Terms & Conditions
These terms and conditions govern the supply of Helidragon Ltd’s photography, video production and drone services. Please read them carefully before engaging our services.
01
Definitions & Charges
Definitions and Interpretation
In these conditions the following words shall have the following meaning: - “Contract” means these Terms and Conditions (“Ts&Cs”) and an agreed Statement of Work (“SoW”) detailing the Services to be provided. “Helidragon”, “Helidragon Ltd”, “HELIDRAGON LTD”, “Company”, “We”, “Us” or “Our” means Helidragon Ltd, a specialist provider of professional video production, aerial cinematography, photography, time-lapse, project documentation and visual communications for engineering, construction, marine, industrial and commercial organisations. “The Customer”, “You”, “Your”, or variations thereof shall mean the person, firm or Company with whom HELIDRAGON contracts. “Services” means the articles or things or service which are the subject matter of the Contract. Except where the context requires otherwise, words importing the masculine shall include the feminine; words importing the singular shall include the plural; words importing natural personage shall be equally applicable to corporate personage; and vice versa. References to any statutory provision, authority, rule or code of practice shall be deemed to include the amended versions, replacements or successors of such. These Ts&Cs apply to all Contracts for the purchase of Services (each a “Service” or, two or more, the “Services”) from the Site or as a result of contact with Helidragon. By ordering any Services from our Site or from the Business you are indicating your acceptance to be bound by these Ts&Cs. They form a legal agreement between you and us and can only be amended with our consent. We reserve the right to change these Ts&Cs from time to time without prior notice to you, provided that any such change will not affect any purchases you have made before the change is implemented.
Order Acceptance Policy
HELIDRAGON reserves the right at any time to accept or refuse service and sales for any reason. HELIDRAGON reserves the right to require additional verifications or information from the purchaser before accepting any order or providing services. You agree that the receipt by HELIDRAGON of an electronic or printed copy of an order form does not indicate Our acceptance of the purchaser’s order, neither does it constitute confirmation of Our offer to sell. You acknowledge and agree that title and ownership of all ordered Services shall remain with HELIDRAGON until the full purchase price for the same has been satisfied to Us unless previously agreed to be release earlier by Us.
3 Quotations
3.1. Written quotations are valid for 30 days and will be supplied for all work on agreement of a clear and accurate SoW with the Customer.
3.2. SoWs are required to ensure video production, photography, drone filming, editing, animation and project documentation objectives are well defined for both You and HELIDRAGON and to avoid errors.
3.3. The SoW may need to include, but is not limited to, full postal address with postcode, maps, site plans with boundaries and the North compass bearing clearly marked, Ordnance Survey Grid references (6-figure) and any other material required to accurately identify the site from the air.
3.4. The quotation and fee will be inclusive of all preparatory work, provision of any written documentation (e.g. Method Statements and Risk Assessment where required) or permission required (e.g. by the Civil Aviation Authority, Air Traffic Control, Police and relevant landowners), travel and accommodation (where necessary), post-production processing work and digital delivery of images.
3.5. Remotely Piloted Aircraft (RPA) Drone.
3.5.1. For Unmanned Aerial Vehicle (“UAV”) work, unless otherwise stated, the quotation will be for the amount of video production, photography, drone filming, editing, animation and project documentation reasonably achievable within one day.
3.5.2. The fee quoted will reflect the proposed uses of the images, as stated by the Customer, for which Full Personal Reproduction Rights will be granted. A series of assignments is treated as a set of individual contracts. Additional Reproduction Rights may be negotiated at a future date.
3.5.3. The (RPA) Drone Operator may request changes if it is determined that any flight operation could impair the operational safety of the equipment, persons, property or violate any laws.
3.6 Time-lapse Equipment
3.6.1. All time-lapse equipment supplied and installed for the agreed contractual period is on a hire basis. This means that all such equipment installed on your site is your responsibility to keep safe and undamaged.
3.6.2. Should any damage be incurred, whether accidental or otherwise, during the agreed hire period, the whole cost of like-for-like replacement will be the responsibility of you.
3.6.3. Any such costs to replace components will be determined by HELIDRAGON.
3.6.4. Any damage, theft or loss of time-lapse equipment resulting in data loss is not the responsibility of HELIDRAGON.
4 Payment Terms
4.1. Terms of payment are within HELIDRAGON’s sole discretion, and, unless otherwise agreed to in writing by Us, full payment is due in full before the first day of shooting.
4.2. In the case of work being required by the Customer to be done in phases, HELIDRAGON reserves the right to partially invoice at stages and request an initial deposit (“Deposit”) prior to the commencement of any work due to be undertaken.
