Terms and Conditions

These Terms & Conditions must be accepted as part of all quotations, proposals contracts issued by The Video News Factory Ltd, company number 07321906, registered office and Head Office: 100, Avebury Boulevard Milton Keynes, MK9 1FH;
The following definitions apply to these terms and conditions;
Business Day means a day starting at 9.00AM and ending at 5.00PM other than a Saturday, Sunday or Bank or Public holiday in England;
Client’ means the company to whom this quotation and/or proposal is addressed;
‘TVNF’ means the provider of Services which is ‘The Video News Factory Ltd ‘TVNF’;
‘Flexible Managed Service Contract’ refers to a retainer-based contract where the client purchases a block of TVNF production hours for which payment can be amortised over regular equal monthly payments, once in place a range of services that can be called off during the lifetime of the Managed Service Contract following approval of estimates by the client. TVNF will report each month on actual hours consumed. Third-Party software and services as well as expenses are excluded from such Flexible Managed Service contracts;
‘Contract’ means the provision of Services required from TVNF and purchased by the Client via the TVNF for the fees agreed in a TVNF quotation, subject to these Terms and Conditions and to be delivered to a specified price, schedule and scope of requirements issued as agreed by both parties either verbally or documented in emails, texts or other electronic messaging;
‘Client Service Portal’ or the abbreviation ‘CSP’ refers to the TVNF Basecamp online web based and mobile service for managing Client project and service requests and Client approvals;
‘Client ‘Fees’ means all charges stated in the attached quotation or electronic order from any ‘TVNF’ website;
‘Rate’ means the current hourly rate of £75 plus VAT for TVNF's provision of Services to this Agreement which are used in the quotation provided. The Rate will be held fixed for the full period of the Contract and future changes to rates notified 30 days in advance;
‘Services’ means any work defined in the agreed scope of this Contract as laid out in our official quote or detailed in attached schedules to the quote by TVNF for provision of such as graphic design, video production, 'livestreaming', 'animation, marketing campaign planning, web, and social media systems design, consultancy, data planning, data buying, procuring of selling advertising presence or pay-per-click, public relations, project management, consulting, training,
‘Deliverables’ shall mean any Service as defined in any TVNF proposal or quotation sent carried out by staff on instruction by the Client or to be delivered as digital services or assets by physical or electronic means;
‘Supplier Personnel’ means all employees, officers, staff, other workers, agents and consultants of TVNF and any of their subcontractors who are engaged in the performance of the Services from time to time;
‘Bribery Laws’ means the Bribery Act 2010 and associated guidance published by the Secretary of State for Justice under the Bribery Act 2010 and all other applicable Law in relation to bribery or corruption;
‘Warranty Period’ means the period during which the Services are performed and the period of one year from completion;
‘Total Contract Value’ means the total cost of all services charged after discount, excluding VAT and expenses.

