Production Document Template

PRODUCTION DOCUMENT TEMPLATE

Parties and Effective Date

This Production Document Template (the "Agreement") is entered into as of by and between:

Entity type: Individual Corporation LLC

Recitals

WHEREAS, Client desires to retain Producer to perform production services in connection with the creation, capture, and delivery of the production materials described herein; and

WHEREAS, Producer represents that it has the experience, personnel, equipment, and resources necessary to perform the services set forth in this Agreement;

WHEREAS, the parties desire to set forth their respective rights and obligations with respect to the production work and resulting deliverables.

Scope of Work

Payment Terms

Client shall pay Producer the total production fee of $ pursuant to the following schedule:

Payments are due within days of invoice. Late payments shall accrue interest at per month (or the maximum lawful rate), and a late fee of $ shall be assessed for payments more than days overdue.

Term and Termination

The term of this Agreement shall commence on and shall continue until unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon providing written notice at least days prior to the effective termination date. Either party may terminate for material breach if the breaching party fails to cure such breach within days after receipt of written notice specifying the breach.

Confidentiality

"Confidential Information" means all non-public information disclosed by either party in connection with this Agreement, whether written, oral, visual, or electronic, including but not limited to creative concepts, scripts, budgets, technical specifications, and raw footage. Each party shall (a) hold Confidential Information in strict confidence, (b) not disclose Confidential Information to third parties except to employees, consultants, or subcontractors who have a need to know and are bound by confidentiality obligations at least as protective as this Agreement, and (c) use Confidential Information solely to perform obligations under this Agreement. Obligations of confidentiality shall not apply to information that is (i) already known to the receiving party without restriction, (ii) publicly known through no fault of the receiving party, (iii) rightfully received from a third party without breach of an obligation of confidentiality, or (iv) independently developed without use of the disclosing party’s Confidential Information. Upon termination, receiving party shall return or destroy Confidential Information as requested in writing.

Intellectual Property

Unless otherwise agreed in writing, Producer shall retain ownership of any pre-existing materials and tools used to create the Deliverables, and Client shall obtain a perpetual, non-exclusive, worldwide license to use the final approved Deliverables for the uses specified in this Agreement. If assignment of copyright is required, parties shall execute a separate written instrument. Producer warrants that the Deliverables will be original and will not infringe third-party rights; Client shall indemnify Producer for Client-supplied materials or directions that result in infringement claims.

Representations; Indemnification; Insurance

Each party represents that it has authority to enter into this Agreement. Producer agrees to maintain commercial general liability insurance and, where applicable, workers' compensation insurance. Each party shall indemnify, defend and hold harmless the other party from any third-party claims arising out of the indemnifying party’s breach of this Agreement, negligence, willful misconduct, or infringement of third-party rights, subject to applicable limitations.

Notices

Governing Law; Dispute Resolution

This Agreement shall be governed by the laws of the State of without regard to conflict of laws principles. The parties shall attempt in good faith to resolve disputes by negotiation. If unresolved within 30 days, disputes shall be resolved by binding arbitration in the agreed jurisdiction unless the parties agree otherwise in writing.

Entire Agreement; Amendments

This Agreement, including all schedules, attachments, and accepted statements of work, constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior negotiations and understandings. Any amendment or waiver must be in writing and signed by authorized representatives of both parties.

Miscellaneous Provisions

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. Neither party may assign this Agreement without the prior written consent of the other, except to an affiliate or in connection with a merger or sale of substantially all assets, provided that the assignee assumes the assigning party’s obligations.

Acknowledgment

The parties acknowledge that they have read and understand this Agreement, that they are duly authorized to execute it, and that execution may be evidenced by electronic signature.

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