This video production agreement is made and entered into by and between (“Client”) and Your PC Magician, LLC, a Virginia Limited Liability Company (“YPM”).
1. Term: This agreement shall commence on the date of signing and continue in perpetuity or until a later agreement supersedes the contents of this agreement. This agreement also applies to future work contracted to YPM by Client. Either party shall have the right to cancel this Agreement upon thirty (30) days written notice to the other. In the event that this Agreement is cancelled, Client shall pay YPM all service fees payable and/or other expenses reimbursable under this Agreement immediately upon submission of a final invoice. This final payment is due upon receipt.
2. Scope of Work: YPM agrees to develop the "Video" as described below and further defined in the attached Exhibit A.
3. Copyrights: Client guarantees that any elements of text, images or other artwork provided to YPM are either owned by Client, or that Client has permission to use them. When YPM receives the final payment, copyright is automatically assigned as follows:
This project is "work-made-for-hire" meaning that all visual elements, text, images and data that constitutes the entirety of this project is owned by Client, unless someone else owns them. YPM will give you the source files and finished files and Client should keep a copy of them somewhere safe as YPM is not required to keep a copy.
YPM reserves the right to display your completed project in their portfolio and to write about the project on web sites, in magazine articles and in books.
4. Delivery of the Video: YPM will deliver the Video to the Client on or before the date set forth on the attached Exhibit A (with all illustrations, charts, graphs, and other material, including, reference lists, etc., in the medium mutually agreed upon for the Video) in form and content satisfactory to the the Client.
5. Warranty: YPM warrants that it is the sole owner and creator of the Video and has full power and authority to make this Agreement; that the Video does not infringe any copyright, violate any property rights, or contain any scandalous, libelous, or unlawful matter.
6. Consideration: In consideration for delivery of the Video in accordance with the provisions of this Agreement, The Client shall pay YPM the amount set forth on the attached Exhibit A. Additional costs incurred that are related to the Video but not included in Exhibit A will be charged on the final invoice. If additional costs not disclosed in Exhibit A are incurred, YPM will receive written consent from Client before incurring those charges.
Client shall submit all payments under this Agreement to YPM via electronic means including online credit card processing system(s), in-person electronic magnetic strip swiping device(s) or by mailing check, cash or money order to:
Your PC Magician, LLC
9800 Castle Glen Terr.
North Chesterfield, VA 23236
IF INVOICE IS NOT PAID WITHIN 30 DAYS (NET 15 STANDARD TERMS + 15 DAY GRACE PERIOD) YPM WILL PAUSE/CANCEL/DISABLE/HOLD ANY ONGOING SERVICES UNTIL THE ACCOUNT IS MADE CURRENT
7. Collection Costs: Client shall reimburse YPM for all reasonable costs, charges, and expenses, including reasonable attorneys' fees, expended or incurred by YPM in the collection of any fees, expenses, or other amounts owing to YPM by Client under this Agreement.
8. Independent Contractor Status: YPM is an independent contractor, not an employee or partner of Client. YPM is solely responsible for all taxes, withholdings, insurance, and any other obligations that may apply to an independent contractor. Within the Scope of Work, Independent Contractor shall retain sole and absolute discretion in the manner and means of carrying out their activities and responsibilities under this Agreement. This Agreement shall not be considered or construed to be a partnership or joint venture, and the Client shall not be liable for any obligations incurred by Independent Contractor unless specifically authorized in writing. Independent Contractor shall not act as an agent of the Client, ostensibly or otherwise, nor bind the Client in any manner, unless specifically authorized to do so in writing.
9. Confidentiality: Any proprietary information disclosed by either the Client or YPM, to either the Client or YPM, shall remain confidential. This will protect both parties in future business relations and ensures the privacy of both the Client and YPM.
10. Choice of Law: The terms and provisions of this Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia without regard to conflict of law principles.
11. Venue: Any dispute arising under this Agreement shall be in the exclusive jurisdiction of the City of Richmond, Virginia and the parties consent to the laying of venue in any such court.
12. Severability: If a court of competent jurisdiction shall, at any time, hold that any provision of this agreement is invalid or unenforceable, all other provisions of this agreement shall nevertheless continue in full force and effect. Such invalidity shall not invalidate the entire agreement.
13. Indemnification: Each party shall defend, indemnify, and hold harmless the other party, its officers, directors, employees, and managers, against all actions suits, claims, losses, liabilities, and demands whatsoever, including costs, expenses, and attorneys' fees, resulting from or claimed to have resulted from any intentional or negligent acts or omissions of the indemnifying party or its employees, agents, or independent contractors engaged in the services under this Agreement at the time of the event or occurrence upon which such actions, claims, or demands are based. The provisions of this Paragraph will survive termination of this Agreement. Each party shall promptly notify the other of any claim asserted against it for which such indemnification is sought.
14. Force Majeure: YPM shall not be responsible for any delay or failure (including any delay by YPM or subcontractors in furnishing services) if such delay or failure arises out of causes beyond its control, including but not limited to natural disaster, failure of utilities, communications or computer systems, other acts of God or acts or omissions of subcontractors or third parties.
15. Assignment: The rights and obligations of each party under this Agreement may not be assigned without the prior written consent of the other party.
16. Entire Agreement: This Agreement shall constitute the entire understanding between YPM and Client and shall supersede all prior agreements, understandings, or representations concerning the subject matter of this Agreement. This Agreement, including any addendum hereto, may be amended at anytime for any reason. YPM will publish the latest version of this agreement at http://www.yourpcmagician.com/video-production-agreement .
17. No Third Party Beneficiaries: This Agreement shall not confer any rights or remedies upon any person other than the parties and their respective successors and permitted assigns.
18. Miscellaneous: Upon providing YPM an email address, YPM will add Client to the Company’s mailing list, which may result in Client receiving informational, promotional or other correspondence via electronic communication. We will not intentionally sell, share, or distribute Client’s personal information to third parties, except as required by law.
SHORT DESCRIPTION HERE
Delivery Date: On or before DATE HERE
Consideration: This project includes some variable costs, therefore YPM estimates a cost of $_____-$_____. See Proposal for Video Production document for cost breakdown.
A deposit of $______ is due at the signing of this agreement, with the remaining balance, based on ACTUAL COSTS INCURRED, due upon delivery. YPM will keep detailed record of costs and provide documentation with final invoice.
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9800 Castle Glen Ter
North Chesterfield, VA 23236
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