1. General

1.1 Once an official quotation or proposal containing Deliverables issued by TVNF is accepted the Client is bound by the following Contractual terms and conditions.
1.2 Any required amendments must be notified and agreed by both parties.
1.3 No waiver of any provision of the Contract by either party shall be effective unless made in writing. Any waiver made by such party of any term or condition of the Contract shall not be deemed or construed to be a waiver of such term or condition for the future, or any subsequent breach thereof.
1.4 The resulting Contract is binding on the Client and TVNF and any respective commercial successors and assignees of both parties.
2. Service Provider Conduct and Warranties
TVNF makes no warranties, guarantees, promises or representations, express, implied, oral, written or otherwise, except as expressly set forth in this Contract.
Any payments due hereunder shall be due and payable to TVNF as indicated in these Terms and Conditions and provided reasonable care has been taken to sign-off each stage of production any non-payment shall be deemed a breach under the terms of this Contract and shall be subject to the default provisions as defined in the procedure below. In such the event that any such a failure has occurred, TVNF shall automatically be given a reasonable opportunity to fix and make good any such issue without extra charge to the Client.
During the Term, TVNF agrees to supply, and the Client agrees to purchase, the Services on the terms set out in this Agreement and shall;
2.1 use all reasonable endeavors to perform and complete the Services in an expeditious and timely manner according to agreed milestones.
2.2 be fully liable for any and all subcontractors used in the performance of the services. TVNF shall at the Client’s reasonable request, discuss the progress, schedule, and methods of performance of the Services. If any one of TVNF required personnel has to be replaced TVNF shall, as soon as reasonably practicable, replace with a person equally qualified with similar experience. TVNF’s personnel (including sub-contractors) shall remain at all times the responsibility of TVNF.
2.3 be responsible for all payments made to sub-contractors performing duties to complete the schedule within this Contract.
2.4 co-operate with the Client in all matters arising under this Agreement or otherwise relating to the performance of the Services (including attending regular progress meetings with the Client);
2.5 provide all information, documents, materials, data or other items necessary for the provision of the Services to the Client in a timely manner, including access to the Client Service Portal and (where necessary) training for the Client’s staff on the use of the Client Service Portal;
2.6 inform the Client in a timely manner of any matters (including any health, safety or security requirements) which may affect the provision of the Services;
2.7 ensure that all tools, equipment, materials, or other items used in the provision of the Services are suitable for the performance of the Services, in good condition, and in good working order; and
2.8 obtain and maintain all necessary licenses, permits and consents required to enable it to perform the Services and otherwise comply with its obligations under this Agreement to perform the Services in accordance with the terms of this Agreement.
2.9 TVNF shall ensure that it has sufficient, suitable, experienced and appropriately qualified Supplier Personnel to perform this Agreement.
2.10 Specific to failure of live-streaming of events in the event of either a major system, audio, or internet failure TVNF shall always be allowed to make good by recovering and re-streaming the event free of charge within 10 working days at a mutually acceptable time.
TVNF shall not be liable for any failure/s to the extent such failure is caused by the Client’s;
2.11 failure to make their personnel, actors materials or facilities, available in time for production;
2.12 refusal to allow a reasonable plan and opportunity for TVNF to make good for any failure within thirty days of notification of any such failure or refusal to accept deliverables.
2.13 failure to provide timely correct instructions ahead or during production, or not making an effort to provide essential information or conduct checks with TVNF production personnel that should be reasonably required by, the Supplier;
2.14 In the event of sickness requiring quarantine measures due to COVID or similar contagious diseases that affect either TVNF or Client staff health and safety.
2.15 or an event of Force Majeure.

