Terms of Service
This Terms of Service agreement ("Agreement") is entered into by and between roorad LLC ("Producer") and the client ("Client") upon the purchase of services from Producer's website. By completing a purchase, Client agrees to be bound by the terms and conditions outlined herein. Client and Producer may also hereinafter be referred to as “Party” or the “Parties”, as applicable. WHEREAS, Producer confirms it has the know-how and professional expertise to film and edit the video (“Video”); and WHEREAS, Client agrees to pay for the services to be performed by Producer; and WHEREAS, the parties desire to enter into a business relationship to be governed by the terms and conditions set forth herein; NOW THEREFORE, in consideration of the mutual promises set forth herein, the sufficiency of which is hereby acknowledged, the parties agree as follows:
SUBJECT OF THE AGREEMENT. Client purchases the creative video production services provided by Producer.
SCHEDULE AND SERVICES TO BE PROVIDED BY PRODUCER.a. The video producer will film and edit the requested video(s) based on the selected plan. (Outlined in Exhibit A)b. Clients are entitled to revisions within the specified Post-Production Schedule determined by the video production company (Exhibit A). Any delay in the delivery of requests, scheduling, or revision notes may result in a delay in the Final Delivery, or automatic completion of the video.c. Final files supplied by the video production company encompass the conclusive exports of the video. The video production company grants clients Global usage rights with no limitations for perpetuity in relation to the final files supplied.
FEES AND PAYMENT TERMS.Client shall pay roorad LLC a fee based on the selected plan.
For the "Starter Video" the Fee is $1,499.00 USD .
For the "Pro Campaign" the Fee is $2,100.00 USD.
For the "Enterprise Campaign" the Fee is $5,499.00 USD.
Cancellation. You acknowledge and agree that all fees are non-refundable.
INTELLECTUAL PROPERTY RIGHTS. Client shall own the final Video. Client shall ensure all proper likeness rights are obtained from anyone in the Video. Producer retains the right to use the Video for promotional purposes. Except as otherwise provided herein, Client owns all rights, title and interest in and to the media(s) which are the subject of this Agreement, including all copyrights therein. Client grants Producer an exclusive, worldwide, sublicensable, transferable, royalty free license to all media clips produced during the course of the contracted work as it relates to Producer’s promotional use.
INDEPENDENT CONTRACTOR. It is understood that Producer’s status under this Agreement is that of an independent contractor and that all persons engaged by Producer in performing its obligations shall not be deemed employees of Client.LIABILITY. Producer shall ensure that Video and all footage produced by Producer complies with the laws of Texas and does not infringe any intellectual property rights (including copyright) or any other rights of third parties.Producer understands that some information for said media(s) may be of a confidential and/or sensitive nature. Producer agrees, at Client’s written request, to require, within reason, those engaged for the production to sign appropriate agreements not to discuss or disclose information about the product or the Specified Media(s) except as such disclosure may be necessary for Producer to produce media(s) in the usual and customary manner under this Agreement.
CONTINUING OBLIGATIONS OF CLIENT. All provisions of this Agreement relating to the protection of Producer’s Confidential Information, Non-Solicitation and Non-Competition, Limitation of Liability, Indemnification, and Dispute resolution, shall survive expiration or termination of this Agreement for any reason.
ARBITRATION. Any dispute arising out of or relating to this Agreement, or any breach thereof, shall be resolved by binding arbitration in Austin, Texas in accordance with the Arbitration Rules of the American Arbitration Association then in effect, and judgment on the award rendered by the arbitrator(s) may be entered in any court of competent jurisdiction. All costs and expenses, including attorney’s fees, relating to the resolution of any such dispute shall be borne by the party incurring such costs and expenses. Notwithstanding their promise to arbitrate all disputes, the Parties acknowledge that either of them may seek emergency or temporary injunctive relief, but absolutely no other relief, in any court of competent jurisdiction. All other disputes, claims and remedies shall be settled by arbitration.
INDEMNITY. CLIENT AGREES TO DEFEND, INDEMNIFY, AND HOLD PRODUCER, AND ITS OFFICERS, EMPLOYEES, AGENTS, REPRESENTATIVES, SUCCESSORS, AND ASSIGNS, HARMLESS FROM ANY AND ALL LOSSES, CLAIMS, LIABILITIES, COSTS, JUDGMENTS AND EXPENSES (INCLUDING BUT NOT LIMITED TO REASONABLE ATTORNEY’S FEES), WHETHER IN TORT, CONTRACT, OR OTHERWISE, ARISING OUT OF THE PERFORMANCE OF CLIENT’S WORK, WHETHER CAUSED BY PRODUCER’S ALLEGED OR ACTUAL NEGLIGENCE OR OTHERWISE.
