Terms and Conditions of Commissions
Any commission undertaken is subject to the following terms and conditions
The AGREEMENT starts from the date of the first payment and is held between
Teatime and Tide (hereinafter referred to as the "Artist"), and the client (hereinafter referred to as the "Purchaser"),
WHEREAS the Artist is a recognised professional artist; and
WHEREAS the Purchaser admires the work of the Artist and wishes to commission the Artist to produce
works as previously agreed between the Artist and the Purchaser to take the form of the agreed format, eg. a digital mp4 file which will be downloaded by the Purchaser
WHEREAS the parties wish to have the creation of this work of art governed by the mutual obligations, covenants and conditions herein;
NOW, THEREFORE, in consideration of the foregoing premises and the mutual covenants hereinafter set forth and other valuable considerations, the parties hereto agree as follows:
1. Progress Payments. The Artist agrees to proceed with construction of the Work, and the Purchaser agrees to pay the agreed price the amount of which will be in pounds sterling, unless otherwise stated
for the Work as follows: 50% [fifty percent] upon signature of a contract or agreement and 50% [fifty percent] upon completion of the Work.
Completion of the Work is to be determined by the Artist, who shall use the Artist’s professional judgment to deviate from any preliminary design as the Artist in good faith believes necessary to create the Work. If, upon the Artist presenting the Purchaser with written notice of any payment being due, the Purchaser fails to make said payment within two weeks of receipt of notice, interest at the at the rate of 10% [percent] per week shall accrue upon the balance due. The Purchaser may request the ability to inspect the Work in progress (either by asking the Artist to take photographs of the Work or by sending an agent on the Purchaser’s behalf to inspect the Work) in each case upon reasonable notice to the Artist.
2. Date of Delivery. The Artist agrees to complete the Work within the timeframe previously agreed
of receiving the payment of 50% [fifty percent] of the price from the Purchaser. This completion date shall be extended for such period of time as the Artist may be disabled by illness preventing progress of the Work. The completion date shall also be extended in the event of delays caused by events beyond the control of the Artist, including but not limited to fire, theft, strikes, shortages of materials and Acts of God. Time shall not be considered of the essence with respect to the completion of the Work.
3. Insurance, Shipping, and Installation. The Artist agrees to keep the Work fully insured against fire and theft and bear any other risk of loss until delivery to the Purchaser. In the event of loss caused by fire or theft, the Artist shall use the insurance proceeds to recommence the making of the Work. Upon completion of the Work, it shall be collected by the Purchaser’s agent, or shipped at the expense of the Purchaser to the following address specified by the Purchaser where applicable and agreed.
4. Termination. This Agreement may be terminated on the following conditions:
(A) The Artist shall have the right to terminate this Agreement in the event the Purchaser is more than ten days late in making any payment due pursuant to Paragraph 1, provided, however, nothing herein shall prevent the Artist bringing suit based on the Purchaser’s breach of contract.
(B) The Purchaser shall have the right to terminate this Agreement if the Artist fails without cause to complete the Work within ninety days of the completion date in Paragraph 2. In the event of termination pursuant to this subparagraph, the Artist shall return to the Purchaser all payment made pursuant to paragraph 1, but shall not be liable for any additional expenses, damages or claims of any kind based on the failure to complete the Work.
(C) The Purchaser shall have a right to terminate this Agreement if, pursuant to Paragraph 2, the illness of the Artist causes a delay of more than six months in the completion date or if events beyond the Artist’s control cause a delay of more than one year in the completion date, provided, however, that the Artist shall retail all payments made pursuant to Paragraphs 1.
(D) This Agreement shall automatically terminate on the death of the Artist, provided, however that the Artist’s estate shall retain all payments made pursuant to Paragraphs 1.
(E) The exercise of a right of termination under this Paragraph shall be written and set forth the grounds for termination.
