These Terms govern the provision of services provided to the User by Voicereels Ltd, a company registered in England and Wales with Company Registration Number 14450250 and having its registered office at 71-75 Shelton Street, Covent Garden, London, United Kingdom, WC2H 9JQ and having its operating address at 100 Brand Street, Glasgow G51 1DG (henceforth “Voicereels”). It is the User’s responsibility to ensure that they have read and understood these Terms.
- Definitions and interpretations
- In these Terms, the following words and phrases have the following meanings:
“Background Materials” means any scripts, music, content and/or other material used as part of the Services and/or incorporated into the Output which is supplied by Voicereels;
“Buyer” means any Member or User who places an Order which has been accepted by Voicereels;
“Contract” means the contract for the supply of the Services incorporating these Terms and the Order or Subscription, as applicable;
“Data Protection Laws” means:
- the GDPR as applicable in the United Kingdom as the UK GDPR;
- the Data Protection Act 2018;
- any laws which implement or supplement any such laws; and
- any laws that replace, extend, re-enact, consolidate or amend any of the foregoing;
“Fees” means the fees payable in connection with the Services;
“Force Majeure” means an event or sequence of events beyond a party’s reasonable control preventing or delaying it from performing its obligations under the Contract;
“Intellectual Property Rights” means copyright, patents, know-how, trade secrets, trademarks, trade names, design rights, rights in get-up, rights in goodwill, rights in software, rights in Confidential Information, rights to invention, rights to sue for passing off, domain names and all other intellectual property rights and similar rights and, in each case:
- whether registered or not;
- including any applications to protect or register such rights;
- including all renewals and extensions of such rights or applications;
- whether vested, contingent or future;
- to which the relevant party is or may be entitled, and
- in whichever part of the world existing;
“Member” means any User who has purchased a Subscription for the Services;
“Order” means a purchase order for a Production Package;
“Output” means edited digital files comprising the finished audio demos and reels including full audio mixing and mastering where applicable;
“Privacy Policy” means Voicereels’ privacy policy as amended form time to time which may be accessed at www.voicereels.com;
“Production Package” means, as applicable, the online consultation, Background Materials, Third Party Materials, recording time and post-production services used in the creation of the Output;
“Services” means the services included in the Production Package and provision of the Output;
“Subscription” means an annual subscription to use the Services;
“Subscription Fee” means the annual fee for a Subscription;
“Terms” means these terms and conditions;
“Third Party Material” means any material licensed by third parties and sourced by or on behalf of Voicereels to be used for any part of the Services and/or inclusion in the Output;
“User” means any user of the Website, including visitors and Buyers;
“Website” means Voicereels’ website, accessed at the URL https://www.voicereels.com;
- Words in the singular include the plural and vice versa.
- Any words that follow ‘include’, ‘includes’, ‘including’, ‘in particular’ or any similar words and expressions shall be construed as illustrative only and shall not limit the sense of any word, phrase, term, definition or description preceding those words.
- A reference to a ‘person’ includes a natural person, corporate or unincorporated body (in each case whether or not having separate legal personality) and that person’s personal representatives, successors and permitted assigns.
- The Services
- In purchasing the Services, the Buyer acknowledges and accepts that Voicereels shall not be selling to the Buyer the Output as a product but is assisting them in the creation of the Output through its provision of the Services and that by placing an Order they agree to be bound by these Terms.
- By purchasing the Services, whether as a Subscription or an Order, the Buyer accepts and warrants that:
- where they are a natural person or authorised agent of a business, they are at least eighteen (18) years old at the time of purchasing the Services or, where under eighteen (18) years old, all activities undertaken by the Buyer in respect of the Services shall be performed with the permission of and accompaniment by a parent or legal guardian;
- in submitting any information on the Website or otherwise in connection with the Services, all information provided is complete, accurate and up to date to the extent necessary to purchase and receive the Services;
- it is at all times responsible for all aspects relating to its voice acting experience and performance, including the ability to speak and understand instructions in spoken English as well as the language which they will be recording in and the Buyer’s vocal health and quality,
and Voicereels shall incur no liability or responsibility in respect of any failure by the Buyer to comply with the terms of this clause 2.2.
