Ingage Digital Media (IDM) Terms of Service
The following “Terms of Service” (or “Terms” or "Terms of Use") identify our policies as they pertain to the image, video and film work we do for our clients, be it directly by IDM or one of our microsite services. When we enter into a relationship with a client to produce content for them we require that they agree to the following Terms of Service.
1. OVERVIEW
This service is operated by Ingage Digital Media (the “Company”). For purposes of these Terms of Service, “Service” refers to the Company’s service, or any microsite services operated by Ingage Digital Media, which consists of producing and creating digital image, video and film content for clients. The terms “we,” “us,” and “our” refer to the Company. “You” refers to you, as a user/purchaser of the Service. By using our service (defined as purchasing and/or using any content that we produce specifically for you or your organization), you agree to be bound by the following Terms of Service, including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the Service, including without limitation users who are browsers, vendors, customers, merchants, and/or contributors of content.
2. GENERAL TERMS
By agreeing to these Terms of Service, you represent that you are at least 18 years of age and are eligible to use the Services and have the right, power and ability to enter into and perform under these Terms. If you are under 18 years old, you may only use the Service with the approval of your parent or guardian. You will comply with any instructions provided to you by the Company in connection with your use of the Service. The Company may establish general practices and limits concerning use of the Service and reserves the right to change its instructions, general practices and limits at any time, in its sole discretion, with or without notice to you.
3. MODIFICATIONS TO THE SERVICE, PRICES, AND TERMS OF SERVICE
We reserve the right to modify or discontinue the Service (or any part thereof), including these Terms of Service, without notice at any time. You can review the most current version of the Terms of Service at this link. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of our services constitutes acceptance of those changes. In addition, prices for our products are subject to change without notice. We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.
4. PRODUCTS OR SERVICES
We reserve the right to limit the sales of our products or Services to any person, geographic region or jurisdiction, and may exercise this right on a case-by-case basis. We also reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at any time without notice, at our sole discretion. We reserve the right to discontinue any product at any time. Any offer for any product or service made on this site is void where prohibited. Although we have made every effort to display as accurately as possible the colors and images of our products that appear on the Service, we cannot guarantee that your computer monitor's display of any color will be accurate. We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations.
5. PROHIBITED USES
In addition to the other prohibitions described in these Terms of Service, you are prohibited from using the Service, our site, its content, or the content you purchase from us (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. The Company reserves the right to terminate your use of the Service or any related website for violating this Section or any other prohibited uses described in these Terms of Service.
6. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
You expressly agree that your use of, or inability to use, the Service is at your sole risk. The Service and all products and services delivered to you through the Service are (except as expressly stated by us) provided 'as is' and 'as available' for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement, in each case to the extent permitted by applicable law. In no case shall the Company, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the Service or any products procured using the Service, or for any other claim related in any way to your use of the Service or any product, including, but not limited to, any errors or omissions in any content, any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility, or any use of AI services where a third-party claims copyright infringement. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.
7. INDEMNIFICATION
You agree to indemnify, defend and hold harmless the Company and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including attorneys’ fees, made by any third party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any applicable law or the rights of a third-party.
8. USER GENERATED COMMENTS
By posting comments through the Service, you agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments or other information posted by you or any third-party.
9. USER CONTENT
Certain features of the Service may permit users to upload content to the Service, to be included in your final product, including videos, photographs, graphics, music tracks, text, icons, and other types of works ("User Content") You retain any copyright and other proprietary rights that you may hold in the User Content that you provide. Nevertheless, we need certain permissions from you in order to provide the Service.
9.1 Limited License Grant to the Company
By providing User Content to or via the Service, you grant the Company a worldwide, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, display, perform, reproduce, modify, adapt, create derivative works of, reformat, translate, excerpt (in whole or in part), publish and distribute your User Content, in whole or in part, in any media formats and through any media channels now known or hereafter developed, for the purposes of providing the Service. the Company will not sell, publish, or publicly distribute User Content provided to the Service without permission from you.
9.2 Limited License Grant to Other Users
User Content you provide to the Service will be restricted to your account and will not be shared to other Users of the Service except as requested by you. If you request User Content to be made available to other Users of the Service, you grant those Users a non-exclusive license to access and use that User Content as permitted by these Terms and the functionality of the Service.
