Your Service Suppliers are: Lost in TV Limited incorporated and registered in England and Wales with company number 04801855 whose registered office is at 11/12 Hallmark Trading Centre, Fourth Way, Wembley, Middx, HA9 0LB (Lost in TV).
Lost in TV own and manage a website (the Site the URL of which is currently www.lostintv.com but which URL may change from time to time) which Site includes space for advertising casting calls. Lost in TV is willing to offer advertising space on its Site and provide You with personal details provided by persons indicating an interest in the adverts, subject to these terms.
The following definitions and rules of interpretation apply in these terms.
Booking Form: the form set out on the Site.
Deliverables: all Documents developed by Lost in TV or its agents, subcontractors, consultants and employees, specifically for You, in relation to the Services.
Document: includes, in addition to any document in writing, any drawing, map, plan, diagram, design, picture or other image, audio or visual images, any tape, disk or other device or record embodying information in any form.
In-put Material: all Documents, information and materials to be provided by You relating to the Services. Intellectual Property Rights: patents, rights to inventions, copyright and related rights, moral rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
Services: the services provided by Lost in TV to You as set out on the Site.
VAT: value added tax chargeable under English law for the time being and any similar additional tax.
2.1. Lost in TV shall provide the Services to You on these terms and conditions only.
2.2. The Services supplied under these terms shall start and end as specified in the Booking Form and as agreed between the parties, unless terminated earlier in accordance with clause 10.
3.1. Lost in TV shall use reasonable endeavours to manage and complete the Services in all material respects.
3.2. Any failure to achieve the agreed duration of the Services shall be remedied with an extension of the term only, no other liability shall arise.
3.3. Lost in TV shall use reasonable endeavours to meet any performance dates agreed for the display of the In-Put Materials on the Site, but any such dates shall be estimates only and time for performance by Lost in TV shall not be of the essence.
3.4. Lost in TV may accept any other advertisements for display on its Site, whether or not they are in competition with, or complementary, to Your In-put Materials.
4.1. You shall:
(a) co-operate with Lost in TV in all matters relating to the Services;4.2. If Lost in TV's performance of its obligations under these terms is prevented or delayed by Your act or omission or those of Your agents, subcontractors, consultants or employees, Lost in TV shall not be liable for any costs, charges or losses sustained or incurred by You or any other party, that arise directly or indirectly from such prevention or delay.
5.1. In consideration of the provision of the Services by Lost in TV, You shall pay the charges as set out on the Site.
5.2. You shall pay the total charges to Lost in TV without deduction or set-off.
5.3. The charges set out in the Booking Form exclude VAT, which Lost in TV shall add to its invoices which You shall pay at the appropriate rate.
5.4. The parties agree that Lost in TV may review and increase its charges set out in the Booking Form, provided that such charges cannot be increased more than once in any 6 month period. Lost in TV shall put up a notice on its Site of any such increase 30 days before the proposed date of any increase.
5.5. You shall pay each invoice submitted to You by Lost in TV, in full and in cleared funds, within 10 days of delivery, to a bank account nominated in writing by Lost in TV.
5.6. Without prejudice to any other right or remedy that it may have, if You fail to pay Lost in TV on the due date:
(a) You shall pay interest on the overdue amount at the rate of 4% per annum above Barclays Bank's base rate from time to time. Such interest shall accrue on a daily basis from the due date until actual payment of the overdue amount, whether before or after judgment. You shall pay the interest together with the overdue amount; and6.1. As between You and Lost in TV, all Intellectual Property Rights and all other rights in the Deliverables and the In-put Materials shall be owned by the party who created them.
6.2. You warrant that You have all right title and interest, or have obtained the appropriate licences for the use of the In-put Materials by Lost in TV in relation to the Services. You warrant that use of the In-put Materials by Lost in TV in relation to the Services will not infringe any third party rights or interests.
6.3. You warrant that In-put Materials are not defamatory, derogatory or offensive to any third party and their display on the Site or otherwise their use by Lost in TV will not be prejudicial to the reputation and standing of Lost in TV. In-put Materials shall comply with all relevant advertising codes of practice.
6.4. You warrant that the In-put Materials are free from viruses or other malware and will not cause an adverse effect on the operation of the Site and will not prevent the Site from being generally available.
6.5. Subject to clause 6.6, Lost in TV is hereby granted a full right and license to use and display the In-put Materials (including Your name, trademarks and logos, if supplied) to such extent as is necessary to enable Lost in TV to provide the Services. On termination of the Services this licence will automatically terminate.
