International Ratings Pilot Terms and Conditions
SECTION A: Introduction
The International Ratings Pilot allows customers of the BBFC preview access to future rating services. The pilot allows access to new ratings for eligible titles with an existing UK classification or an in-progress submission for a UK classification unless we specifically agree with you in writing that a UK classification is not required for the eligible title. Pilot participants can purchase age ratings for use across digital video distribution in select territories. Participants can also receive free advisory-only ratings for a number of additional territories, these are not for use on released titles, but provided to assess the accuracy of the international ratings in these territories for future BBFC services.
SECTION B: Terms and Conditions
These terms and conditions ("IRP Terms") shall apply whenever a Customer submits an order for a Paid Digital-Only Rating and/or Free Advisory-Only Ratings for a Title. The IRP Terms are to be accepted as a condition of the BBFC issuing ratings as part of the International Ratings Pilot.
1. Definitions
1.1 The following words and expressions shall have the following meanings in these terms and conditions:
2. Basis of contract
2.1 Only persons or firms who are part of the International Ratings Pilot may place Orders under these IRP Terms, and the BBFC reserves the right to remove any person or firm from the International Ratings Pilot.
2.2 An Order constitutes an offer by the Customer to obtain Paid Digital-Only Ratings and/or Free Advisory-Only Ratings for the Title referenced in the Order in accordance with these IRP Terms and BBFC standard terms and conditions (the BBFC Standard Terms). Where any conflict between the BBFC Standard Terms and these IRP Terms exists, the IRP Terms shall take precedence.
2.3 Unless agreed otherwise with the BBFC in writing, the Order shall only be for Paid Digital-Only Ratings for a Title that has previously been submitted to the BBFC for a UK Film Classification since 1 January 2022, whether such UK Film Classification has been obtained yet or not.
2.4 Unless agreed otherwise with the BBFC in writing, the Order shall only be for Free Advisory-Only Ratings for Titles that have an in-progress UK Classification or has received a UK Classification within 30 days of the Order.
2.5 The Order shall only be deemed to be accepted when the BBFC issues written acceptance of the Order at which point and on which date the Contract shall come into existence.
2.6 These IRP Terms apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing.
3. Supply of the Paid Digital-Only Ratings and Free Advisory-Only Ratings
3.1 The BBFC shall supply:
3.1.1 the Paid Digital-Only Ratings and the Free Advisory-Only Ratings in accordance with the IRP Specification and for Titles that meet the requirements set out in the IRP Specification;
3.1.2 the Paid Digital-Only Ratings for those Territories as set out in the IRP Specification; and/or
3.1.3 the Free Advisory-Only Ratings for those Territories as set out in the IRP Specification;
and as set out by the Customer in the Order.
3.2 Unless agreed otherwise with the BBFC in writing, Paid Digital-Only Rating and Free Advisory-Only Ratings will only be available for a Title with a valid BBFC UK Classification.
3.3 Paid Digital-Only Rating shall be valid for the services in the relevant Territories as set out in the IPR Specification.
3.4 The Paid Digital-Only Ratings are for use via digital video distribution methods only, including SVOD, TVOD, AVOD, FAST, EST, DTR, PVOD and VOD.
3.5 Free Advisory-Only Ratings are provided to demonstrate the accuracy of the ratings for Territories the BBFC may offer in the future. These ratings are not legally valid, and are not permitted for use as age labelling when the Title is released via any distribution method.
3.6 The Paid Digital-Only Rating and/or Free Advisory-Only Ratings are only issued for the same version of the Title that has a new or existing BBFC UK Classification or, where we have agreed that a UK Classification is not required for the Title, the version of the Title that was submitted with the Order.
3.7 Notwithstanding clause 3.1, the following differences in a version of a Title are considered to still represent the same version of a work as stipulated in clause 3.5:
3.7.1 opening company logos and credits the BBFC deems to be non-contentious differences;
3.7.2 a shorter running time of less than one second in duration;
3.7.3 a reduced aspect ratio;
3.7.4 a run-time that is different due to telecine speeds; or
3.7.5 subtitles and dubbing where such does not significantly modify the context or meaning of the content of the Title.
3.8 If the Customer wishes to amend or edit the Age Rating or Content Advice in respect of any Paid Digital-Only Rating for use on a released Title, the Paid Digital-Only Rating shall be deemed withdrawn and the Customer shall assume all liability attaching to such Rating.
3.9 Neither Paid Digital-Only Ratings nor Free Advisory-Only Ratings can be ordered or provided via the BBFC’s Horizon platform.
3.10 The Paid Digital-Only Ratings and Free Advisory-Only Ratings shall be provided as plain text age rating categories, and shall not be supplied with any local rating symbols. The Customer acknowledges and agrees that they shall be responsible for complying with any requirements of the media regulator within the relevant Territories.
