Dirty Looks Ltd & Dirty Looks (Belgium) SPRL – Terms and Conditions
The terms and conditions that follow apply in relation to the supply of services or goods by Dirty Looks Ltd or Dirty Looks(Belgium)SPRL.
1) Definitions
a) Dirty Looks (the Company) means Dirty Looks Ltd, Holden House, 57 Rathbone Place, London,
W1T 1JU.
b) Dirty Looks Belgium (the Company) means Dirty Looks (Belgium) SPRL, Boulevard Barthēlēmy 17, 1000-Bruxelles, Belgique.
c) Booking means the period of time that Dirty Looks has agreed to provide its facilities to the client.
d) Facilities means the post-production equipment, personnel, grading facilities and other services which Dirty Looks is providing to the Client that appertain to these terms and conditions.
e) Client means the person or company booking the facilities of Dirty Looks.
f) Materials mean any hard drives, or other materials provided by Dirty Looks required to carry out the booking.
g) Clients property means any of the client’s hard drives, other materials, equipment or other property to be used at the Facilities provided by Dirty Looks.
2. Quotations
Dirty Looks will endeavour to adhere to the costs provided in its quotations but will not be obliged to do so where they are due to client changes or other circumstances outside of the Company’s control. Dirty Looks will not be responsible for any costs, charges or expenses incurred by the client because of any changes.
3. Rates
Rates quoted do not include VAT or TVA, courier and delivery charges, meals, or other expenses which shall be paid by the client. Dirty Looks reserves the right to change the rates quoted without prior notice as a result of prevailing market conditions.
4.Cancellation policy
Cancelling a booking is subject to the following conditions:
Less than 24 hours’ notice given before the start of the booking will be charged at the full rate.
Between 48 Hours and 24 hours the booking will be charged at 50% of the full rate.
As well as the cancellation charges, Dirty Looks will be entitled to charge for any costs or expenses incurred for work on the production prior to cancellation.
5. Invoicing and Payments
Unless otherwise agreed, the terms and conditions require that payment of invoices shall be made to Dirty Looks within 30 days of the date of invoice. The company reserves the right to charge interest on late payments.
In the event of non-payment in full or part, Dirty Looks will have the right to enforce any judgment obtained in its favour without delay pending the outcome of any claim by the client against the company.
Dirty Looks reserves the right to require payment prior to the start of the booking as agreed with the client under the terms of the Certificate of Engagement.
Any invoice queries must be raised within 14 days of the date of the invoice.
6. Retention of Clients Property and Delivery
Until cleared funds of monies due from the Client to Dirty Looks for a particular booking, the physical property in all materials shall remain in the possession in Dirty Looks.
Dirty Looks shall have a general claim over any property of the clients held in the company’s possession against any money due.
If the Client fails to make payment within 30 days of becoming due, Dirty Looks shall at its discretion be entitled to dispose of the client’s property and apply any proceeds gained from the disposal to be offset towards the amount due from the client. After accounting to the client for the balance remaining, Dirty Looks will be discharged from any liability in respect of the client’s property.
Dirty Looks will aim to deliver any materials as soon as practicable after receipt of all funds from the client but will not be responsible for any loss suffered by the client due to delay in delivery unless proven to be caused by negligence of the company.
7) Intellectual Property
Ownership of the intellectual property rights in any third-party materials forming part of the deliverables will remain with the third-party.
Intellectual property rights included in any part of the deliverables that are specifically created for the client are automatically assigned to the client after payment in full is received.
8) Confidentiality
The Client agrees to keep confidential any information about Dirty Looks or its business or financial affairs or the Facilities or other services provided by it.
The customer agrees not to divulge any confidential information relating to Dirty Looks to any person (except its professional advisers). Upon the termination of the booking, the client will return to Dirty Looks any confidential information in its possession and any equipment provided by the company.
