Video Production Terms

Last Updated January 1, 2021

1. Intellectual Property Rights

Except to the extent agreed in writing by Seven Levels, all intellectual property rights relating to any footage, graphic design, animation or other creative artistic work provided to the Client by or on behalf of Seven Levels pursuant to these Terms the “Intellectual Property” remains the property of Seven Levels. Seven Levels may display its own copyright and intellectual property notices on any Products and the Client must not, remove, obscure, deface or alter such copyright and intellectual property notices.

1.1 Until notified in writing by Client, Seven Levels have a revocable license to use finished media(s) for promotional purposes.

2. Basis of Contract

Unless otherwise agreed by Seven Levels in writing, these Conditions apply exclusively to every contract for the sale of Services by Seven Levels to the Client and cannot be varied or supplanted by any other conditions (including but not limited to the Client’s terms and conditions of purchase, if any) without the prior written consent of Seven Levels.

Any written quotation provided by Seven Levels to the Client concerning the proposed supply of Services is an invitation only to the Client to place an order based upon that quotation and is subject to the Client offering to enter a contract with Seven Levels and accepting these Conditions. The Conditions may include additional terms in Seven Levels’ quotation provided that such additional terms are not inconsistent with these Conditions.

An order will not be accepted until Seven Levels communicates acceptance to the Client in writing or by electronic means or it has provided the Services.

Seven Levels in its absolute discretion may refuse to accept any offer from a Client.

3. Performance of contract

Any period or date for delivery of Services or provision of Services stated by Seven Levels is intended as an estimate only and is not a contractual commitment. Seven Levels will use its best reasonable endeavours to meet any estimated dates for delivery of the Packages or Services or completion of the Packages or Services, but will, in no circumstances whatsoever, be liable for any loss or damage suffered by the Client or any third party for failure to meet any estimated date.

The Customer warrants that the Client will use its best endeavours to respond to all of Seven Levels’ queries and requests in a timely manner, which may include the provision of the necessary materials in order to allow Seven Levels to perform its obligations under these terms. Any unreasonable delay by the Customer in responding to Seven Levels queries and requests will not affect Seven Levels’ entitlement to payment under these terms.

4. Cancellation and Postponement

If, through circumstances beyond the control of Seven Levels, Seven Levels is unable to effect delivery of or provide the Packages or Services, then Seven Levels may cancel the Client’s order (even if it has already been accepted) by notice in writing to the Client, without liability.

No purported cancellation or suspension of an order or any part thereof by the Client is binding on Seven Levels after that order has been accepted by Seven Levels.

The Client must advise Seven Levels within 7 days of receipt of a delivery:

  1. of the non arrival of any Services;

  2. if there is any damage to the Services;

  3. if the wrong Services have been received;

  4. if the quantity of the Services is incorrect; or

  5. if the Services do not meet specifications.

If the Customer fails to give notice in accordance with subsection 4.2, then the Services are deemed to have been accepted by the Client and the Client may be subject to pay for the Services in accordance with these Terms.

4.2

  1. If the Customer cancels the Video Project within two weeks of purchasing the Video Project, no charges will apply;

  2. If the Customer cancels the Video Project less than two weeks but prior to one week of Jobs commencing as per the agreed Timeline, the Client may be charged up to 10% of the value of the Video Project;

  3. If the Customer cancels the Video Project less than one week of the scheduled Jobs commencing, the Client may be charged up to 50% of the value of the Video Project as well as any out-of-pocket expenses incurred by Seven Levels.

5. Changes in Specification

If at any time, Client desires to make any changes or variations from the script(s) or storyboard(s) in the Specified Media(s) or from any material or work in progress, and such changes result in additional costs to Seven Levels, Seven Levels agrees to notify the Client of the amount before any such additional costs are incurred and Seven Levels shall proceed only after receiving approval (written or oral) from Client.  Approval by Client shall be binding and incorporated into the terms of this Agreement.  Reimbursement for such additional costs shall be payable in accordance with the terms of this Agreement for final payment.

