Terms and Conditions

1. Who you are contracting with

1.1 “I”, “me”, “my” and “Strength in Motion Films” mean Manuel Pennuto, a sole trader trading as Strength in Motion Films, Edinburgh, United Kingdom. Contact: [email protected].

1.2 “You”, “your” and “the Client” mean the person, business or organisation that engages me.

1.3 If you are entering into these terms on behalf of a company, charity or other organisation, you confirm you have authority to bind that organisation, and that organisation is the Client.

2. Definitions

Project: the specific work described in a Quote, proposal, statement of work or booking confirmation.

Quote: the written proposal, estimate or booking confirmation setting out scope, deliverables, fees and dates.

Contract: the Quote together with these terms. Where the Quote and these terms conflict, the Quote takes precedence.

Deliverables: the finished, exported video files (and any other agreed outputs such as stills or captions) specified in the Quote.

Rushes: all raw camera footage, audio recordings, drone footage, project files, edit timelines, grading nodes, LUTs, motion graphics source files and any other working material created or used in producing the Deliverables.

Client Materials: anything you supply for use in the Project, including logos, brand guidelines, footage, stills, music, scripts, data, products and premises.

Shoot Day: a filming day as defined in clause 9.

Retainer: an ongoing monthly content agreement as described in clause 22.

3. How a contract is formed

3.1 A Quote is an invitation to proceed, not a binding offer. It is valid for 30 days from issue unless stated otherwise.

3.2 A binding Contract is formed when the earliest of the following happens: you accept the Quote in writing (email is sufficient), you pay the booking fee, or you instruct me to begin work.

3.3 Dates are not held or reserved until a booking fee is received. Provisional holds are courtesy only and may be released without notice if another client confirms the same dates.

3.4 Any purchase order, supplier terms, framework agreement or standard conditions you issue have no effect and do not form part of the Contract unless I have agreed to them specifically in writing.

4. Fees, VAT and expenses

4.1 Fees are as stated in the Quote and are in pounds sterling.

4.2 Unless stated otherwise, fees are exclusive of VAT. Where VAT is chargeable it will be added at the prevailing rate.

4.3 Quotes are based on the scope, locations, dates, deliverable count and running times described in them. If any of these change, clause 8 applies.

4.4 Unless the Quote expressly states that they are included, the following are billed in addition, at cost plus any stated handling rate, and supported by receipts on request: travel beyond 50 miles of Edinburgh city centre, mileage at £0.45 per mile, parking, congestion and toll charges, rail and air fares, accommodation and subsistence for overnight work, location fees and filming permits, additional crew, specialist equipment hire, casting fees and talent day rates, music and stock licensing, courier and shipping, props, set dressing, wardrobe, catering, and any third party costs incurred at your request.

4.5 Where practical I will notify you of significant additional costs before they are incurred. Costs arising from your instructions on the day, or from circumstances within your control, may be incurred without prior notice and invoiced afterwards.

4.6 Third party costs paid on your behalf may be invoiced in advance where the supplier requires payment up front.

5. Payment terms

5.1 Booking fee. Unless the Quote states otherwise, 50% of the project fee is payable as a booking fee before any work begins or any date is confirmed.

5.2 The booking fee is non-refundable. It secures your dates, removes them from my availability, and covers pre-production, scheduling and planning. Clause 7 sets out what happens on cancellation.

5.3 Balance. The remaining 50%, together with any additional charges under clauses 4 and 8, is invoiced on delivery of the Deliverables and is payable within 30 days of the invoice date.

5.4 Retainers are invoiced monthly in advance and are payable within 14 days of the invoice date. See clause 22.

5.5 Projects over £10,000 may be staged across three or more payments as set out in the Quote.

5.6 Payment is by bank transfer to the account shown on the invoice. Payment is not complete until cleared funds are received. Any bank, currency conversion or platform fees are your responsibility.