9.3 User Content Representations and Warranties
The Company disclaims any and all liability in connection with User Content. You are solely responsible for your User Content and the consequences of providing User Content via the Service. By providing User Content via the Service, you affirm, represent, and warrant that:
9.4 User Content Disclaimer
We are under no obligation to edit or control User Content that you or other users upload or publish, and will not be in any way responsible or liable for User Content. The Company may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Terms or is otherwise objectionable. You understand that when using the Service you may be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against the Company with respect to User Content. If notified by a user or content owner that User Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the User Content from the product we produce, which we reserve the right to do at any time and without notice. For clarity, the Company does not permit copyright-infringing activities on the Service.
9.5 Monitoring Content
The Company does not control and does not have any obligation to monitor: (a) User Content; (ii) any content made available by third parties; or (iii) the use of the Service by its users. You acknowledge and agree that the Company reserves the right to, and may from time to time, monitor any and all information transmitted or received through the Service for operational and other purposes. If at any time the Company chooses to monitor the content, the Company still assumes no responsibility or liability for content or any loss or damage incurred as a result of the use of content. During monitoring, information may be examined, recorded, copied, and used in accordance with our Privacy Policy.
10. EDITORIAL/CREATIVE CONTENT
The Services we provide may include editorial content. When we start a new project we ask that you declare if the work we will be producing for you is editorial in nature or not. If yes, then your use of our Services and the product we create is strictly for editorial use only and cannot be used for commercial purposes. This includes but is not limited to, any use in commercial productions, advertising mediums or campaigns. There are no exceptions because this content is not cleared for commercial usage and was intended for editorial use only. You agree that you will only use it for non-commercial, editorial purposes. This includes but is not limited to such use as in the context of illustrating a newsworthy event, in providing commentary on subjects of human interest (business, arts and culture, technology, etc.), to describe or illustrate a newsworthy story in a non-commercial production (I.e. documentary or a news program).
11. RIGHTS TO SERVICES
The Company and you agree that upon final payment for the Services that you shall have the exclusive (other than for referencing rights as defined below in “Referencing Rights”), non-transferable right to distribute worldwide, in perpetuity, the final products we create through the Service, for web-based delivery only. Should you wish to distribute the final product on broadcast television, in a theatrical release, printed material, or any other non web-based delivery, you and the Company agree to negotiate in good faith a new agreement for such use, if possible.
12. RIGHTS TO PRE-EXISTING MATERIAL AND SOURCE MATERIAL
The Company and you agree that the Company retains all rights to the source files supplied for the final product, including its component parts (including without limitation video, illustrations, designs, pictures, sound tracks, drawings and text, including any existing prior to the commencement of production), whether these source files are original works created by the Company, or granted and/or licensed to the Company by third-party services. The company also retains full rights over any original deliverables that the Company developed not included in the final product or in any interim work product (including any rejected illustrations, designs, documentation, raw video and project files, audio or verbal scripts, preliminary concepts, and works in progress). Note, however, that any pre-existing assets owned by you (as defined in Section 9. User Content) and any original footage shot at your location, shall remain and/or become the your property upon delivery of the final product.
13. REFERENCING RIGHTS
The Company is entitled to reference, demonstrate and describe work done hereunder in summary and general form, including project results and the use of your, or your client’s name, logo, and/or other public indicia in any marketing or advertising media. You additionally may use the Company's name, logo, and/or other public indicia in any marketing or advertising media in connection with the final product.
14. THIRD-PARTY COPYRIGHT CLAIMS AND MONETIZATION
Our products contain content from third-party sources that has been granted to the Company to use in the product. From time-to-time, but rarely, some of this content might be claimed as copyrighted material by a third-party owner on a social media site. Usually the copyright claim does not allow the client to monetize their videos at the social media site, but the video can still be played and used for marketing purposes. Also note that ads might be run on your content, and if this is the case, the third party copyright owner shall collect the ad revenue, not you. Should any third-party copyright claim surface please contact us and we will work together to resolve the issue. We are generally successful in releasing all rights, including monetization. Should we not be successful in releasing a claim we will re-edit the video until no claims exist.
15. USE OF ARTIFICIAL INTELLIGENCE (AI)
The Company may use AI to generate assets. You agree to the following conditions regarding the AI assets we develop:
16. ASSET LENGTHS
The Company may produce timed video content. Where we commit to specific lengths for this timed content, the final running lengths (or running times), may vary slightly from what we agree to produce. This is generally not an issue since we produce content for web distribution, and not broadcast (where exact times are required). You agree that the final running lengths can vary slightly from what we agree to produce.
17. MULTIPLE VIDEO PACKAGES
Where the Company agrees to create multiple videos at different lengths under one package, the content of each video could look very similar to the others in the same package (including but not limited to the same music, images and text). Due to different lengths, the messaging will vary slightly from video to video. You agree that the videos can look similar.