5. Ownership. Title to the Work shall remain in the Artist until the Artist is paid in full. In the event of termination of this Agreement pursuant to Subparagraphs (A), or (B) of Paragraph 4, the Artist shall retain all rights of ownership in the Work and shall have the right to complete, exhibit and sell the Work if the Artist so chooses. In the event of termination of this Agreement pursuant to Paragraph 4 (C) or (F), the Purchaser shall own the Work in whatever degree of completion and shall have the right to complete, exhibit and sell the Work if the Purchaser so chooses. Notwithstanding anything to the contrary herein, the Artist shall retain all rights of ownership to the preliminary design, all incidental works made in the creation of the Work and all copies and reproductions thereof and of the Work itself, provided, however, that in the event of termination pursuant to Paragraph 4 (C) or (D) the Purchaser shall have a right to and the Artist shall deliver copies of the preliminary design to the Purchaser solely for purpose of allow the Purchaser to procure the completing the Work.
6. Copyright. The Artist reserves all rights of reproduction and all copyrights in the Work, the preliminary design and any incidental works made in the creation of the Work. Copyright notice in the name of the Artist shall appear on the Work, and the Artist shall also receive authorship credit in connection with the Work or any reproductions of the Work.
7. Non Destruction Alteration and Maintenance. The Purchaser agrees that the Purchaser will not intentionally destroy, damage, alter, modify or change the Work in any way whatsoever. If any alteration of any kind is required the Purchaser will retain the service of the Artist to make these alterations at the Artist’s usual rate of pay.
8. Repairs. To the extent practical, the Artist shall be given the opportunity to carry out repairs and restorations to the Work at a reasonable fee which are made during the lifetime of the Artist.
9. Revisions. The above payment does not include an unlimited number of revisions of the Work. There will be two rounds of consultation, during which the Purchaser will notify the Artist of all identified amendments they require to the Work on that day. The Artist will endeavour to accommodate any minor amendments to the Work. However, any amendments that the Artist deems to be significant will be subject to additional payments at the Artist’s usual rate of pay.
10. Non Assignability. Neither party hereto shall have the right to assign this Agreement without the prior written consent of the other party. The Artist shall, however, retain the right to assign monies due to the Artist under the terms of this Agreement.
11. Heirs and Assigns. This Agreement shall be binding upon the parties hereto, their heirs, successors, assigns and personal representatives, and references to the Artist and the Purchaser shall include their heirs, successors, assigns and personal representatives.
12. Integration. Thess Terms and Conditions constitute the entire understanding between the parties. Its terms can be modified only by an instrument in writing signed by both parties.
13. Waivers. A waiver of any breach of any of the provisions of these Terms and Conditions shall not be construed as a continuing waiver of other breaches of the same or other provisions hereof.
14. Notices and Changes of Address. All notices shall be sent to the Artist at the agreed address and to the Purchaser at the agreed address:
Each party shall give written notification of any change of address prior to the date of said change.
15. Governing Law. These Terms and Conditions shall be governed by the laws of England and Wales.
IN WITNESS WHEREOF, the parties hereto have signed an Agreement as of the date first set forth above.
16. Personal Data. Teatime and Tide will ensure it complies with the applicable data protection and privacy legislation (the ”Applicable Law”), including in particular:
(i) The European Parliament and the Council’s Directive 95/46/EF of 24 October 1995 on the protection of individuals with regard to the processing of personal data and on the free movement of such data as implemented in Danish law with, among others, the Act on Processing of Personal Data (Act No. 429 of 31 May 2000).
(ii) The European Parliament and the Council’s Regulation 2016/679 of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data that entered into force on 24 May 2016 and will be applicable on 25 May 2018 (“GDPR”). Irrespective of the general use and reference to GDPR in this Data Processor Agreement, the parties are not obliged to comply with GDPR before 25 May 2018.
Terms and Conditions of Free Prize Draw
All filming must take place within a 50 mile radius of the CT6 postcode and at the discretion of the film-makers. The film-makers reserve the right to refuse to film anything they deem to be distasteful, or illegal, without recompense.
The client gives the right to Teatime and Tide and assignees to use their image, likeness and voice in connection with the client's film and the advertising, marketing, promotion, publicity and related endeavours thereof, universally and in perpetuity in any and all media now known and hereafter devised without remuneration, compensation, credit, or other consideration; and
The client waives, to the extent permitted by law, or equity, any and all claims, losses, damages, and demands whatsoever, against Teatime and Tide and its successors, employees, agents, contractors and assignees arising out of the filming and related activities, including, but not limited to claims for invasion of privacy, defamation, or loss of, or damage to property.