VIDEO PRODUCTION TERMS AND CONDITIONS

BY ACCEPTING AND/OR SIGNING THE PRODUCTION QUOTATION, YOU AGREE TO THESE TERMS AND CONDITIONS.

QUALITY

It is the essence of this agreement that all completed media and services supplied by Producer shall be of applicable professional production standards. Producer agrees that the media shall be of high quality, artistically produced with direction, photography, sound, art, animation, synchronization, and other physical and aesthetic content as agreed upon in the project quotation.

1. FURNISHING MATERIALS, SERVICES, & RELEASES

  • Client Responsibilities: Client shall supply scripts, storyboards, product props, production notes, music tracks, celebrity talent, creative guidance/supervision, and related creative clearances, unless otherwise noted in the production specifications form. Client is responsible for collecting all agreements, authorizations, and model/talent releases for each individual and location shown in the final video. Client shall supply all required rights clearances for client-provided music or intellectual property.

  • Producer Responsibilities: Producer shall deliver the completed project media pursuant to this agreement and quotation requirements. Producer shall deliver consents, waivers, or releases from talent and crew retained directly by Producer, to the extent permissible by applicable union or guild agreements. Producer shall supply all other equipment, crew, and services required for the delivery of the specified media unless otherwise specified.

2. CHANGES IN SPECIFICATIONS, REVISIONS, & DEEMED APPROVAL

  • Scope Changes: If at any time Client desires to make changes or variations from the approved script, storyboard, work-in-progress, or completed project, and such changes result in additional costs or person-hours for Producer, reimbursement for such additional costs shall be payable by Client.

  • Revision Limits: The base quotation includes up to two (2) rounds of minor revisions within standard post-production guidelines. Any additional revision requests, structural changes, or scope creep will be billed at Producer’s standard hourly rate.

  • Deemed Approval: Client must provide feedback or revision notes within ten (10) business days of delivery of any work-in-progress, rough cut, or intermediate draft. Failure to provide feedback within this window shall constitute formal acceptance of the material, and the work shall be deemed approved, automatically advancing the project to the next production phase or final delivery.

3. OWNERSHIP, EXCLUSION OF RAW MATERIALS, & STRICT IP HOLD

  • Ownership: Producer owns all rights, title, and interest in and to the media produced under this agreement, including all copyrights, exposed footage, out-takes, project files, and digital assets. Producer grants Client a non-transferable, non-exclusive license to use the final delivered media for approved channels only upon receipt of full payment.

  • Exclusion of Raw Materials: Raw footage, out-takes, project files, and unedited source materials are strictly excluded from delivery under this agreement. Delivery is restricted solely to the final edited media specified in the quotation. Raw materials and project files will only be provided to the Client if explicitly included as a paid line-item in the official quotation or invoice.

  • Strict IP Hold Until Full Payment: No final media, exports, raw files, or social media cuts may be published, broadcast, shared publicly, or utilized by Client in any capacity until all outstanding invoices and fees have been paid in full. Any unauthorized publication or use prior to full payment constitutes willful copyright infringement.

4. CONFIDENTIALITY & DATA PROTECTION (GDPR)

  • Confidentiality: Producer understands that certain production information may be sensitive. Producer agrees, at Client’s written request, to require project personnel to sign appropriate non-disclosure agreements regarding sensitive product information.

  • GDPR Compliance: Both parties agree to comply with applicable data protection laws, including the EU General Data Protection Regulation (GDPR / AVG). Client and Producer shall ensure that any personal data processed in connection with the production (such as talent names, crew details, or identifiable individuals in footage) is handled lawfully and securely.

5. INDEPENDENT CONTRACTOR

Producer acts strictly as an independent contractor under this agreement. All persons engaged by Producer in performing its obligations shall be deemed employees or subcontractors of Producer, not of Client.

6. PRODUCER WARRANTIES & LIMITATION OF LIABILITY

  • Warranties: Producer warrants that it has the full right to enter into this agreement, will comply with all applicable laws and regulations, and will use reasonable efforts to obtain all standard licenses, consents, and rights necessary for the performance and exhibition of materials and services provided directly by Producer.

  • Limitation of Liability: Producer’s total aggregate liability under this agreement, whether arising in contract, tort (including negligence), or otherwise, shall be strictly limited to the total fees actually paid by Client to Producer under the specific quotation. Producer shall not be liable for any indirect, incidental, or consequential damages.

7. CLIENT WARRANTIES & RESPONSIBILITIES

Client warrants that it holds all necessary rights to utilize any materials, logos, music, or brand assets provided to Producer. Furthermore, all talent union contracting forms (such as Exhibit A’s) and the filing thereof with relevant union offices remain the direct responsibility of Client unless explicitly agreed otherwise in writing.

8. DELIVERY OF MATERIALS

Delivery of the specified media shall mean the electronic transfer or physical handover exclusively of the final reference media specified in the official quotation or invoice.

