booking, this must cancel at least 14 calendar days before the hire period starts in order to get a full refund (less £50 administration charge in the UK, $50 in the US) or the following cancellation fees will apply:
For live bookings:
Between 14 and 5 calendar days prior to the start of the booking– 25% cancellation fee
Between 5 and 2 calendar days prior to the start of the booking – 50% cancellation fee
One day prior to the service – 75% cancellation fee
On the day of the service – 100% cancellation fee (no refund)
CELEBRO will deduct any unrecoverable costs from advance payments.
For studio bookings:
Between 14 and 7 calendar days prior to the date the services are due to commence – 80% cancellation fee
Less than 7 days before the date the services are due to commence – 100% cancellation fee (no refund)
2. In the event of studio cancellation, CELEBRO will offer an alternative booking date to the customers at an agreed rate.
3. If CELEBRO cancels the booking, CELEBRO will return all deposits to the CLIENT in full.
4. If CELEBRO cancels or changes the booking, it will not be liable for any additional cost incurred as a result.
5. CLIENTS must raise any query alleging a defect in writing within 7 days of the CLIENT becoming aware of the alleged defect. CLIENTS must raise any query relating to an invoice (or pre-invoice) in writing within 14 days of such invoice (or pre-invoice).
6. The Client does not own entitlement to make deductions from any payment due to Celebro in respect of any off-set or counterclaim.
- To ensure that the CLIENT uses the space effectively and safely, a CELEBRO representative will be on hand during the CLIENT’s booking. The role of the CELEBRO representative is to assist the CLIENT in optimizing the space and to ensure no damage occurs to the premises and that health and safety is adhered to by the CLIENT. The CLIENT cannot use the representative as a runner, nor for the purpose of producing/directing the CLIENT’s product.
- It is the responsibility of the CLIENT to specify formats for recording IN ADVANCE. The CLIENT should check any media generated to ensure correct frame-rate, aspect ratio, sound sampling, format etc. The CLIENT should provide a PC-formatted drive to allow Celebro to copy material for taking away. We CANNOT put files onto a Mac-formatted drive (unless specifically requested and tested in advance, and subject to additional charge).
- The studio hire hours start from the time the hirer enters the studio or the agreed start of the booking time.
- The studio must be left in the condition that it was found. Unless CELEBRO agrees to other arrangements in advance, the CLIENT must dispose of any props/set or large items that need to be removed from the site, and the studio must be generally cleaned by the CLIENT.
- The CLIENT agrees to compensate CELEBRO for loss, damage or distress to equipment, facilities, or to the fabric of CELEBRO, if caused by the CLIENT.
- CELEBRO cannot under any circumstances be held responsible for fines incurred by the CLIENT or visitors who park their vehicles in contravention of prevailing traffic laws.
- CELEBRO does not permit smoking/vaping (E-Cigarettes) anywhere within the studio premises.
- CELEBRO is covered by employer’s liability insurance and public liability insurance covering its staff and equipment. The CLIENT is responsible for its own event and public liability insurance.
- CELEBRO provides Tea and Coffee free of charge on a self-service basis. CELEBRO does not permit food and drinks in the gallery, studio or control rooms, and CELEBRO does not provide catering (unless specifically agreed in advance, and subject to additional charge).
- If the CLIENT delivers props or equipment to the studio, the CLIENT must arrange this delivery within CELEBRO’s office hours (with the exception of the 1620 Washington studio where deliveries must arrive before 8am or after 6pm Monday to Friday, or on weekends at any time). CELEBRO must agree and confirm every delivery as part of the booking confirmation process. The CLIENT must deliver any heavy or oversized item by specialists. If in doubt, please ask.
- A standard booking day is 8 hours (unless booked as a half day). Half days are generally bookable as mornings (approx) 0900-1300 or 1400-1800. Crew will require a one hour break for lunch. These timings include rigging and derigging.
- CELEBRO requires the CLIENT to pay overtime for any staff who are on site above the standard 8-hour full day bookings.
- CELEBRO charges overtime pro-rata in one-hour installments according to the relevant Rate Card.
- CELEBRO will charge overtime for:
- Full day bookings (staffed) – for staff after 8 hours and for premises after 10 hours
- Full day bookings (Dry Hire) – after 8 hours
- Part day – as the booking time expires.
By proceeding with the booking you agree:
- To abide by the T&Cs and the payment terms.
- CELEBRO will include only the requested and confirmed facilities and equipment, as per the Booking Form in the studio hire.
- CELEBRO only allows the specified equipment and personnel (crew, cast, production, and audience) on the premises, as per the Booking Form.
STUDIO MECHANICAL & ELECTRICAL
- CELEBRO presumes that anyone operating its equipment qualifies and is competent to use it. If the CLIENT provides the crew, it is the CLIENT’s responsibility to predetermine that all crew members are capable and qualified for the job they are doing. The CLIENT will be held liable for any misuse or damages incurred.
