Terms and Conditions of Business

Terms and Conditions for the Provision of Construction & Event Timelapse Services

These Terms and Conditions (“Terms”) apply to the contract between The Lotus Forum On Line Ltd trading as Esprit Drone Services (“the Company”) and the client specified in the relevant Quote/Order Form (“the Client”) for the provision of managed timelapse camera services.

1. Definitions and Interpretation

• “Equipment” means the autonomous cameras, solar panels, mounting hardware, 4G routers, and any other physical items installed on-site by the Company.

• “Services” means the installation, maintenance, data hosting, web interface access, AI analytics, and final video production as agreed in the Order Form.

• “Deliverables” means the final edited timelapse footage, high-resolution images, and analytical data reports provided to the Client.

2. Fees and Payment

• 2.1. The Client agrees to pay the installation fee, ongoing management/hosting subscription fees, and any final production costs as detailed in the accepted Quote.

• 2.2. Subscription fees are billed monthly/quarterly in advance and must be paid within 30 days of the invoice date.

• 2.3. The Company reserves the right to suspend web interface access and data uploads if any payment becomes overdue.

3. Equipment Ownership, Site Access, and Care

• 3.1. All Equipment remains the sole property of the Company at all times. No title or ownership transfers to the Client.

• 3.2. Site Access: The Client must provide the Company’s personnel with safe, clear access to the site for installation, routine maintenance, troubleshooting, and final decommissioning.

• 3.3. Security and Damage: Once installed, the Client is responsible for ensuring the physical security of the Equipment against theft, vandalism, or accidental damage caused by site operations. The Client must notify the Company immediately if any Equipment is damaged, moved, or obstructed.

• 3.4. Insurance: The Client must maintain appropriate site insurance covering third-party equipment against theft and damage while it is located on the Client’s site.

4. Service Delivery and Limitations

• 4.1. Network Connectivity: The system relies on 4G/5G cellular networks or local Wi-Fi for regular image uploads. The Company is not liable for temporary data upload delays or gaps in the web interface caused by network provider outages, local signal degradation, or severe weather affecting solar charging.

• 4.2. Local Storage Backup: In the event of a network outage, the Equipment is designed to store images locally. The Company will make reasonable endeavors to retrieve this data during the next site visit or once connectivity is restored, but cannot guarantee data integrity in cases of total equipment destruction or theft.

• 4.3. AI Analytics: Any insights provided by AI detections (e.g., PPE compliance, active days, equipment tracking) are for informational and trend-analysis purposes only. They are not intended to replace standard on-site health and safety monitoring or project management auditing, and the Company accepts no liability for false positives or missed detections.

5. Data Protection, Privacy, and GDPR

• 5.1. Data Roles: For the purposes of the UK Data Protection Act 2018 and UK GDPR, where the cameras capture identifiable individuals on a construction site or event space, the Client is considered the Data Controller and the Company acts as the Data Processor.

• 5.2. Client Obligations: The Client is solely responsible for ensuring that the use of cameras complies with UK surveillance regulations. This includes, but is not limited to:

  • Displaying clear signage at site entrances notifying workers and visitors that time-lapse/surveillance cameras are operating.

  • Ensuring a valid lawful basis for processing personal data (e.g., legitimate interests for site security or project monitoring).

  • Addressing any Subject Access Requests (SARs) from individuals captured on film.

• 5.3. Camera Positioning: The Company will position cameras with a primary focus on the construction/event zone (utilizing wide angles up to 220°). The Client must ensure that the requested framing does not infringe on the privacy of neighboring private properties. Where necessary, digital privacy masking may be applied.

6. Intellectual Property Rights (IPR)

• 6.1. All Intellectual Property Rights in the raw images, web interface software, AI detection algorithms, and final produced videos belong to the Company.

• 6.2. Client License: Upon full payment of all invoices, the Company grants the Client a worldwide, perpetual, non-exclusive, royalty-free license to use, download, and publish the final Deliverables for internal tracking, project management, and external marketing/PR purposes.

• 6.3. Marketing Promotional Rights: Unless otherwise agreed in writing, the Company reserves the right to use snippets of the final timelapse footage or static images for its own promotional, portfolio, and social media marketing.

7. Limitation of Liability

• 7.1. Nothing in these Terms limits liability for death or personal injury caused by negligence, or for fraud.

• 7.2. The Company’s total liability to the Client in contract, tort (including negligence), or otherwise arising under or in connection with the Services shall be limited to the total fees paid by the Client to the Company in the 12 months preceding the claim.

• 7.3. The Company shall not be liable for any indirect, consequential, or economic loss, including loss of profits, site downtime, project delays, or business interruption.

8. Term and Termination

• 8.1. The contract begins on the date of installation and continues for the minimum term specified in the Order Form, or until the project concludes and the Equipment is decommissioned.

• 8.2. Either party may terminate the agreement immediately if the other party breaches a material term and fails to remedy it within 14 days of notice, or enters into liquidation/bankruptcy.

• 8.3. Upon termination, the Company will arrange a date to safely decommission and retrieve all Equipment.

9. Governing Law

• These Terms, and any dispute arising out of them, shall be governed by and construed in accordance with the laws of England and Wales, and both parties submit to the exclusive jurisdiction of the English courts.

All Terms and Conditions stated within this document are deemed acceptable to the Client upon receipt of a confirmed order or instruction to proceed given by any means. Including but not limited to: the provision of Purchase Order; written or verbal acceptance of a quote; instruction to book out the studio calendar; and processing of the deposit invoice.  This document shall be taken as an agreement between the Client and EDS under UK law.