This Terms of Service Agreement (the “Agreement”) is between The Birdie View Inc., and The “Client” (collectively the “Parties”).
This Agreement sets forth the legally binding terms for the Client’s use of The Birdie View Inc.’s services.
The Parties agree as follows:
The Birdie View Inc. will perform the video and photographic services (the “Services”) described by the Client at the given date, time and location (collectively referred to as the “Event”)The time and date are subject to change by The Birdie View Inc. for any reason including but not limited to: personal injury, illness or act of God.
The Birdie View Inc. will provide their own video and UAV related equipment necessary to perform the Services.
3. OWNERSHIP, COPYRIGHT & SHARING:
The Parties agree that all work performed for the Client shall be considered as works made for hire as contemplated and defined in Section 101 of the United States Copyright Act. The Parties acknowledge and agree that the Client will not hold any intellectual property rights in the recording of the Event including, but not limited to, copyright and trademark rights. The Birdie View Inc. has exclusive and complete ownership in the intellectual property inherent in the recording of the Event at any time after such recording. In addition the Client agrees that The Birdie View Inc. shall still maintain a exclusive, transferable, sub-licensable, royalty-free, worldwide license to use the video and/or audio recorded for the Service, in promotion or for other marketing purposes. The Client agrees and acknowledges that The Birdie View Inc. may reasonably use the recording of the Event in their portfolio or for stock purchase. Further, The Birdie View Inc. may display the Client’s name and logo on their website as a party with whom they have worked.
The Client agrees to the total amount stated in their Invoice.
Client will make a one-time payment to The Birdie View Inc. for the invoiced total prior to receiving any photos and/or videos of the Event OR Client shall pay The Birdie View Inc. prior to any work being started as a reservation fee. This fee is not refundable and will be credited to the final amount owed OR Client will pay The Birdie View Inc. multiple payments over a defined term.
6. PRIVACY OF PROPERTY AND PERSONS:
Client warrants that they represent the owner or authority of any location or property being filmed, and have secured permission to film the selected location and/or property outlined for the Service. Client is responsible for notifying any person that shall be present at the Event, including but not limited to: Attendees and guests, the proper authorities, owners of property, government officials, agents or representatives and any other applicable parties that video and/or audio will be recorded by The Birdie View Inc.. The Birdie View Inc. agrees to not include the likeness, image, or identifiable features of any person, property, or logo if instructed by the Client or persons present at the Event.
7. GENERAL PROVISIONS:
(a) All work shall be completed in a professional manner, and in compliance with all applicable laws.
(b) The Birdie View Inc. shall not be liable for any delay due to circumstances beyond our control.
(c) The Birdie View Inc. is an independent Contractor and not an employee of the Client.
(d) No modification of this Contract shall be valid unless in writing and agreed upon by both Parties. Any changes to this document must be signed by both The Birdie View Inc. and the Client.
(e) Client shall indemnify and hold The Birdie View Inc. harmless from all liability for loss, damage, or injury to persons or property resulting from the negligence or willful misconduct of the Client.
(f) The Birdie View Inc.’s liability for loss, damage, or failure to deliver the Event video/pictures shall be limited to the return of all payments made.
(g) This Agreement shall be construed in accordance with the laws of the state of NC.
(h) Neither the Client nor The Birdie View Inc. may assign this Agreement without prior written consent from the non-assigning party.
(i) The headings of the sections herein are for convenience only, and shall not affect the meaning of the provisions of this Agreement.
(j) This Agreement constitutes the entire agreement between the Client and The Birdie View Inc., and supersedes any prior understanding or representation of any kind preceding the date of this Agreement. There are no other promises, conditions, understandings or other agreements, whether oral or written, relating to the subject matter of this Agreement.