6. Payment

The Customer shall pay Seven Levels the Price for the Services as follows:

  • For a Video Project equal to or above $5,000 (in the currency expressed in the Project Brief):

  1. an upfront payment 50% of the Price may be payable prior to commencement of Services by Seven Levels; and

  2. the remaining 50% of the Price shall be payable upon Completion of Services;

  • For a Video Project below $5,000 (in the currency expressed in the Project Brief), an upfront payment of 100% of the price may be payable prior to the commencement of Services by Seven Levels or after filming dependent on what has been agreed prior.

Client understands that the specified terms of payment under this Agreement are based upon timely cash payments within 14 days.  If Client chooses to defer paying any amount beyond the date on which it is due, Client may be charged at Seven Levels’ discretion, as additional consideration, an amount equal to the current personal loan interest rate +2% (as charged by Suncorp bank from time to time) on unpaid amounts until paid, compounded monthly. Ownership of the media does not transfer until full payment is made to Seven Levels.

7. Proofing

Proofs will be presented for Client approval through our digital online proofing system at each stage of production. If revisions are required, a request must be made within this online system. Reasonable edits based upon Client’s feedback will constitute acceptable delivery unless otherwise agreed upon in writing by both Seven Levels and Client. The total number of proofs provided to Client shall number three (3) unless otherwise determined in the Specifications. Proofs may be provided to Client in formats that differ from the final output as outlined in the Specifications. Client acknowledges that colours, printing, quality, media type or any other element presented in the proof to Client may change upon final delivery and shall not constitute a breach or material deviation from the Specifications.

8. Content Retainment

Seven Levels will retain any raw video footage and other files and materials (Raw Materials) created for the Project for up to 3 months after the Production Stages conclude, following which we will have the right to delete or erase the Raw Materials unless specified in writing by Seven Levels.

9. Risk and Insurance

The risk in the Services and all insurance responsibility for damage or otherwise in respect of the Services will pass to the Client immediately upon delivery of the Services to the Client.

9.2
The Services are sold to the Client on the basis that the Client has obtained all necessary licenses or permits under all relevant laws and regulations in relation to the Services.

9.3
The Client assumes all risk and liability for loss, damage or injury to persons or to property of the Client, or third parties arising out of the publication, use or possession of any of the Packages or Services sold by Seven Levels, whether such Packages or Services are used singularly, or in combination with other products or any process.

10. Liability

Except as specifically set out herein, or contained in any Warranty, any term, condition or warranty in respect of the quality, merchantability, fitness for purpose, condition, description, assembly, manufacture, design or performance of the Services or Services, whether implied by statute, common law, trade usage, custom or otherwise, is hereby expressly excluded.

Replacement or repair of the Services or resupply of the Services is the absolute limit of Seven Levels’ liability howsoever arising under or in connection with the sale, use of, storage or any other dealings with the Services or service by the Client or any third party.

Seven Levels is not liable for any indirect or consequential losses or expenses suffered by the Customer or any third party, howsoever caused, including but not limited to loss of perishables, loss of turnover, profits, business or goodwill or any liability to any other party.

Seven Levels will not be liable for any loss or damage suffered by the Client where Seven Levels has failed to deliver Services or Services or fails to meet any delivery date or cancels or suspends the supply of Service or Services.

Nothing in the Terms is to be interpreted as excluding, restricting or modifying or having the effect of excluding, restricting or modifying the application of any State or Federal legislation applicable to the sale of Services or supply of Services which cannot be excluded, restricted or modified.

10.2. Indemnification

The Client hereby indemnify to the fullest extent Seven Levels from and against any and/or all liabilities, costs, demands, causes of action, damages and expenses arising in any way related to your breach of any of the provisions of these Terms.

11. Severability

If any provision of these Terms is found to be invalid under any applicable law, such provisions shall be deleted without affecting the remaining provisions herein.