5.7 Late payment. If any invoice is not paid in full by its due date I may, without prejudice to any other right:

(a) charge interest and compensation under the Late Payment of Commercial Debts (Interest) Act 1998, currently 8% above the Bank of England base rate, accruing daily from the due date until payment, together with the fixed statutory compensation sum for each overdue invoice;

(b) suspend all work on that and any other project for you, and pause any Retainer, until the account is clear;

(c) suspend or withdraw the usage licence granted under clause 15 until the account is clear, in which case you must stop using the Deliverables;

(d) recover all reasonable costs of recovering the debt, including collection agency and legal costs.

5.8 You may not withhold, set off or deduct any amount from an invoice on account of an alleged defect, a dispute, or any counterclaim. If you believe an invoice is incorrect you must tell me in writing within 7 days of receiving it, giving your reasons, and pay the undisputed balance on time.

5.9 Quoted prices apply to the Project described. Prices for new or repeat work may change. Retainer pricing may be reviewed as set out in clause 22.

6. Scope of work

6.1 I will supply the services and Deliverables described in the Quote with reasonable care and skill.

6.2 Anything not expressly listed in the Quote is out of scope. This includes, without limitation: additional edit versions, aspect ratio variants, subtitles and captions, translations, voiceover, additional music tracks, animation and motion graphics, colour grading beyond the agreed standard, stills photography, additional filming days, reshoots, ad platform uploads, media buying, and social media scheduling or management.

6.3 I may use freelance crew, subcontractors and suppliers to carry out any part of the Project. I remain responsible to you for the work they perform on my behalf.

6.4 Creative direction, shot selection, edit structure, music choice and grade are exercised by me in line with the brief and the approvals process in clause 12. Reasonable creative judgement in delivering the agreed brief is not grounds for rejection of the Deliverables.

7. Cancellation, postponement and kill fees

7.1 Shoot dates are booked exclusively for you. Once booked, those days are declined to other clients and cannot usually be resold at short notice. The fees in this clause reflect that loss, are a genuine pre-estimate of it, and are not a penalty.

7.2 If you cancel the Project, the following apply to the total project fee, in addition to all third party costs already committed or incurred on your behalf:

7.3 If you postpone, the booking fee transfers once to a new date within 90 days, subject to my availability, provided you give more than 14 days’ notice. A postponement with 14 days’ notice or less, a second postponement, or a postponement to a date more than 90 days out, is treated as a cancellation under clause 7.2 and a new booking fee is payable to rebook.

7.4 If a shoot cannot proceed on the day because of your act or omission (site access refused, key participants unavailable, permissions not obtained, premises not ready, unsafe conditions, or the brief materially changed on arrival), the day is treated as used and chargeable in full, and any rescheduled day is charged as an additional Shoot Day.

7.5 If a shoot cannot proceed for reasons outside both parties’ control (severe weather, a location closure, travel disruption, illness, bereavement, equipment theft, or anything in clause 21), I will reschedule to the next mutually available date at no additional day rate. Committed third party and travel costs that cannot be recovered remain payable by you. Where I cannot personally attend, I may provide a suitably qualified replacement crew member of equivalent standard.

7.6 If I cancel other than under clause 7.5 or clause 21, I will refund all sums paid for work not yet carried out, including the booking fee. That refund is your sole remedy.

7.7 Where the Quote covers multiple days, the fees above apply proportionately to the days cancelled.

7.8 Cancellation or postponement notices must be given in writing to [email protected] and are effective when received.

8. Changes to scope

8.1 Either of us may request a change to the Project. No change is binding until agreed in writing, including its effect on fees and timelines.

8.2 If you request work beyond the agreed scope, or the scope expands because of information you did not disclose at quoting stage, I will confirm the additional cost before proceeding wherever practical, and the delivery date will be extended accordingly.

8.3 Additional work is charged at my prevailing rates, currently £650 per day for production and £50 per hour for post-production, unless quoted separately.