- CELEBRO is liable for the safety of its own electrical equipment.
- CELEBRO is not liable for any equipment failure and/or delays due to any electrical or mechanical fault.
- The CLIENT should ensure that all electric equipment they bring to the studio is safety and PAT-tested.
- CELEBRO can provide electrical consumables to the CLIENT at a separate charge. The CLIENT may bring their own consumables if preferred.
- Power cuts from external sources are not the responsibility of CELEBRO; the studio will not be held liable for any losses incurred as a result of power cuts or other electrical failures.
HEALTH & SAFETY
- Whilst in Celebro facilities, the CLIENT is responsible for their own (and third parties’ employed through them) insurance cover against theft, loss or damage to their own equipment. CELEBRO will not be held liable for any claims whatsoever made by the CLIENT.
- The CLIENT is responsible and liable for their own insurance to cover personal injury to crew and cast, plus liability to any third parties involved.
- The CLIENT is responsible for the health & safety of their shoot.
- In the event of injury, CELEBRO provides a First Aid Kit. However, the studio may be unable to provide First Aid qualified personnel.
- In the event of a fire alarm or evacuation of a Celebro building, the CLIENT must leave the building until an all clear has been given. CELEBRO posts fire regulations at various points through the facilities.
- UNDER NO CIRCUMSTANCES is the use of inflammable liquids and of pyrotechnics allowed at CELEBRO. CELEBRO will allow a smoke machine subject to special permission and fire alarm deactivation and reactivation charge. CELEBRO must agree to this in writing before booking.
- CELEBRO operates internal and external CCTV camera recording equipment.
- CELEBRO is not responsible for the CLIENT’S lost, stolen or damaged goods or equipment on studio premises at any time.
- CLIENTS must bring all goods and equipment into the studio premises entirely at the owner’s risk.
- The CLIENT must inform CELEBRO of certain aspects of a shoot that might necessitate specific precautionary measures or the provision of additional facilities or services. These include, but is not limited to, excessive noise (including music playback), set-builds, nudity, stunts, working with children or animals. If in doubt, the CLIENT should advise CELEBRO in advance as a precaution.
CELEBRO may summarily terminate any hire contract with the CLIENT if any of the following occurs:
- If the CLIENT shall fail to pay any monies due to CELEBRO;
- Other than for the purposes of amalgamation or reconstruction, CELEBRO may summarily terminate the contract if the CLIENT:
- Enters into liquidation;
- Has a receiver of assets appointed;
- Is declared bankrupt;
- Has a receiver order made against them.
- If the CLIENT commits a criminal act or otherwise acts contrary to the laws of England and Wales, or the United States.
- If the CLIENT is in breach of any of the terms of these Conditions and any such termination shall be without prejudice to any rights accrued to CELEBRO against the CLIENT prior to the date of termination.
If you are booking a live facility
COMPLETION AND DELIVERY
- In all cases, CELEBRO will consider deliveries to have occurred on successful connection of circuits under CELEBRO’s control or direction to the relevant hand-off point as advised in the service confirmation.
- At CELEBRO’S sole discretion, it may agree (at the CLIENT’S sole expense and risk) to record content and then pack and despatch materials to any address specified by the CLIENT.
- CELEBRO shall use all reasonable efforts to deliver in accordance with delivery dates and times but shall not be liable for any loss or damages of any nature caused by any failure of CELEBRO to meet any delivery date and time of completion.
STORAGE OF CLIENT MATERIALS
- CELEBRO owns entitlement to destroy or dispose of any CLIENT Materials not collected from CELEBRO within three months after the completion of any Services and, until collected, such CLIENT Materials shall be held by CELEBRO at the CLIENT’s sole risk and liability.
- CELEBRO will only store CLIENT Materials on the written instructions of the CLIENT subject to the CLIENT paying (unless otherwise agreed in writing) monthly in advance storage charges at the rates published from time to time by CELEBRO (“Storage Charges”). Also, CELEBRO will store any CLIENT Materials so stored at the CLIENT’s sole risk and liability.
- If the CLIENT fails to take delivery of the Services and/or Customer Materials within 21 days of notification of completion of the Services, CELEBRO holds entitlement to charge and the CLIENT obliged to pay Storage Charges.
CELEBRO shall not be under any liability to the CLIENT as a result of CELEBRO being unable to perform any of its obligations due to circumstances beyond its reasonable control including without limitation industrial action, act of God, fire, flood, storm, acts of civil or military authorities, war, terrorism, shortages of material or acts, omissions or failures of third parties or the CLIENT.
CELEBRO shall, at its sole option, hold entitlement to either perform such obligations as and when it is reasonably able to do so or to treat itself as wholly or partly released from all such obligations or instructions without liability.