The Company creates
18. PAYMENT FOR SERVICES
You agree to the following payment terms for our non-subscription packages: For any projects that total less than $2,500, 100% payment up front before the project begins. For any projects that total $2,500 or more, 50% at the beginning of the project, and a final 50% payment once all assets have been approved and delivered. In the case where a number of assets are being produced at one time, none of the assets will be delivered until all have been approved by you. For subscription packages, you agree to pay a monthly or yearly fee for our services. The time and date of such payments will be determined at the time of contract signing for a specific subscription package.
19. OTHER WARRANTIES
You are free to agree to these Terms of Service and no rights of any third parties are or will be violated by either party entering into agreeing to these Terms of Service. You are not subject to any conflicting obligation or any disability, and you have not made and shall not hereafter make any agreement with any third party, which could interfere with the rights granted hereunder or the full performance of both parties’ obligation and services hereunder.
20. SEVERABILITY
In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.
21. ENTIRE AGREEMENT
The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision. These Terms of Service and any policies or operating rules posted by us on this site or in respect to the Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service). In no event shall any ambiguities in the interpretation of these Terms of Service be construed against the drafting party.
22. GOVERNING LAW
These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of the state of CA.
23. NOTICE FOR USERS IN CALIFORNIA
Under California Civil Code Section 1789.3, users of the Service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
Questions about these Terms of Service should be sent to us at [email protected].
Last Updated: These Terms of Service were last updated on March 16, 2024.
1. OVERVIEW
This service is operated by Ingage Digital Media (the “Company”). For purposes of these Terms of Service, “Service” refers to the Company’s service, or any microsite services operated by Ingage Digital Media, which consists of producing and creating digital image, video and film content for clients. The terms “we,” “us,” and “our” refer to the Company. “You” refers to you, as a user/purchaser of the Service. By using our service (defined as purchasing and/or using any content that we produce specifically for you or your organization), you agree to be bound by the following Terms of Service, including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the Service, including without limitation users who are browsers, vendors, customers, merchants, and/or contributors of content.
2. GENERAL TERMS
By agreeing to these Terms of Service, you represent that you are at least 18 years of age and are eligible to use the Services and have the right, power and ability to enter into and perform under these Terms. If you are under 18 years old, you may only use the Service with the approval of your parent or guardian. You will comply with any instructions provided to you by the Company in connection with your use of the Service. The Company may establish general practices and limits concerning use of the Service and reserves the right to change its instructions, general practices and limits at any time, in its sole discretion, with or without notice to you.
3. MODIFICATIONS TO THE SERVICE, PRICES, AND TERMS OF SERVICE
We reserve the right to modify or discontinue the Service (or any part thereof), including these Terms of Service, without notice at any time. You can review the most current version of the Terms of Service at this link. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of our services constitutes acceptance of those changes. In addition, prices for our products are subject to change without notice. We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.
4. PRODUCTS OR SERVICES
We reserve the right to limit the sales of our products or Services to any person, geographic region or jurisdiction, and may exercise this right on a case-by-case basis. We also reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at any time without notice, at our sole discretion. We reserve the right to discontinue any product at any time. Any offer for any product or service made on this site is void where prohibited. Although we have made every effort to display as accurately as possible the colors and images of our products that appear on the Service, we cannot guarantee that your computer monitor's display of any color will be accurate. We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations.
5. PROHIBITED USES
In addition to the other prohibitions described in these Terms of Service, you are prohibited from using the Service, our site, its content, or the content you purchase from us (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. The Company reserves the right to terminate your use of the Service or any related website for violating this Section or any other prohibited uses described in these Terms of Service.
6. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
You expressly agree that your use of, or inability to use, the Service is at your sole risk. The Service and all products and services delivered to you through the Service are (except as expressly stated by us) provided 'as is' and 'as available' for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement, in each case to the extent permitted by applicable law. In no case shall the Company, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the Service or any products procured using the Service, or for any other claim related in any way to your use of the Service or any product, including, but not limited to, any errors or omissions in any content, any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility, or any use of AI services where a third-party claims copyright infringement. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.
7. INDEMNIFICATION
You agree to indemnify, defend and hold harmless the Company and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including attorneys’ fees, made by any third party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any applicable law or the rights of a third-party.
8. USER GENERATED COMMENTS
By posting comments through the Service, you agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments or other information posted by you or any third-party.