8.4 If a change is requested after an element has been completed (for example a rewritten script after filming, or a restructured edit after approval of the first cut), that element is charged again as new work.

9. Shoot days

9.1 A Shoot Day is up to 10 hours on location, including setup, filming and pack down, and excluding travel to and from the location.

9.2 A half day is up to 5 hours on location and must be quoted as such.

9.3 Time beyond the agreed hours is charged at £80 per hour, or part hour, per crew member, and is at my discretion having regard to crew fatigue and safety.

9.4 Where the working day exceeds 6 hours, you will provide reasonable access to refreshments and a break, or catering costs will be billed under clause 4.

9.5 Filming outside the hours of 07:00 to 19:00, on weekends or on public holidays, may attract a surcharge where not included in the Quote.

9.6 I may stop or refuse to carry out filming where I reasonably consider conditions unsafe, unlawful, or in breach of a location’s conditions of access, without liability. Where this happens for reasons within your control, clause 7.4 applies.

10. Your responsibilities

10.1 To keep the Project on track, you agree to:

(a) provide a single named point of contact with authority to approve creative decisions and sign off deliverables;

(b) supply all Client Materials, briefs, scripts, brand assets and information by the agreed dates, in usable formats;

(c) secure all necessary access, permissions, licences and permits for filming locations you nominate or control, and to tell me in advance of any restrictions;

(d) ensure participants, staff, customers and members of the public who will appear on camera are informed and, where required, have signed the release forms I provide;

(e) ensure the filming environment is safe, tidy and ready, and notify me of any site rules, hazards, induction requirements or insurance thresholds in advance;

(f) provide reasonable access to power, parking and a secure area for equipment where filming on premises you control;

(g) respond to review requests, approvals and queries within 7 working days;

(h) pay on time.

10.2 If you do not meet these responsibilities, I am not liable for resulting delays, additional costs or a reduction in what can be achieved, and the delivery timeline extends accordingly.

10.3 Client delay. If you fail to provide materials, feedback or approvals, or the Project is otherwise put on hold by you, for more than 30 days, I may invoice all work completed to date and treat the remaining work as a new project subject to fresh scheduling and pricing. After 90 days of inactivity, the Project may be closed and clause 7.2 applies as at the date it stalled.

11. Timelines

11.1 Timelines in the Quote are estimates given in good faith and are dependent on your timely input under clause 10. Time is not of the essence unless a specific delivery date is agreed in writing as a firm deadline.

11.2 Where a firm deadline is agreed, it is conditional on you meeting every review and approval window on time and on no changes being made to scope.

11.3 Rush turnarounds, where agreed, may attract a surcharge of up to 50%.

12. Revisions and approvals

12.1 The Project includes two rounds of revisions per deliverable at the edit stage, unless the Quote states otherwise.

12.2 A round of revisions means a single consolidated set of comments, gathered from everyone on your side and sent together. Comments sent separately, or by more than one person on different occasions, may each be treated as a separate round.

12.3 Revisions cover refinements to the edit as delivered: trims, timing, pacing, text corrections, music adjustments within the licensed selection, and colour or audio tweaks.

12.4 The following are not revisions and are charged as additional work under clause 8: a change of direction or concept, restructuring after a cut has been approved, new footage or reshoots, adding contributors or scenes, a new music track after licensing, changes to running time or format, changes arising from your internal stakeholders who were not part of the agreed approvals process, and any change requested after final approval.

12.5 Further revision rounds are charged at £250 per round or at my hourly post-production rate.

12.6 A deliverable is deemed approved and accepted on the earlier of your written approval or 10 working days after delivery of that version without written comment.

12.7 Once a deliverable is approved, subsequent changes are new work.

13. Delivery and archiving

13.1 Deliverables are supplied digitally by download link in the agreed formats and codecs. Physical media, tape delivery, broadcast-spec deliverables and platform-specific QC are not included unless quoted.

