/ 01 Definitions
The following capitalised terms apply throughout this document.
These terms govern the supply of drone, geospatial, reality capture and inspection services by Sky Based Specialists Ltd. Where a signed Statement of Work exists, that document takes precedence for project-specific terms.
The following capitalised terms apply throughout this document.
SBS will provide the Services described in the agreed SOW or written quotation, using appropriately qualified Remote Pilots, supporting personnel and equipment.
An engagement begins when the Client confirms acceptance of a quotation or SOW in writing (including by email). Once accepted, that document, together with these terms, constitutes the agreement between the parties.
Where the SOW and these terms conflict, the SOW takes precedence in respect of project-specific scope, methodology, fees and timelines. These terms apply to all other matters.
Any change to scope after acceptance will be agreed in writing through a change request, with associated cost and timeline impact set out before work proceeds.
Quotations are valid for thirty (30) days from issue unless otherwise stated. Quotations are based on the scope, site characteristics and timeline communicated by the Client; material changes to any of these may require a revised quotation.
Fees are quoted in pounds sterling, exclusive of VAT and any third-party costs (e.g. airspace fees, network rail liaison, additional permits) which will be itemised where applicable.
The Client is responsible for arranging safe and lawful access to the Site for SBS personnel, including any necessary landowner permissions, security clearances, induction or escort requirements.
Where a Site lies within a Flight Restriction Zone, controlled airspace, or close to railways, motorways, prisons or other restricted infrastructure, additional notifications, permissions or third-party approvals may be required. These will be identified at scoping and may attract additional fees or affect the timeline.
Should access to the Site be denied or delayed on a scheduled capture day for reasons not attributable to SBS, the day will be treated as an aborted mobilisation and may be chargeable as set out in section 7 (Cancellation).
All drone operations are conducted in accordance with UK aviation law, the Air Navigation Order, applicable CAA regulations and our Operational Authorisation. SBS maintains current pilot qualifications, equipment maintenance records and project-specific risk assessments.
The Remote Pilot has final authority over flight safety. SBS reserves the right to suspend, postpone, alter or abort any planned flight where, in the reasonable judgement of the Remote Pilot, the operation cannot be conducted safely. Examples include but are not limited to: changing weather, equipment malfunction, unforeseen Site hazards, uninvolved persons in the operational area, airspace incursions or third-party intervention.
The Client agrees to inform SBS, in advance and on the day, of any known hazards, ongoing works, neighbouring activities, sensitive operations or restrictions that may affect the conduct of the Services.
Drone operations are weather-sensitive. Persistent rain, low cloud, strong wind, electrical activity and reduced visibility will prevent or limit capture.
Where weather conditions on the planned capture day make safe operation impossible, the day will be rescheduled to the next mutually convenient date, with no additional fee for the reschedule itself. Travel and standby time on a rescheduled mobilisation may be chargeable where SBS personnel have already deployed to Site.
The Client acknowledges that some Services (e.g. radiometric thermal capture) have additional environmental constraints — for example, the thermal contrast window in colder months — which may further restrict the available capture windows.
SBS may cancel an engagement where, after acceptance, the project is found to be unsafe, unlawful, outside our Operational Authorisation, or otherwise incompatible with our ability to deliver. In such cases any deposit will be refunded less reasonable costs already incurred.
Deliverables are supplied in the format(s) set out in the SOW. Where format is not specified, SBS will deliver in commonly used industry formats appropriate to the Service.
The Client has fourteen (14) days from delivery to raise any technical concern regarding accuracy, completeness or fitness for the agreed scope. After that period, Deliverables are deemed accepted.
Where a defect in Deliverables can reasonably be attributed to SBS, we will remedy the defect at no additional charge. Where re-capture is required for reasons outside the original scope, this will be quoted as additional work.
SBS retains ownership of all underlying methodologies, software, processing pipelines, scripts, templates and know-how used to perform the Services.
Subject to payment in full, the Client is granted a non-exclusive, royalty-free, perpetual licence to use the Deliverables for the purpose set out in the SOW. This typically includes internal use, project documentation, regulatory submissions and stakeholder reporting.
Use of Deliverables for purposes materially beyond those agreed — including onward licensing, public distribution as content, or use by third-party suppliers — requires SBS's prior written consent.
Unless the Client opts out in writing, SBS may reference the engagement, in anonymised form where appropriate, in its own marketing materials and case studies. Identifying information will be redacted on request.
SBS complies with the UK General Data Protection Regulation and the Data Protection Act 2018. We process personal data only as necessary to deliver the Services, and in accordance with our published privacy notice.
Aerial capture may inadvertently include images of individuals, vehicle registrations or other identifiable information. SBS will:
Where the Client provides personal data to SBS, the Client warrants that it has the lawful basis to do so.
Each party will treat information identified as confidential, or that would reasonably be understood to be confidential, with appropriate care, and will not disclose it to third parties except as necessary to perform the Services or as required by law.
Confidentiality obligations survive termination of the engagement for a period of five (5) years.
SBS holds public liability insurance for its drone operations, with cover arranged to suit the requirements of each engagement — including higher-limit cover where client frameworks or site conditions require it, and in line with EC Regulation 785/2004 as retained in UK law where applicable. Certificates of insurance for a given engagement are available on request.
Subject to the paragraph below, SBS's total aggregate liability under or in connection with these terms is limited to the greater of (a) the total fees paid by the Client for the relevant engagement in the twelve months preceding the event giving rise to liability, or (b) £100,000.
Nothing in these terms excludes or limits liability for: (i) death or personal injury caused by negligence; (ii) fraud or fraudulent misrepresentation; or (iii) any other liability which cannot be excluded or limited by law.
Neither party is liable for indirect, consequential, special or punitive losses, including loss of profit, loss of revenue, loss of business, loss of goodwill, or loss of anticipated savings.
Neither party is liable for delay or failure in performance caused by events outside its reasonable control, including but not limited to: severe weather, natural disasters, acts of government, civil unrest, terrorism, pandemic, airspace closure, infrastructure failure, or third-party industrial action. Affected obligations are suspended until the event abates, with reasonable steps taken to mitigate impact.
These terms are governed by the laws of England & Wales. The courts of England & Wales have exclusive jurisdiction over any dispute arising under or in connection with these terms.
The SOW (where applicable) and these terms set out the entire agreement between the parties in respect of the Services and supersede any prior representations, understandings or agreements.
These terms may only be varied in writing signed by an authorised representative of each party.
If any provision of these terms is held to be unenforceable, the remaining provisions remain in full force.
Neither party may assign its rights or obligations under these terms without the other party's prior written consent, except that SBS may sub-contract elements of the Services to vetted specialist suppliers, retaining overall responsibility for delivery.
A person who is not a party to these terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of these terms.
Questions about these terms, or any aspect of our engagement, should be directed to:
These terms are provided for general supplier information. They do not constitute legal advice. For project engagements, the signed SOW and any supplementary agreed terms take precedence in respect of project-specific matters.