3.11 Unless a Paid Digital-Only Rating is withdrawn under these IRP Terms, a Paid Digital-Only Rating is provided in perpetuity and will be legally valid if used in accordance with the IRP Terms and BBFC Standard Terms.
3.12 The Customer may obtain more than one Paid Digital-Only Rating for a Title, but may only use the latest Paid Digital-Only Rating in respect of the Title.
3.13 During the International Ratings Pilot, Free Advisory-Only Ratings issued in some Territories may not consider some specific local classification issues, if present in the Title. Territories affected by this limitation will be listed in the IRP Specification. The local classification issues not considered are listed here:
3.13.1 non-discriminatory depictions of, or references to, same-sex relationships;
3.13.2 non-discriminatory depictions of gender identities other than female and male (including but not limited to transgender and non-binary);
3.13.3 religious groups, practices and iconography;
3.13.4 political groups, practices and iconography; and
3.13.5 disputed territorial boundaries.
3.14 Free Advisory-Only Ratings may not be used in any negotiations with local regulators or responsible bodies regarding local age ratings for the relevant Title.
3.15 The BBFC shall use all reasonable endeavours to provide Paid Digital-Only Ratings and Free Advisory-Only Ratings within the following time periods:
3.15.1 where the BBFC has agreed that it will accept an Order for a Title without a UK Classification for the Title, within the time periods set out for provision of a UK Classification in the BBFC Standard Terms plus an additional twenty four hours of the Order on Business days;
3.15.2 where there is no agreement with the BBFC as in clause 3.16.1 and a UK Classification is required for the Title:
(a) where the Title has received a UK Classification, within twenty-four hours of the Order on Business days; or
(b) where the Title has not yet received a UK Classification, within twenty-four hours of the Title receiving a UK Classification on Business days,
but such timing shall be an estimate only and time shall not be of the essence for providing the Paid Digital-Only Rating.
3.16 The BBFC reserves the right not to provide a Paid Digital-Only Rating or Free Advisory-Only Rating, or to withdraw an issued Paid Digital-Only Rating or Free Advisory-Only Rating where:
3.16.1 the Title is found to breach any of these IRP Terms;
3.16.2 the Title contains material known to be in breach of any applicable law within the relevant Territory; or
3.16.3 the Title, when taken as a whole, meets the BBFC’s definition of “pornography”. This may include some BBFC "18"-rated works,
and the BBFC shall notify the Customer in any such event but shall not be liable to refund the Charges. If a Rating is issued by the BBFC for a Title that the Customer knows contains material in breach of any applicable law within the relevant Territory, the Rating shall be deemed to be void and the Customer shall be liable for the use of the Rating.
3.17 The BBFC shall not provide a Paid Digital-Only Rating and/or Free Advisory-Only Rating where:
3.17.1 the output of their system ("CLEARD") fails to meet the quality assurance benchmarks established for the requested Territory (in order to ensure consistent adherence to content standards in the relevant Territory;
3.17.2 the Title was given a UK Classification by a BBFC self-rating partner; and
3.17.3 unless agreed otherwise in writing with the BBFC, a Title does not receive a UK Classifications,
and in such circumstances the BBFC shall notify the Customer and issue a refund for any relevant Charges.
3.18 In the event that the BBFC gives notice to the Customer of the withdrawal of a Paid Digital-Only Rating under these IRP Terms:
3.18.1 the BBFC guarantee in respect of the Paid Digital-Only Rating is void;
3.18.2 the Customer shall, within a reasonable time, provide notice of the withdrawal to all relevant parties and users of the Title; and
3.18.3 the Customer shall no longer use the Paid Digital-Only Rating and remove it from public use.
3.19 The BBFC warrants to the Customer that the Paid Digital-Only Rating will be provided using reasonable care and skill.
4. Customer's obligations
4.1 The Customer shall:
4.1.1 ensure that the terms of the Order are complete and accurate, including that the Title meets the requirements of clause 3;
4.1.2 ensure that the Title meets the requirements as set out in the IRP Specification;
4.1.3 co-operate with the BBFC in all matters relating to the provision of the Paid Digital-Only Ratings and Free Advisory-Only Ratings; and
4.1.4 provide the BBFC with such information and materials as the BBFC may reasonably require in order to supply the Paid Digital-Only Ratings and Free Advisory-Only Ratings, and ensure that such information is complete and accurate in all material respects.
4.2 Orders may only be placed by the rights holders / distributors for the Title and, where relevant, by the original party who submitted the Title for a UK Classification.
4.3 The Customer shall not submit a Title that it knows to contain content that is illegal within the relevant Territory or Territories for which it wishes to obtain Paid Digital-Only Ratings or Free Advisory-Only Ratings.
