Terms and Conditions
Application
These video and photography production terms and conditions apply to and are an integral part of all contracts, agreements, arrangements, transactions, and dealings entered into by MDS Media Co with any Customer regarding the provision of video and photography services. By engaging the services of MDS Media Co, the Customer acknowledges and agrees to abide by these Terms and Conditions.
Venue Location Fees & Permissions
The Customer must obtain any necessary consent or permission and pay any fees which may apply for MDS Media Co to film or photograph at a particular venue, location, or event.
Artistic License
The Customer acknowledges and agrees that the process of editing a video or photoshoot and producing finished works involves elements of artistic expression and interpretation. MDS Media Co reserves the right to exercise "Artistic License" in any commissioned works that require editing or the production of finished images. This allows MDS Media Co to make creative decisions and adjustments to enhance the overall quality and artistic integrity of the final product. The re-editing of commissioned works is offered as an optional extra and can be arranged by prior agreement. If the Customer wishes to have the works re-edited, they can request a quotation from MDS Media Co. The quotation will outline the cost and details of the re-editing service.
Customer Acknowledgements
MDS Media Co will have a lien on materials provided by the Customer, and no title (including any copyright) in the services manufactured, produced, duplicated, or otherwise provided by MDS Media Co will be transferred to the Customer until the Customer pays all amounts due to MDS Media Co in full. The Customer acknowledges and agrees that upon payment of all outstanding invoices due to MDS Media Co, the Customer is entitled to receive the finished works but has no entitlement to the working files of MDS Media Co.
The Customer acknowledges and agrees that the content, views, and opinions expressed in the finished works produced for the Customer by MDS Media Co are solely those of the Customer. The finished works are intended to represent the opinion of the Customer and in no way reflect the views and opinions of MDS Media Co, its employees, and subcontractors. The Customer indemnifies and holds MDS Media Co harmless from any claims or legal actions related to the content of the Customer's video or photography.
Customer’s Materials
All materials used and stored by MDS Media Co are done so solely at the Customer's risk, and MDS Media Co is under no obligation to insure any materials. Neither MDS Media Co nor any of its officers, employees, agents, or subcontractors will be liable for any Loss of the materials, except in cases where the Loss is caused by their own negligence. However, any liability for such Loss will be limited to the replacement of the materials. MDS Media Co will not be held liable for any Loss of the materials arising from the actions of any person not employed, engaged, or associated with MDS Media Co, even if such person is present during and involved in the performance of the services. The Customer is responsible for retaining a master copy of all materials delivered to MDS Media Co for the purpose of the video or photography.
Project Delays and Liability
Any projected completion date provided by MDS Media Co for the Services is subject to the Customer providing clear and comprehensive instructions and actively cooperating with MDS Media Co until the Services are concluded. It is the responsibility of the Customer to designate a representative with full authority to provide instructions to MDS Media Co and promptly respond to requests for feedback until the Services are completed. This representative must be available to communicate with MDS Media Co on all business days. MDS Media Co cannot be held responsible for project delays resulting from a lack of communication on the part of the Customer, acts of nature, equipment failures, or any other circumstances beyond the direct control of MDS Media Co.
Sub-Contracting
MDS Media Co reserves the right to sub-contract any services that MDS Media Co has agreed to perform for the Customer as it sees fit.
Talent/Background persons/Staff
If the customer requires the inclusion of talent, staff, background persons, or passers-by in the production, it is the customer's responsibility to obtain the necessary permissions. MDS Media Co cannot be held liable for any legal consequences arising from the appearance of individuals without proper permission. If re-editing or reshooting is necessary to remove such persons, the associated costs will be borne by the customer.
However, if it is included in the pricing structure and requested by the customer, MDS Media Co will assist in obtaining permissions from all individuals appearing in the production.
Customer Undertakings and Warranties
The Customer must obtain all necessary permissions and authorities in respect of the use of the Materials which are to be included in the Customer’s video or photography. The Customer indemnifies MDS Media Co from any possible liability for the use of any customer supplied media in the Customer's video or photography.
Recorded Material Ownership
Until full payment is made for the Services, the Raw Footage, video files, audio files, and edited video files, including their copyright, shall remain the property of MDS Media Co. In the event of unpaid Services or non-payment of the final agreed amount, MDS Media Co reserves the right to withhold all recordings and finished works. Furthermore, MDS Media Co may utilize all or portions of the recordings and finished works for display, promotional, or commercial purposes. It is important to note that the copyright of all video, images, audio, lyrics, or musical compositions included or recorded in the edited video or recorded by equipment used by MDS Media Co will remain the property of the author or legal entity owning the copyright.