- Voicereels shall not provide the Services included in each single Production Package to more than one person at a time and a Subscription shall only be applicable in respect of the Member who purchases it.
- If the Buyer provides any external materials to be utilised in the Services and/or incorporated into the Output, it warrants that producing such materials to any person involved with providing the Services, whether incorporated into the Output or not, does not violate the Intellectual Property Rights of any third party. The Buyer indemnifies Voicereels, its contractors and any other personnel included in providing the Services against any and all liability arising in respect of any breach of such warranty.
- The Buyer accepts and acknowledges that any recording session or consultation booking made in respect of the Services shall not be confirmed until the relevant Fees have been paid in accordance with clause 3.5.
- For all recording activities undertaken as part of the Services, the Buyer accepts and acknowledges that it must arrive at the recording location at least fifteen (15) minutes prior to the start of the relevant recording session. If the Buyer is late, Voicereels will take reasonable endeavours to progress with the recording session but makes no guarantee that the Buyer will be able to utilise the time allotted for the session and no refund or variation of the Fees shall be made for any reduced or cancelled recording time.
- Where the Buyer chooses to undertake any recording activities in any location not booked by Voicereels, it accepts and acknowledges that Voicereels has no responsibility or liability in respect of the quality and suitability of the recording environment and any utilities used to produce and capture the recording, including quality or consistency of the Buyer’s internet access and the equipment it uses.
- Voicereels will take reasonable endeavours to incorporate the Buyer’s requirements and adhere to the production schedule for the Services, but for the avoidance of doubt Voicereels does not guarantee that the Services will adhere strictly to the production schedule, and in particular Voicereels shall not be liable or responsible for:
- delays caused by the Buyer;
- delays caused by any third party; or
- delays beyond Voicereels’ control.
- Pricing and payment
- The Fees for the Services shall be as set out on the Website and Voicereels may at its discretion increase or otherwise vary the Fees from time to time. The Fees payable for the Services shall be the current price available on the Website at the time of the Order is placed.
- All Fees payable are set and determined by region shall be:
- in respect of an Order placed in the United Kingdom, be stated in £ GBP (Great British Pound Sterling) and are inclusive of VAT;
- in respect of an Order placed in Europe from a country which uses Euros as its national currency, be stated in € EUR (Euros);
- In respect of an order placed in Europe from a country which does not use Euros as its national currency, in £ GBP (Great British Pound Sterling);
- in respect of an Order placed in the United States of America, Canada or anywhere else in North America be stated in $ USD (United States Dollars);
- in respect of an Order placed in South America, Central America or the Caribbean, be stated in $ USD (United States Dollars);
- in respect of an Order placed in Africa, be stated in £ GBP (Great British Pound Sterling);
- in respect of an Order placed in Asia, be stated in £ GBP (Great British Pound Sterling); and
- in respect of an Order placed in Australia, New Zealand or anywhere in the Oceanic region, be stated in £ GBP (Great British Pound Sterling).
- A Member shall be charged for the full cost of their Subscription at the time of purchase, and the Subscription shall automatically renew on a recurring annual basis at the then-current Subscription Fee payable at the time of renewal unless and until cancelled by the Member itself through the Website, or by Voicereels after the Member contacts Voicereels to effect the cancellation or for the Member’s failure to comply with clause 5.1 , as the case may be. Where Voicereels increases the Subscription Fee, they shall notify the Member at least 30 days prior to the increase taking effect, and this shall be deemed accepted where the Member does not cancel their subscription or otherwise notify Voicereels that they wish their subscription to be cancelled.