4.3 Time Lapse Equipment
4.3.1. For Time Lapse Equipment, HELIDRAGON requires a 20% deposit on contract signature and will pro rata the remainder monthly across the term of the Contract.
4.4. HELIDRAGON reserves the right to add statutory Late Payment Interest (Base Rate + 8%) to overdue accounts [Late Payment of Commercial Debts (Interest) Act 1998].(see 4.8 below).
4.5. The Customer shall pay HELIDRAGON, the fees and other amounts as outlined and agreed in the quotation. Any additional work requested that has not been previously agreed upon or that has not been included in the initial quotation, will be charged for on a ‘time and hire’ basis calculated on the basis of HELIDRAGON’s prevailing standard rates.
4.6. HELIDRAGON reserves the right to amend any quotation prior to both parties being in agreement or based on any new information which comes to light from either a site survey or prevailing weather conditions or consent of any location owners, or requirements for additional equipment and/or time and/or Operatives to ensure the safe and professional operation of the Services.
4.7. HELIDRAGON’s pricing is based on hire and service charges being calculated on task circumstances, location, actions required, equipment and operators needed (pilots, observers, assistants).
4.7.1. All hire, service, and other charges will be calculated on this basis, unless previously agreed in writing.
4.8. Upon HELIDRAGON being satisfied that the Services have been completed in full or in stages (or in advance of this at Our option), We will issue an invoice, or invoices, to the Customer for the fees and charges then due.
4.8.1. The Customer will make payment for all sums due under an invoice in full, and in cleared funds, in the method set out on the invoice, within 30 days from the date the relevant invoice is raised.
4.8.2 Project Delivery & Payment Stages
Unless otherwise agreed in writing, Helidragon’s projects are typically delivered in the following stages:
Quotation and Statement of Work approval.
Deposit payment (where applicable).
Production, filming and content capture.
Post-production editing.
Client review and approval.
Delivery of final approved media.
Issue of the final invoice where applicable.
4.8.3 Editorial Revisions
Unless otherwise stated within the quotation or Statement of Work, Helidragon’s quotation includes up to two (2) rounds of reasonable editorial revisions following delivery of the first review version. Editorial revisions are intended to cover reasonable amendments to editing, sequencing, graphics, subtitles, music positioning and similar creative adjustments. Requests for significant changes to the agreed creative brief, additional filming, new graphics, revised scripts, or further rounds of amendments beyond those included within the quotation may incur additional charges at Helidragon’s prevailing rates. Any such costs will be agreed with the Customer before additional work is undertaken.
4.8.4 Final Approval
The Customer is responsible for reviewing all preview versions of the deliverables and providing consolidated feedback within 14 calendar days, unless otherwise agreed in writing. Where no feedback is received within this period, Helidragon reserves the right to consider the deliverables approved and complete the project accordingly.
4.8.5 Licence to Use the Deliverables
Unless otherwise agreed in writing, the Customer’s licence to use the final commissioned deliverables shall become effective only after payment has been received in full and cleared funds have been received by Helidragon. Until payment has been made in full, all intellectual property rights, copyright and licensing rights remain vested in Helidragon Ltd.
4.9. Any amount due to HELIDRAGON that is outstanding after the due date for payment will attract interest at the rate of 8% per month above the base rate of The Bank of England until the full amount has been paid. Such interest charges will be compounded at the end of each month.
4.10. HELIDRAGON may deduct the amount of deposit (if any has been paid to Us) from the final invoice(s) to the extent that such deposit remains unused.
4.11. If at any time the Customer no longer wishes to receive the Services (or any part of the Services) HELIDRAGON reserves the right to charge a cancellation fee not exceeding the total amount that would have been paid to Us had the Services been completed. See Clause 7 for further details.
4.12. Where appropriate, You shall procure that upon request from HELIDRAGON, the Your director(s) enter into separate guarantees with Us whereby they irrevocably and unconditionally guarantee to Us the due and punctual performance of the Your obligations under the Contract.
4.12.1. In addition, if You default in payment of any sum or sums payable to HELIDRAGON under the Agreement for a period of more than 90 days from the invoice date, the director(s) of the Customer will upon written request from Us pay such sum or sums as may be outstanding under the Contract.
4.12.2. In the event of there being more than one signatory to this guarantee, the directors’ liabilities shall be construed and have effect as joint and several liabilities.
02
Site Access & Surveys
Site
5.1. If a site survey is needed prior to the quotation, the cost will be agreed and invoiced in advance.
5.2 Unmanned Aerial Vehicle
5.2.1. For Unmanned Aerial Vehicle work, the Customer must confirm in writing that it has permission to access the ground that will be used to take off and land.