Intellectual Property Raw Footage
MDS Media Co does not retain intellectual property of the video production and raw footage. Once paid for, all final edits and raw footage become the property of the customer.
Intellectual Property Licensed Materials
Where one-off licenses are paid for various materials used in the production, or if the material is from an MDS Media Co subscription supplier, the customer must re-license the material and/or obtain permission form MDS Media Co or pay for another license if they intend to reuse the materials in another production. MDS Media Co will not be held liable for breaches in material copyright caused by the customer.
Shot Footage
MDS Media Co will use high-quality cameras and lighting to record the video footage for the project. If the Customer rejects the footage after it has been edited, unless it is due to an obvious mistake or poor workmanship by MDS Media Co, a full re-shoot and editing costs will be applicable.
Photography Tweaks and Edits
For photography, tweaks are minor adjustments to the approved shoot plan or edited images. A tweak could comprise of: adjusting color balance, cropping, or making minor enhancements. These are usually given at no cost as long as the original approved plan or edit is adhered to.
Special Provisions for Anomalous Footage
MDS Media Co reserves the right to retain ownership of any recorded material of an anomalous nature or unique images that are discovered during post-production or editing. The copyright of such recordings or images will belong to MDS Media Co. Additionally, MDS Media Co has the right to use edited or unedited video files or images produced in accordance with these Terms and Conditions for promotional or commercial purposes unless an alternative arrangement has been made between MDS Media Co and the Customer. The copyright of these segments or
Disposal
Raw Footage, video files, audio files and edited video files will be retained for up to twelve (12) months only and will then be disposed of, deleted or erased. If at the end of twelve (12) months services have not been paid for, MDS Media Co reserves the right to dispose of all Raw Footage, video files, audio files, edited video files, recorded materials and finished works.
Raw Footage
The Customer may have Raw Footage transferred to their own supplied hard disk, or uploaded as required, the Customer must pay MDS Media Co an additional fee of $250.00 plus GST from 20GB to 100GB other sizes are by negotiation.
Equipment Failure, Illness, and Loss of Footage, Employees and Contractors.
While all reasonable care and preparation are taken for videography, photography, and editing, MDS Media Co will not be liable for any compensation except for the return of any retainer paid in the following circumstances:
1. Failure in all or any of the electronic equipment used.
2. Illness of the operators or person(s) employed or engaged by MDS Media Co.
3. Unforeseen events that prevent the completion of the services.
4. Disputes regarding the ownership of recorded materials.
In these cases, the customer will be entitled to the return of their deposit, but no further compensation will be provided by MDS Media Co.
In the unlikely event that footage is lost or damaged on the wedding day due to circumstances within our control, MDS Media Co will refund a percentage of the full amount paid. The refund will be calculated based on the portion of the wedding day that was not captured, as follows:
1. If less than 25% of the planned footage is lost, a refund of 25% of the total amount paid will be issued.
2. If 25-50% of the planned footage is lost, a refund of 50% of the total amount paid will be issued.
3. If 50-75% of the planned footage is lost, a refund of 75% of the total amount paid will be issued.
4. If more than 75% of the planned footage is lost, a full refund will be issued.
MDS Media Co is committed to taking all necessary precautions to ensure the safety and integrity of your wedding day footage. However, this clause is intended to provide assurance and recourse in the event of unforeseen circumstances.
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Right of Refusal or Termination
MDS Media Co reserves the right to terminate the provision of Services in the following circumstances:
1. If the videographer, photographer or any person(s) employed or contracted by MDS Media Co is placed in a position where there is an actual or apparent risk of injury.
2. If there is a risk that any of the equipment used may be damaged.
In the event that MDS Media Co terminates the provision of Services under these circumstances, any deposit paid by the Customer is non-refundable. Additionally, MDS Media Co may seek compensation from the Customer for any loss or damage suffered as a result of the termination.
Limitation of Liability
The parties acknowledge that certain clauses, conditions, guarantees, and warranties may be implied in these Terms and Conditions under applicable State and Commonwealth law. These implied terms, along with the rights and remedies conferred on the customer, cannot be excluded, restricted, or modified by agreement ("Non-excludable Rights").
Except to the extent of Non-excludable Rights, MDS Media Co will not be liable for:
1. Any claim by the Customer or any person, including claims related to or arising from clauses, conditions, guarantees, and warranties (express or implied), and rights and remedies conferred on the Customer by statute, common law, equity, trade, custom, usage, or otherwise.
2. Any representations, warranties, conditions, or agreements made by any agent or representative of MDS Media Co that are not expressly confirmed in writing. The liability of MDS Media Co for such matters is excluded.
