Terms of service

The full version

Between the "Producer" (Vibe Society) and you or your company (the "Client").

1. Term

The work provided by the Producer will start and end on the target production timeline dates set out in the "The Plan" section of your proposal. That schedule is subject to change from time to time with the mutual consent of the parties.

Once finalised, the production timeline serves as both the primary timeline and the milestones guideline for the Project. Both parties agree to stick to the project dates and the revision period listed in the proposal to the best of their abilities, and understand that failure to do so will result in project delays and additional fees.

2. Roles and responsibilities

We agree to use our best efforts to fulfil and exceed your expectations on the deliverables listed in your proposal. You agree to help us do so by making the required information about your organisation available to us, and by cooperating with us in expediting the work.

The Producer will:

• Produce and supply the deliverables set out in the proposal.

The Client will:

• Provide us with everything we need to complete the project, including text, images and other information, as and when we need it and in the format we ask for. We require any brand guidelines in writing before production so we have time to ensure accuracy.
• Review our work, provide feedback and approve it within the agreed timelines. Deadlines work both ways and you will also be bound by any dates we set together.
• Stick to the payment schedule set out in the proposal.
• Source any talent, and liaise with any businesses or individuals featured in the video.

3. Fees and payment

The total cost to the Client for completion of the Project is set out in your proposal, excluding any additional expenses.

Unless your proposal specifies a different schedule, the Client shall pay the Producer in the following instalments:

• The first payment, being 50% of the project total (the "Deposit"), is payable on acceptance of the proposal.
• The final payment, being the balance of the project total, is payable on final delivery, or by the final payment date in your proposal where one is given.

Invoices are payable within 14 days of issue unless your proposal or a purchase order says otherwise. All amounts are exclusive of GST.

Retainer engagements

Some engagements run as an ongoing retainer rather than a one-off project. Where that is the case:

• Fees are billed on the schedule set out in the proposal, for example monthly, and in advance or in arrears as stated. The 50% deposit terms above do not apply.
• Either party may end the retainer by giving the notice period stated in the proposal, which is 30 days unless stated otherwise. Notice takes effect at the end of the current paid period.
• The per-project shoot cancellation fee does not apply to retainer engagements.
• All other terms, including ownership and copyright, confidentiality, project storage, liability, mediation and governing law, apply to retainer engagements in the same way.

4. Refunds

Because of the way production scheduling and resource allocation work, the Deposit is non-refundable. If the Project is terminated under clause 12, any funds already paid by the Client that exceed the value of the work completed will be refunded.

5. Expenses

The Producer will pay for all Project expenses related to each stage of production.

The Client will pay for expenses related to paid talent and paid locations, meaning professional talent engaged for a fee and any venue or location charging a hire or permit fee. Filming at the Client's own premises with the Client's own people carries no such expense.

From time to time the Producer may determine that an expense not covered by this Agreement is necessary for the betterment of the Project. The Producer agrees to provide the Client with a written request for the additional funds, why it is necessary, and how not paying for it may materially affect the quality of the Project.

The Client is responsible for approving or declining the additional expense in writing, and acknowledges how that decision may affect the Project.

5.1 Additional expenses and delays

Functionality or feature requests beyond those listed in the concept or script may be considered out of scope, and an amendment to the budget will be recommended.

Where a project goes dormant for longer than 30 days for reasons outside our control, we may charge a restart fee of $1,200 ex GST at our discretion. We will give the Client written notice before charging it, and it does not apply to a pause the parties have agreed in advance, such as a scheduled break in the Client's calendar.

6. Project scope

At each stage of production we require written sign-off from your one key point of contact listed in the proposal. We politely insist on consolidated feedback at every stage.

If you want to change your mind, add extra elements or music, or add new shooting days, that is not a problem. You will be charged accordingly, and those costs need to be agreed before the extra work begins. Additional work affects deadlines and they will move accordingly. We will be upfront about all of this if and when it happens, and make sure everyone is on the same page before proceeding.