5.2.2 Site Access
The Customer shall ensure that Helidragon and its personnel are provided with safe and reasonable access to all agreed filming and photography locations for the duration of the Services. Where access restrictions apply, the Customer shall make all reasonable arrangements to facilitate access or advise Helidragon of any restrictions prior to the agreed filming date.
5.2.3 Health, Safety and Site Induction
The Customer shall ensure that Helidragon personnel receive any mandatory site induction, safety briefing, security briefing or other site-specific information required before work commences. Where specialist Personal Protective Equipment (PPE) or training is required beyond standard industry equipment, the Customer shall notify Helidragon before the filming date.
5.2.4 Permits and Authorisations
Unless otherwise agreed in writing, the Customer is responsible for obtaining all permissions, permits and authorisations relating to access, filming locations, private property, restricted operational areas and any third-party permissions necessary for the Services. Helidragon shall remain responsible for obtaining any permissions required specifically for drone operations where these have been included within the agreed Statement of Work.
5.2.5 Site Conditions
The Customer shall inform Helidragon, before the commencement of the Services, of any known hazards, operational restrictions, security requirements, environmental risks or other circumstances that may affect the safe delivery of the Services.
5.2.6 Suspension of Services
Helidragon reserves the right to postpone, suspend or terminate filming activities where, in its reasonable opinion:
Site conditions present an unacceptable health or safety risk.
Required permits or permissions have not been obtained.
Access to agreed filming locations is unavailable.
The Customer’s representatives instruct Helidragon to undertake activities that would breach applicable legislation, Civil Aviation Authority (CAA) regulations, health and safety requirements or other legal obligations.
Any additional costs arising from such delays or rescheduling may be chargeable where the circumstances are outside Helidragon’s reasonable control.
03
Cancellation by Helidragon
Cancellation by HELIDRAGON
6.1. If HELIDRAGON cannot fly due to adverse weather conditions then where possible and / or appropriate We will make a reasonable attempt to complete any tasks missed within 28 days of the missed task and the Customer will be expected to pay an additional 50% of the total amount due; or
6.2. If HELIDRAGON cannot fly due mechanical failure, then where possible and / or appropriate We will make a reasonable attempt to complete any tasks missed within 28 days of the missed task at no extra cost to the Customer; or
6.3. If HELIDRAGON cannot fly due to reasons that only become evident once on site or for reasons that HELIDRAGON was not advised of beforehand; then where possible and / or appropriate We will make a reasonable attempt to complete any tasks missed within 28 days of the missed task.
6.3.1. In the case of Clause 6.3, the additional amount the customer will pay is entirely at Our discretion subject to the agreement of the Customer where such agreement shall not be unreasonably withheld.
04
Cancellation by You
Cancellation by You
7.1. Notice of cancellation by the Customer must be received in writing by HELIDRAGON and the Notice is not valid until confirmed in writing by HELIDRAGON.
7.2. Cancellation fees are payable according to the following schedule:
7.2.1. Following payment and more than 2 (two) days’ notice – 50% of the agreed fee less any payment already made.
7.2.2. Following payment and 2 (two) days or less notice – 100% of the agreed fee less any payment already made.
7.3 Time Lapse Equipment
7.3.1. For Time Lapse Equipment, the monthly price is based on the total duration of the installation and / or term of the Contract. Cancellation by the client after installation will incur full cost for the original contracted period.
7.4. The above schedule Notwithstanding, if any costs have been incurred by HELIDRAGON following written instruction from you (for example, but not limited to an agreed Site Survey cost, additional operators, specialist equipment) these costs will remain due for payment in full.
05
Permissions, Filming & Site Access
Permissions for Photography, Filming and Site Access
8.1 Client Responsibilities
The Customer is responsible for obtaining all permissions necessary for Helidragon to carry out the agreed Services unless otherwise stated within the Statement of Work. Such permissions may include, but are not limited to:
Permission to access private property.
Permission to film or photograph at the agreed location.
Permission to record employees, contractors, visitors or members of the public where required.
Permission to capture buildings, infrastructure, equipment or other assets where restrictions may apply.
Permission to film or photograph third-party property.
Any permits required by the site owner or occupier.
8.2 Flight Permissions
Where drone operations form part of the agreed Services, Helidragon will obtain any Civil Aviation Authority (CAA) operational permissions and airspace authorisations specifically required for the planned flight operation where these are included within the agreed quotation. The Customer remains responsible for obtaining permission from the landowner or occupier for take-off, landing and site access unless otherwise agreed in writing.