3. Client Conduct

3.1 The Client will provide a single point of contact empowered to authorise and approve each stage of work and shall always be obliged to provide accurate information, timely responses and all necessary coordination and support for all the input needed with dates and plans that will be published by mutual agreement.
3.2 The Client single point of conduct must take full ownership for correct instruction to TVNF for example target scenes, shots, framing, format, scripts, legal compliance and style and if they are not present at meetings or filming must ensure their representative/s are properly briefed and will liaise with TVNF staff to ensure all Client instructions and directions meet with and cab be delivered by TVNF to their complete satisfaction. If they or any other authorized representative cannot be physically present, then they must provide availability to supervise via remote monitoring.
3.3 The Client understands that the use of the CSP is a mandatory for filming, animation and events projects and essential part of this Contract in order to maintain optimal efficiency, audit and minimise risk from missed or incorrect communications and email or text will not be accepted, if the Client, insists on not using or asking the TVNF to administer the CSP on their behalf then all fees may be subject to a 10% (ten percent) surcharge to cover the increased overheads and management of risk.
3.4 The main Client point of contact should acknowledge and respond to requests for information or decisions within five (5) workings hours and endeavor to keep TVNF aware of any delays in decisions or provision of materials needed to produce content for this Contract. The main Contact should appoint an alternate contact to be available in case of sickness or leave of absence so that Service delivery and project schedules are not impacted or delayed.
3.5 The Client should also inform TVNF or any other stakeholders or reviewers that need access to the CSP and work with TVNF to ensure they are inducted, trained properly and if required, have downloaded the correct up-to-date Apps for their devices.
3.6 Where the Client engages with Third Parties to help create or to present content or give any input required to fulfill this Contract, e.g. Copywriters, Public Relations and Media Agents and they fail to deliver the content needed in time for agreed production schedules on the CSP then the Client will be liable for any additional costs and expenses to reschedule production. For sake of clarity, the Client is responsible for the approval of the use of all Third-party contributions and the accuracy of information as regards all content for their videos and digital PR, together with clear direction on any special pronunciation. Once the content is authorized by the Client on the CSP and accepted for production the Client will be liable for any additional production costs needed in order to make corrections to their own approved content.
3.7 Where the Client requests an on-location film production, then they shall be responsible for ensuring the venue or site conforms to UK/EU regulatory standards for health and safety, space, lighting, and power. If the Contract is for live-streaming then unless agreed otherwise the client will supply at no extra cost an interface to support electronic communications needed to connect TVNF’s internet broadcasts to secure a high-speed internet connection for live streaming. The Client must also check that permission has been granted by the venue owners or facility managers for filming. If TVNF is unable to start or complete filming due to a poor-quality environment or unforeseen legal issues due to lack of permission to film people or locations, then TVNF shall still be entitled to bill for their time together with expenses.
3.8 The Client will be responsible for notifying TVNF directly of any change request/s via email or the CSP and TVNF shall have the right to impact assess, if necessary, stop work in order to mitigate risks of work not being fit for new requirements, then only when the Client approves the revised quote and revised schedule shall TVNF be required to continue work.
3.9 The Client agrees not to directly approach or instruct any intermediary or agent to solicit TVNF staff, contractors, or partners, to induce or facilitate their working for the Client, agent, or with any competitor organization and in any event, accepts to be liable for any consequential loss incurred resulting from any such approach.

3.10 In the event that the Client needs to cancel a confirmed filming date the Client shall give TVNF at least 5 working days’ notice, excluding weekends, and will be liable to pay for any resulting costs or losses and expenses incurred by TVNF, pre-booked travel, hotels, venue or studio hire or its contractors.
3.11 The Client shall with any Retainer based or Flexible Managed Service have a duty to instruct TVNF with sufficient work to ensure consumption of contracted hours within the agreed timeframe of the Contract.
3.12 In any dispute, the Client must maintain polite, lawful requests and claims that TVNF will respond to with care. If a Client makes threats to our Staff or Company or uses abusive language or defamatory statements in any verbal or written communications or on social media sites, then TVNF reserves the right to charge for all monies lawfully due to date under this contract and terminate this Contract without notice or compensation and take appropriate legal action.

4. Fees

4.1 TVNF fees are stated in our official quote. Subject to the Client adhering to these Terms and Conditions, TVNF commits to protecting Fees agreed and stated in all signed schedules under this Contract until the work specified is complete. Any discounts provided are conditional on timely payment to the agreed terms or payment schedule.
4.2 Unless otherwise agreed as part of a long-term contract, TVNF reserves the right with 30 days’ notice to the Client to update its rates. Non-UK-based services will be charged at applicable rates and priced on the application as required.

5. Expenses

5.1 Unless agreed and specified in the Contract, the Fees payable by the Client to TVNF under this Contract shall not be deemed to include payment to cover the cost of all TVNF’s disbursements, including sound recording, videoing, hosting fees, editing, payment of actors, and sourcing royalty-free stock footage, out of pocket expenses and any room or studio hire for all filming of events and on-location scenes, overnight accommodation, and subsistence.
5.2 Note that TVNF reserves the right to charge expenses to any location outside a five mile radius of TVNF’s head office in Milton Keynes or the closest base of operation. The current rate is 45p per mile.
5.3 All chargeable expenses will require prior written approval by the Client and be itemised or billed separately.
5.4 Third-party expenses shall be subject to a minimum handling fee of 10%
5.5 To comply with UK Inland Revenue regulations all expenses shall require to have VAT added.