4.4 The Customer may only order Paid Digital-Only Ratings and/or Free Advisory-Only Rating for Titles that have not already received classifications from local bodies within the relevant Territories. BBFC will not refund Charges for Titles it does not provide a Paid Digital-Only Rating for due to them already having a classification within the relevant Territory.
4.5 The Customer acknowledges that Free Advisory-Only Ratings are not permitted for use with Titles released via any distribution method.
4.6 If the BBFC's performance of any of its obligations under the Contract is prevented or delayed by any act or omission by the Customer or failure by the Customer to perform any relevant obligation ("Customer Default") without limiting or affecting any other right or remedy available to it, the BBFC shall have the right to suspend provision of the Paid Digital-Only Rating and/or Free Advisory-Only Rating until the Customer remedies the Customer Default, and to rely on the Customer Default to relieve it from the performance of any of its obligations in each case to the extent the Customer Default prevents or delays the BBFC's performance of any of its obligations.
5. Remedies
5.1 If the Customer, acting reasonably, believes a Paid Digital-Only Rating or a Free Advisory-Only Rating for a Title is incorrect, they may submit evidence to support their view for BBFC to consider. If upon reviewing any evidence provided by the Customer, and agreeing that the original rating was issued incorrectly, the BBFC shall give notice of the withdrawal of the original Paid Digital-Only Rating or Free Advisory-Only Rating, and request that the Customer resubmits the Title by way of a new Order to provide a new Paid Digital-Only Rating or Free Advisory-Only Rating. The BBFC shall not charge for the resubmitted Order.
5.2 The costs for any reclassification under clause 5.1 shall be borne by the party at fault for the incorrect classification, to be determined by the BBFC in their absolute discretion.
6. Indemnification
6.1 The Customer shall at all times keep the BBFC, its officers and servants effectively indemnified against all actions, proceedings, costs, charges, claims, expenses and demands whatsoever which may be made or brought against the BBFC, its officers or servants by any third party in respect of any alleged injury, loss, damage or expense arising out of or in connection with:
6.1.1 a breach of these IRP Terms;
6.1.2 a breach of a third party’s Intellectual Property Rights; or
6.1.3 the Customer’s misuse of any Paid Digital-Only Rating and/or Free Advisory-Only Rating provided by the BBFC;
7. Charges and payment
7.1 The Charges under any Order shall be as set out in the IRP Specification and shall be paid by the Customer in advance of the BBFC providing the Paid Digital-Only Rating.
7.2 The Charges shall include an element for viewing the Title where the Free Advisory-Only Rating is to be provided without the need for a UK Classification.
7.3 The Customer shall pay the Charges to the BBFC:
7.3.1 upfront upon submission of the Order unless the BBFC holds monies on account for the Customer, in which case the BBFC shall issue an invoice, which shall be paid by the Customer within 30 days of issue;
7.3.2 in pounds sterling; and
7.3.3 in full and in cleared funds to a bank account nominated in writing by the BBFC.
7.4 All amounts payable by the Customer under the Contract are exclusive of amounts in respect of value added tax chargeable from time to time (VAT). Where any taxable supply for VAT purposes is made under the Contract by the BBFC to the Customer, the Customer shall, on receipt of a valid VAT invoice from the BBFC, pay to the BBFC such additional amounts in respect of VAT as are chargeable on the supply of the services to provide the Paid Digital-Only Rating at the same time as payment is due for the Paid Digital-Only Rating.
8. Intellectual property rights
8.1 All Intellectual Property Rights in or arising out of or in connection with the International ratings Pilot and BBFC’s services shall be owned by the BBFC. All Intellectual Property in or arising out of or in connection with the Title shall be owned by the Customer.
8.2 The BBFC grants to the Customer the right to use the Paid Digital-Only Rating in respect of the Title, subject to the BBFC’s right to withdraw a Paid Digital-Only Rating in accordance with these IPR Terms.
8.3 The Customer shall not sub-license, assign or otherwise transfer the rights granted in clause 8.2.
9. Limitation of liability: THE CUSTOMER'S ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE.
9.1 References to liability in this clause 9 include every kind of liability arising under or in connection with the Contract including liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.
9.2 Nothing in the Contract limits any liability which cannot legally be limited, including but not limited to liability for:
9.2.1 death or personal injury caused by negligence;
9.2.2 fraud or fraudulent misrepresentation; and
9.2.3 breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
9.3 The Customer shall assume all liability in respect of any Rating granted by the BBFC under these IRP Terms where the Customer has breached these IRP Terms.
9.4 Subject to clause 9.2 (Liabilities which cannot legally be limited), the BBFC's total liability to the Customer shall not exceed an amount equal to the Charges paid or payable under the relevant Order.