8.3 Identifiable Individuals
Where filming or photography includes identifiable individuals, the Customer is responsible for ensuring that appropriate permissions, notifications or consents have been obtained where required by law or company policy. Helidragon shall not be responsible for obtaining employee or visitor consent unless this has been specifically agreed as part of the Services.
8.4 Company Logos, Trademarks and Branding
The Customer confirms that it has the necessary authority to permit the filming or photography of company branding, logos, trademarks, signage, liveries, uniforms or other protected intellectual property appearing within the agreed project. Where third-party branding appears during filming, the Customer shall advise Helidragon of any restrictions before production commences.
8.5 Sensitive Locations
Where filming takes place within locations containing commercially sensitive operations, restricted areas, defence-related activities, confidential processes or security-controlled environments, the Customer shall notify Helidragon before filming commences and identify any restrictions relating to photography, videography, drone operations or publication of the resulting material. Helidragon will take reasonable steps to comply with any agreed confidentiality requirements and operational restrictions.
8.6 Health, Safety and Security Requirements
The Customer shall advise Helidragon of any site-specific health, safety or security requirements before the agreed filming date, including:
Mandatory inductions.
Security clearance.
PPE requirements.
Escort requirements.
Permit-to-work systems.
Restricted operating areas.
Failure to disclose such requirements before the agreed filming date may result in additional charges or rescheduling where additional time or resources are required.
8.7 Legal Compliance
Helidragon reserves the right to refuse or suspend any filming, photography or drone operation where carrying out the requested work would:
Breach applicable legislation.
Breach Civil Aviation Authority regulations.
Breach site safety requirements.
Breach security requirements.
Infringe copyright, trademarks or intellectual property rights.
Compromise the safety of personnel, equipment or members of the public.
8.8 Client Representative
The Customer shall nominate a suitably authorised representative who will be available during filming to:
confirm filming locations;
authorise access where required;
identify any areas or activities that must not be recorded;
confirm completion of the agreed filming schedule.
06
Deliverables & Media
Deliverables and Media Supplied
9.1 Standard Deliverables
Unless otherwise agreed in writing within the quotation or Statement of Work, Helidragon shall supply professionally edited and finished media in the formats specified within the quotation.
Deliverables may include, but are not limited to:
Professionally edited promotional or corporate videos.
Project documentation films.
Social media edits.
Photography.
Time-lapse films.
Aerial drone imagery.
Motion graphics and animation.
Titles and subtitles.
Digital image optimisation and colour correction.
Other agreed creative media.
All deliverables shall be supplied electronically unless otherwise agreed in writing.
9.2 Editing and Post-Production
Helidragon’s services normally include professional post-production editing appropriate to the agreed project. This may include:
Colour correction and colour grading.
Audio enhancement.
Image stabilisation.
Titles and graphics.
Music licensing and integration.
Subtitles.
Motion graphics.
Export into agreed delivery formats.
The extent of post-production included shall be defined within the quotation or Statement of Work.
9.3 Supply of Unedited Material
Unless specifically included within the quotation or agreed in writing before the commencement of the project, Helidragon is not obliged to supply unedited footage, RAW image files, camera originals or project files. Where unedited media is requested and Helidragon agrees to provide it, additional charges may apply.
Examples include:
Camera RAW files.
Original video rushes.
Drone source footage.
Project files.
Editable graphics.
Audio recordings.
9.4 Broadcast and Production Clients
Where Helidragon is commissioned on a camera crew, drone crew or shoot-only basis for broadcasters, production companies or other media organisations, unedited footage, RAW media or camera originals may be supplied where agreed within the quotation or Statement of Work. Unless otherwise agreed, copyright and licensing provisions contained within these Terms and Conditions shall continue to apply.
9.5 Delivery
Final deliverables will normally be supplied electronically using secure online transfer services, approved cloud storage or other mutually agreed digital delivery methods. Alternative delivery methods may be provided where requested and may incur additional charges.
9.6 Client Approval
Following completion of editing, Helidragon will provide preview versions where appropriate for client review. Following receipt of consolidated client feedback and completion of the agreed revision stages, the final approved deliverables will be issued.
9.7 Archive Copies
Helidragon may retain archive copies of project files and completed deliverables for operational and backup purposes. Whilst every reasonable effort is made to retain project files, Helidragon cannot guarantee permanent archive storage. Clients are encouraged to securely retain their own copies of all delivered media.
