Project Management Video Services Agreement

Project Management Video Services Agreement

Project Identification

Project ID:   Client Name:

Service Provider Name:

Scope of Work

The Service Provider will manage and produce video content and related project management activities described below. Deliverables, acceptance criteria, and key milestones are identified in this Agreement. The Service Provider will coordinate creative, production, post-production, and project administration required to deliver the final video assets.

Deliverables & Acceptance

The Service Provider shall deliver the items listed below. Each Deliverable will be subject to the Acceptance Procedure set forth in this section.

Acceptance Procedure: Client will have business days from receipt of each Deliverable to provide written acceptance or a consolidated list of deficiencies. Failure to timely reject constitutes acceptance. The Service Provider shall correct identified deficiencies within the timeframe set forth in a mutually executed change order or within a commercially reasonable period if not specified.

Timeline & Milestones

Project Start Date:   Projected End Date:

Due Date:

Due Date:

Due Date:

Budget & Payment

Intellectual Property & Deliverable Ownership

Ownership: Upon receipt of final payment in full, the Service Provider assigns to Client all right, title, and interest in the final, client-specific Deliverables created exclusively for Client under this Agreement, excluding Service Provider pre-existing materials, software tools, libraries, stock elements, and third-party materials (collectively, Provider Materials). Provider grants Client a nonexclusive, transferable license to any Provider Materials embedded in the Deliverables to the extent necessary to use the Deliverables for their intended purpose.

Warranties, Indemnity & Liability

Warranties: Each party warrants that it has the full right and authority to enter into this Agreement. Service Provider warrants that Deliverables will materially conform to the Acceptance Criteria for a period of days after acceptance.

Indemnity: Each party shall indemnify, defend and hold harmless the other party from third-party claims arising from that party’s breach of this Agreement, negligence, or willful misconduct, subject to the indemnified party’s prompt written notice and cooperation in the defense.

Limitation of Liability: Except for willful misconduct or indemnification obligations, neither party’s aggregate liability for any claim arising out of this Agreement shall exceed the total fees paid by Client to Service Provider under this Agreement in the twelve months preceding the claim.

Insurance

The Service Provider shall maintain insurance coverages customary for the industry, including general liability and professional liability (errors and omissions). Certificate of insurance shall be provided upon Client’s written request.

Termination

Either party may terminate this Agreement for material breach that remains uncured for days following written notice, or immediately upon insolvency of the other party. Upon termination Client will pay for all work performed and reasonable wind-down costs.

Confidentiality

Each party shall keep confidential all non-public information disclosed by the other party and shall not use such information except to perform its obligations under this Agreement. The confidentiality obligations shall remain in effect for years following termination or expiration, except for information that is public, independently developed, or required to be disclosed by law.

Notices

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of law principles.

Entire Agreement: This Agreement, together with any incorporated change orders and attachments, constitutes the entire agreement between the parties and supersedes prior discussions and proposals. Amendments must be in writing and signed by both parties.

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