9. USER CONTENT
Certain features of the Service may permit users to upload content to the Service, to be included in your final product, including videos, photographs, graphics, music tracks, text, icons, and other types of works ("User Content") You retain any copyright and other proprietary rights that you may hold in the User Content that you provide. Nevertheless, we need certain permissions from you in order to provide the Service.
9.1 Limited License Grant to the Company
By providing User Content to or via the Service, you grant the Company a worldwide, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, display, perform, reproduce, modify, adapt, create derivative works of, reformat, translate, excerpt (in whole or in part), publish and distribute your User Content, in whole or in part, in any media formats and through any media channels now known or hereafter developed, for the purposes of providing the Service. the Company will not sell, publish, or publicly distribute User Content provided to the Service without permission from you.
9.2 Limited License Grant to Other Users
User Content you provide to the Service will be restricted to your account and will not be shared to other Users of the Service except as requested by you. If you request User Content to be made available to other Users of the Service, you grant those Users a non-exclusive license to access and use that User Content as permitted by these Terms and the functionality of the Service.
9.3 User Content Representations and Warranties
The Company disclaims any and all liability in connection with User Content. You are solely responsible for your User Content and the consequences of providing User Content via the Service. By providing User Content via the Service, you affirm, represent, and warrant that:
- you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize the Company and users of the Service to use and distribute your User Content as necessary to exercise the licenses granted by you in this Section, in the manner contemplated by the Company, the Service, and these Terms;
- your User Content, and the use of your User Content as contemplated by these Terms, does not and will not: (i) infringe, violate, or misappropriate any third party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause the Company to violate any law or regulation; and
- your User Content could not be deemed by a reasonable person to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate.
9.4 User Content Disclaimer
We are under no obligation to edit or control User Content that you or other users upload or publish, and will not be in any way responsible or liable for User Content. The Company may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Terms or is otherwise objectionable. You understand that when using the Service you may be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against the Company with respect to User Content. If notified by a user or content owner that User Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the User Content from the product we produce, which we reserve the right to do at any time and without notice. For clarity, the Company does not permit copyright-infringing activities on the Service.
9.5 Monitoring Content
The Company does not control and does not have any obligation to monitor: (a) User Content; (ii) any content made available by third parties; or (iii) the use of the Service by its users. You acknowledge and agree that the Company reserves the right to, and may from time to time, monitor any and all information transmitted or received through the Service for operational and other purposes. If at any time the Company chooses to monitor the content, the Company still assumes no responsibility or liability for content or any loss or damage incurred as a result of the use of content. During monitoring, information may be examined, recorded, copied, and used in accordance with our Privacy Policy.
10. EDITORIAL/CREATIVE CONTENT
The Services we provide may include editorial content. When we start a new project we ask that you declare if the work we will be producing for you is editorial in nature or not. If yes, then your use of our Services and the product we create is strictly for editorial use only and cannot be used for commercial purposes. This includes but is not limited to, any use in commercial productions, advertising mediums or campaigns. There are no exceptions because this content is not cleared for commercial usage and was intended for editorial use only. You agree that you will only use it for non-commercial, editorial purposes. This includes but is not limited to such use as in the context of illustrating a newsworthy event, in providing commentary on subjects of human interest (business, arts and culture, technology, etc.), to describe or illustrate a newsworthy story in a non-commercial production (I.e. documentary or a news program).
11. RIGHTS TO SERVICES
The Company and you agree that upon final payment for the Services that you shall have the exclusive (other than for referencing rights as defined below in “Referencing Rights”), non-transferable right to distribute worldwide, in perpetuity, the final products we create through the Service, for web-based delivery only. Should you wish to distribute the final product on broadcast television, in a theatrical release, printed material, or any other non web-based delivery, you and the Company agree to negotiate in good faith a new agreement for such use, if possible.
12. RIGHTS TO PRE-EXISTING MATERIAL AND SOURCE MATERIAL
The Company and you agree that the Company retains all rights to the source files supplied for the final product, including its component parts (including without limitation video, illustrations, designs, pictures, sound tracks, drawings and text, including any existing prior to the commencement of production), whether these source files are original works created by the Company, or granted and/or licensed to the Company by third-party services. The company also retains full rights over any original deliverables that the Company developed not included in the final product or in any interim work product (including any rejected illustrations, designs, documentation, raw video and project files, audio or verbal scripts, preliminary concepts, and works in progress). Note, however, that any pre-existing assets owned by you (as defined in Section 9. User Content) and any original footage shot at your location, shall remain and/or become the your property upon delivery of the final product.