6. Refunds Policy

6.1 A discretionary refund may only be offered where TVNF is unable to deliver a service through no fault of the Client and where specially agreed terms for early cancellation are in effect otherwise there will be no refunds.
6.2 TVNF will also have the right to offer at their discretion to replace any remaining portion of service so far not delivered with an equivalent alternate TVNF service or offer an appropriate credit note to use against the value of future contracts.
6.3 For fixed-term and rolling Flexible Managed Services Contracts TVNF is not obliged to refund unused hours but, at the end of the Term of such a contract, if there are unused hours the Client shall be able to notify TVNF of the intention to continue with or to discontinue such a service and TVNF will at its discretion allow for unused hours to be transferred to a new Flexible Managed Service up to a value of no more than up to 15% of the original contract value against a new Flexible Managed Service contract.
6.4 In the case of a Client choosing to completely discontinue the use of Flexible Managed Services, TVNF may also, at its discretion, allow for a period of 90 days grace for the Client to use any remaining time otherwise no refunds shall be offered.

7. Additional Service Requests and Charges

7.1 For set projects other services or work may be added as an extension to the Contract using a formal change request which will need all parties to provide electronic approval by email or the CSP. Such agreed changes will be charged at the same rates used in the original Contract.
7.2 Clients shall either pay a surcharge at the same hourly rate provided their current Contract, or purchase another Contract and may also transfer any remaining unused hours to the new Contract and apply the discount relevant to the level of hours commitment.
7.3 The Services in this Contract are to be provided during normal office hours. If to provide the Services under this Contract, a specific deadline can only be met by working extended hours or weekends or on Bank Holidays, TVNF may apply a surcharge of up to 25% of the applicable Rate Card in use at that time. Any such overtime work will be agreed prior to commencement by the Client.

8. Content and Creative Approval

8.1 TVNF will deal directly with the Client main point of contact who will be consulted on the content and direction of the production and kept informed of content via the CSP and have primary editorial control.
8.2 The Client shall grant freedom to TVNF to make minor adjustments to help improve the quality, readability and legal compliance of both video and other digital content.
8.3 The Client must issue TVNF with editorial guidelines and if they see any content they object to TVNF will amend or remove such Content within four (4) working hours of notification. In the event of any dispute over editorial content leading to a delay in project delivery, the Client will indemnify TVNF for any additional fees or expenses required to assist in resolving content-related disputes.
8.4 Unless TVNF is specifically commissioned or requested to author content, the Client is responsible for sending pre-approved content and creative material. Where TVNF is involved in subsequent editing and reviews the Client will give final authorization to content. Failure of the Client to adhere to mutually agreed project deadlines as published on the CSP may lead to delays to the delivery date or cancellation and the right to charge extra Fees to reschedule the project.

9. Acceptance

9.1 The Client shall have (5) working days from the date of receipt of TVNF’s invoice to dispute any amount due. In the event that TVNF does not receive written notification of a disputed invoice, with rationale and support therefore specifically set forth therein, within the above time, the invoice will be deemed valid and payable and may not thereafter be disputed.
9.2 For retainer based Flexible Managed Service contracts the Client will be issued with a detailed timesheet report at the end of each month and shall have (5) working days to review and make acceptance otherwise TVNF shall deem the services faithfully reported by them as delivered as accepted.

