Terms and Conditions
Article 1. Definitions
In these Terms & Conditions, the following terms are defined as:
Pro Visuals Media: the company Pro Visuals Media, located at Frisselsteinstraat 5, 5461AD Veghel, The Netherlands, registered with the Dutch Chamber of Commerce (KvK) under number 68244010, VAT number NL002516839B77, hereinafter referred to as "Contractor."
Client: the legal entity or individual entering into, or intending to enter into, an agreement with Contractor.
Assignment: the agreed services to be performed by Contractor for Client, including but not limited to: video production, photo production, concept development, post-production, colour grading, animation, VFX, instruction video, documentary, testimonial, and food & drink production.
Quote: a written offer from Contractor to Client, including a description of services and fees.
Agreement: the service agreement established upon Client's acceptance of the Quote.
Work / Final Product: the result of the Assignment, including all intermediate files, raw footage, edits, graphic elements, music, and other creative output.
In writing: any form of written communication, including email, provided the identity of the sender is sufficiently established.
Revision: an amendment to an already delivered version of the Final Product, requested by Client.
Article 2. Applicability
2.1 These Terms & Conditions apply to all quotes, offers, work, assignments, and agreements between Contractor and Client, unless otherwise agreed in writing.
2.2 The applicability of any general terms and conditions of Client is expressly rejected, unless Contractor has explicitly accepted these in writing.
2.3 If one or more provisions of these Terms & Conditions are void or annulled, the remaining provisions shall remain in full force.
2.4 In the event of a conflict between the Agreement and these Terms & Conditions, the Agreement shall prevail.
2.5 Contractor reserves the right to amend these Terms & Conditions. Amended terms apply to new agreements and to ongoing agreements following written notice to Client with a 30-day period.
Article 3. Quotes and Formation of Agreement
3.1 All quotes from Contractor are non-binding and valid for 30 days from the date of issue, unless explicitly stated otherwise.
3.2 Prices stated in quotes may change due to unforeseen changes in the scope of work or price increases from third parties. Contractor will notify Client as soon as possible.
3.3 An agreement is formed at the moment Client accepts the quote in writing, pays a deposit, or Contractor commences work at Client's request.
3.4 Verbal agreements are only binding once confirmed in writing by Contractor.
3.5 Contractor reserves the right to decline an assignment without providing reasons.
Article 4. Execution of the Assignment
4.1 Contractor executes the assignment to the best of its ability, in accordance with professional standards.
4.2 Contractor determines how the assignment is executed, unless otherwise agreed in writing.
4.3 Contractor is entitled to engage third parties in executing the assignment. Associated costs are borne by Contractor unless agreed otherwise.
4.4 Client is responsible for ensuring that all required information, materials, and access are provided to Contractor in a timely and correct manner. Delays resulting from Client's failure to deliver on time entitle Contractor to adjust the schedule and charge any additional costs incurred.
4.5 Contractor is entitled to execute the assignment in phases and invoice each completed phase separately.
Article 5. Revisions and Changes
5.1 The agreed fee includes one round of revisions per delivered Final Product, intended for minor corrections (text changes, minor colour adjustments, etc.).
5.2 Additional revisions are invoiced at the applicable hourly rate or a separately agreed amount.
5.3 Substantive changes after approval of the first edit are considered additional work and will result in additional charges.
5.4 Changes to the assignment requested by Client after the Agreement has been formed may result in an adjusted delivery date and/or increased price. Contractor will communicate this to Client in writing.
5.5 Client is not permitted to re-edit, alter, or otherwise modify the delivered Final Product without prior written consent from Contractor. In the event of a violation, Contractor is entitled to claim damages.
Article 6. Fees and Payment
6.1 All fees are exclusive of VAT (21%), unless explicitly stated otherwise.
6.2 Client pays a deposit of 50% of the agreed amount upon signing or accepting the quote. The remaining balance is due within 14 days of the final invoice date, or as otherwise stated on the invoice.
6.3 If Client fails to pay within the agreed term, Client is in default by operation of law. Contractor is entitled to charge statutory commercial interest (pursuant to Article 6:119a of the Dutch Civil Code), as well as extrajudicial collection costs of 15% of the outstanding principal (minimum €150).