12. Variation of Terms

Seven Levels is permitted to revise these Terms at any time as it sees fit, and by using Seven Levels’ services or Website you are expected to review these Terms on a regular basis.

13. Assignment

Seven Levels is allowed to assign, transfer, and subcontract its rights and/or obligations under these Terms without any notification. Seven Levels are permitted in our discretion to engage appropriately skilled independent subcontractors, freelancers or other third parties (Sub-Contractors) to perform some or all of the Services. The Client is not allowed to assign, transfer, or subcontract any of Seven Levels’ rights and/or obligations under these Terms.

14. Acknowledgment

The Client acknowledges that:

  1. It has not relied on any service involving skill and judgement, or on any advice, recommendation, information or assistance provided by Seven Levels in relation to the Services or their use or application;

  2. It has the sole responsibility of satisfying itself that the Packages or Services are suitable for the use of the Client or any contemplated use by the Client, whether or not such use is known by Seven Levels; and

  3. Any description of the Services provided on Seven Levels’ website, in any brochure or catalogue or other marketing means, or in a quotation or invoice is given by way of identification only and the use of such description does not constitute a contract of sale by description.

The Customer must not make any claim or demand for any matter referred to in clause 1

15. Confidentiality

In providing the Services to the Client, Seven Levels will provide to the Client such information which is necessary for the purpose of provision of the Services and the Product. This information shall remain the absolute property of Seven Levels and the Client may not use it in any way except for the purpose of the Services.

The Client will provide information to Seven Levels to enable Seven Levels to complete the Services, this information may include sales information, Client information and budget forecasts of the Client. This information shall remain the absolute property of the Client and may not be used by Seven Levels in any way except for the purposes of this Agreement.

Each party acknowledges the confidentiality of the other party’s confidential information. Neither party will gain a right or interest in the other party’s confidential information, other than for the purposes contemplated by these Terms.

Each party must keep all of the other party’s confidential information confidential, and only use it for the purposes of fulfilling its obligations under these Terms. However, this obligation will not apply to information which:

  1. was in the public domain when it was provided to a party, or later enters the public domain, through no fault of the party; or

  2. the party is obliged by law to disclose, provided that it has first advised the other party of this obligation.

16. Contingency and Weather Days

A contingency day is any day where a scheduled media/film shooting has been prevented from occurring due to circumstances beyond the control of Seven Levels.

These circumstances may include but should not be limited to:

a. Weather conditions (rain, fog, sleet, hail, or any adverse condition that is not consistent with the prescribed shooting conditions desired by the Client).

b. Injury, illness, or absence of client-supplied elements (e.g. key talent, color correct products).

c. “Force majeure” (meaning but not limited to, earthquake, riot, fire, flood, volcanic eruption, acts of war, strikes, labor unrests, civil authority, terrorism, and acts of God).

d. “Client Requested Re-Shoots” (any additional days for a job requested by the Client, who is therefore authorising the expenditure). The Client should be provided with a contingency day cost which should be approved prior to proceeding with that shoot day.

Seven Levels recognizes its obligation to minimize contingency day liabilities and will apply accepted industry cancellation practices.

Seven Levels will quote the maximum exposure figure (a “not to exceed” figure) as a contingency day cost. This will be a cost per day figure. However, this figure does not include the cost of premiums for crew or suppliers (i.e., should the contingency day fall on weekends, holidays or premium days based on consecutive employment).

17. Entire Agreement

These Terms constitute the entire agreement between Seven Levels and you in relation to your use of this Website and any Service or Services, and supersedes all prior agreements and understandings.