10. Payment & Discounts
The following lists our standard terms for payment and discounts:
10.1 Fees as stated in our quote and any TVNF Contract payment schedule/s shall be due from the Client on submission of a valid invoice from TVNF as per the stated rates of the TVNF quote as accepted by the Client.
10.2 TVNF may from time to time offer a discretionary discount based on Total Contract Value (TCV), excluding VAT and expenses and any agreed services or products defined as to be delivered by third-parties but billed via TVNF.
10.3 If there are errors deemed to have originated in the content or poor or incorrect instructions provided by the Client to TVNF or if the Client asks for further work after an agreed deliverable has been made then TVNF has the right to claim full payment and to charge for additional work at the prevailing hourly rate.
10.4 For each draft video or piece of digital media, the Client shall have five (5) working days to review and approve unless an alternate time frame for response sufficient for TVNF to meet our agreed deadlines has been written into a schedule or project plan. If no response is provided after this time, then TVNF shall have the automatic right to deem the project as accepted and have the right to invoice for all work/s done up to that time.
10.5 Payments must be made according to the terms attached to our quotations and invoice by internet banking by Direct Debit on the due date, by bank transfer. TVNF does not accept cheques.
10.6 General fees for Services shall be payable within (28) twenty-eight days of a valid invoice except for deposits or requested advanced payments where we have right to request payment before expending major resources and entertaining commercial risk.
10.7 If any subsequent fees are incurred by TVNF for any payment service, such as PayPal or international banking services that the Client decides to use then TVNF shall have the right to invoice and pass these charges onto the client.
10.8 For hire contracts payment is required on delivery for the first month, thereafter billed monthly in advance.
10.9 For projects and services with a TCV of over £1,000 a 50% deposit is required.
10.10 Larger contracts with a TCV of over £10,000 in value installment plan or milestone, a payment agreement will apply for each stage of completion and be documented in a separate schedule.
10.11 Any fees required to process media productions via services such as Clearcast, Peach, or AdStream will be required to be paid in full in advance with any Deposit.
10.12 For all retainer based and flexible managed service contracts, advanced payment will be required as defined in the service offering and will be either monthly, quarterly, or annually.

11. Penalties for Non-Payment

11.1 Non-payment outside of 28 days of the due date (unless caused by disputed invoices will be addressed as per the procedure above) to TVNF, by the date due as established in this Contract, shall be deemed a late payment breach of Contract.
11.2 All discounts are conditional on timely payment within standard terms and will be voided in the event of non-payment and backdated surcharge shall be made to compensate TVNF for failure to honor the contractual and benefit from the discounts offered and which will be calculated from the point of failed payment and added to the debt owed.
11.3 Late Payment penalty charges to cover administrative change shall following seven (7) days prior notice of intent to pursue late payment be applied on top of the interest charged as follows:
Up to £999.99, the penalty shall be £75+VAT
£1,000 to £9,999.99 the penalty shall be £125+VAT
£10,000+ the penalty shall be £250+VAT
11.4 After ninety (90) days any persistent Late Payor shall be liable to be pursued via TVNF’s Debt Collection Agency ‘Thomas Higgins Lloyds Chambers, 19-21 Seaview Rd, Wallasey CH45 4TH and/or through the Small Claims Court and/or through High Court Enforcement The Client shall be responsible for any and all costs and expenses, including legal fees and recoverable Court costs incurred by TVNF or it’s debt collection Agent in conjunction with the collection of any monies due hereunder.
11.5 All unpaid amounts due hereunder shall bear interest at the rate of (8%) above the Bank of England base rate accruing daily from the date of default of payment, or the maximum amount allowed by Law as specified in the Late Payment of Commercial Debts (Interest) Act of 1998, modified by the Late Payment of Commercial Debt Regulations (2013).

