TERMS OF USE

Application of these terms

Here are the key aspects of how the terms and conditions apply to the agreement between a service provider and a client

Scope of Terms and Conditions

   - The terms and conditions apply to all goods and services supplied, whether or not they are specifically listed or mentioned elsewhere. This means they cover the entire range of services and goods the agreement provides.

Entire Agreement

   - The terms and conditions, along with any brief or quotation provided, constitute the complete agreement between the parties. This clause ensures that the written terms are the only binding reference, excluding any previous verbal or written representations not explicitly included in the agreement.

Supremacy of Terms

   - The terms and conditions provided will take precedence over any other terms that the client might have. This means that even if the client has their own terms and conditions, the service provider’s terms will govern the agreement unless both parties mutually agree to modify them.

Reliance on Representations

 - The agreement emphasizes that the client should not rely on any representations or understandings outside of the written terms and conditions. This ensures that any verbal or informal agreements made outside the formal contract are not considered part of the binding agreement.

In practice, these terms are designed to clearly define and limit the scope of the agreement, ensuring both parties understand that the written terms are definitive and overriding. This helps prevent disputes over what was agreed upon and ensures that all contractual obligations and expectations are explicitly documented.

FEES AND PAYMENT TERMS

Below outlines the financial terms and conditions related to the production of a video project. Here’s a detailed explanation of each key point:

Cost Estimation and Payment

  • Estimated Cost: The total estimated cost for the service is based on the instructions provided by the client to the producer. This estimate covers all aspects of the production, including pre-production, production, and post-production costs, as well as expenses for equipment, contractors, transportation, and locations.

  • Payment Agreement: By accepting the estimate, the client agrees to pay the producer the agreed amount by the stipulated date in the signed contract.

Additional Costs

  • Additional Production Expenses: If the client causes delays in production, they are responsible for covering any additional expenses incurred by the producer, such as insurance, equipment, and transportation.

  • Late Payment Penalty: If the client delays payment, they may be charged interest on the unpaid amounts at a rate of the current prime rate plus 2%, compounded monthly.

  • Ownership Transfer: Ownership of the final files does not transfer to the client until full payment has been made.

Overtime Costs

  • Overtime Definition: Overtime costs are based on a 10-hour workday and include work performed on weekends and holidays.

  • Approval and Authority: The producer must present overtime costs to the client for approval before incurring them. In urgent situations where prior approval cannot be obtained, the producer has the authority to use their best judgment regarding overtime costs.

Cancellation and Postponement

  • Cancellation Costs: If the client cancels the production, they must pay any reasonable costs incurred by the producer up to the point of cancellation, within five days of receiving an invoice and proof of costs. Additionally, a non-refundable cancellation fee of 25% of the total project budget is required immediately upon cancellation.

  • Full Cost Liability: If cancellation or postponement occurs more than halfway through the production schedule, the client is liable for the full cost of the project. This reflects the difficulty of rebooking the production time, which is the producer's primary income source.

Changes and Variations

  • Change Costs: If the client requests changes to the script, storyboard, or any other aspect of the project that results in additional costs, the producer will notify the client of these costs before proceeding. The client must approve these changes (either in writing or verbally), and such costs will be incorporated into the final payment terms.

Unforeseen Costs

  • Adverse Conditions: If additional costs arise due to unforeseen factors like adverse weather, the client must cover these costs, provided both parties agree to postpone the edit and the producer provides proof of the additional expenses.

Overall, this section details how costs are estimated, handled, and adjusted throughout the production process, as well as the financial implications of delays, cancellations, and changes. It ensures both parties are clear about their financial obligations and procedures related to unexpected issues.

CONTIGENCY AND WEATHER DAYS

A contingency day is any day where a scheduled media or film shoot cannot occur due to unforeseen circumstances beyond the production company’s control.

Examples of Unforeseen Circumstances:

  • Weather Conditions: Adverse weather (e.g., rain, fog, sleet) that deviates from the desired shooting conditions.

  • Injury or Illness: Absence of key talent or necessary elements supplied by the client.

  • Force Majeure: Events like earthquakes, riots, fires, floods, volcanic eruptions, acts of war, strikes, terrorism, or other extraordinary events.

  • Client Insured Re-Shoot: Additional days authorized and insured by the client. A cost estimate for these contingency days will be provided and must be approved by the client before proceeding.

Cost and Liability:

  • The Production Company will provide a “not to exceed” figure for contingency day costs, which is a cost per day.

  • This estimate excludes premiums for crew or suppliers, which may apply if the contingency day falls on weekends, holidays, or involves consecutive employment.

Commitment:

  • The Production Company is committed to minimizing liabilities related to contingency days and will adhere to industry-standard cancellation practices.

Intellectual Property Rights

  • Ownership: The Client owns the final video. The Client must obtain all necessary likeness rights from individuals appearing in the video. The Producer retains the right to use the video for promotional purposes.

  • Rights Grant: The Client owns all rights, title, and interest in the media created under this Agreement, including all copyrights. The Client grants the Producer an exclusive, worldwide, sublicensable, transferable, royalty-free license to use all media clips produced for the Producer’s promotional use.

Independent Contractor

  • Status: The Producer is an independent contractor. All individuals engaged by the Producer are not employees of the Client.

Liability

  • Compliance: The Producer ensures that the video and all related footage comply with Florida laws and do not infringe on intellectual property rights or any other third-party rights.

  • Confidentiality: The Producer agrees to require individuals involved in the production to sign appropriate confidentiality agreements if requested by the Client.

Links to Other Websites

  • Responsibility: The Producer’s website may contain links to third-party sites or services. The Producer is not responsible for the content, privacy policies, or practices of these third-party sites. The Producer does not endorse or warrant the offerings of these third parties.

  • Liability: The Producer is not liable for any damage or loss caused by the use of or reliance on content from third-party sites. Users should review the terms and privacy policies of third-party sites.

Changes

  • Modification: The Producer reserves the right to modify these Terms at any time. Continued use of the website after changes are made constitutes acceptance of the revised terms.

Applicable Law

  • Governing Law: These terms are governed by Florida law and are subject to the exclusive jurisdiction of Florida courts.

Intellectual Property

  • Ownership: All images and original content created by Rocky Rebel Road, LLC, excluding client-specific content, remain the exclusive property of The Rocky Rebel Road, LLC and its licensors. Images may not be used in connection with any product or service without prior written consent from Rocky Rebel Road, LLC.