To the extent permitted by law, if the liability of MDS Media Co for a breach of a Non-excludable Right can be limited, MDS Media Co's liability is limited, at its option, to either:
1. Supplying the services again; or
2. Payment for the cost of having the services supplied again.
Regardless of the cause, MDS Media Co is not liable in any circumstance (whether in contract, tort, including negligence or breach of statutory duty, or otherwise) to compensate the Customer for:
1. Increased costs or expenses.
2. Loss of profit, revenue, business, contracts, or anticipated savings.
3. Loss or expense resulting from a claim by a third party.
4. Special, indirect, or consequential injury, loss, damage, or expense arising in any way.
Force Majeure
If MDS Media Co is unable to fulfil an obligation under the initial agreement, either in whole or in part, due to circumstances beyond its reasonable control, including but not limited to fire, flood, storm, earthquake, explosion, accident, road or rail closures, rail derailment, wharf delays, war, terrorism, sabotage, epidemic, quarantine restrictions, labor disputes, labor shortages, or acts or omissions of any third party or public authority, then MDS Media Co's obligations under the initial agreement will be suspended for the duration of the event or waived to the extent applicable.
Legal Costs
The Customer will be liable for any legal costs incurred by MDS Media Co in the recovery of unpaid invoices on an indemnity basis.
Privacy
All information received by MDS Media Co from the Customer, whether in written or any other form, will be treated as confidential. MDS Media Co will not disclose or distribute any private information to any third party without the explicit consent of the Customer. The confidentiality and privacy of the Customer's information will be strictly maintained.
Public Broadcast (YouTube etc)
MDS Media Co retains the right, unless otherwise instructed in writing by the Customer, to showcase the Customer's videos and photos on our website, YouTube, Vimeo, Instagram, Facebook or similar public video and photo showcasing platforms. Draft videos may also be uploaded to YouTube or similar platforms for the Customer's review, but they will be marked as unlisted and will be deleted after the approval process.
Usage and Release:
The client agrees that the videographer and photographer may use excerpts or screenshots from the final video or photographs for promotional purposes, including but not limited to their website, social media platforms, and portfolio, unless otherwise agreed upon in writing.
Amendment
MDS Media Co reserves the right to modify or amend these Terms and Conditions at any time. Any amendments made will become effective after providing the customer with written notice at least seven (7) days in advance.
Variations, Approvals and Proofing
After the client has approved or provided the brief, script, and storyboard, and the required deposits have been paid, MDS Media Co will initiate the production process. Upon completing the editing phase, MDS Media Co will present the customer with a draft edit of the video(s) for approval. It is the responsibility of the customer to notify MDS Media Co within fourteen (14) days whether the video(s) or any part thereof is approved or provide a comprehensive list of proposed tweaks in a single instance.
Once the requested tweaks have been implemented, MDS Media Co will deliver a "final draft" to the customer, which serves the purpose of verifying that the requested tweaks have been accurately incorporated. In the event that the customer identifies any errors or discrepancies in the draft copy, they must notify MDS Media Co within fourteen (14) days. If no notice is received from the client within the fourteen (14) day review period for both the draft copy and final draft copy, MDS Media Co reserves the right to refuse any further tweaks and will issue the final invoice, which is due within 7 days. The customer acknowledges that certain tweaks or changes may not be feasible or achievable by MDS Media Co.
Tweaks
Are minor adjustments to the approved script. A tweak is a slight adjustment to the video edit or photograph. A tweak could comprise removing a picture or piece of video, changing an edit point, change of color, a minor change in a title. These are usually given at no cost as long as the original approved script/ brief or storyboard is adhered to.
Changes
Any changes requested by the customer that deviate from the supplied or agreed script may incur additional charges from MDS Media Co. A change is defined as the introduction of new footage, titles, alteration of the edit points' order, or the inclusion of a new voice-over, among other elements that are not part of the originally provided script, brief, or storyboard.
Basic editing services are typically included in the quoted fee. However, if extensive editing or additional revisions beyond the agreed-upon scope are requested, supplementary charges may apply. These charges will be communicated to the client for discussion and approval before any further actions are taken.
Quotations
Quotations provided by MDS Media Co are determined by estimating the time required to deliver the services under typical circumstances and are based on an hourly rate. Each quotation includes two rounds of customer tweaks and/or revisions.
If the customer instructs MDS Media Co to make significant changes or revisions to the scope of the services outlined in the quotation, MDS Media Co reserves the right to charge additional fees. These fees will be based on their standard rates for post-production, editing, or video length adjustments.
Payment Policy
A 50% deposit is required upon acceptance of the quote from MDS Media Co. No work or concepts will commence or be delivered until the deposit payment has been successfully cleared. The remaining balance is due upon completion and before the final delivery of the project.