9.8 Image Quality
Helidragon will exercise all reasonable skill and care to produce media of a professional standard consistent with the agreed brief and prevailing operational conditions. The artistic style, creative interpretation, colour grading and editing approach remain at the professional discretion of Helidragon unless otherwise agreed within the Statement of Work.
9.9 Music, Graphics and Licensed Assets
Where Helidragon incorporates licensed music, graphics, fonts, stock footage or other third-party creative assets within the deliverables, such licences apply only to the completed media supplied by Helidragon unless otherwise stated. The Customer shall not extract, reuse or redistribute such licensed assets independently unless they have obtained the necessary licences directly from the relevant rights holder.
07
Intellectual Property & Licence
Intellectual Property, Copyright and License
10.1 Ownership of Copyright
Unless otherwise agreed in writing, all copyright, intellectual property rights and other proprietary rights relating to all photographs, video recordings, drone imagery, time-lapse footage, graphics, animations, project files and other creative works produced by Helidragon remain the property of Helidragon Ltd in accordance with the Copyright, Designs and Patents Act 1988.
10.2 Licence Granted to the Customer
Upon receipt of full payment of all invoices relating to the commissioned project, Helidragon grants the Customer a perpetual, non-exclusive, royalty-free licence to use the final approved deliverables for the Customer’s own business purposes. Unless otherwise agreed in writing, this licence includes use of the commissioned material for:
Company websites.
Social media platforms.
Marketing and promotional activities.
Public relations.
Presentations.
Internal communications.
Tender submissions.
Recruitment.
Exhibitions and trade events.
Other legitimate business purposes connected with the Customer.
10.3 Restrictions
Unless otherwise agreed in writing, the Customer shall not:
Sell or license the commissioned material to third parties as a standalone product.
Claim copyright ownership of the commissioned material.
Remove Helidragon copyright information where it has been intentionally applied.
Alter the commissioned material in a way that misrepresents Helidragon’s work or damages its professional reputation.
10.4 Portfolio Rights
Unless specifically prohibited by a Non-Disclosure Agreement (NDA), confidentiality agreement or other written contractual restriction, Helidragon reserves the right to use completed project material for its own marketing and promotional purposes. This may include use on:
Helidragon’s website.
Social media channels.
Showreels.
Awards submissions.
Marketing literature.
Industry presentations.
Training and educational material.
Where projects are commercially sensitive, Helidragon will always respect any agreed confidentiality requirements and will not publish material where doing so would breach contractual obligations.
10.5 Confidential Projects
Where the Customer has advised that the project is confidential, security sensitive or subject to contractual restrictions, Helidragon will not publish or otherwise use the commissioned material without the Customer’s prior written permission.
10.6 Third-Party Intellectual Property
Any trademarks, logos, branding, copyrighted material or other intellectual property belonging to the Customer or third parties remain the property of their respective owners. Nothing within these Terms and Conditions transfers ownership of such intellectual property to Helidragon.
10.7 Licensed Third-Party Assets
Where Helidragon incorporates licensed music, stock footage, fonts, graphics or other third-party creative assets into the commissioned deliverables, those assets remain subject to the licence terms of their respective providers. The Customer receives the right to use those assets only as incorporated within the final commissioned deliverables and may not extract, reuse or redistribute those assets independently unless permitted under the relevant licence.
08
Liability & Force Majeure
Limitation of Liability and Force Majeure
11.1 Standard of Care
Helidragon shall exercise all reasonable skill, care and professional judgement in providing the Services in accordance with the agreed Statement of Work and recognised industry standards. Whilst every reasonable effort will be made to achieve the desired creative and technical outcome, Helidragon cannot guarantee that every image, recording or sequence requested will be captured where circumstances beyond its reasonable control prevent this.
11.2 Operational Conditions
The Customer acknowledges that photography, video production and drone operations may be affected by factors outside Helidragon’s reasonable control, including but not limited to:
Weather conditions.
Wind, rain or poor visibility.
Lighting conditions.
Site access restrictions.
Health and safety requirements.
Equipment or machinery breakdown belonging to third parties.
Airspace restrictions.
Civil Aviation Authority requirements.
Vessel movements.
Construction programme changes.
Client operational requirements.
Where these circumstances prevent safe or practical completion of the Services, Helidragon reserves the right to postpone, suspend or reschedule the Services without liability.
11.3 Force Majeure
Neither party shall be liable for any delay or failure in performing its obligations under the Contract where such delay or failure results from circumstances beyond its reasonable control. Such circumstances include, but are not limited to:
Acts of God.
Flood.
Fire.
Storm.
Severe weather.
Industrial disputes.