6.6. You acknowledge that, where You do not own any or any part of the In-put Materials, You shall indemnify and hold harmless Lost in TV against any loss, damage, expenses, or claim arising, either brought by the owner of any prior rights therein, or in relation to any of the warranties given in this clause 6.
7.1. Each of the parties undertakes to the other that it shall not at any time during the period of the Services, and for a period of five years after termination, disclose to any person technical or commercial know-how, specifications, processes or initiatives which are of a confidential nature and have been disclosed to them by the other party, its employees, agents, consultants or subcontractors and any other confidential information concerning the other party's business or its services which they may obtain, except as permitted by clause 7.2.
7.2. Either party may disclose the other's confidential information:
(a) to its employees, officers, representatives or advisers who need to know such information for the purposes of exercising the party's rights or carrying out its obligations under or in connection with these terms. Each party shall ensure that its employees, officers, representatives or advisers to whom it discloses the other party's confidential information comply with this clause 7; and7.3. Neither party shall use the other's confidential information for any purpose other than to exercise its rights and perform its obligations under or in connection with these terms.
8.1. Nothing in these terms limits or excludes Lost in TV's liability for:
(a) death or personal injury caused by its negligence;8.2. Subject to clause 8.1, Lost in TV shall not be liable to You, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with these terms for:
(a) loss of profits;8.3. Subject to clause 8.1 and clause 8.2, Lost in TV's total liability to You, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with these terms shall be limited to:
(a) £1000 per claim; and8.4. The terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from these terms.
9.1. You acknowledge that applicant details supplied to you by Lost in TV are personal data within the meaning of the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018. You agree to process such personal data only in accordance with applicable data protection law and solely for the purpose of evaluating applications to your casting call.
9.2. The personal data provided to you may include an applicant's name, contact details, age, location, and application responses. You must not use this data for any purpose other than assessing the applicant's suitability for the specific casting call to which they applied. You must not sell, licence, share, or otherwise transfer applicant personal data to any third party.
9.3. Data retention. You must not retain applicant personal data for longer than 9 months from the date on which the casting call closes. After this period you must securely delete or destroy all copies of such data, including any records held in your own systems, exported files, or correspondence. This retention period applies to applicants whose applications are not taken further.
9.4. Please note: individuals who are successfully cast may enter into a separate data agreement directly with your production company as part of their participation contract. Clause 9.3 relates to applicants whose applications are not taken further.
9.5. Data subject rights. If an applicant contacts you to exercise their rights under UK GDPR — including the right to access, rectify, or erase their personal data — you must respond within 30 days. You must delete an applicant's personal data promptly upon a valid erasure request, regardless of whether the 9-month retention period has elapsed.
9.6. You must implement appropriate technical and organisational measures to protect applicant personal data against unauthorised access, loss, or disclosure.
9.7. You shall indemnify and hold harmless Lost in TV against any loss, damage, claim, or regulatory penalty arising from your failure to comply with this clause 9.
10.1. Without affecting any other right or remedy available to it, either party may terminate the Services with immediate effect by giving written notice to the other party if:
(a) the other party fails to pay any amount due under these terms on the due date for payment and remains in default not less than 30 days after being notified in writing to make such payment;
(b) the other party commits a material breach of any other of these terms which breach is irremediable or (if such breach is remediable) fails to remedy that breach within a period of 14 days after being notified in writing to do so;
(c) the other party suspends, or threatens to suspend, payment of its debts or is unable to pay its debts as they fall due or admits inability to pay its debts or (being a company or limited liability partnership) is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986;
(d) the other party commences negotiations with all or any class of its creditors with a view to rescheduling any of its debts, or makes a proposal for or enters into any compromise or arrangement with any of its creditors;
(e) a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of that other party (being a company);
(f) an application is made to court, or an order is made, for the appointment of an administrator, or if a notice of intention to appoint an administrator is given or if an administrator is appointed, over the other party (being a company);
(g) the holder of a qualifying floating charge over the assets of that other party (being a company) has become entitled to appoint or has appointed an administrative receiver;
(h) a person becomes entitled to appoint a receiver over all or any of the assets of the other party or a receiver is appointed over all or any of the assets of the other party;
(i) a creditor or encumbrancer of the other party attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of the other party's assets and such attachment or process is not discharged within 14 days;
(j) any event occurs, or proceeding is taken, with respect to the other party in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in clause 10.1(c) to clause 10.1(i) (inclusive);
(k) the other party suspends or ceases, or threatens to suspend or cease, carrying on all or a substantial part of its business.