9) Insurance
It is not possible for Dirty Looks to obtain insurance against any lost costs of production as a result of loss or damage to the client’s property.
The client must take out and maintain insurance cover against all risks as necessary in connection with the production, including any production costs lost caused by loss or damage to the client’s property (and its contents) whilst in the procession of Dirty Looks. Risk of damage to or loss of the materials will pass to the client on delivery.
10) Liability
Unless otherwise specifically provided for in these terms and conditions, the supply to any client of facilities and materials are entirely at the client’s own risk. Dirty Looks will have no liability to the customer or any other person for any incidental, direct or indirect subsequent loss or damage arising from any defect in the facilities, the materials or any equipment or hard drives.
If the use of the facilities for the booking is delayed, postponed, curtailed or cancelled for any reason that has an effect on Dirty Looks, then unless the delay, has been caused by the negligence of Dirty Looks, the company is not liable for any consequential loss or damage suffered by the client.
Dirty Looks will not be responsible for any damage to or loss of any client’s property held, unless caused by the company. In the event of loss or damage to the client’s property caused by negligence during the booking, the company’s liability shall be limited to the costs previously agreed with Dirty Looks and that have been paid by the client.
All client’s property and materials held at Dirty Looks will be entirely at the risk of the client. The client should insure its property to its full value against all risks and to ensure back-up copies of all its materials are held before providing them to Dirty Looks. The company reserves the right to charge for materials stored on behalf of the client. Any client’s property held but not collected are held at the customer’s risk.
The company will make available its equipment and personnel required to operate the equipment but the client is to confirm that the facilities are suitable for their purpose. Dirty Looks will endeavour to ensure that the equipment and facilities perform in accordance with the manufacturers specifications for the equipment and facilities.
The client shall indemnify Dirty Looks directors, employees, sub-contractors and agents of all liabilities, claims, actions, judgements, proceedings, damages, costs, legal fees, fines or any other costs arising directly or indirectly in connection with the client’s property or the acts or omissions of the client or its representatives.
11) Duty to the client
Dirty Looks reserves the right to sub-contract any part of the booking on behalf of the client as deemed necessary.
Any quotations or contracts supplied by Dirty Looks are exclusive to the client who agrees not to share or assign the benefits given to any third party without the written permission of the company.
12) Clearances and Warranties
The client must ensure that before the start of the booking, that all licences, copyright clearances and consents have been obtained from any persons that have an interest in the client’s production.
The client also agrees that nothing in the supplied materials will be offensive, obscene, defamatory or unlawful and is not in breach of the rights of any third party.
13) Client Materials Not Collected
Any client’s property held but not collected is done so entirely at the client own risk.
Dirty Looks shall be entitled to destroy, erase or otherwise dispose of any materials or property in its possession that remains uncollected by the client after six months has elapsed from the end of the completed booking.
14) Credits
The client agrees that Dirty Looks is given screen credits in respect of the facilities supplied by the company. An approved logo and text will be provided by the company.
The client shall also grant Dirty Looks the right to use approved materials and the title of any project completed by the company on social media, advertising or other promotional activities.
15)Variations to Terms & Conditions
No variation to these terms and conditions will be effective unless authorised by a director or representative of Dirty Looks.
16) Force Majeure
Dirty Looks cannot accept any liability to the client for loss, damage or delay as a result of Force Majeure preventing it to carry out its obligations or compliance with client’s instructions due to circumstances beyond its control.
In the event of being unable to resume normal workflows, Dirty Looks is considered to be released from all obligations and liabilities to the client.
17) Disputes
The client agrees that any contracts, agreements or certificates of engagement made with Dirty Looks Ltd will be in accordance with English Law and English Courts will have jurisdiction to resolve any disputes.
In the case of Dirty Looks (Belgium) SPRL, any contracts, agreements or certificates of engagement will be in accordance with Belgium Law and Belgium Courts will have jurisdiction to resolve any disputes.