6.1 Re-shoots

If a re-shoot is deemed necessary by the Client for any reason, the Producer will advise the Client of the expenses incurred, and they will be added to the next project invoice following the re-shoot.

6.2 Cancelling or rescheduling a shoot

Because of the lead time required to book crew and resources for shoot days, we have a minimum cancellation fee of $1,200 ex GST. If we receive notice less than seven days before a booked shoot day that the Client wishes to cancel, the Client will be billed a cancellation fee of at least $1,200 ex GST. That fee may be higher depending on the resources committed. Variables that increase it include, but are not limited to, external contractors, location booking fees, talent, travel and catering.

Moving a shoot day is different to cancelling it. Where the Client gives notice less than seven days out and we can move the day to a mutually agreed date within 60 days, we will do so at no charge, provided any third party costs already committed are met. We will always try to move a day before charging for it.

If the Producer cannot attend a booked shoot day through illness, equipment failure or any other cause, we will either supply a suitably qualified replacement crew at our cost, or reschedule to the earliest date that suits the Client. No cancellation fee applies in that case.

Where a shoot cannot proceed for reasons outside either party's control, including weather, site closure or a public health direction, the day is rescheduled to a mutually agreed date and no cancellation fee applies. Any third party costs already incurred are payable by the party that committed them.

7. Approval and revisions

The prices in the "Your Investment" section of your proposal are based on the amount of work we estimate is needed to achieve everything you have told us you want to achieve. If you would like us to do more work than we have quoted for, it will cost more. That can be the case during the approval and revision period.

The Client is granted two rounds of major revisions as part of concept development, and two rounds of minor revisions as part of post-production, unless your proposal states a different number. Additional rounds are billed at $150 per hour with a minimum charge of $150.

Revisions are only accepted from the Client's one key point of contact listed in the proposal. Where multiple stakeholders are involved in giving feedback, it is the key point of contact's job to collate that feedback and communicate it to the Producer as a single consolidated response. Our goal is to deliver your project on time and within budget, and this is the part that makes that possible.

Major and minor rounds of revisions must be delivered to the Producer within the revision period listed in your proposal. If no feedback or communication has been given within two weeks of the project being sent for revision, the Project is deemed approved by the Client.

Major revisions are significant changes to the narrative of the story, edits, the inclusion or removal of entire scenes or voiceover, changes to the soundtrack, and anything that significantly affects the overall story or visual approach. Minor revisions are the rearrangement, removal, edit or addition of footage that does not significantly affect the narrative, along with things like audio levels and colour balance.

We ask that revision feedback comes in writing by email so we can keep track of changes. If the nature or function of the project changes significantly during the process, we reserve the right to deem the current project cancelled. At that point you will pay us in full for all work completed, and may commission us for the new project based on the new requirements. That requires a new proposal.

8. Project storage

If you opt into our storage service, we store your project and all its associated files for as long as you are subscribed, and we will deliver any of your project files within one business day of your request at no additional cost. The service is paid by monthly or annual subscription.

If you do not opt in, we are under no obligation to store your project, and your project and its associated files are archived within four weeks of completion. Delivery of raw media files is available on request from $500 ex GST, supplied by download link or transferred to a hard drive you supply.

Where your proposal includes raw files or a handover of project media, that is what applies and no fee is charged for it. See clause 13.

9. Ownership and copyright

The Project and all final materials created as a direct result of this Agreement, and specifically described in it, become the legal property of the Client on completion of the work and payment in full.

The Client grants the Producer a non-exclusive, royalty-free licence to use the completed Project in the Producer's portfolio, in live and in-person presentations, on our website and in promotional use across any platform. That licence continues after the Project ends. Anything the Client would prefer kept private can be flagged and we will not use it.

You guarantee that any text, graphics, photographs, designs, trademarks or other artwork you provide for inclusion in the video are either owned by you or that you have permission to use them. We will give you a copy of the final video or videos, but not the individual elements used to create them.

You also own the text, photographs and other data you provided, unless someone else owns them.