11.1. On termination or expiry of the Services:
(a) You shall immediately pay to Lost in TV all outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has been submitted, Lost in TV may submit an invoice, which shall be payable immediately on receipt;11.2. Termination or expiry of the Services shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the agreement which existed at or before the date of termination or expiry.
12.1. Force Majeure Event means any circumstance not within a party's reasonable control including, without limitation:
(a) acts of God, flood, drought, earthquake or other natural disaster;
(b) epidemic or pandemic;
(c) terrorist attack, civil war, civil commotion or riots, war, threat of or preparation for war, armed conflict, imposition of sanctions, embargo, or breaking off of diplomatic relations;
(d) nuclear, chemical or biological contamination or sonic boom;
(e) any law or any action taken by a government or public authority, or failing to grant a necessary licence or consent;
(f) collapse of buildings, fire, explosion or accident;
(g) any labour or trade dispute, strikes, industrial action or lockouts;
(h) non-performance by suppliers or subcontractors; and
(i) interruption or failure of the Internet or the ISP hosting the Site, or any utility services required to display the Site.
12.2. Provided it has complied with clause 12.3, if a party is prevented, hindered or delayed in or from performing any of its obligations under these terms by a Force Majeure Event (Affected Party), the Affected Party shall not be in breach of these terms or otherwise liable for any such failure or delay in the performance of such obligations. The time for performance of such obligations shall be extended accordingly.
12.3. The Affected Party shall:
(a) as soon as reasonably practicable after the start of the Force Majeure Event notify the other party of the Force Majeure Event, the date on which it started and the effect of the Force Majeure Event; and12.4. If the Force Majeure Event prevails for a continuous period of more than 30 days, either party may terminate the Services by giving 10 days' written notice to all the other party. On the expiry of this notice period, the Services will terminate. Such termination shall be without prejudice to the rights of the parties in respect of any breach of these terms occurring prior to such termination.
No failure or delay by a party to exercise any right or remedy provided under these terms or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
14.1. If any provision or part-provision of these terms is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of these terms.
14.2. If any provision or part-provision of these terms is invalid, illegal or unenforceable, the parties shall negotiate in good faith to amend such provision so that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the intended commercial result of the original provision.
15.1. These terms constitute the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
15.2. Each party agrees that it shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these terms. Each party agrees that it shall have no claim for innocent or negligent misrepresentation based on any statement in these terms.
15.3. Nothing in this clause shall limit or exclude any liability for fraud.
These terms are personal to the parties, neither of whom shall assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any of its rights and obligations under these terms.
17.1. Nothing in these terms is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, or authorise any party to make or enter into any commitments for or on behalf of any other party.
17.2. Each party confirms it is acting on its own behalf and not for the benefit of any other person.
No one other than a party to these terms shall have any right to enforce any of its terms.
19.1. A notice given to a party under or in connection with these terms:
(a) shall be in writing and in English;19.2. Notice shall be deemed to have been delivered:
| Delivery method | Deemed delivery date and time |
|---|---|
| Delivery by hand | On signature of a delivery receipt or at the time the notice is left at the address |
| Pre-paid first class post or other next working day delivery service providing proof of delivery | At the time recorded by the delivery service |
19.3. This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any other method of dispute resolution.
20.1. Clause and paragraph headings shall not affect the interpretation of these terms.
20.2. A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
20.3. Each completed Booking Form shall form part of these terms and shall have effect as if set out in full in the body of these terms. Any reference to these terms includes each submitted and accepted Booking Form.
20.4. Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.
20.5. Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.
20.6. These terms shall be binding on, and enure to the benefit of, the parties to these terms and their respective personal representatives, successors and permitted assigns, and references to any party shall include that party's personal representatives, successors and permitted assigns.
20.7. A reference to a statute or statutory provision is a reference to it as amended, extended or re-enacted from time to time.
20.8. A reference to a statute or statutory provision shall include all subordinate legislation made from time to time.
20.9. A reference to writing or written includes email but not fax.
20.10. Any obligation on a party not to do something includes an obligation not to allow that thing to be done.
20.11. Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
21.1. If a dispute arises out of or in connection with these terms or the performance, validity or enforceability of it (Dispute) then the parties shall follow the procedure set out in this clause:
(a) either party shall give to the other written notice of the Dispute, setting out its nature and full particulars (Dispute Notice), together with relevant supporting documents;21.2. No party may commence any court proceedings in relation to the whole or part of the Dispute until 30 days after service of the ADR notice, provided that the right to issue proceedings is not prejudiced by a delay.
These terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law 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 these terms or their subject matter (including non-contractual disputes or claims).