War.
Civil unrest.
Terrorism.
Pandemic or epidemic.
Government restrictions or emergency legislation.
National or local lockdowns.
Failure of public utilities.
Failure of telecommunications networks.
Cyber incidents.
Cyber security attacks.
Significant IT system failures.
Civil Aviation Authority restrictions.
Airport or port closures.
Any other event beyond the reasonable control of either party.
Where a Force Majeure event continues for an extended period, both parties shall use reasonable endeavours to agree revised delivery dates or alternative arrangements.
11.4 Equipment Failure
Helidragon maintains its equipment to a professional standard and carries appropriate backup equipment where reasonably practical. In the unlikely event of equipment failure, Helidragon will use reasonable endeavours to repair, replace or reschedule the affected Services as soon as reasonably possible. Helidragon’s liability shall be limited to the value of the affected Services unless otherwise required by law.
11.5 Third-Party Delays
Helidragon shall not be liable for delays or additional costs arising from:
Late client instructions.
Delayed approvals.
Site closures.
Restricted access.
Delays caused by contractors.
Utility outages.
Marine operations.
Vessel schedules.
Crane availability.
Traffic disruption.
Transport delays.
Failure of third-party suppliers.
Additional costs arising from such delays may be chargeable where they are outside Helidragon’s reasonable control.
11.6 Health and Safety
Helidragon reserves the right to suspend or terminate the Services where, in its reasonable opinion:
Site conditions are unsafe.
Applicable legislation would be breached.
Civil Aviation Authority regulations cannot be complied with.
Required permits or permissions have not been obtained.
Personnel or members of the public may be placed at unacceptable risk.
Any resulting delays or additional costs may be chargeable where the circumstances are outside Helidragon’s reasonable control.
11.7 Limitation of Liability
To the fullest extent permitted by law, Helidragon’s total liability arising under or in connection with the Contract shall not exceed the total fees paid by the Customer for the affected Services. Nothing within these Terms and Conditions excludes or limits liability for:
Death or personal injury caused by negligence.
Fraud or fraudulent misrepresentation.
Any liability that cannot lawfully be excluded under English law.
09
Confidentiality & Non-Disclosure
Confidentiality and Non-Disclosure
12.1 Confidential Information
Both parties acknowledge that, during the course of the Services, they may obtain access to confidential, commercially sensitive or proprietary information relating to the other party. Confidential information includes, but is not limited to:
Business information.
Engineering designs and technical data.
Project documentation.
Operational procedures.
Commercial information.
Pricing and contractual information.
Intellectual property.
Security arrangements.
Personal information.
Any other information clearly identified as confidential or which would reasonably be considered confidential.
12.2 Duty of Confidentiality
Helidragon shall treat all confidential information received from the Customer as strictly confidential and shall not disclose such information to any third party except:
where required by law;
where disclosure is necessary for the performance of the Services; or
where the Customer has provided prior written consent.
Helidragon shall take all reasonable steps to prevent unauthorised disclosure of confidential information.
12.3 Commercially Sensitive Projects
Helidragon recognises that many projects involve commercially sensitive infrastructure, engineering operations, manufacturing processes, marine activities, research, innovation or critical national infrastructure. Unless expressly authorised in writing by the Customer, Helidragon will not publish, distribute or otherwise disclose photographs, video recordings, drone imagery or other project material relating to such projects.
12.4 Non-Disclosure Agreements
Where a separate Non-Disclosure Agreement (NDA) has been entered into between the parties, the provisions of that agreement shall take precedence where they differ from these Terms and Conditions.
12.5 Approved Subcontractors
Where Helidragon engages approved subcontractors, freelance personnel or specialist suppliers in connection with the Services, Helidragon shall ensure that such persons are subject to appropriate confidentiality obligations before confidential information is shared with them.
12.6 Customer Responsibilities
The Customer shall identify any areas, information, equipment, documentation or activities that are subject to confidentiality, export control, security restrictions or publication limitations before filming or photography commences. Where such restrictions exist, the Customer shall provide sufficient information to enable Helidragon to comply with those requirements.
12.7 Portfolio and Marketing Use
Unless otherwise agreed in writing, Helidragon may use completed project material for portfolio, website and marketing purposes in accordance with Clause 10 – Intellectual Property and Usage Rights. Where a project is subject to confidentiality obligations, security restrictions or a Non-Disclosure Agreement, Helidragon shall not publish or otherwise use such material without the Customer’s prior written approval.