6.4 Contractor is entitled to suspend work or withhold delivery of the Final Product until all outstanding amounts have been paid in full. Copyright and all rights to the work remain with Contractor until full payment has been received.
6.5 Travel, accommodation, and parking costs are charged to Client unless otherwise agreed. Travel costs are €0.35 per kilometre. For international assignments, flight and accommodation costs are charged on a post-calculation basis.
6.6 Music licences, stock footage, stock photography, fonts, and other third-party copyrighted materials are charged to Client, exclusive of VAT.
6.7 For international payments (SEPA transfers outside the Netherlands, wire transfers), a surcharge of 4% may be applied to cover currency and transaction costs, unless otherwise agreed.
Article 7. Copyright and Intellectual Property
7.1 All copyrights and other intellectual property rights to the Work remain with Contractor, unless expressly agreed otherwise in writing.
7.2 Upon full payment, Contractor grants Client a non-exclusive, non-transferable licence to use the Final Product for the purposes described in the quote or agreement. Use for other purposes requires prior written consent from Contractor.
7.3 Unless otherwise agreed, the licence applies only to use within the territory for which the assignment was granted. Use outside the Netherlands, Belgium, or the United Kingdom (as applicable) requires a separate licence agreement.
7.4 Raw footage, intermediate files, and source files are not included in standard delivery and remain the property of Contractor, unless expressly agreed otherwise and separately priced.
7.5 Contractor retains the right to use the Final Product for its own promotional purposes (portfolio, website, social media, showreel, festivals), but only after Client has made the work public. Objections to this must be communicated in writing prior to the agreement.
7.6 Client warrants that any materials provided to Contractor (logos, brand assets, footage, music) are free of third-party rights and indemnifies Contractor against any claims from third parties in connection therewith.
Article 8. Portrait Rights
8.1 Client is responsible for obtaining consent from all individuals appearing on camera (extras, interviewees, employees) in accordance with applicable law, including the Dutch Copyright Act and the General Data Protection Regulation (GDPR).
8.2 Contractor is not liable for claims from individuals portrayed if Client has not obtained valid consent.
8.3 Where Contractor is jointly responsible for casting or providing extras, associated costs and consent forms will be included in the quote in advance.
Article 9. Retention of Material
9.1 Contractor retains raw footage and the Final Product for a minimum of 12 months following delivery. After this period, material may be deleted without notice.
9.2 Upon request and for an additional fee, material can be retained for longer or transferred to Client.
Article 10. Cancellation
10.1 Cancellations by Client must be made in writing. The following cancellation fees apply:
— Cancellation more than 14 days before the shoot date: 25% of the agreed fee — Cancellation 7 to 14 days before the shoot date: 50% of the agreed fee — Cancellation fewer than 7 days before the shoot date: 75% of the agreed fee — Cancellation on or after the first shoot day: 100% of the agreed fee
10.2 Contractor reserves the right to cancel the assignment in the event of force majeure, with reimbursement of amounts already paid minus costs incurred.
10.3 Already booked external costs (location, crew, equipment, flights, hotels) are always for Client's account, regardless of when cancellation occurs.
Article 11. Force Majeure
11.1 Contractor is not liable for failures in performance resulting from force majeure. Force majeure includes circumstances beyond Contractor's control, including illness, extreme weather conditions, strikes, government measures, pandemics, disruptions to energy or communication services, and failure of engaged third parties.
11.2 In the event of temporary force majeure, Contractor's obligations are suspended for the duration. If force majeure persists for more than 30 days, either party has the right to dissolve the agreement without liability for damages.
Article 12. Liability
12.1 Contractor's total liability for direct damages is limited to the amount invoiced for the relevant assignment (exclusive of VAT), with a maximum of €5,000 per assignment.
12.2 Contractor is never liable for indirect damages, consequential damages, lost profits, or missed savings.
12.3 Any claims expire if Client has not submitted a written complaint within 30 days of discovery.
12.4 Contractor is not liable for damages resulting from incorrect or incomplete information provided by Client, nor for damage to equipment or locations unless demonstrably caused by Contractor's gross negligence.
