TERMS & CONDITIONS.

1. Definitions

In these Terms, the following definitions apply:

• "Company", "we", "us", "our" means LVM Films Limited (trading as Visual Nerds Studio), Company No. 12476789, registered in England and Wales.
• "Client", "you", "your" means any person or entity that accesses this website or engages the Company for services.
• "Services" means all creative, production, post-production, AI-assisted content generation, and related services provided by the Company.
• "AI-Generated Content" means any creative output produced in whole or in part using artificial intelligence tools or machine learning models.
• "Deliverables" means any creative output, footage, renders, films, images, or other materials produced by the Company for a Client under an agreed brief or contract.
• "Website" means visualnerds.com and all associated subdomains and pages.

2. Acceptance of Terms

By accessing this Website, making an enquiry, or engaging the Company for Services, you agree to be bound by these Terms & Conditions and our Privacy Policy. If you do not agree, you must not use this Website or engage our Services.

These Terms are governed by the laws of England and Wales. Any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.

3. Services

LVM Films Limited (trading as Visual Nerds Studio) provides Director-led creative production services including but not limited to: AI-assisted film production, visual effects, music video production, commercial content, brand storytelling, and post-production services.

All Services are subject to a separate written agreement, brief, or statement of work agreed between the Company and the Client. These Terms apply in addition to any such agreement. In the event of conflict, the specific written agreement shall prevail.

We reserve the right to decline any project or enquiry at our sole discretion, without obligation to provide reasons.

4. AI-Generated Content

Visual Nerds Studio uses artificial intelligence tools as part of its creative pipeline. You acknowledge and agree that:

• AI tools are used alongside — not instead of — human creative direction. All projects are Director-led.
• AI-Generated Content may be subject to evolving legal frameworks regarding intellectual property rights. The Company makes no warranty that AI-Generated Content is free from third-party intellectual property claims.
• The Client is responsible for ensuring that any AI-Generated Content delivered to them is suitable for their intended use and complies with applicable laws in their jurisdiction.
• The Company shall not be liable for any intellectual property infringement arising from the use of third-party AI models or tools, except to the extent caused by the Company's negligence.
• The Company will disclose on request which AI tools or models were used in a given project.

5. Intellectual Property

Unless otherwise agreed in writing:

• Ownership of Deliverables: Upon receipt of full payment, the Company assigns to the Client the rights to use the final Deliverables for the purposes agreed in the project brief. The specific scope of rights (e.g. exclusive, non-exclusive, territory, duration) shall be agreed in writing prior to commencement.
• Moral Rights: The Company retains moral rights in all creative works as provided under the Copyright, Designs and Patents Act 1988.
• Portfolio Use: The Company reserves the right to use Deliverables in its portfolio, press materials, and promotional content unless the Client requests confidentiality in writing prior to commencement.
• Pre-existing Materials: All intellectual property in materials owned by the Company prior to the project (including methodologies, tools, and processes) remains the property of the Company.
• Website Content: All content on this Website — including but not limited to text, images, graphics, and code — is owned by or licensed to LVM Films Limited and may not be reproduced without prior written consent.

6. Payment Terms

Unless otherwise agreed in writing:

• A deposit (typically 50% of the agreed project fee) is required before work commences. The balance is due on or before delivery of final Deliverables.
• Invoices are payable within 30 days of the invoice date.
• Late payments accrue interest at 8% per annum above the Bank of England base rate, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
• The Company reserves the right to withhold Deliverables until payment is received in full.
• All fees are exclusive of VAT, which will be charged at the applicable rate where required.
• Expenses reasonably incurred in connection with a project will be charged to the Client at cost, with prior notification where practicable.

7. Cancellation & Termination

• Either party may terminate a project by giving written notice. The Client shall be liable for all work completed and expenses incurred up to the date of termination.
• Deposits are non-refundable unless the Company is in material breach of the agreed brief.
• If the Client cancels a project within 7 days of a scheduled production date, the full project fee may be charged.
• The Company may terminate immediately if the Client engages in conduct that is unlawful, harmful, or in breach of these Terms.

8. Client Responsibilities

The Client agrees to:

• Provide accurate, complete, and timely information, materials, and approvals required for the project.
• Ensure that any materials provided to the Company (including footage, images, music, or other content) do not infringe any third-party rights.
• Ensure that the use of any Deliverables complies with applicable laws in their jurisdiction, including advertising standards, data protection, and intellectual property law.
• Not use Deliverables for any unlawful, defamatory, misleading, or harmful purpose.

9. Limitation of Liability

To the maximum extent permitted by law:

• The Company's total liability to the Client under any project shall not exceed the total fees paid by the Client for that project.
• The Company shall not be liable for any indirect, consequential, special, or incidental loss, including loss of profit, loss of revenue, or loss of data.
• Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded by law.

The Company makes no warranty that the Website will be error-free, uninterrupted, or free from viruses or other harmful components.

10. Confidentiality

Both parties agree to keep confidential any information disclosed in connection with a project that is designated as confidential or that would reasonably be understood to be confidential. This obligation does not apply to information that is publicly available, already known to the receiving party, or required to be disclosed by law.

11. Data Protection

LVM Films Limited is committed to protecting your personal data. Data collected through this Website and in the course of providing Services is processed in accordance with our Privacy Policy and the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018.

12. Website Use

You agree not to:

• Use this Website in any way that is unlawful, fraudulent, or harmful.
• Attempt to gain unauthorised access to any part of the Website or its underlying systems.
• Transmit any unsolicited or unauthorised advertising or promotional material.
• Reproduce, duplicate, copy, or sell any part of the Website without prior written consent from LVM Films Limited.

13. Third-Party Links

This Website may contain links to third-party websites. These links are provided for your convenience only. LVM Films Limited has no control over the content of those websites and accepts no responsibility for them or for any loss or damage that may arise from your use of them.

14. Force Majeure

The Company shall not be liable for any delay or failure to perform its obligations where such delay or failure results from circumstances beyond its reasonable control, including but not limited to acts of God, pandemic, government action, or failure of third-party services or technology.

15. Amendments

LVM Films Limited reserves the right to update these Terms & Conditions at any time. Updated Terms will be posted on this page with a revised date. Your continued use of this Website or our Services after any update constitutes acceptance of the revised Terms.

16. Governing Law & Jurisdiction

These Terms & Conditions are governed by the laws of England and Wales. Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.

17. Contact

For any questions regarding these Terms, please contact:

LVM Films Limited
Trading as Visual Nerds Studio
Company No. 12476789 (registered in England & Wales)
Email: office@visualnerds.com