12.8 Return or Deletion of Information
Upon written request and where reasonably practicable, Helidragon shall return or securely delete confidential information belonging to the Customer, except where retention is required:
by law;
for accounting or regulatory purposes;
to comply with insurance obligations; or
as part of routine secure backup systems.
12.9 Survival
The confidentiality obligations contained within this Section shall continue after completion or termination of the Contract until the relevant confidential information lawfully enters the public domain or until otherwise agreed in writing by both parties
10
Information Security & Data Protection
Information Security and Data Protection
13.1 Commitment to Information Security
Helidragon Ltd is committed to protecting the confidentiality, integrity and availability of the information entrusted to us by our clients, suppliers and business partners. We implement appropriate technical and organisational measures to safeguard personal information, commercially sensitive information and project data against unauthorised access, loss, misuse, alteration or disclosure.
13.2 Compliance with Data Protection Legislation
Helidragon processes personal information in accordance with the UK General Data Protection Regulation (UK GDPR), the Data Protection Act 2018 and other applicable UK data protection legislation. Further information regarding the collection, processing and storage of personal information can be found in Helidragon’s Privacy Policy, available on our website.
13.3 Secure Storage of Information
Project files, photographs, video footage, drone imagery, documents and associated project information may be securely stored using a combination of:
Password-protected computers and mobile devices.
Secure Network Attached Storage (NAS).
Approved cloud storage platforms.
Zoho One business applications, including Zoho CRM, Zoho Mail and Zoho Campaigns where applicable.
Secure backup systems.
Access to project information is restricted to authorised personnel who require access in order to perform their duties.
13.4 Passwords and Access Control
Helidragon maintains appropriate password protection and access controls across its business systems.
Where reasonably practicable:
Unique user accounts are used.
Strong passwords are maintained.
Multi-factor authentication (MFA) is enabled on supported business systems.
Access permissions are restricted to authorised users.
Passwords are not shared between personnel except where operationally necessary and appropriately controlled.
13.5 Data Backup and Business Continuity
Helidragon maintains appropriate backup procedures to reduce the risk of accidental loss of project information. Whilst every reasonable effort is made to protect project data through secure storage and backup processes, no electronic storage system can be guaranteed to be completely immune from failure or cyber security incidents. Customers are encouraged to retain secure copies of all final deliverables supplied by Helidragon.
13.6 Confidential Project Information
Helidragon recognises that many client projects involve commercially sensitive engineering, marine, industrial or construction activities. Project information is handled with appropriate confidentiality and access is limited to those individuals directly involved in delivering the Services.
13.7 Third-Party Service Providers
Helidragon may use carefully selected third-party providers to support the delivery of its Services. These providers may include secure cloud hosting providers, software providers, communication platforms and business management systems. Where third-party providers process personal information on Helidragon’s behalf, reasonable steps are taken to ensure they maintain appropriate security and data protection standards.
13.8 Data Breaches
In the unlikely event that Helidragon becomes aware of a personal data breach affecting Customer information, we will investigate the incident promptly and, where required by law, notify the appropriate supervisory authority and affected individuals in accordance with UK GDPR requirements.
13.9 Customer Responsibilities
The Customer is responsible for ensuring that any information, documentation or media supplied to Helidragon may lawfully be processed for the purposes of delivering the agreed Services. Where the Customer provides personal information belonging to third parties, the Customer confirms that it has the appropriate authority or lawful basis to do so.
13.10 Policy Review
Helidragon regularly reviews its information security procedures and reserves the right to update its internal security measures and published policies to reflect changes in legislation, technology and recognised industry best practice. Helidragon stores business equipment and electronic data within secure premises. Business devices are password-protected, and access to on-site storage systems is restricted to authorised personnel. This section should be read in conjunction with Helidragon’s Privacy Policy and, where applicable, any Non-Disclosure Agreement or Client Information Security Requirements forming part of the Contract.
11
Entire Contract & General Terms
14 Entire Contract and Variation
14.1. The Contract constitutes the entire agreement between the parties. It supersedes and extinguishes any previous agreements, promises, assurances, warranties, representations and understandings between them, whether orally or in writing, relating to the subject matter.
14.2. Each party acknowledges that, in entering into the Contract, it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty (whether made negligently or innocently) other than as expressly set out in this agreement. Nothing in this clause shall limit or exclude any liability for fraud or for fraudulent misrepresentation.