10. Confidentiality

During this Agreement the parties may disclose information to each other that is confidential. Each party will hold the other's confidential information in confidence, will not disclose it to anyone else, and will only use it for the purposes of this Project.

Information about identifiable individuals, including students, staff, families and anyone appearing in footage, is treated as confidential whether or not it has been labelled as such.

11. Accuracy of content

The Project is based on the information provided to the Producer by the Client. The Producer cannot guarantee the accuracy of that information, and the Client is responsible for all Project content it provides.

We cannot guarantee that the completed video will always be error free, which is why we require your sign-off at predetermined stages up to and including final delivery. We cannot be liable to you or any third party for damages, including lost profits, lost savings or other incidental, consequential or special damages arising out of the video, even if you have advised us of the possibility of such damages.

If any provision of this Agreement is unlawful, void or unenforceable, that provision is severable and does not affect the validity of the remaining provisions.

12. Termination

This Agreement may be terminated by either party on fourteen calendar days' written notice. In the event of a material breach by either party, the non-breaching party may terminate immediately on written notice.

On termination the Producer will cease performing its obligations. Within seven days of termination the Client will pay the Producer for all work performed prior to the date of termination at a rate of $150 per hour, less any amount already paid.

13. Entire agreement, and which document wins

Your proposal and these terms together form the entire agreement between the parties.

Where your proposal expressly states something different to these terms, your proposal applies. Where your proposal is silent, these terms apply. So if your proposal includes something these terms would ordinarily charge for, or sets a different number of revision rounds or a different payment schedule, the proposal is the one to read.

Amendments may be made by written agreement of both parties. You cannot transfer this contract to anyone else without our permission. This contract stays in place and does not need to be renewed. If one part of it becomes invalid or unenforceable, the rest remains in place.

14. Mediation

Any claim or controversy arising out of this Agreement will be referred at the request of either party to a mediator. If the dispute is not settled through mediation, the parties will be bound to enter arbitration in Sydney, New South Wales. Both parties agree to be bound by the decision of the arbitrator.

15. Governing law

This Agreement is governed by and construed in accordance with Australian law.

16. Working at schools and with young people

This clause applies wherever we are working at a school, or anywhere else people under 18 may appear on camera.

16.1 Consent and permissions

Obtaining consent for the people who appear on camera is the Client's responsibility, because the Client holds the relationship with them. Before the shoot day the Client will provide a current do-not-photograph list, and will hold parental or guardian permission for any individual under 18 featured speaking on camera. We are glad to draft the note home if that helps.

16.2 How we shoot

Unless a specific permission exists, we shoot wide and contextual. No individual under 18 is made the subject of an image used in our own marketing, and we do not caption or identify anyone under 18 in it. Where the Client sets a stricter rule than this one, we work to the Client's rule.

16.3 Takedown

Clause 9 covers our right to show completed work. On top of that, anything the Client asks us to remove from our own channels comes down within two business days, and no reason is needed.

16.4 Who handles the material

Crew are named individuals engaged for the specific project. Every contractor who touches Client material works under our written contractor agreement, which carries a confidentiality obligation continuing after the engagement ends, and assigns all footage, photographs, project files and finished films to us, so no contractor holds rights in your material. Camera cards return to us after every shoot day and are not copied to a contractor's own equipment.

16.5 Editing

School and youth footage is edited in house. If that ever needs to change for a particular project, the work goes only to a contractor under that same written agreement, and we tell the Client before it happens.

16.6 Storage and handover

Clause 8 sets out how project files are held. Where a Client has particular requirements about where footage is stored, how long it is kept, who may access it or how it is handed over, we will document those for the project in writing before the shoot.

16.7 Working With Children Checks

Crew attending a school hold a current NSW Working With Children Check where one is required for the work, and we will provide the numbers for verification on request.

16.8 Site rules

While on the Client's premises we work to the Client's site induction, visitor and child protection procedures. Please give us those before the shoot day rather than on it.

17. Insurance

We hold current public liability insurance and will provide a certificate of currency on request.