BUSINESS TERMS & CONDITIONS

VisualChaos Studios is a trading name of VisualChaos Studios Ltd. These Terms of Business comprise the common core (sections 1 to 14) and the Schedule of Service Terms for VisualChaos Studios.

1. Who We Are And How These Terms Apply

1.1 “We”, “us” and “the Company” means VisualChaos Studios Ltd, registered in England and Wales, company number 04031236, registered office The Studio, Chart Cottage, Turners Hill Road, Crawley Down, West Sussex RH10 4HG. VisualChaos Studios is a trading name of VisualChaos Studios Ltd.

1.2 “You” and “the Client” means the person or organisation named in our quotation. “Scope of Services” means the description of the work in our quotation, any written brief it references, and any Scope of Services document agreed between us for the engagement. “Deliverables” means the reports, imagery, thermograms, video, data, files and any physical items we supply under the engagement.

1.3 These terms, together with the Schedule of Service Terms below and the Scope of Services, form the agreement between us for the engagement. Where we have signed a Services Agreement, Scope of Services, framework agreement, NDA or any other contract with you, that signed document takes priority over these terms to the extent of any conflict. Terms printed on or referenced by your purchase order or other documents do not apply unless we have accepted them in writing.

1.4 Our Privacy Policy, AI Policy and Copyright and Image Rights Policy are published at www.visualchaosstudios.co.uk. Where these terms refer to them, the version current at the date of the quotation applies.

2. Quotations And Engagement

2.1 Quotations are valid for 30 days from their date, after which we may revise them. Fees are stated exclusive of VAT, which is added where applicable, and exclusive of expenses unless the quotation says they are included.

2.2 An engagement begins when you accept our quotation in writing (email is sufficient) or pay any deposit or booking fee it specifies. Acceptance of the quotation is acceptance of these terms.

2.3 Work outside the Scope of Services is quoted and agreed separately before it is undertaken.

3. Services, Reports And Deliverables

3.1 The services we provide, and the service-specific terms that apply to them, are set out in the Scope of Services and the Schedule below.

3.2 Findings, opinions and recommendations in any report or deliverable are professional judgement based on the conditions observed at the time of the work, using the stated methodology. They are not a guarantee of the future condition or performance of any asset.

3.3 Reports are prepared for you alone and for the purpose stated in the Scope of Services. No other person may rely on a report without our prior written consent, and we accept no duty of care to anyone other than you.

4. Your Obligations

4.1 You will provide safe access to the site and subjects of the work, any inductions or permits required, and accurate information about the site, its hazards and its systems. Each of us will comply with applicable health and safety law.

4.2 Where the work is on land or property you do not own or control, you are responsible for obtaining the owner’s or operator’s permissions, and for any consents required from people who may appear in imagery.

4.3 If access, permissions, information or site conditions prevent or restrict the work, we will complete what can safely and lawfully be completed, and any return visit is chargeable.

4.4 You warrant that any materials, information or instructions you supply do not infringe any third party’s rights, and you will indemnify us against claims, losses and costs arising from your use of the Deliverables outside the Scope of Services or from materials you supply.

5. Site And Weather Dependency

5.1 Work carried out on site or outdoors may depend on weather and site conditions. Where conditions on the day prevent work that meets our methodology’s or brief’s requirements, we will postpone rather than deliver a substandard result. Postponement for this reason is not a cancellation by either party, and we will agree a new date with you. Service-specific conditions are set out in the Schedule.

5.2 The decision of our professional on site is final on any matter of safety or legality. We will never carry out work that is unsafe or unlawful, whatever the commercial consequence.

6. Fees, Invoicing And Payment

6.1 Fees are as quoted. Unless the quotation sets out a different payment schedule, we invoice on delivery of the Deliverables, and each invoice is payable within 7 days of its date. Deposits and booking fees are invoiced on acceptance of the quotation.

6.2 Deposits and booking fees, where specified, secure the booking and are not refundable if you cancel, except as set out in section 7.

6.3 If an invoice is not paid when due, we may charge interest and compensation under the Late Payment of Commercial Debts (Interest) Act 1998, and we may suspend work and withhold Deliverables until payment is made in full.

6.4 No licence, permission or title in any Deliverable passes to you until every invoice for the engagement has been paid in full (section 8).

7. Cancellation And Postponement

7.1 If you cancel with more than 7 days’ notice before the booked date, we will refund any payment beyond costs we have already incurred (for example travel bookings, hire, permissions or planning work), which are chargeable.

7.2 If you cancel with 7 days’ notice or less, we may charge up to 50% of the agreed fee plus costs already incurred. If you cancel within 48 hours of the booked date, or once work has begun, we may charge 100% of the agreed fee.

7.3 We may postpone or cancel where completing the work would be unsafe, unlawful or professionally improper (including the grounds in section 5), or in the event of illness, equipment failure or other circumstances beyond our reasonable control. In that case we will offer the next available date, or refund payments for work not performed, and that refund is the limit of our liability for the postponement or cancellation.

8. Deliverables, Copyright, Licence And Title

8.1 Copyright and all other intellectual property in the Deliverables belongs to and remains with the Company, as author, under the Copyright, Designs and Patents Act 1988. Commissioning and paying for work does not transfer copyright unless a written assignment says so.

8.2 On payment in full of every invoice for the engagement, you receive a licence to use the Deliverables for the purpose stated in the Scope of Services. Until then, no licence or permission of any kind exists, any use of the Deliverables is unlicensed, and title in any physical items (drives, prints, media) remains with us. Unless the quotation says otherwise, the licence is non-exclusive, non-transferable and does not permit resale, sub-licensing or use of the Deliverables to train or develop any artificial intelligence or machine learning system.