13.2 Download links remain active for 60 days. It is your responsibility to download and back up the Deliverables within that period.

13.3 I will keep a copy of the final Deliverables for 36 months, and Rushes for 6 months, as a courtesy only. After that they may be deleted without notice. I do not act as your archive and give no guarantee of retention or recovery. Long term archiving can be arranged as a paid service.

13.4 Re-supply of files after the download window may be charged at £200 per request.

13.5 Risk in the Deliverables passes to you on delivery. You are responsible for storing and backing them up.

14. Rushes and project files

14.1 Rushes are working material, not Deliverables. They remain my property and are not supplied as part of any Project.

14.2 Rushes may be licensed or supplied to you separately, at my discretion, on terms and for a fee agreed in writing at the time. Any such supply is on an “as is” basis, without grading, conform, organisation or technical support, and does not include any project files, templates, LUTs, plugins or presets that are my own tools of trade or that I am not licensed to pass on.

14.3 Where the Quote is for freelance crewing or camera operating supplied to an agency or production company, clause 23 applies instead of this clause.

15. Intellectual property and licence

15.1 I own all copyright and other intellectual property rights in the Deliverables, the Rushes, and all creative material I produce for the Project, including concepts, scripts, treatments, storyboards, edits, grades, graphics and original music, whether or not the Project completes.

15.2 Licence. On receipt of payment in full of all sums due, I grant you a non-exclusive, worldwide, perpetual, irrevocable (subject to clause 5.7(c)) licence to use, reproduce, publish and communicate the Deliverables for the purposes and on the media described in the Quote. Where the Quote does not specify, the licence covers your own marketing and communications use on your website, owned social media channels, email, internal communications, events, presentations and organic distribution.

15.3 Uses requiring a separate licence. Unless expressly agreed in the Quote, the licence does not cover: paid media and advertising placements, broadcast, cinema, out of home and in-store display, use by third parties including your clients, franchisees, resellers, partners or parent and group companies, sale or sub-licensing of the Deliverables, use in a product you sell, and use in a further production. These uses can be licensed on request and are charged separately.

15.4 Restrictions. You may not: re-edit, recut, substantially alter, add to, or create derivative works from the Deliverables without my written consent (minor trims for platform duration are permitted); remove or alter any credit or watermark; use the Deliverables in any way that is unlawful, defamatory, discriminatory or likely to bring me or any contributor into disrepute; or use the Deliverables, Rushes or any part of them to train, fine-tune, or as input to, any artificial intelligence or machine learning system, or permit any third party to do so.

15.5 Buyout. A full assignment of copyright, or an exclusive licence, is available on request and is priced separately as a buyout. Nothing transfers until a written assignment is signed and the buyout fee is paid in full.

15.6 Moral rights. I assert my right to be identified as the author and director of the Deliverables under sections 77 and 80 of the Copyright, Designs and Patents Act 1988. Where a credit is agreed, you will include it as agreed. Where no credit is agreed, you will not misattribute authorship of the work to anyone else.

15.7 Client Materials remain your property. You grant me a licence to use them for the purposes of the Project and for the portfolio uses in clause 18.

15.8 Rejected concepts, unused treatments, alternative edits and material not selected remain mine and may be reused elsewhere, provided they contain no Client Materials and no confidential information of yours.

15.9 I retain the right to use the tools, techniques, workflows, presets, templates and know-how developed in the course of the Project on other work.

16. Third party materials and music

16.1 Music, stock footage, stills, fonts, sound effects and archive material used in the Deliverables are licensed from third parties. Those licences are granted to me and passed to you only to the extent the supplier’s terms allow, and only for the uses specified at the time of licensing.

16.2 If you later extend your use of a Deliverable beyond the scope of the underlying third party licence (for example moving from organic social to paid advertising or broadcast), you are responsible for the additional licence and its cost. I can arrange this for you on request.