12.5 Contractor maintains professional liability insurance. Details of coverage are available upon request.
Article 13. Confidentiality
13.1 Both parties undertake to maintain confidentiality with regard to all confidential information received from the other party in the context of the assignment, to the extent it can reasonably be expected that such information is confidential.
13.2 This confidentiality obligation remains in force after termination of the agreement.
13.3 Footage, concepts, storyboards, and production documents are considered confidential unless otherwise agreed.
Article 14. Personal Data (GDPR)
14.1 In the course of executing the assignment, Contractor may process personal data of Client and third parties. Contractor acts in accordance with the General Data Protection Regulation (GDPR), as well as Belgian data protection law and the UK GDPR where applicable.
14.2 Client, as data controller, is responsible for the lawfulness of processing personal data of individuals appearing in the content.
14.3 Where required, the parties will enter into a data processing agreement pursuant to Article 28 of the GDPR.
14.4 Personal data will not be retained longer than necessary for the execution of the assignment and will not be shared with third parties without a lawful basis.
Article 15. International Assignments
Belgium
15.1 Assignments for Belgian clients are governed by Dutch law, unless the parties have agreed in writing to apply Belgian law.
15.2 For services delivered to VAT-registered businesses in Belgium, VAT may be reverse charged. This will be stated on the invoice. Client is responsible for declaring and remitting the reverse-charged VAT in their own jurisdiction.
United Kingdom
15.3 Assignments for UK-based clients are governed by Dutch law, unless the parties have agreed in writing to apply English law.
15.4 Assignments for UK-based clients are invoiced in euros (EUR), unless expressly agreed otherwise. Currency exchange risks are borne by Client.
15.5 As the United Kingdom is no longer part of the EU, EU VAT regulations (reverse charge) do not apply to services delivered to UK clients. Contractor does not charge Dutch VAT on services delivered to UK business clients, in accordance with post-Brexit export rules. Client is responsible for any applicable UK VAT obligations.
15.6 Disputes with UK-based clients will preferably be resolved amicably. Contractor reserves the right to submit disputes to the competent Dutch court.
Article 16. Complaints
16.1 Complaints regarding delivered services must be submitted to Contractor in writing and with substantiation within 14 days of delivery of the Final Product.
16.2 Complaints regarding invoices must be submitted in writing within 7 days of the invoice date.
16.3 Submitting a complaint does not suspend Client's payment obligations.
16.4 If a complaint is found to be justified, Contractor has the right to remedy or redo the work, or to partially credit the invoice. Further compensation is excluded.
Article 17. Governing Law and Disputes
17.1 All legal relationships between Contractor and Client are governed by Dutch law.
17.2 Disputes will be resolved amicably where possible. If the parties are unable to reach a resolution, the dispute will be submitted to the competent court in the district of Oost-Brabant ('s-Hertogenbosch), unless mandatory law requires otherwise.
17.3 The Dutch version of these Terms & Conditions shall prevail in the event of any discrepancy with a translation.
Article 18. Concepts, Pitches and Pre-Contractual Material
18.1 All concepts, ideas, treatments, storyboards, moodboards, scripts, and other creative material submitted by Contractor to a (prospective) Client as part of a pitch, proposal, or quotation remain the exclusive intellectual property of Contractor.
18.2 Such material is shared in confidence for the sole purpose of evaluating a potential assignment. The (prospective) Client may not reproduce, share with third parties, or execute the submitted concepts — in whole or in part, whether independently or through another party — without the prior written consent of Contractor.
18.3 If a (prospective) Client uses a submitted concept without awarding the assignment to Contractor, Contractor is entitled to compensation equal to the value the assignment would have represented, without prejudice to any further rights.
18.4 These provisions apply from the moment material is submitted, including before any Agreement is concluded.
Article 19. General
19.1 These Terms & Conditions are registered with the Dutch Chamber of Commerce and are available upon request free of charge.
19.2 These Terms & Conditions are available at www.provisualsmedia.nl.
19.3 In matters not covered by these Terms & Conditions, the provisions of the Dutch Civil Code apply.
Pro Visuals Media · Frisselsteinstraat 5, 5461AD Veghel, The Netherlands · KvK: 68244010 · info@provisualsmedia.nl · +31 6 27 26 96 16