- A Member shall be entitled to the discounts on Production Packages and exclusive libraries for scripts as stated on the Website and agrees and acknowledges that the rates of discount and exclusively accessible materials may be varied at Voicereels’ sole discretion. Such prices only apply if the Member is a Member at both the time of booking and time of using the Services.
- The Fees shall be payable:
- in whole at the time of placing an Order; or
- in instalments on the dates specified in the Order where agreed to through Voicereels’ ‘buy now, pay later’ plan.
- Where the Buyer fails to pay any outstanding Fee instalments due under clause 3.5.2, Voicereels shall charge interest on the sums due at 5% above the base rate of the Bank of England from the date the sums become overdue until the date of payment. If such sums remain overdue for a period in excess of thirty (30) days, Voicereels reserves the right to terminate the Contract and charge the Buyer for the full sum owed plus interest.
- For the avoidance of doubt, the Fees shall not include any travel or subsistence costs where the Services require the Buyer to attend a third party recording studio.
- Postponement and cancellation
- Any and all postponement or cancellation enquiries shall be made to [email protected].
- The Buyer shall not be entitled to a refund of the Fees for any aspect of the Services or that have been rendered up until the time of cancellation or postponement.
- Any postponement of a consultation or studio time shall require no less than two business days’ notice prior to the date of the appointment to postpone. Any requested postponement outwith this timescale may be subject to additional Fees if accepted, such acceptance to be determined at Voicereels’ sole discretion.
- A postponement shall be for no more than six weeks from the date of Voicereels’ acceptance of the postponement. Any additional postponement within the same period shall be accepted at Voicereels’ sole discretion and any such acceptance shall not extend the postponement period in respect of any further postponements. If any scheduled event is postponed for more than six weeks from the date of Voicereel’s original acceptance, the Contract shall be terminated unless otherwise agreed to in writing by Voicereels at its sole discretion.
- Subject to clause 4.2, 4.3 and 4.7, the Buyer shall be entitled to cancel the Order for a full refund of the Fees paid PROVIDED THAT:
- the Services or any part thereof have not yet been rendered; and
- it provides written notice within 12 calendar days from the date of the Order to the email address in clause 4.1.
- If the Buyer postpones any part of the Services more than two times, the third postponement shall be deemed as a cancellation of the Services and the Buyer shall only be entitled of 50% of their refund entitlement for any aspect of the Services not rendered up to the time of cancellation.
- In any event where a refund is owed to the Buyer, the Buyer accepts and acknowledges that refunds can only be issued in the same regional purchase currency and using the same payment method and payment provider used to process the initial Order. Whilst Voicereels will do everything possible to process refunds in a timely manner, it gives no guarantee in respect of the exact timescales for when a refund shall be processed by a bank or relevant payment provider.
- Where the Services include payment by Voicereels of a deposit for a booking at a local recording studio, the deposit and any additional charges imposed by the studio shall be excluded from the price refunded in the event of any cancellation or postponement.
- Voicereels reserves the right to cancel the Services at any time and refund the Buyer for Services not rendered up to that point, but shall have no other liability in respect of any cancellation.
- The Website
- A User is entirely responsible for all content and information it provides on the Website. By using the Website, the User agrees that it shall not:
- post, share promote or make use of the Website in any way which is immoral, illegal or defamatory in nature;
- post or share any content or information which violates the Intellectual Property Rights of any third party;
- modify, adapt or reverse engineer any aspect of the Website;
- transmit any harmful software, files, or code through your use of the Website;
- download, duplicate or make available for sale any scripts used by Voicereels without Voicereels’ consent;
- use the Website or Services in a way which Voicereels reasonably considers causes harm to the reputation or commercial interests of Voicereels or any competitor service;
- use the Website or Services, including the uploading or use of any content supplied by the User, to infringe the Intellectual Property Rights of any third party; or
- impersonate or claim to act on behalf of any other User,
and Voicereels reserves the right to restrict Website access for any User who fails to comply with this clause 5.1. Voicereels shall not be held liable for any loss, claim, expense or damages incurred by any User or any third party in respect of a User’s non-compliance with this clause.
