Standard Terms and Agreements

Terms and Agreements

In consideration of the mutual covenants set forth in this Agreement, (Client) and Innovate Media (The Studio) hereby agree as follows:

Description of the Project (“Specifications”).
The Studio agrees to develop the Project according to the terms listed on the PROPOSAL submitted.

Delivery of Project.
The Studio will use all reasonable efforts in the development of the Project and endeavor to complete and deliver to Client the completed Project no later than the dates communicated, provided that payment and all requested materials and instructions have been received by The Studio from Client.  Any delay in the completion of the Project due to actions or negligence of Client, transportation delays, illness, or circumstances outside the control of The Studio shall alter the delivery date.  The Studio will make a reasonable effort to notify Client of any delays to the estimated delivery date as soon as possible.

Additional Editing and Changes.
Any requested changes to the Job Specifications shall constitute additional editing and incur additional charges or fees. We will always communicate to you when and if additional charges are likely to be required. Additional charges for editing and changes shall be billed at $240 per hour inc. GST. Hours given in the proposal are the best estimate only.

3.1 Back-ups and copies of Project Files.
The Studio shall not be responsible for maintaining any copies of Project source files, masters, materials or other media created by The Studio for Client under this Agreement after any such materials have been turned over to Client and upon the completion of the Project.  It is Client’s sole responsibility to create back-up copies of any Project files received in order to preserve the integrity of their Project files and protect against unforeseen loss.

3.2 Reproduction of Project
Upon successful completion of all compensation terms and outstanding balances owed to The Studio, Client is granted full and unlimited reproduction rights to the Project.

The Studio retains the right to reproduce the Project in any form for marketing, future publications, competitions or other promotional uses.  The Studio shall at no time reproduce the Project for use in commercial means or for-profit use.

Payment.
The Client agrees to pay a non-refundable booking deposit in the amount as outlined in the proposal to secure the services of The Studio at the time and on the date specified in the proposal.  The balance of the Fee and all additional applicable fees are to be paid upon the completion of Project.  The Studio accept payment of the Fee by Credit card, Cash, or Direct Deposit into The Studio’s nominated account.  The Client acknowledges and agrees that The Studio will not provide their Services or deliver the final Project until such time as The Studio receives all Fees and Payments as cleared funds.

In the event the Fee is not paid by the date prescribed in this Contract, then The Studio may:
(i)  Cease providing their Services until such time as the Fee is paid;
(ii)  Withhold the Proof, completed Project or any other file, artwork or source created by The Studio;
(iii) Terminate the Contract; or
(iv) Commence legal action.

The Client acknowledges that The Studio may impose the following additional charges:
(i)    Editing charge at the rate of $240 per hour for changes to the completed Project after the completed Project has been approved by the Client or delivered to the Client;
(ii)   Travel charge at the rate of $2.50 per kilometer where the Project Production Location is located more than one hundred  (100) kilometers from The Studio’s location;
(iii)  Overtime charge at the rate of $240 per hour where The Studio are required to provide their services after full-day (9 hour) service;
(iv)  Cancellation charge where less than 24 hours notice (business hours) is given prior to scheduled shoot commencement of 50% of the production costs. Where less than 12 hours notice is given 100% of the production costs will be incurred.
(v)  Unarchiving fee of $180 where completed and archived projects are requested to be made active for exporting or future editing.
(vi)  Reproduction charge for additional copies of the completed Project.

Furthermore the Client agrees to pay to The Studio, upon request, any parking or shipping fees.

Indemnity and Release
The Client indemnifies and releases The Studio from any claims with respect of:

(i) Loss or damage with respect to the Materials whilst in the possession of The Studio or any third party;
(ii) Loss or damage with respect of the completed Project incurred whilst the completed Project is in storage following  the collection period;
(iii) Loss or damage suffered as a result of The Studio terminating this Contract;
(iv) The Studio’s failure to complete the Project due to events outside The Studio’s control;
(v) The Studio’s failure to capture the Key Shots due to events outside The Studio’s control;
(vi) Delay or loss of shooting time due to adverse effects experienced by the Client; and
(vii) Malfunction of the VHS tapes, DVD’s, Blu-rays, CD-R’s, Hard Drives or memory media of the completed Project once they have been approved by the Client and delivered unless the Client notifies The Studio in writing of the malfunction within twenty four (48) hours of delivering the same.

In the event The Studio is unable to provide their services due to fire, extreme weather, transportation issues, equipment failure, theft, damage, illness, injury, medical reasons, emergency, scheduling conflicts or any other act outside The Studio’s control then The Studio may, in its absolute discretion, contract with a third party contractor to provide the Services.  In the event a third party contractor is unable to provide the said services, then The Studio may eject to terminate the Contract.  The Client will receive a full refund of any moneys paid under this Contract in the event the Contract is terminated in this manner.

Limited Warranty and Limitation on Damages.
The Studio warrants the Project will conform to the Specifications.  If the Project does not conform to the specifications, The Studio shall be responsible for the timely correction of the Project, at The Studio’s sole expense and without charge to Client in order to bring the Project into conformance with the Specifications.  This warranty shall be the exclusive warranty available to Client.  Client waives any other warranty, express or implied.  Client acknowledges that The Studio is not responsible for the results obtained by Client’s use of any part of the Project. Client acknowledges that The Studio is not responsible for fixing problems on the Project, once mass-produced or after Client has tested, proofed and approved the Project (“Sign off”) in writing.

Governing Law.
This Agreement shall be governed by and construed in accordance with the laws of the State of Queensland. Exclusive jurisdiction and venue shall be in the Queensland Courts.

Good Faith.
Each party represents and warrants to the other that such party has acted in good faith, and agrees to continue to so act, in the negotiation, execution, delivery, performance, and any termination of this Agreement.

Payment Milestones.
In the event Client fails to make any of the payments set forth on Payment section of this Agreement within the time prescribed in Payment section of this Agreement, The Studio has the right to immediately cease all work on the Project until payment in full is paid.

Indemnification.
Client warrants that everything it gives The Studio to include in the Project is legally owned or licensed to Client.  Client agrees to indemnify and hold The Studio harmless from any and all claims brought by any third-party relating to any aspect of the Project, including, but without limitation, any and all demands, liabilities, losses, costs and claims including attorney’s fees arising out of injury caused by Client’s products/services, material supplied by Client, copyright infringement, and defective products sold via the Project.

Use of Project for Promotional Purposes.
Client grants The Studio the right to use the Project for promotional purposes and/or to cross-link it with other marketing avenues developed by The Studio.

Right to Style or to Make Derivative Works.
The Studio has the exclusive rights in making any derivative similar works of the Project and any similarities between Client’s project and future projects constitutes The Studio’s methods and style and shall remain the right of The Studio.

*** By entering into this agreement and signing any supplied documents either digitally or manually you signify your agreement to the above terms and conditions.