12. Cancellation Rights

12.1 With the exception of Fixed Term flexible managed service Contracts, unless there has a been a material breach by TVNF or failure to deliver a contract and where having been given fair notification and opportunity to remedy yet is unable to remedy, compensate or adjust the scope of the contract to achieve acceptance of deliverables the Client shall no right to terminate contracts and the full value of the Contract must be paid on cancellation.
12.2 Fixed-term contracts shall run for the agreed full duration and may be canceled after a 90-day trial period with 30 days’ notice, a final account of actual hours used will be provided and the discount level adjusted to match the actual volume of work delivered and an appropriate surcharge levied.
12.3 All Contracts, whether ‘fixed term’ or ‘one-off’ may only be terminated with full consideration for all material losses or expenses incurred by TVNF and any of its Contractors working on the Contract that is to be canceled.
12.4 For equipment hire, 30 days' notice is required ahead of the next billing date.
12.5 Where studio or any other form of hire is required, and deposits are required these will not be canceled.

13. Data Privacy & Confidentiality

13.1 The Client agrees not to divulge without written permission any access to systems, documents, proprietary processes, and templates developed by TVNF. Each of the parties hereto shall hold in confidence and shall not, and shall procure that its Employees, Agents, Partners, Subcontractors, and Group companies shall not, except with the written consent of the other parties (such consent not to be unreasonably withheld) or if required by law, divulge to any third party any financial or other information in respect of the Company or the Business or the Shareholders (in the case of the Company) or the other Shareholder (in the case of either Shareholder) or any matter subject to or in connection with this Contract or use any such information other than for the purposes anticipated by this Contract and the provisions of this Confidentiality Clause shall remain in full force and effect notwithstanding termination of this Contract but shall cease to apply to information which may properly come into the public domain through no fault of the party so restricted.
13.2 TVNF is registered with the ICO and undertakes to safeguard all Client confidential data as per the current UK Data Protection Act and will retain the information related to contact, contracts, and delivery once a contract is completed for a period of no more than 4 years from the date of contract completion to have a record for any HMRC inquiries.

14. Copyright

14.1 The Client warrants that, to the best of their knowledge that all content provided for production or publication will not violate any third parties’ Patent, Trademark, Copyright or Intellectual Property, that the Client has the permission of third parties that it is acting on behalf to use their copyrighted material and Trademarks and that no such claims by third parties or the possibility of such a claim have been brought to the Client’s attention. Accordingly, any claim made, or action filed for misrepresentation, content, patent, trademark, service mark, or other copyright infringements arising out of the services or products provided at the Client’s request, the Client or their representatives, shall defend and hold harmless TVNF for any liabilities and damages suffered by any suitor or TVNF as a result of any claim or action.
14.2 Unless otherwise agreed, TVNF is deemed under English and International Law as the producer of video productions and automatically owns the Copyright of newly created filmed content or animated design productions and final edited Deliverables. When the Client makes a full payment following acceptance for any final edited deliverable, they shall be granted an unlimited Copyright license for use in any marketing, Client service, and promotional activity on Internet or mobile-based services. This excludes any right to use audio or visual material created by TVNF in raw or edited or partially edited format unless a specific license agreement has been granted or in the case of nonpayment of the related production fees.
14.3 Under the terms of use the Client does not have the right to sell, lend or authorize the use of Copyrighted production to any Third-party without TVNF’s written permission, and TVNF reserves the right to charge any such Third-party for usage rights for its work.
14.4 For certain types of work such permission granted to TVNF and their Client may be subject to payment of the appropriate music license fees or fees for stock images and video which must be paid in full via TVNF or directly to the Copyright owner prior to distribution and such Copyrighted material may not be reproduced, uploaded or copied in any way until full payment for the order has been made and permission granted.
14.5 The Client warrants that all information supplied for the video is a true and honest representation of the business and any comments from employees featured in the video are not: obscene, threatening, menacing, offensive, defamatory, abusive, in breach of confidence, in breach of any intellectual property right (including, without limitation, copyright) or otherwise in breach of or in violation of any applicable law or regulation or code.
14.6 TVNF will deal directly with the Client who will be consulted on the Copyright, TVNF will be kept informed of content via the CSP and have final editorial control and if they see any Copyright content, they object to must resolve this matter directly with their Client ahead of scheduled publication. In the event of any dispute over Copyright leading to a delay in project delivery, the Client shall indemnify TVNF for any additional fees or expenses required to assist in resolving Copyright-related issues.
14.7 The Client will warrant that all necessary permissions have been obtained from any persons who may intentionally or unintentionally be videoed whilst on its own premises or on any premises that it has granted TVNF permission to Video on and that the Client accepts full liability for any such failure. TVNF will on-demand assist TVNF in the provision of the necessary protocol for obtaining such permissions.
14.8 The Client will under no circumstance circumvent TVNF to procure, or attract services directly from our employees, contractor, or partners without written consent, and if they breach this agreement will be liable for any direct loss of business to TVNF.