16.3 Where you request a specific commercial track or piece of third party material, you are responsible for clearing and paying for it. I may decline to use material that is not properly cleared.

17. Client Materials, contributors and data protection

17.1 You warrant that you own or are licensed to use all Client Materials, that their use in the Project will not infringe any third party rights, and that all necessary consents, permissions, clearances and releases have been obtained.

17.2 You will indemnify me against all claims, losses, damages, costs and expenses arising from any breach of clause 17.1, or from any claim by a participant, employee, customer or third party in connection with the Project that is not caused by my negligence.

17.3 Each of us will comply with applicable data protection law, including UK GDPR and the Data Protection Act 2018, in relation to personal data processed in connection with the Project. Footage of identifiable individuals is personal data. Where I film on your premises, or film your staff, customers or service users, you are responsible for the lawful basis for that filming and for informing those individuals.

17.4 I will use release forms for on-camera contributors. If a contributor withdraws consent after delivery, I will work with you in good faith to remove or replace that material, charged as additional work under clause 8 unless the withdrawal results from my failure to obtain consent properly.

17.5 For sensitive subject matter, including work with charities, vulnerable participants, patients and children, additional safeguarding and consent requirements apply and will be agreed in writing before filming. Filming involving under-18s requires written parental or guardian consent, and, where relevant, appropriate supervision arrangements on your side.

18. Portfolio, credit and promotion

18.1 I may use the Deliverables, stills from them, Rushes, behind the scenes material and the fact of our working relationship, including your name and logo, in my portfolio, showreel, website, social media channels, pitch documents, case studies, festival and award submissions, and other promotional material, in any media, worldwide, for the duration of my business.

18.2 If you need this restricted, embargoed until a launch date, or excluded entirely, tell me in writing before the Project begins and it will be agreed in the Quote. A blanket restriction on portfolio use may affect pricing.

18.3 Where the Deliverables are published by you on a platform that supports it, I ask that a credit to Strength in Motion Films be included where reasonably practical. This is a request, not a condition, unless stated in the Quote.

18.4 I may approach you after delivery for a written review or testimonial. You are under no obligation to provide one.

19. Confidentiality

19.1 Each of us will keep confidential any information marked confidential, or which a reasonable person would treat as confidential, disclosed by the other in connection with the Project, and will not use it for any purpose other than the Project.

19.2 This does not apply to information that is public through no fault of the receiving party, was already lawfully held, is independently developed, or must be disclosed by law.

19.3 Clause 19.1 does not restrict the portfolio rights in clause 18 unless a separate written confidentiality agreement or an agreed restriction under clause 18.2 says otherwise.

19.4 I am happy to sign a reasonable non-disclosure agreement where your project requires one, before confidential material is shared.

20. Warranties, insurance and limits of liability

20.1 I warrant that I will provide the services with reasonable care and skill, in accordance with the standards of a competent professional in my field.

20.2 I hold public liability insurance of £2,000,000 and, where drone work is carried out, insurance meeting the requirements of UK Regulation (EU) 785/2004. Certificates are available on request. Where your site requires higher limits or specific cover, tell me in advance; additional cover is charged under clause 4.

20.3 What I do not warrant. Video is a creative service, not a guaranteed outcome. I make no warranty or representation as to views, engagement, reach, enquiries, conversions, sales, rankings, return on investment, or the commercial performance of any Deliverable, and no such outcome forms part of the Contract.

20.4 I am not liable for: platform decisions, including takedowns, restrictions, algorithm changes or account issues; the performance or availability of any third party service or supplier; loss or corruption of Client Materials you supply, of which you should keep your own copies; or any failure of your own systems.

20.5 Nothing in these terms limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be limited or excluded.

20.6 Subject to clause 20.5, I am not liable, whether in contract, delict (including negligence), breach of statutory duty or otherwise, for any loss of profit, loss of revenue, loss of business, loss of anticipated savings, loss of contract or opportunity, loss of goodwill or reputation, loss of data, or any indirect or consequential loss.