- Voicereels reserves the right to suspend User access to the Website or any parts therein without prior notice for the purposes of updating or maintaining the Website and Voicereels shall not be liable for any loss, expense or claim that a User may incur as a result of being unable to access the Website during such periods.
- Intellectual property
- Subject to and with effect from payment by the Buyer in full of the Fees, and subject to clause 2, Voicereels assigns to the Buyer the Intellectual Property Rights in the Output throughout the world in all media whether now known or hereafter developed for the full period of copyright and all renewals, revivals, reversions and extensions thereof (and thereafter, in so far as it is able, in perpetuity) including so called rental and lending rights of the Output to the extent necessary to fulfil the purposes of the Output.
- The assignment in clause 1 will not apply to any Background Material or Third Party Material. Background Material will remain the property of Voicereels and Third Party Material will remain the property of the applicable third party licensor. Voicereels licenses the Background Material and sublicenses the Third Party Material to the Buyer solely to the extent necessary to use the Output only for the purpose provided. The Buyer will not use any Background Material or Third Party Material other than within the Output without the prior written consent of Voicereels.
- Assignment of Intellectual Property Rights in scripts may be negotiated at an additional cost with Voicereels at its sole and absolute discretion.
- The Buyer hereby grants to Voicereels a non-exclusive, irrevocable licence to use the Intellectual Property Rights in any part of the Output and any photography or videography produced in the course of providing the Services for the promotion of Voicereels’ services and in its portfolio of work, without limitation in respect of the medium or geographical territory in which such intellectual property is used.
- The Buyer accepts and acknowledges that Voicereels may use the Buyer’s name, likeness, and any feedback or testimonials provided in respect of the Services for promotion and to provide information about Voicereels’ business, in such form as Voicereels deems fit at its sole discretion.
- Information provided through your use of the Website and Services
- Voicereels will use the personal information a User provides to us to provide features of the Website and supply the Services. Please see Voicereels’ Privacy Policy for more information on how a User’s personal information will be used. All processing of personal data in the provision of the Services and use of the Website will be in accordance with Voicereels’ Privacy Policy and the applicable Data Protection Laws.
- Other than any personal information which will be dealt with in accordance with Voicereels’ Privacy Policy, Voicereels does not guarantee that information supplied through the Website or during the provision of the Services will be kept confidential and we may use it on an unrestricted and free-of-charge basis as we reasonably see fit.
- Limitation of liability
- Voicereels shall not be liable for any loss, claim or expense arising out of or in connection to losses that were not caused by its breach of the Contract, any business loss (including loss of profits, revenue, contracts data or wasted expenditure) or any indirect or consequential losses.
- The User agrees to indemnify and hold harmless Voicereels and all of its personnel, directors and shareholders in respect of any and all claims, liabilities, expenses, charges, damages and losses arising out of or in connection with:
- any violation of these Terms or the Contract by the relevant User;
- any gross negligence, fraudulent activity or wilful misconduct by the relevant User; or
- any infringement of any third party Intellectual Property Rights or any other rights of any third party by the relevant User.
- Severability
If any provision of these Terms is found to be for any reason unenforceable or invalid, that provision will only be limited to the minimum extent necessary and the remaining provisions will remain fully enforceable.
- Force majeure
- Voicereels shall not be liable for failure to perform its obligations under the Contract due to Force Majeure.
- If, due to Force Majeure, Voicereels is delayed or prevented in its performance of its obligations under the Contract for a continuous period of more than four weeks, the Buyer may terminate the Contract on not less than two weeks’ written notice.
- Governing law
These terms and any dispute or claim arising out of it, or in connection with it, its subject matter or formation (including non-contractual disputes or claims) shall be governed by, and construed in accordance with the laws of England and Wales and be subject to the exclusive jurisdiction of the English courts.