MULTIMEDIA DEVELOPMENT TERMS & CONDITIONS
WHEREAS, Developer offers the following services and related services: digital media design and development, corporate identity design and development, videos and video commercials. WHEREAS, Client wishes to have Developer provide services for compensation. NOW, THEREFORE, in consideration of the promises and mutual covenants and agreements set forth herein, Client and Developer agree as follows:
DEVELOPMENT AND DELIVERY OF DELIVERABLES, PAYMENT 1.1. Developer agrees to develop, on behalf of Client, the following: “Video / Video Commercial” (Videos or Video Commercials to be placed on YouTube.com). 1.2. Developer shall use his best efforts to develop each Deliverable and/or Product in accordance with the Specifications, if any. 1.3. All development work will be performed by Developer or his employees or by approved independent contractors who have executed confidentiality agreements, where appropriate. 1.4. Developer shall deliver all Deliverables and/or Product within the times specified in the Development Schedule and in accordance with the Specifications, if any. 1.5. Client will not use any other Video creating company except YouTubeCommercial.net to make or create Videos / Video Commercials as long as you are using our services. 1.6. Client agrees to pay according to the Payment Schedule. The Client agrees to pay $49.99 per video to YouTubeCommercial.net. Subject to change. 1.7. If the Client decides to end services client must send YouTubeCommercial.net an email stating client no longer wishs to be a reseller for YouTubeCommercial.net. 1.8. If the client decides not to use YouTubeCommercial.net services any longer all videos that YouTubeCommercial.net made MUST be taken down and Credits to YouTubeCommercial.net will be added to the the Credits along with clients credits.1.9. Except as expressly provided in this Agreement, this Agreement does not include any maintenance work on the Product or later enhancements to the product. 1.9. The reseller agrees to use the specified form to send in their orders. Form can be found at http://www.youtubecommercial.net/resellersform.htm TESTING AND ACCEPTANCE 2.1. All Videos shall be thoroughly tested by Developer to ensure the Videos are playing properly. 2.2. When applicable, in the event that a Video delivered to Client has an Error, Client shall notify Developer within 7 days of delivery or shall waive its objections. Upon notification to Developer, Developer shall have 7 days to make a correction to the video and present the repaired video to Client. However the client MUST send all information client wants on the Video BEFORE the programmer starts on the production of the Video. This means client will need to submit all wording client wants on the Video. Usually 7 to 8 different frames. Including music, pictures, colors and style. There are NO remakes of the Video once it is finished except for mistakes in grammar. All remakes of the Video will be an additional $24.99 per remake. If the client would like to purchase a Revision Package the cost will be $89.99 and will include 2 revisions. COPYRIGHTS 3.1. Developer will retain copyright ownership of the following material (“Video / Video Commercial”) to be created in the development of the Product and to include any and all of the following:
3.3. Developer will retain copyright ownership of any copyrights not specifically granted to either party by this Agreement 3.4. For the purposes of this agreement, “copyright” shall be deemed to include copyrights, trade secrets, patents, trademarks, and other intellectual property rights. 3.5. If any third party content or Developer Tools are used in the development of the Product, Developer shall be responsible for obtaining and/or paying for any necessary licenses to use third party content. CONFIDENTIALITY 4.1. The terms of this Agreement, Existing Client Content, and other sensitive business information are confidential. Developer and Client agree, except as authorized in writing, not to disclose to any third party Confidential Information. Developer agrees to return to Client promptly, upon completion of the Product, all Existing Client Content. WARRANTIES, COVENANTS, AND INDEMNIFICATION 5.1. Developer represents and warrants to Client the following: (i) Developer has the full power to enter into this agreement without restriction, (ii) except with respect to Existing Client Content, and properly licensed materials, the performance, distribution, or use of the Product will not violate the rights of any third parties, and (iii) Developer agrees to defend, hold harmless, and indemnify Client and its representatives from and against all claims, defense costs, judgments, and other expenses arising out of the breach of the foregoing warranties. 5.2. Client represents and warrants to Developer the following: (i) Client has the full power to enter into this agreement without restriction, (ii) the performance of this Agreement will not violate the rights of any third parties, and (iii) Client agrees to defend, hold harmless, and indemnify Developer and its representatives from and against all claims, defense costs, judgments, and other expenses arising out of the breach of the foregoing warranties. MISCELLANEOUS PROVISIONS 6.1. This Agreement contains the entire understanding and agreement of the parties, supersedes all prior written or oral understandings or agreements, and may not be altered, modified, or waived except in a signed writing. 6.2. EXCEPT AS PROVIDED ABOVE WITH RESPECT TO THIRD PARTY INDEMNIFICATION, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES OF ANY KIND OR NATURE, INCLUDING, WITHOUT LIMITATION, THE BREACH OF THIS AGREEMENT OR ANY TERMINATION OF THIS AGREEMENT, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT, OR OTHERWISE, EVEN IF EITHER PARTY HAS BEEN WARNED OR WARNED OF THE POSSIBILITY OF ANY SUCH LOSS OR DAMAGE. YouTubeCommercial.net Developer
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