20.7 Subject to clause 20.5, my total aggregate liability arising out of or in connection with the Contract is limited to the total fees paid by you for the Project giving rise to the claim, or £2,000, whichever is the greater.

20.8 Any claim must be notified to me in writing within 6 months of the date of delivery of the Deliverable concerned, after which no claim may be brought.

20.9 Equipment failure and lost footage. I use professional equipment, dual recording where the format allows, and back up footage to at least two separate drives on the day of filming. If, despite this, material is lost through equipment failure, theft or another cause outside my reasonable control, my liability is limited to reshooting the affected material at no day rate charge where a reshoot is reasonably possible, or to a refund of the fee attributable to the lost material where it is not. This is your sole remedy in that event.

21. Force majeure

21.1 Neither of us is liable for failure or delay in performing obligations caused by events outside our reasonable control, including severe weather, flood, fire, power failure, epidemic or pandemic, government restrictions, civil unrest, terrorism, industrial action, transport failure, cyber attack, theft, serious illness, injury or bereavement.

21.2 Where such an event affects a shoot, clause 7.5 applies. Where it prevents performance for more than 60 days, either of us may terminate the Contract on written notice, and you will pay for all work carried out and all costs committed up to that point.

22. Retainers

22.1 Retainer agreements are for the minimum term stated in the Quote, typically 6 or 12 months, and are invoiced monthly in advance.

22.2 Retainer fees are payable in full each month whether or not the allocated shoot days, deliverables or strategy time are used.

22.3 Unused shoot days and deliverables do not roll over into the following month and are not refundable, unless the failure to use them is my fault. Shoot days must be scheduled with at least 14 days’ notice and taken within the month to which they relate.

22.4 Rescheduling a retainer shoot day with less than 10 days’ notice counts as used.

22.5 After the minimum term, the Retainer continues month to month until either of us gives 30 days’ written notice, expiring at the end of a billing month.

22.6 Cancellation within the minimum term does not release you from the remaining monthly fees, which become payable in full. Where I agree to an early exit, an early termination fee equivalent to 2 months’ retainer fee applies.

22.7 Retainer pricing may be reviewed on 30 days’ written notice after the minimum term, or at renewal.

22.8 A Retainer may be paused once for up to 1 month per 12 month term by written agreement. The minimum term is extended by the length of the pause.

22.9 Deliverables produced under a Retainer are licensed under clause 15 on the same basis, and the licence is conditional on the retainer account being up to date.

23. Freelance and agency crewing

23.1 Where I am engaged by an agency, production company or another filmmaker to supply camera operating, directing or crewing services on their production, the following applies in place of clauses 14 and 15.

23.2 Footage shot in that capacity, and the rights in the production, belong to the engaging party on payment in full, subject to any separate written agreement between us.

23.3 My day rate, kit fee, overtime and expenses are as quoted. Clause 7 applies to cancellation of booked days, and payment terms in clause 5 apply unless a purchase order with agreed terms has been countersigned by me.

23.4 I retain the right to use the material in my showreel and portfolio under clause 18 unless the engagement is expressly confidential or subject to a signed NDA.

24. Drone and aerial filming

24.1 Aerial filming is carried out in accordance with the UK Civil Aviation Authority’s rules and any applicable operational authorisation, and is subject to weather, airspace, permissions and safety on the day.

24.2 Aerial work cannot be guaranteed. Where a flight cannot lawfully or safely take place, I will, where practical, reschedule that element, and any non-refundable third party costs remain payable. Where the flight was the sole purpose of the day, clause 7.5 applies.

24.3 You are responsible for landowner permission on sites you nominate or control, and for notifying me of any access or privacy sensitivities.

24.4 I may abort a flight at any point on safety grounds without liability, and that decision is final.

25. Health, safety and conduct

25.1 I carry out a risk assessment for each shoot and will provide it on request. You will comply with it and with any reasonable safety instruction given on set.