WARRANTIES AND LIABILITY
CELEBRO shall use reasonable skill and care in performing the Services.
1. CELEBRO hereby excludes to the fullest extent permitted by law any and all warranties, terms and conditions other than those set out expressly herein (whether express, implied by statute, contract, course of dealing or otherwise) including without limitation any implied warranties as to fitness for purpose or satisfactory quality.
2. CELEBRO shall not in any circumstance be liable for:
- any loss of business, goodwill, reputation, contracts, opportunities or profits (in each case whether arising in the normal course of events or CELEBRO knew of the possibility of such loss);
- any indirect, consequential or special loss or damage;
- or any loss of quality attributable to any process carried out during the performance of the Services. Any damage or loss of property by the CLIENT or a third party;
- Any breakdown stoppage or failure of the facilities and equipment provided in the studio or any other equipment supplied to the CLIENT by CELEBRO;
- Any death or injury occasioned to any CLIENT occasioned by the use of the Studio or any Equipment.
- Any failure on the part of CELEBRO to comply with its obligations to the Customer due to any circumstances beyond the control of CELEBRO.
3. The CLIENT’S particular attention is drawn to the fact that prices quoted for the work undertaken by CELEBRO do not take any account of any special value of any CLIENT Materials passed to, or stored by, CELEBRO. The CLIENT acknowledges that the cost of insuring CLIENT Materials against all risks to its full value (if such insurance is obtainable) would result in a substantial increase in CELEBRO’S prices for Services.
The CLIENT will insure all CLIENT materials passed to CELEBRO against all risks to their full replacement value (including any consequential loss they may suffer as a result of its loss or damage) and CELEBRO accepts no liability whatsoever for any loss or damage caused by the default or negligence of its servants, agents, sub-contractors or equipment save that CELEBRO shall on request refund the current purchase cost of any blank film stock or video tapes or hard drives damaged or lost in its possession by reason of CELEBRO’S negligence or default.
4. Save as set out above, CELEBRO’s total liability for any and all loss or damage arising out of or in connection with any contract for Services with the CLIENT shall be limited to the total sums paid by the CLIENT to CELEBRO under such contract.
5. CLIENT shall not construe nothing herein as excluding or limiting CELEBRO’s liability for death or personal injury caused by CELEBRO’s negligence.
6. The CLIENT shall indemnify CELEBRO, its directors, employees, contractors and agents against any and all liability, costs, expenses, claims and demands of any nature whatsoever, arising out of or in connection with the CLIENT’s Materials and any acts or omissions of the CLIENT, its employees or representatives, including without limitation any breach of these Terms.
7. The CLIENT warrants that:
- where CELEBRO uses the CLIENT Materials, such use will not give rise to a breach of copyright trademark or any other proprietary interest of any third party; and
- the CLIENT has made a security copy or second copy of the CLIENT Materials and any master copy.
The Client shall keep confidential and secure all information relating to CELEBRO and the Services (the “Group Information”). In addition, the client shall not disclose such Group Information to any third party (other than its employees or professional advisors who need to know the same) without CELEBRO’s prior written consent save to the extent that any Group Information is a) in the public domain not through any fault of or disclosure by or on behalf of the CLIENT; or b) the law requires to disclose any group information.
CELEBRO reserves the right to sub-contract at its discretion and without notice to the CLIENT.
LICENCE TO OCCUPY
Any occupation of CELEBRO’s premises by the CLIENT will:
- not confer exclusive occupation on the CLIENT who shall occupy as licensee only;
- not create any relationship of Landlord and Tenant; subject to Landlords and Tenant act;
- be personal to the CLIENT;
- (unless otherwise agreed) be subject to the payment of a licence fee as imposed by CELEBRO.
- CELEBRO will serve any notice given under these Terms by posting the same by ordinary recorded delivery or registered mail, in an envelope pre-paid and addressed to the recipient at the address of the recipient last known to the sending party. We will deem such notice so posted to the served on the 2nd day after the posting of the notice.
- CELEBRO reserves the right to make changes to these Terms from time to time. An up-to-date copy will be available at celebromedia.co.uk/terms, to download, or on request.
- No failure or delay by CELEBRO in exercising any of its rights under these Terms shall be a waiver of such breach or any subsequent breach of the same or any other term.
- These Terms shall not constitute a partnership or the relationship of employer and employee.
- English law shall govern these Terms and each contract between CELEBRO and the CLIENT and will be subject to the exclusive jurisdiction of the English courts, unless the contract has been issued in the US in which case US law in the state of Delaware will apply.
- If any provision of this Agreement or the application thereof is held invalid, the invalidity shall not affect other provisions or applications of the Agreement which can be given effect without the invalid provisions or applications and to this end the provisions of this Agreement are to be severable.
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TCS&CS/080818/3 – DOI:14/08/18