LIMITATION OF LIABILITY. In no event shall Producer be liable to client for any indirect, incidental, consequential or punitive damages, or for loss of profits, revenue or data, whether in an action in contract, tort, strict liability, or otherwise, even if Client advises Producer of the possibility of those damages. Producer’s liability on any claim for any loss or damage arising out of or in connection with or resulting from this shall in no case exceed the value of the services provided by Client under this Agreement, as defined above. Producer shall not be liable for any penalties of any kind. Any action against Producer for any alleged breach under this Agreement must be filed within one (1) year after such action accrues and all rights of Client to initiate any action arising from this Agreement will terminate one (1) year after accrual.
CLIENT’S REMEDY. Client’s remedy, if any, for any breach of this Agreement shall be solely in damages and Client shall look solely to Producer for recovery of such damages. Client waives and relinquishes any right Client may otherwise have to obtain injunctive or equitable relief. Client shall have no remedy for any loss, which may incur by reason of work performed by Client.
INTERPRETATION. Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law.
BINDING EFFECT. This Agreement shall be binding upon, and inure to the benefit of, the successors, executors, heirs, representatives, administrators and permitted assigns of the parties hereto. Client shall have no right to (a) assign this Agreement, by operation of law or otherwise; or (b) subcontract or otherwise delegate the performance of the Services without Producer’s prior written consent which may be withheld as Producer determines in its sole discretion. Any such purported assignment shall be void.
NO WAIVER. Failure of any party to this Agreement to exercise any rights shall not constitute a waiver of those rights.
ENFORCEABILITY. If one or more of the provisions of this Agreement shall be held unenforceable, it shall not affect the enforceability of the other provisions.
SERVABILITIY. If any provision of this Agreement shall be found invalid or unenforceable, the remainder of this Agreement shall be interpreted so as best to reasonably affect the intent of the parties.
ENTIRE AGREEMENT. This Agreement constitutes the entire understanding and agreement of the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements or understandings, inducements or conditions, express or implied, written or oral, between the parties.
AGENCY. Client is not Producer’s agent or representative and has no authority to bind or commit Producer to any agreements or other obligations.
AMENDMENT AND WAIVERS. Any term or provision of this Agreement may be amended, and the observance of any term of this Agreement may be waived, only by a writing signed by the party to be bound. The waiver by a party of any breach or default in performance shall not be deemed to constitute a waiver of any other or succeeding breach or default. The failure of any party to enforce any of the provisions hereof shall not be construed to be a waiver of the right of such party thereafter to enforce such provisions.
TIME. Contractor agrees that time is of the essence in this Agreement
PROFESSIONAL RESPONSIBILITY. Nothing in this Agreement shall be construed to interfere with or otherwise affect the rendering of your services in accordance with your independent and professional judgment. You shall perform your services substantially in accordance with generally accepted practices and principles of your trade.
NOTICIES. Any notice, demand, or request with respect to this Agreement shall be in writing and shall be effective only if it is delivered by personal service, by air courier with receipt of delivery, or mailed, certified mail, return receipt requested, postage prepaid, to the address set forth below. Such communications shall be effective when they are received by the addressee; but if sent by certified mail in the manner set forth above, they shall be effective five (5) days after being deposited in the mail. Any party may change its address for such communications by giving notice to the other party in conformity with this section.
Exhibit A:
if Starter Video is selected:
60-minute virtual recording session
Up to 1 round of revisions
1-minute testimonial video
if Pro Campaign is selected:
60-minute virtual recording session
Up to 2 rounds of revisions
2-minute testimonial video
30-second social ad
15-second social ad
if Enterprise Campaign is selected:
60-minute virtual recording session
Up to 3 rounds of revisions
3-minute testimonial video
Two 30-second social ads
Two 15-second social ads
Post Production Schedule*Rounds of revision allow for client comments to be added within a 10-day window after receiving a new video draft. The video will be marked as approved and automatically completed if no comments, notes, or approvals are made within that time.