If the client fails to provide changes or supply necessary media for MDS Media Co to complete the project within 14 days after receiving a proof, a final balance invoice will be issued, and payment will be due within 7 days of the invoice date.
In the event that the remaining payment is not made within the agreed-upon timeframe, a daily late payment fee ranging from 2-5% of the outstanding amount will be applied until the payment is received in full. Any additional expenses incurred during the shoot, such as travel, accommodation, or props, will be communicated to the client in advance and will be added to the final invoice.
Delivery Of Final Product
MDS Media Co requires full payment prior to the final delivery of the product to the client, unless alternative agreements have been made. The delivery timeline for the final video will be provided to the client, but it is important to note that this timeline may be subject to modifications due to factors such as project complexity, requested revisions, or unforeseen circumstances. In the event of any significant changes to the delivery timeline, prompt communication will be initiated to inform the client.
Delivery of Images and Timeframe Flexibility
The total number of images to be delivered under this agreement is specified in Exhibit A attached hereto and incorporated by reference. The Photographer agrees to use reasonable efforts to capture and deliver the agreed-upon number of images. However, in the event of unforeseen circumstances or factors beyond their control, the Photographer shall not be held liable for any damages. The actual number of images delivered may vary, and the Photographer shall not be responsible for any dissatisfaction arising from a variance in the quantity, provided reasonable efforts have been made to fulfil the agreed-upon quantity. Additionally, both parties acknowledge that timeframes specified in this agreement, including image and video delivery, are intended as guidelines. The parties agree to maintain open communication in the event of potential delays or changes due to factors such as technical issues or unforeseen events. The Client understands that such variations in timeframes do not constitute a breach of contract, and the Client agrees to exercise patience and understanding in these situations.
Changes to Scripts - Extra time
If MDS Media Co has been contracted to create a draft script or present it to the client, it will be tailored to meet the required word count to align with the quoted finished video length. However, if the client introduces changes to the script that result in an increased word count, consequently extending the production length and final video duration, MDS Media Co reserves the right to charge for additional post-production and editing time. The extra charges will be calculated based on a percentage rate equivalent to the cost per 15 seconds of the additional one minute rate. For example, if the cost of a 60-second extra length video is $980 + GST, then the cost of an additional 15 seconds would amount to $245 + GST.
Cancellation
If the Client decides to cancel their engagement with MDS Media Co after accepting a quote, any deposits that have been made are non-refundable. In the event that no deposit has been paid but work has already begun, the client will be responsible for a minimum of 50% of the total amount. If more than 50% of the work has been started or if the out-of-pocket expenses exceed 50%, additional payments may be required from the client. In the rare event that MDS Media Co decides to cancel the engagement, any deposits paid by the Client will be fully refunded. If work has already commenced prior to MDS Media Co's decision to cancel, the Client will not be held responsible for any further payments, and any expenses incurred by the Client up to that point will be reimbursed by MDS Media Co.
Definitions
In these video production terms and conditions, the following definitions apply:
Consumer: Refers to any individual who acquires MDS Media Co's services primarily for personal, domestic, or commercial use.
Customer: Refers to any person or entity that requests MDS Media Co to provide video production services.
Agreed Fee: Refers to the fees estimated by MDS Media Co in any quotation that has been accepted by the Customer.
Materials: Refers to any goods, items, or things, including photographs, documents (in digital or hard copy format), tapes, videos, films, footage, props, and equipment provided by the Customer to MDS Media Co for the purpose of supplying the Services.
Raw Footage: Refers to the original, unedited footage recorded by MDS Media Co as part of providing the Services.
Services: Refers to the video production and/or post-production services provided by MDS Media Co.
Project: Refers to the entire video production, encompassing all stages and components of the process.
Actor Fee: Charge for hiring and using actors in the video.
Additional Crew: Charge for extra crew members if needed.
Editing: Fee for the video editing and finalising.
Equipment rental: Charge for providing specialised equipment.
Insurance: Cost for coverage during the shoot.
Licensing: Fee for commercial licensing usage rights of the footage.
Revisions: Include a set number of revisions; extra revisions cost more.
Rush job:Additional fee for expedited work with short deadlines.
Shoot Time: Charge for the time spend on the video shoot.
Travel Expenses: Travel expenses refer to the costs incurred by individuals or businesses for transportation, accommodation, meals, and other related expenditures while traveling for a specific purpose, such as work, leisure, or business.
1:2 Ratio: 1 hour of shooting typically requires 2 hours of editing is a common guideline in the videography and filmmaking industry. However, it's essential to recognise that this ratio can vary depending on the complexity and style of the project.