15 Termination
15.1. Either party may terminate any Contract with immediate effect without notice if the other party:
15.1.1. expressly or impliedly repudiates the Contract by refusing or threatening to refuse to comply with any of the provisions of these Ts&Cs; or
15.1.2. goes into liquidation either compulsory or voluntary (save for the purpose of reconstruction or amalgamation); or
15.1.3. convenes any meeting of creditors or passes a resolution for winding up or suffers a petition for winding up; or
15.1.4. has an administrative receiver or receiver appointed over the whole or part of its assets or suffers the appointment of an administrator; or
15.1.5. being an individual has a bankruptcy order made against him or is declared en désastre, or compounds with his creditors or comes to any arrangements with any creditors; or
15.1.6. is wound up or a court of competent jurisdiction makes an order to that effect; or
15.1.7. commits a material breach of any term of the Contract (and, except in the case of a breach not capable of being remedied), such breach has not been remedied within 30 days of receipt of a written request to remedy the breach; or
15.1.8. is directed to do so by any regulatory authority; or
15.1.9. there is a change in control of such other party and for this purpose “control” shall have the meaning ascribed to it in Section 840 of the Income and Corporation Taxes Act 1988.
15.2. Upon termination of the Contract the following shall become immediately due:
15.2.1 Any and all outstanding invoices; and
15.2.2. Any costs accrued up to termination date not already subject to invoice; and 15.2.3. Any costs incurred by Jackdaw upon termination of the Contract.
16 Mediation
16.1. If at any time any question, dispute or difference whatsoever shall arise as to the formation, meaning, operation, validity or effect of these Ts&Cs or the rights, duties or liabilities of the parties under or by virtue of it or otherwise or any other matter in any way connected with or arising out of the subject matter of these Ts&Cs, either party may give to the other notice in writing of the existence of such question, dispute or difference and the same shall be referred to a mutually agreed Third Party Mediator within 14 days of such notice.
17 Arbitration
17.1. If an attempt at Mediation as in Clause 15 should fail then the dispute or difference shall be referred to the arbitration of a single arbitrator to be agreed upon by the parties within 14 days of the failure of such an attempt, or in default of such agreement, to be nominated by the President for the time being of the Law Society of England and Wales such arbitration to be conducted in accordance with the Arbitration Act 1996
18 General Conditions
18.1. You shall provide HELIDRAGON with such information, support, co-operation and facilities as may be necessary in order to provide the Services.
18.2. HELIDRAGON will take all reasonable precautions for the security of property supplied by or belonging to You but the same will only be held by Us at Your risk and no liability is accepted by Us for the loss, destruction or disposal thereof or damage thereto. It is your responsibility to insure the same
18.3. Prices for HELIGRAGON’s Services are subject to change without notice.
18.4. HELIDRAGON reserves the right at any time to modify or discontinue a Service (or any part or content thereof) without notice at any time.
18.5. HELIDRAGON shall not be liable to You or to any third party for any modification, price change, suspension or discontinuation of a Service.
18.6. No failure or delay on the part of Us to exercise its rights under the Contract shall operate as a waiver thereof nor shall any single nor partial exercise of any such right exclude any other or further exercise thereof.
18.6.1. Any waiver of a breach of any provision of the Contract shall not affect Our rights in the event of any further or additional breach or breaches.
18.7. Notwithstanding termination of the Contract these Ts&Cs shall continue in full force and effect for so long as is necessary after such termination to give full effect to the provisions contained in these Ts&Cs
18.8. The Contract shall be construed in accordance with English law which shall be the proper law of the Contract and the English Court shall have sole jurisdiction in relation to the provisions contained in these Conditions.
18.9. The clause headings in these Conditions are for convenience only and shall not affect the interpretation hereof in any way whatever 18.10.Each and every obligation contained in the clause or sub-clause of these Conditions shall be treated as a separate obligation and shall be severally enforceable as such and the non- enforceability at any time of the clause or sub-clause of these Conditions shall not prejudice the enforceability of the remainder. 18.11.These Conditions are stipulated by Us on Our own behalf and on behalf of all agents and apply for the protection of all its agents as for Us.
18.11.1. The Customer undertakes not to sue or make any claim whatever against any of us or agent of Us in respect of any alleged negligence or other default of that Us or agent in relation to the carrying out, failure to carry out or breach of any Contract. 18.12.The Customer acknowledges and agrees by placing orders with Us that:
18.12.1. This is a Contract into which both parties are freely entering; and
18.12.2. There are clauses contained in these Ts&Cs which exclude, limit or modify the liability of Us and Our agents 18.13.All charges are subject to these Terms and Conditions 18.14.A person who is not a party to any Contract between HELIDRAGON and You shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement. Helidragon is a trading brand of Helidragon Ltd. Fusion Hive, North Shore Road, Stockton on Tees, TS182NB
Helidragon Terms & Conditions