25.2 I may suspend or leave a shoot without liability, and the day remains chargeable in full, where there is a serious safety risk, unlawful activity, or abusive, threatening, discriminatory or harassing behaviour toward me or any member of crew or cast.

25.3 I reserve the right to decline or withdraw from any project whose content I consider unlawful, unethical, discriminatory, or damaging to my professional reputation. Where I withdraw for this reason after booking, I will refund sums paid for work not carried out.

26. Termination

26.1 Either of us may terminate the Contract immediately on written notice if the other commits a material breach that is not remedied within 14 days of written notice, or becomes insolvent, enters into an arrangement with creditors, or ceases to trade.

26.2 I may terminate or suspend on written notice if any invoice remains unpaid more than 14 days after its due date.

26.3 On termination for any reason you will pay for all work carried out up to the date of termination, all costs committed to third parties, and any cancellation fees due under clause 7.

26.4 On termination before payment in full, no licence under clause 15 is granted, and any licence already granted ends. You must stop using, and where reasonably practical remove from publication, any material supplied.

26.5 Clauses 5, 14, 15, 17, 18, 19, 20, 27 and 28, and any other clause intended to survive, continue in force after termination.

27. Consumers

27.1 If you are a consumer (an individual contracting for purposes wholly or mainly outside a business), you have a legal right to cancel within 14 days of the Contract being formed under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, where the Contract was concluded at a distance or off-premises.

27.2 If you ask me to begin work during that 14 day period, you may still cancel within it, but you must pay for the work carried out up to the point you cancel. Once the services are fully performed within that period at your request, the right to cancel is lost.

27.3 Nothing in these terms affects your statutory rights under the Consumer Rights Act 2015. Where any clause would be unfair or unenforceable against a consumer, it does not apply to you, and the rest of these terms continue in force.

28. General

28.1 Entire agreement. The Contract is the entire agreement between us and supersedes all prior discussions, proposals and representations. Neither of us relies on any statement not set out in the Contract. Nothing in this clause limits liability for fraudulent misrepresentation.

28.2 Variation. Any variation must be agreed in writing.

28.3 Assignment. You may not assign or transfer the Contract or the licence without my written consent. I may assign or subcontract, including to a limited company I later incorporate to carry on this business, and you consent to the transfer of the Contract to such a company.

28.4 No partnership. Nothing in the Contract creates a partnership, joint venture or employment relationship. I am an independent contractor.

28.5 Non-solicitation. For the duration of the Contract and 12 months afterwards, you will not directly engage any freelance crew member or subcontractor introduced to you by me for work of the kind covered by the Contract, without my written consent, unless you already had a relationship with them.

28.6 Third party rights. No person other than you and me has any right to enforce any term of the Contract, and the Contract (Third Party Rights) (Scotland) Act 2017 does not apply.

28.7 Severability. If any provision is found to be invalid or unenforceable, it is severed and the remainder continues in force.

28.8 Waiver. A failure or delay in enforcing any right is not a waiver of it.

28.9 Notices. Notices under the Contract must be in writing and sent by email to the addresses used for the Project, or by post to the registered addresses. Email notices are deemed received on the next working day.

28.10 Changes to these terms. I may update these terms from time to time. The version in force at the date your Contract is formed applies to that Project. Retainers are subject to the version in force at the start of each renewal term, notified to you in advance.

28.11 Complaints. If you are unhappy with any aspect of the work, tell me in writing as soon as possible and I will work with you in good faith to resolve it. If we cannot, we will consider mediation before either of us starts court proceedings.

28.12 Governing law and jurisdiction. The Contract and any dispute arising from it are governed by the law of Scotland, and the Scottish courts have exclusive jurisdiction. If you are a consumer resident elsewhere in the UK, you may also bring proceedings in the courts of the country where you live.

Strength in Motion Films
Edinburgh
[email protected]
strengthinmotion.co.uk