15. Indemnification
15.1 The Client agrees to indemnify and hold TVNF harmless from any claims or liability arising out of the Client’s content, product, service, or marketing claims. This indemnification includes but is not limited to, fines from regulatory bodies for Statement made in your name that is non-compliant, legal fees, costs of litigation or judgments arising out of publishing or broadcasting the Client content in blogs, forum posts, mailing, or emailing the marketing materials.

16. Events and Live Streaming
The following terms only apply to Clients contracts for use of TVNF services for events and Live Streaming where the Client shall;
16.1 guarantee TVNF’s access to any venue used for events services not less than 2 hours before coverage is scheduled to commence;
16.2 verify the venue’s permission to allow filming and provide the main contact to liaise on access, parking, power, the position of the main mixing desk, and insurance requirements plus floor plan and any audio/visual company contacts needed to support the live stream;
16.3 make guests and presenters aware of filming and grant rights to capture and broadcast to both the Client and Service Provider;
16.4 inform the audience of any filming taking place, for example by means of signage or email, or other notices with the option to stay off camera, e.g., reserved seating position behind/out of camera view;
16.5 supply a working audio/visual input or PA system that Utilizes an industry-standard XLR connection. If a connection cannot be provided then TVNF shall be informed and will provide appropriate audio coverage at an extra cost;
16.6 grant TVNF access to their streaming or content distribution network (e.g. Facebook Live, YouTube) to be used for the live stream. Note that the standard service covers a single distribution network, multiple simultaneous distributions are available for a nominal surcharge on request;
16.7 submit a graphic title with a 16:9 aspect ratio to TVNF not less than 5 working days in advance of the event. Any additional media content, graphics, titles, or subtitles to be used over the course of the event must be submitted to TVNF not less than 5 working days in advance of the event;
16.8 provide a working HDMI 1080p socket to connect any computer used for stage presentation to the mixing desk for Capture of presentation material and allow adequate time ahead (at least 1 hour head) to check the connection and PC HDMI signal output works.
16.9 provide a detailed timetable of the event schedule complete with the time allotted for the start, finish, and intermission;
16.10 inform TVNF of any audio sources such as guest speakers or audience participation as to provide a microphone linked via a PA system or mixing desk to the live stream, if not then TVNF will not be held liable for unsatisfactory audio capture of undisclosed sources.

17. Force Majeure
TVNF shall not be liable for any loss suffered or incurred by the buyer as a result of TVNF being unable to perform the Contract by reason of any act of God, war, lockout, strike, fire, flood, delay in transit, postal delay, riot or any other unexpected or exceptional cause or circumstance beyond TVNF’s control, in which case TVNF shall be allowed to cancel the contract or postpone the performance thereof for as long as reasonably necessary and without penalty or liability for refunds.

18. Enforceability
If at any time any one or more of the provisions of these conditions becomes invalid, illegal, or unenforceable under any law or is held by a court to be invalid, illegal, or unenforceable, the validity and ability to enforce the remaining provisions hereof shall not be in any way affected or impaired thereby. If services cannot be performed by reason of Force Majeure, the Client shall have the right to cancel the Contract without financial penalty.

19. Governing Law
This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of England and Wales.
Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).