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Terms & Conditions

TERMS AND CONDITIONS OF BUSINESS

The following terms and conditions govern the provision of services or goods by Farwinger Limited or any affiliated company (referred to collectively or individually as ‘Farwinger Limited’). These terms supersede any prior agreements and override any conflicting conditions presented by the Customer, forming the complete agreement between Farwinger Limited and the Customer.

DEFINITIONS 1.1 Unless stated otherwise in the context, the following definitions apply: ‘Customer’ refers to the individual, firm, or company utilizing Farwinger Limited’s Services. ‘Customer’s Property’ encompasses any works, tapes, films, materials, equipment, or other property belonging to the Customer and provided to Farwinger Limited as part of the Facilities. ‘Facilities’ denotes the pre/post-production equipment, personnel, creative and production facilities, and Services that Farwinger Limited supplies to the Customer under these terms. ‘Services’ refers to the goods or services agreed to be supplied by Farwinger Limited to the Customer.

PRICES AND CHARGES 2.1 Prices and charges provided to the Customer by Farwinger Limited exclude Value Added Tax (VAT), expenses, and disbursements unless stated otherwise. These additional costs are payable by the Customer. 2.2 Quoted prices are subject to adjustments to reflect current rates at the time of delivery. Farwinger Limited reserves the right to correct clerical errors or omissions in quotations. 2.3 Farwinger Limited may, by notice to the Customer, adjust prices due to changes in dates, quantities, or specifications requested by the Customer, or delays caused by the Customer’s instructions or lack thereof. Additional charges may apply for urgent jobs requiring work outside normal business hours. 2.4 The Customer is responsible for reimbursing Farwinger Limited for reasonable delivery-related expenses beyond the quoted delivery costs. 2.5 If Farwinger Limited employees require hotel accommodation to fulfill obligations, the Customer is liable for the actual hotel costs incurred.

ESTIMATES 3.1 Time and cost estimates are provided in good faith and adhered to where feasible. However, Farwinger Limited is not bound by these estimates if changes are requested by the Customer or circumstances beyond Farwinger Limited’s control arise. Farwinger Limited is not liable for any costs incurred by the Customer due to such deviations.

PAYMENT 4.1 Payment for all fees and charges must be made within fourteen (14) days of the invoice date or before Service delivery, whichever is sooner, unless specified otherwise. 4.2 Payments must be made in full without deductions for set-offs or counterclaims. Farwinger Limited retains the right to enforce judgments without delay for outstanding sums. 4.3 Farwinger Limited reserves the right to request advance payment, in full or part, before commencing Services. 4.4 Invoice disputes must be raised within seven (7) days of the invoice date. 4.5 Ownership of any product or Service remains with Farwinger Limited until full payment is received. Unauthorized use of unpaid-for products or Services is prohibited without written permission. 4.6 Farwinger Limited may repossess unpaid-for products, with the Customer liable for associated seizure costs, including legal expenses. 4.7 Late payments incur interest at 4% per annum above the Bank of England’s base rate, calculated daily, plus an administration fee of £750 per week. This interest and the overdue amount must be paid promptly.

CANCELLATION BY CUSTOMER 5.1 Farwinger Limited may permit cancellation by the Customer at its discretion and reserves the right to terminate Services for breaches of these terms by the Customer. 5.2 Cancellations made within 24 hours of the Service start will incur full charges at the current rates. 5.3 Cancellations made between one and three full 24-hour working days before the Service start will incur 50% of the full charges. 5.4 Farwinger Limited is entitled to reimbursement for costs incurred with the Customer’s knowledge and approval.

LIEN AND DELIVERY 6.1 Until full payment is received: 6.1.1 Physical property remains vested in Farwinger Limited, even after delivery. 6.1.2 Farwinger Limited holds a general lien over Customer property in its possession for unpaid sums. 6.2 Ownership of property only transfers once all outstanding amounts for any order or transaction are paid in full. 6.3 If payment remains overdue beyond seven (7) days, Farwinger Limited may dispose of Customer property to recover costs. Any surplus will be returned to the Customer. 6.4 Farwinger Limited endeavors to deliver Services promptly but is not liable for delays unless caused by gross negligence.