13. REFERENCING RIGHTS
The Company is entitled to reference, demonstrate and describe work done hereunder in summary and general form, including project results and the use of your, or your client’s name, logo, and/or other public indicia in any marketing or advertising media. You additionally may use the Company's name, logo, and/or other public indicia in any marketing or advertising media in connection with the final product.
14. THIRD-PARTY COPYRIGHT CLAIMS AND MONETIZATION
Our products contain content from third-party sources that has been granted to the Company to use in the product. From time-to-time, but rarely, some of this content might be claimed as copyrighted material by a third-party owner on a social media site. Usually the copyright claim does not allow the client to monetize their videos at the social media site, but the video can still be played and used for marketing purposes. Also note that ads might be run on your content, and if this is the case, the third party copyright owner shall collect the ad revenue, not you. Should any third-party copyright claim surface please contact us and we will work together to resolve the issue. We are generally successful in releasing all rights, including monetization. Should we not be successful in releasing a claim we will re-edit the video until no claims exist.
15. USE OF ARTIFICIAL INTELLIGENCE (AI)
The Company may use AI to generate assets. You agree to the following conditions regarding the AI assets we develop:
- Exactness - While we attempt to create AI assets that are true to your requirements, the assets we develop will often times not be exactly as the you have described, or envisioned in your mind. The generative AI tools to create digital images, while doing an excellent job, do have their limitations on how refined an image can be, often times creating an image with its own interpretation of our prompts. Given this, we reserve the right at any point during the creation process to conclude that the images we create for you are satisfactory, with such conclusion not to be unreasonably determined. However, we will always do our best to work with our clients so the clients are satisfied with the images we create through AI.
- Rights to AI Assets - You have full rights to use the AI assets we develop for you in any way you choose to use them, subject to these Terms of Service. Note however that you do not own the images, rather they are the property of the Company. As well, they are also available to anyone who is part of the AI communities where the Company generates the images, to use, remix and distribute, all subject to the terms and conditions of the AI platform where the images were generated.
- The AI image and video generation services that the Company uses to generate its AI content sometimes train their AI engines on copyrighted material and could possibly be subject to copyright infringement, and in turn the Company could be subject to copyright infringement as well because of its use of these AI services. While we take precautions to make sure that the AI images we generate do not closely mimic any copyrighted works, we cannot guarantee that a copyright holder will not pursue legal action against the Company for copyright infringement as a result of the Company's use of an AI image or video generation service. If such a legal action occurs against the Company, and you are named as a party in such lawsuit, you agree to hold the Company harmless per section 6. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY, of these Terms of Service.
16. ASSET LENGTHS
The Company may produce timed video content. Where we commit to specific lengths for this timed content, the final running lengths (or running times), may vary slightly from what we agree to produce. This is generally not an issue since we produce content for web distribution, and not broadcast (where exact times are required). You agree that the final running lengths can vary slightly from what we agree to produce.
17. MULTIPLE VIDEO PACKAGES
Where the Company agrees to create multiple videos at different lengths under one package, the content of each video could look very similar to the others in the same package (including but not limited to the same music, images and text). Due to different lengths, the messaging will vary slightly from video to video. You agree that the videos can look similar.
The Company creates
18. PAYMENT FOR SERVICES
You agree to the following payment terms for our non-subscription packages: For any projects that total less than $2,500, 100% payment up front before the project begins. For any projects that total $2,500 or more, 50% at the beginning of the project, and a final 50% payment once all assets have been approved and delivered. In the case where a number of assets are being produced at one time, none of the assets will be delivered until all have been approved by you. For subscription packages, you agree to pay a monthly or yearly fee for our services. The time and date of such payments will be determined at the time of contract signing for a specific subscription package.
19. OTHER WARRANTIES
You are free to agree to these Terms of Service and no rights of any third parties are or will be violated by either party entering into agreeing to these Terms of Service. You are not subject to any conflicting obligation or any disability, and you have not made and shall not hereafter make any agreement with any third party, which could interfere with the rights granted hereunder or the full performance of both parties’ obligation and services hereunder.
20. SEVERABILITY
In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.
21. ENTIRE AGREEMENT
The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision. These Terms of Service and any policies or operating rules posted by us on this site or in respect to the Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service). In no event shall any ambiguities in the interpretation of these Terms of Service be construed against the drafting party.
22. GOVERNING LAW
These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of the state of CA.
23. NOTICE FOR USERS IN CALIFORNIA
Under California Civil Code Section 1789.3, users of the Service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
Questions about these Terms of Service should be sent to us at [email protected].
Last Updated: These Terms of Service were last updated on March 16, 2024.