1. Service Agreement. This Agreement forms part of the documents release by THEVIDEOCOMPANY (hereafter known as “TVC”), including but not limited to quotations, invoices, contracts and/or official memorandum sign-off, issued and rendered by TVC. This Agreement is in force for the Video Production services as described. Client shall not disclose, duplicate or use information in whole or in part of this document for any other purposes other than to evaluate the contract provided by TVC. Client shall use this document when TVC and Client agree to the consulting and/or contract assignment when it is awarded to TVC in connection with the submission of this document.

2. Confidential Information.
a. TVC and the Client agree to enter into a confidential relationship with respect to disclosure of certain proprietary & confidential information (“Confidential Information”).
b. Neither party shall disclose to any third party any Confidential Information acquired during the performance of this Service Agreement.
c. “Confidential Information” shall mean all information identified in writing as confidential by either party to the other prior to disclosure thereof and any other information that either party would reasonably expect is confidential or proprietary.
d. Confidential Information shall not include any information which (i) is in or which enters the public domain through no fault of either party; (ii) is rightfully disclosed to a party by any third party; or (iii) was previously known to such party.

3. Response Time.
a. The Client shall furnish all the required information and assist TVC to answer questions pertaining to the Scope of Work during the project within two (2) business days.
b. TVC agrees to provide support during business hours (9am – 6pm, Monday to Friday) throughout the life of the campaign for technical or business-related issues, with no more than 48-hours response times to correct any outstanding issue.

4. Change to Scope of Work.
a. Any changes to the above Scope of Work will result in delay or may affect the quality of the Service Deliverables.
b. If the Scope of Work is agreed by Parties to have changed over the course of the project (i.e. change in timeline, scope of work, non-provision of source material and major change requests), TVC reserves the right to re-quote for the project.

5. Point of Contact.
a. The Client shall provide one main point of contact through which all feedback and communication between the two organizations shall flow.
b. The Client shall agree to respond to all communications within two (2) business days and cooperate with TVC throughout the project to attain the project objective.

6. Provision of Information. The Client shall provide its corporate marketing material, including white-papers, articles, press releases, Videos, images (digital source files) when requested. Costs of preparing such material are not included in the scope of this agreement.

7. Project & Service Deliverable Management.
a. All Service Deliverables, milestones, and submissions will be uploaded and delivered electronically on a centralised Project Management System or third party cloud platform ("Google Drive", "Dropbox", "Youtube", "WeTransfer"), which both teams at Client and TVC has access to.
b. In order for TVC to perform our Service Deliverables and meet project performance, it is imperative that Client responds to all written communications within two (2) business days. Failure to do so will impact the outcome of this Agreement. TVC may provide up to three (3) reminder/alerts via email and/or telephone if our communications are not responded within the timeline as agreed.

c. TVC at its very best effort will deliver within the expected completion date, with a lead time of 9-15 working days upon receiving footage, audio, logo, graphics and collaterals from Client. Post-production processes are available on our website at https://www.thevideocompany.sg/video-production. Subject to the complexity of the Client’s review feedback, subsequent revision will take 3-5 working days. Should the feedback differs from the Scope of Work, TVC reserves the rights to extend the completion date and re-quote for the project.

d. Unless written request are submitted to TVC prior to the commencement of the project, advance delivery request and/or same-day-edit for events, are strictly subject to availability and expedition fee at 25% of the quotation amount.

e. Except for “Work for Hire” filming-only-contracts issued by Client, TVC does not release any raw video footage and/or working files to any party, as part of the project deliverables. Unless written request for the raw video footage are submitted by Client to TVC prior to commencement of the project, there will be a transfer fee incurred as follows;

Less than 250GB at 5% of project fee or $1,000, whichever is higher
Less than 500GB at 10% of project fee or $2,000, whichever is higher
Less than 1TB at 15% of project fee or $3,500, whichever is higher
1TB or more at 20% of project fee or $5,500, whichever is higher

Raw footage request submitted by Client after one (1) month from project completion date does not guarantee that the raw video footage to be available in our library. However, if it is, this will incur both the transfer fee and the library fee of $1,500/per annum from the project completion/delivery date.

f. Re-Editing request submitted by Client after project completion date (sign-off) and/or project delivery date, will incur a library fee of $1,500 on top of the service fee, to allow TVC re-ingest all files back to a working file format in our editing suite.