INSURANCE 7.1 Risk transfers to the Customer upon delivery or when delivery is tendered. 7.2 The Customer acknowledges Farwinger Limited cannot insure against lost production costs due to property damage or loss. 7.3 The Customer must maintain adequate insurance against all risks, including production costs, while property is under Farwinger Limited’s care.

INTELLECTUAL PROPERTY IN MATERIALS 8.1 Intellectual property arising from Services or products remains the exclusive property of Farwinger Limited unless agreed otherwise in writing. 8.2 The Customer warrants having obtained all necessary consents and licenses for intellectual property rights, indemnifying Farwinger Limited against third-party claims, including copyright or trademark infringement.

CONFIDENTIAL INFORMATION 9.1 The Customer must safeguard all confidential information regarding Farwinger Limited, its business, financial affairs, Facilities, or Services, as disclosed during Service provision. This includes computer programs, production techniques, databases, concepts, and designs. Information in the public domain is excluded unless made public due to the Customer’s breach. 9.2 Upon Service termination, the Customer must return all confidential information and materials to Farwinger Limited without retaining copies.

10. FARWINGER LIMITED’S LIABILITY
10.1 Except as expressly stated in these terms and conditions and to the maximum extent permitted by law:
10.1.1 The supply of any products or designs to the Customer is entirely at the Customer’s risk, and Farwinger Limited accepts no liability for any direct, indirect, or consequential loss or damage arising from any defects in the products, materials, or equipment used in connection with them.
10.1.2 Farwinger Limited will not be liable for any loss or damage suffered by the Customer if the use of a product is delayed, postponed, curtailed, or canceled for any reason unless the cause is due to Farwinger Limited's gross negligence.
10.1.3 Farwinger Limited shall not be responsible for any economic loss (such as loss of profit or goodwill) or any indirect or consequential loss or damage.
10.1.4 All warranties, conditions, terms, and representations relating to the Services provided by Farwinger Limited (whether expressly stated or implied by statute, common law, or otherwise) are hereby excluded.

Nothing in these terms shall be construed as excluding or limiting Farwinger Limited’s liability for death or personal injury caused by its negligence.

10.2
10.2.1 Except as expressly stated and to the fullest extent permitted by law, Farwinger Limited is not responsible for any damage to or loss of the Customer’s property in its possession, nor for any loss arising from such incidents, unless caused by Farwinger Limited's negligence. In such cases, clauses (10.2.2) and (10.2.3) shall apply.
10.2.2 Where damage or loss of the Customer’s property is caused by Farwinger Limited's negligence during the provision of Services, liability shall be limited to the fees and charges paid by the Customer to Farwinger Limited, up to a maximum of £50,000 per job.
10.2.3 Subject to the above, all Customer property and products held by Farwinger Limited are held entirely at the Customer’s risk. The Customer should ensure full insurance coverage for such property against all risks and retain copies of all materials before providing them to Farwinger Limited.

10.3 Farwinger Limited will supply equipment and personnel as it deems necessary for the Services, but the Customer must ensure the suitability of the products for its intended use. Farwinger Limited shall not be responsible for the suitability of its equipment or products unless explicitly agreed upon in writing at the time of booking.

10.4 Farwinger Limited shall not be liable for any decline in service quality arising from the condition of the Customer’s property or compliance with the Customer’s instructions.

10.5 The Customer shall indemnify Farwinger Limited, including its directors, employees, agents, and subcontractors, against all liabilities, claims, costs, damages, and expenses arising from:

The Customer’s property or actions.

Breaches of representations, warranties, or obligations under these terms.

Third-party claims for copyright infringement, defamation, or other legal breaches related to the Customer’s property.