18. Client’s Representations and Warranties

The Client represents and warrants that it:

  1. shall pay Seven Levels promptly in accordance with the terms and conditions of this Agreement;

  2. shall provide full and timely instructions to Seven Levels and will render decisions and instructions as expeditiously as necessary in order for Seven Levels to perform the Services in accordance with the terms and conditions of this Agreement;

  3. shall provide, in a timely manner and at no charge, any equipment, material and any information as Seven Levels may reasonably require, and ensure that such information is accurate in all material respects, and such equipment is in good working order and suitable for the purposes for which it is to be used;

  4. shall ensure that all material and information provided to Seven Levels is accurate and complete in all material respects;

  5. shall obtain and maintain all necessary licenses and consents and comply with all relevant applicable laws in relation to the Services;

  6. shall use the Services for lawful purposes only and will not (whether in the content of the Digital Assets or video production comments or otherwise):

  7. shall not be libellous or maliciously false;

  8. shall not be obscene or indecent;

  9. shall not infringe on copyright, moral rights, database rights, trademark rights, design right, right in passing off or any other intellectual property rights;

  10. shall not infringe on any rights of confidence, rights of privacy or any other rights under applicable data protection legislation;

  11. shall not provide or make negligent advice or negligent statements;

  12. shall not incite commitment of a crime, instruct the commission of a crime or promote criminal activities;

  13. shall not be in contempt of any court or in breach of any court order;

  14. shall not be in breach of racial or religious hatred or discrimination legislation;

  15. shall not be in breach of any contractual obligation owed to any person;

  16. shall not depict violence in (explicit, graphic or gratuitous) manner;

  17. shall not be untrue, false or misleading or inaccurate; or

  18. be offensive, deceptive, fraudulent, threatening, abusive, harassing, anti-social, menacing, hateful, discriminatory or inflammatory;

  19. shall not breach Seven Levels’ intellectual property rights, including by copying, or seeking to make a derivative based on such software;

  20. shall provide to Seven Levels, its employees, agents, subcontractors and consultants, in a timely manner and at no charge, access to the premises and other facilities as reasonably required by Seven Levels to perform the Services;

Any party entering into this Agreement and purchasing the Services for the purposes of business and that, to the extent permitted by law, any consumer protection laws, legislation, rules and regulations that may be relevant and/or applicable shall not apply to this Agreement.

19. Law & Jurisdiction

These Terms will be governed by and interpreted in accordance with the laws of the State of Queensland, and you submit to the non-exclusive jurisdiction of the state and federal courts located in Queensland for the resolution of any disputes.

20. Privacy

Seven Levels is bound by the Privacy Act 1988. All personal information obtained in connection with the Customer will be appropriately collected, stored, used, disclosed, transferred and destroyed in accordance with the Australian Privacy Principles.

By using this website you hereby allow Seven Levels to use ‘Cookies’.

21. Miscellaneous

  1. The failure of either Party to enforce any of its rights under this Agreement at any time shall not be construed as a waiver of such rights.

  2. If any part, term or provision of this Agreement is held to be illegal or unenforceable, neither the validity or enforceability of the remainder of this Agreement shall be affected.

  3. Seven Levels may assign or transfer all or any part of its rights under this Agreement at its sole discretion. The Client shall not assign or transfer all or any part of its rights under this Agreement without the prior written consent of Seven Levels (which consent shall not be unreasonably withheld).

  4. This Agreement (including the Specific Terms and the Project Brief which may be provided separately or by way of invoice item descriptions only) constitutes the entire understanding between the Parties relating to the subject matter hereof and supersedes all prior representations, agreements, negotiations or understandings, whether written or oral with respect hereto.

  5. Neither Party shall be liable for a failure or delay in performing any obligation under this Agreement if the failure or delay is caused by any circumstances beyond its reasonable control, including but not limited to acts of god, natural disasters, war, civil commotion or industrial disputes.

No person who is not a party to this Agreement shall have or acquire any right to enforce any term of this Agreement.

Definitions

“Conditions” means these Terms & Conditions (which are subject to change from time to time without notice to any client) including the further Terms & Conditions as displayed here and on our website;

“Client” means a person, firm or corporation (and includes their agents and/or representatives), jointly and severally if there is more than one, acquiring Services from Seven Levels;

“Services” means services supplied by Seven Levels to the Client, being, but not limited to, the production of video content.