8. Copyrights
a. The copyrights of the Master File and/or the completed project video file (also known as the "Master File", "Final Product", "Finished Product", "Product") belongs to the Client, and the Client has full rights to publish, reproduce and distribute across various media platforms.

b. Whereas all copyrights of the Non-master files (also known as "Media", "Raw Footage", "Clips", "Videos", "Images", and "Project Working Files") filmed, designed and developed by TVC for the Client's project, are fixes that belongs to TVC, and TVC has all rights to publish, reproduce part or full clip across various media platforms including but not limited to customer testimonial, company portfolio, showreel and case studies, except for Client's proprietary assets such as featuring Client's logos, branding, trademark, trade identity and displays, building, premises and talents/cast signed by Client, which requires copyright clearance from the Client.

c. All royalty-free sound, music clips and sound effects used in the video production are purchased and licensed for non-exclusive rights to use, for both commercial and non-commercial usage, without any recurring royalties or credit/attributions. However, all royalty-free sound, music clips and sound effects copyrights belongs to the respective label, producer, production house, publisher and/or artist.

d. Client agree to possess full Copyright clearances/permission from its legal owner and undertake full responsibility on all copyright materials such as videos, images, music files that are submitted to TVC to be incorporated in the final completed video.

9. Talents and Cast.
a. Talents, cast, models and/or performers engaged by TVC will be contracted with a release form, undertaking our rights to feature them in appearance in the selected media platform and roles in the video and/or film.

b. Client agree to seek permission and possess the rights from Talents, cast, models and/or performers engaged by Client including internal staff/employees or any third party with a release form, including but not limited to their full particulars, roles/appearances and agreement to be featured and published at the selected media platforms, whereby a copy of the release form to be submitted to TVC prior to the production shoot/filming.

10. Reschedule and Cancellation.
a. 10% of the quotation amount will incur to the Client when a reschedule to the filming booking date is made within 2 weeks before the production shoot/filming.

b. 25% of the quotation amount will incur to the Client when cancellation of quotation is made within 2 weeks before date of production shoot/filming.
b. 50% of the quotation amount will incur to the Client when cancellation of quotation is made 7 days before date of production shoot/filming.
c. 80% of the quotation amount will incur to the Client when cancellation of quotation is made 3 days before date of production shoot/filming.
d. 100% of the quotation amount will incur to Client when cancellation of quotation is made 24 hours before date of production shoot/filming.

e. 15% of the quotation amount will incur to Client when cancellation is made after pre-production work such as script, storyboard, moodboard and/or video conceptualization papers has been submitted to Client.

11. Termination of Agreement.
a. Each party shall have the right to terminate this Agreement by written notice to the other if a party has materially breached any obligation herein and such breach remains unresolved for a period of thirty days after written notice of such breach is sent to the other party.
b. If TVC terminates this Agreement because of Client’s default, all of the following shall apply:

(i) All amounts payable or accrued to TVC under this Agreement shall become immediately due and payable;

(ii) All rights and licenses granted to Client under this Agreement shall belong to the Client.
c. Either party may terminate this Agreement for its convenience upon thirty days prior written notice to the other. Upon such termination, all amounts owed to TVC under this Agreement for accepted work shall immediately become due and payable and all rights and licenses granted by TVC to Client under this Agreement shall belong to the Client.

12. Dispute Resolution.
a. In the event there is an issue, which cannot be resolved at review meetings, either party will designate a corporate executive who will meet to resolve the issue.
b. Any dispute in connection with this Proposal shall be settled by arbitration in accordance with the Singapore Arbitration Act, provided however, should any dispute arise under this Proposal, the parties shall endeavour to settle such dispute amicably between them.
c. In the event that the parties fail to agree upon an amicable solution, such dispute shall be determined by arbitration as aforesaid.

13. Force Majeure. TVC will not be liable for delays or errors in its performance or for non-performance, due to causes beyond its reasonable control (“force majeure event”) and shall be entitled to a reasonable extension of time to remedy any such delay or failure to perform. If force majeure event cannot be resolved within sixty (60) days, Client may choose to terminate this Agreement.

14. Commencement of Work. Work will commence upon the signed agreement of this quotation. Without a signed agreement of this quotation, TVC reserves the right to disregard any submission request by the Client.

15. This Agreement and all orders herein shall be governed by and construed under the laws of the Republic of Singapore.

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You may send an email to contact@thevideocompany.sg should you need further clarifications on the above terms and conditions of the Agreement.

Last updated and effective January 2019

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