Video Production Contract

VIDEO PRODUCTION CONTRACT

This Video Production Contract ("Agreement") is entered into as of by and between Client Name: with address , and Producer Name: with address .

RECITALS

WHEREAS, Client desires to procure video production services for the purpose of creating video materials described herein; and

WHEREAS, Producer is engaged in the business of producing, filming, editing and delivering professional video content and represents that Producer has the experience, personnel and equipment necessary to perform the Services; and

WHEREAS, the parties desire to set forth the terms and conditions under which Producer will provide such services to Client.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. SERVICES

Producer shall perform the services described in the Project Specification attached as Exhibit A (the "Services"). Producer shall furnish all personnel, equipment, materials and post-production necessary to deliver the Deliverables described below in accordance with the Schedule.

Location(s) of Production:

2. SCHEDULE

Producer shall commence principal photography on or about and shall deliver initial rough cut to Client by . Final delivery of all Deliverables shall occur no later than , subject to timely approvals and change orders.

3. COMPENSATION

Client shall pay Producer a total fee of $ (the "Fee"), payable as follows: Deposit of $ due upon execution; due upon delivery of rough cut; balance due upon final delivery and acceptance.

Payments not received within days of invoice shall accrue interest at per month or the maximum permitted by law, whichever is less.

4. EXPENSES

Client shall reimburse Producer for pre-approved out-of-pocket expenses reasonably incurred in connection with the Services, including location fees, talent, equipment rentals and travel. Producer shall not incur reimbursable expenses in excess of $ without Client's prior written approval.

5. REVISIONS AND APPROVAL

Client is entitled to rounds of reasonable revisions to each Deliverable at no additional charge. Additional revision rounds shall be billed at per hour. Client shall provide approval or revision requests within business days of receipt of each version; failure to respond shall be deemed acceptance.

6. INTELLECTUAL PROPERTY

Unless otherwise agreed in writing, Producer retains copyright in the underlying raw footage and creative elements. Upon full payment of the Fee, Producer grants to Client a perpetual, worldwide, non-exclusive license to use the final edited Deliverables for the purposes described in this Agreement, subject to any restrictions set forth herein.

Transfer of exclusive copyright ownership: Assign copyright to Client (requires separate written agreement and additional consideration)

7. CONFIDENTIALITY

8. WARRANTIES; REPRESENTATIONS

Each party represents and warrants that it has the full right, power and authority to enter into this Agreement. Producer represents that the Services will be performed in a professional manner consistent with industry standards. Producer does not warrant that the Deliverables will be error-free or meet Client's needs beyond the specifications agreed in writing.

9. INDEMNIFICATION

Each party shall indemnify, defend and hold harmless the other party from and against any third-party claims, damages, losses and expenses (including reasonable attorneys' fees) arising out of its breach of this Agreement, its negligence, willful misconduct, or the inaccuracy of any representation or warranty made herein.

10. LIMITATION OF LIABILITY

Except for liability arising from gross negligence, willful misconduct, or breaches of intellectual property or confidentiality obligations, neither party shall be liable for consequential, incidental, special or punitive damages. The total aggregate liability of Producer for any claim arising under or relating to this Agreement shall not exceed the total Fees paid by Client to Producer under this Agreement or $, whichever is less.

11. INSURANCE

Producer shall maintain commercial general liability insurance and, where applicable, workers' compensation and automobile liability insurance in amounts customary for the industry. Producer shall provide certificates of insurance upon request. Minimum general liability limit: $.

12. TERM AND TERMINATION

This Agreement shall commence on the Effective Date and shall continue until completion of the Services unless earlier terminated as provided below. Either party may terminate for convenience upon days' prior written notice. Upon termination, Client will pay Producer for all Services performed and pre-approved expenses incurred through the effective date of termination.

13. NOTICES

All notices required or permitted under this Agreement shall be in writing and shall be deemed given when delivered personally, sent by certified mail (return receipt requested), or by overnight courier to the addresses set forth above or such other address as a party may designate by notice.

14. MISCELLANEOUS

Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of laws provisions.

Entire Agreement: This Agreement, together with any attachments and Exhibits, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, understandings and representations.

Amendments and Waiver: No amendment or waiver of any provision of this Agreement will be effective unless in writing and signed by both parties. No waiver of any breach shall constitute a waiver of any subsequent breach.

Severability: If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect and the invalid or unenforceable provision shall be reformed only to the extent necessary to make it valid and enforceable.

Counterparts; Electronic Signatures: This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures delivered by electronic means shall be binding.

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