8.3 Our position on portfolio and marketing use of imagery, and on third-party AI training on published work, is set out in our Copyright and Image Rights Policy at www.visualchaosstudios.co.uk. Commercial client work is only used in our portfolio in anonymised form, and we will honour any written request not to use it at all.

9. Confidentiality And Data Protection

9.1 Each of us will keep the other’s confidential information confidential and use it only for the engagement, except where disclosure is required by law or a regulator. This obligation continues for three years after the engagement ends. Where a signed NDA exists, its terms govern.

9.2 We process personal data as described in our Privacy Policy at www.visualchaosstudios.co.uk, in accordance with UK data protection law.

10. AI-Assisted Production

10.1 We use AI openly and under expert supervision, because it makes our work faster, more accurate, more consistent and better value. It never replaces certified judgement: every deliverable is read, checked and approved by the qualified professional who signs it, and AI does not make determinations, send communications or issue documents.

10.2 Client confidential material is processed only with pseudonymisation or under commercial AI service terms carrying contractual no-training obligations and a data processing agreement. No client data is used to train any AI model. Our AI Policy at www.visualchaosstudios.co.uk sets out the detail, and a one-page AI and Data Handling Statement is available on request.

10.3 If you require delivery without any AI involvement, we offer this as a manual service tier, quoted at the additional time and cost that way of working requires.

10.4 Our AI governance is operated in alignment with the principles of ISO/IEC 42001. Statements of alignment describe our working practice; they are not claims of certification.

11. Warranty And Liability

11.1 We warrant that our services are performed with reasonable skill and care by suitably qualified people. To the fullest extent permitted by law, all other warranties, conditions and terms, whether express or implied by statute or otherwise, are excluded.

11.2 Nothing in these terms limits or excludes liability for death or personal injury caused by negligence, for fraud, or for anything else that cannot lawfully be limited or excluded.

11.3 Subject to 11.2, our total liability to you arising out of or in connection with an engagement, however arising, is limited to the fees paid by you for that engagement, unless a higher limit is agreed in the quotation; and we are not liable for loss of profit, loss of business, business interruption, loss of data after delivery, or any indirect or consequential loss.

11.4 Any claim against us must be notified to us in writing within 12 months of the date of the Deliverable or event giving rise to it.

11.5 We hold professional indemnity and public liability insurance; details are available on request.

12. Termination

12.1 Either of us may end the engagement by written notice if the other commits a material breach that is not remedied within 14 days of being asked, or becomes insolvent. On termination you pay for work performed and costs incurred to that date, and sections 3.3, 6, 8, 9, 11 and 14 continue to apply.

13. Use Of Our Websites

13.1 Information on our websites is general information about our services and is not professional advice for any particular situation; it does not form part of any engagement unless the Scope of Services says so. We aim to keep the sites accurate and available but do not guarantee either. Links to third-party sites are provided for convenience and we are not responsible for their content. Use of site content is governed by our Copyright and Image Rights Policy.

14. General

14.1 We may use appropriately qualified subcontractors or substitute an equally competent professional where necessary; we remain responsible for the work.

14.2 Neither of us is liable for delay or failure caused by events beyond reasonable control, provided the affected party notifies the other promptly and mitigates where possible.

14.3 These terms, the Schedule and the Scope of Services (and any signed agreement per 1.3) are the entire agreement between us, and neither of us has relied on any statement not set out in them. If any part is found unenforceable, the rest continues in force. No third party has rights under the Contracts (Rights of Third Parties) Act 1999. Any variation must be agreed in writing.

14.4 If you contract with us as a consumer rather than in the course of business, your statutory rights are not affected by these terms, and where the law gives you a right to cancel a distance contract within 14 days, that right applies notwithstanding section 7.

14.5 If you have a complaint, contact us via the details published at www.visualchaosstudios.co.uk and we will respond within 5 working days and work with you in good faith to resolve it.

14.6 These terms and any dispute arising from them are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction.

Schedule Of Service Terms, VisualChaos Studios

S1. Sessions and briefs. Work is delivered to the brief agreed in the quotation. Creative and technical judgement during a session rests with the professional carrying out the work, and the final selection of images or footage submitted is at our professional discretion, with every effort made to meet stated requirements.

S2. Locations and permissions. Sessions at locations you arrange are subject to the location’s rules and permissions, which can restrict positions, lighting or recording. You are responsible for location permissions and for informing attendees that photography or filming will take place, per core section 4.

S3. People in imagery. You are responsible for obtaining any talent or property releases your intended use requires, and for telling us before the session about any person who must not be photographed or filmed. We will never press a reluctant subject.

S4. Colour and rendering. We deliver a professionally balanced result, but exact colour matching cannot be guaranteed: certain dyes, man-made fibres and mixed lighting record differently from how the eye sees them, and ambient conditions affect the achievable result.

S5. Deliverable specifications. Image and video deliverables are supplied at the specification stated in the quotation. Alternative formats, sizes, retouching, digital manipulation or artistic finishing beyond the quoted scope are available and quoted separately.

S6. Proofing and selection. Where proofing is part of the scope, proofs are provided digitally for the period stated in the quotation. Proof images are for selection only and may not be used or published.

S7. Retention of client imagery. Client session imagery is retained in line with our Privacy Policy and the retention period stated in the quotation; you are responsible for backing up delivered files on receipt.

S8. Physical products. Prints, media and other physical items remain our property until paid for in full (core section 8.2). Sizes and finishes are as quoted and printed products are supplied as described; minor variations in colour between screen and print are inherent to the process.

Terms of Business v1.2 | VisualChaos Studios Ltd | VisualChaos Studios is a trading name of VisualChaos Studios Ltd | Published 2 September 2026 | Change history available on request.