9.5 Subject clause 9.2 (Liabilities which cannot legally be limited), this clause 9.5 sets out the types of loss that are wholly excluded:
9.5.1 loss of profits.
9.5.2 loss of sales or business.
9.5.3 loss of agreements or contracts.
9.5.4 loss of anticipated savings.
9.5.5 loss of use or corruption of software, data or information.
9.5.6 loss of or damage to goodwill; and
9.5.7 indirect or consequential loss.
9.6 The BBFC has given commitments as to provision of the Paid Digital-Only Ratings and Free Advisory-Only Ratings with relevant specifications in clause 3. In view of these commitments, the terms implied by sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
9.7 This clause 9 shall survive termination of the Contract.
10. Changes to the International Ratings Pilot
10.1 BBFC may terminate the IPR Pilot at any time upon fourteen (14) Business Days’ notice to the Customer. This will not affect any Paid Digital-Only Ratings provided under a Contract, but the BBFC may still withdraw any Paid Digital-Only Ratings at any time under these IRP Terms.
10.2 BBFC reserves the right to amend the IRP Specification at any time, and in particular to add Territories to the scope of the IRP Pilot and to change allocation of a Territory between those for which a Paid Digital-Only Rating may be obtained and those for which a Free Advisory-Only Rating may be obtained. In the event that the BBFC offers Paid Digital-Only Ratings for a Territory that previously the BBFC only offered Free Advisory-Only Ratings, this does not entitle the Customer having a Free Advisory-Only Rating for that Territory to a Paid Digital-Only Rating. The Customer shall be required to submit an Order for a Paid Digital-Only Rating for that Territory.
11. Consequences of termination
11.1 Termination or expiry of the Contract 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 Contract which existed at or before the date of termination or expiry.
11.2 Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination or expiry of the Contract shall remain in full force and effect.
12. General
12.1 Force majeure. Neither party shall be in breach of the Contract nor liable for delay in performing, or failure to perform, any of its obligations under the Contract if such delay or failure result from events, circumstances or causes beyond its reasonable control.
12.2 Assignment and other dealings.
12.1.1 The BBFC may at any time assign, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Contract.
12.1.2 The Customer shall not assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of its rights and obligations under the Contract, including the right to use any Paid Digital-Only Rating.
12.3 Confidentiality.
12.3.1 Each party undertakes that it shall not at any time disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party, except as permitted by clause 12.3.2.
12.3.2 Each party may disclose the other party's confidential information:
(a) to its employees, officers, representatives, contractors, subcontractors or advisers who need to know such information for the purposes of carrying out the party's obligations under the Contract. Each party shall ensure that its employees, officers, representatives, contractors, subcontractors or advisers to whom it discloses the other party's confidential information comply with this clause 12.3; and
(b) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
Neither party shall use the other party's confidential information for any purpose other than to perform its obligations under the Contract.
12.4 Entire agreement.
12.4.1 The Contract constitutes 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.
12.4.2 Each party acknowledges that in entering into the Contract it does not rely on, and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Contract. Each party agrees that it shall have no claim for innocent or negligent misrepresentation based on any statement in the Contract.
12.5Variation. Except as set out in these IRP Terms, no variation of the Contract shall be effective unless it is in writing and signed by the parties (or their authorised representatives).
12.6 Waiver. A waiver of any right or remedy under the Contract or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy. A failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under the Contract or by law shall prevent or restrict the further exercise of that or any other right or remedy.
12.7 Severance. If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of the Contract. If any provision or part-provision of this Contract deleted under this clause 12.7 the parties shall negotiate in good faith to agree a replacement provision that, to the greatest extent possible, achieves the intended commercial result of the original provision.
12.8 Notices.
12.8.1 Any notice given to a party under or in connection with the Contract shall be in writing and shall be delivered by hand or by pre-paid first-class post or other next Business Day delivery service at its registered office (if a company) or its principal place of business (in any other case); or sent by email to the address specified in the Order.
12.8.2 Any notice shall be deemed to have been received:
(a) if delivered by hand, at the time the notice is left at the proper address;
(b) if sent by pre-paid first-class post or other next Business Day delivery service, at 9.00 am on the second Business Day after posting; or
(c) if sent by email at the time of transmission, or, if this time falls outside business hours in the place of receipt, when business hours resume. In this clause 12.8(c), business hours means 9.00am to 5.00pm Monday to Friday on a day that is not a public holiday in the place of receipt.
12.8.3 This clause 12.8 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.
12.9 Third party rights. Unless it expressly states otherwise, the Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.
12.10 Governing law. The Contract, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by, and construed in accordance with the law of England and Wales.
12.11 Jurisdiction. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.