9. PAYMENT TERMS, DEPOSITS, & LATE FEES

  • Mandatory Upfront Deposit: No pre-production, shooting, or post-production work shall commence until Producer has received the required upfront deposit (50% of the total project fee, unless otherwise specified in the quotation) along with the signed agreement.

  • Payment Window: Remaining balances shall be paid in full within 14 days of invoice issuance or project milestones as outlined in the quotation.

  • Late Penalties: If Client defers payment beyond the due date, Producer reserves the right to charge late fees equal to the current prime rate plus 10% (or statutory commercial interest / wettelijke handelsrente under Dutch law) on unpaid amounts until paid in full, compounded monthly, alongside statutory collection costs.

10. INDEMNIFICATION

Client agrees to indemnify, defend, and hold harmless Producer, its officers, employees, agents, and directors from and against any claims, actions, damages, liabilities, and expenses arising out of a breach of Client’s warranties, unauthorized use of third-party intellectual property, or use of materials for which Client lacks proper licensing or authority.

11. TAX LIABILITY

Any sales tax, value-added tax (VAT), use tax, or other governmental tax payable on the production and delivery of specified media to Client shall be the sole responsibility of Client, who shall pay and hold harmless Producer from any such liabilities.

12. INSURANCE COVERAGE

  • Producer Insurance: Producer maintains standard commercial general liability insurance.

  • Client Insurance: Client shall obtain and maintain comprehensive professional liability (Errors and Omissions) insurance covering intellectual property infringements arising from the final use of the media. If requested, Client shall name Producer and Director as additional insured parties on said policies prior to pre-production.

13. ALTERATIONS & FORMAT RESTRICTIONS

Any unauthorized alterations of original media (including color shifts, mirroring, cropping, altering aspect ratios for different platforms, or digital manipulation creating derivative works) are strictly prohibited without Producer’s express written permission. Producer must be given the first opportunity to execute required alterations. Unauthorized alterations constitute an expanded scope of use and will be billed accordingly.

14. DATA ARCHIVING & STORAGE

Producer is not a long-term data storage facility. Post-production files, project archives, and raw footage will be securely stored by Producer for a maximum of thirty (30) days following final project delivery. After this window, Producer may delete all raw assets and project files unless a separate, paid long-term Archiving Agreement has been executed.

15. GENERATIVE AI & SYNTHETIC MEDIA

If Generative AI tools (such as AI voice cloning, generative fill, AI-generated script elements, or synthetic visuals) are utilized in the production, their deployment must be explicitly approved by Client in the production specifications. Client assumes full liability for any intellectual property or likeness infringement claims resulting from client-mandated use of specific AI models or third-party datasets. Producer warrants that its internal use of AI tools complies with current industry standards and legal frameworks.

16. CONTINGENCY AND WEATHER DAYS

A contingency day is any scheduled shoot day prevented from occurring due to circumstances beyond Producer’s control, including adverse weather conditions, injury or illness of essential client-supplied talent, major force majeure events, or client-insured re-shoots. Producer will quote a maximum exposure figure (“not to exceed” cost per day) in advance, excluding crew/supplier premiums for weekends or holidays.

17. CANCELLATION AND POSTPONEMENT

A cancellation or postponement is defined as a rescheduling or total termination of the project directed by Client. Liability depends on notice timing prior to the scheduled shoot date:

  • 1 to 7 Days Notice: Client is liable for 100% of out-of-pocket costs, full director’s fee as bid, and full production fee as bid.

  • 8 to 14 Days Notice: Client is liable for 100% of out-of-pocket costs, plus not less than 50% of the director’s fee and production fee as bid.

  • More than 14 Days Notice: Client is liable for 100% of out-of-pocket costs, plus not less than 25% of the director’s fee and production fee as bid.

18. PUBLICITY GUIDELINES

Unless notified in writing by Client prior to project commencement, Producer and Director retain a revocable license to use finished media (or cuts/excerpts thereof) for internal promotional purposes, showreels, company websites, and industry awards, subject to reasonable product launch blackout periods requested by Client.

19. DISPUTE RESOLUTION & APPLICABLE LAW

This agreement shall be interpreted, governed, and enforced in accordance with the local laws of the Netherlands. Any legal action, controversy, or dispute arising from this contract shall be submitted exclusively to the competent District Court of Midden-Nederland (Location Utrecht). The prevailing party in any legal action shall be entitled to recover reasonable attorney’s fees, court costs, and legal expenses.

20. MISCELLANEOUS PROVISIONS

  • Entire Agreement: This document and the accepted quotation constitute the entire agreement between Producer and Client. Any amendments must be made in writing and signed by both parties.

  • Severability: If any provision of this agreement is held unenforceable, the remaining provisions shall continue in full force and effect.

  • No Waiver: Failure by either party to enforce any right hereunder shall not constitute a waiver of future enforcement of that right.

  • Equal Opportunity: Producer does not discriminate against employees or applicants based on race, religion, sexual orientation, color, sex, national origin, age, disability, or any other legally protected status.