By providing Executive Presentations your materials, and/or by directing Executive Presentations to commence work, and/or by accepting our product and/or services, which may include but is not limited to, artwork, graphics, databases, client consultations, video, photos, original text, trademarks, design presentations, cost estimates and any other materials produced and/or services rendered by Executive Presentations, you as the legal representative and/or client (Client) requesting our services, do hereby agree to be bound by all of the terms and conditions contained herein, including any third person or entity you do otherwise act as a representative or agent of.
Terms of Payment
Client agrees to pay all invoices in full within 30 calendar days of invoice date. A finance charge of 10% per annum will be charged for all unpaid balances not paid in full within said 30 days.
Quotations / Estimates
Executive Presentations will prepare a cost estimate for Client’s signature prior to the start of production or during the course of production. Client understands that a cost estimate is a best effort attempt to establish a cost for products and services based on the information tendered to it. Should Client direct Executive Presentations to commence work prior to signing its cost estimate, Executive Presentations shall be entitled to payment for all work completed, services provided, and expenses incurred. Estimates are exclusive of applicable state sales taxes and delivery charges. Changes in the scope of the work or the time frame in which it is required may affect final billing.
Retainers / Progress Payments
Jobs involving products and services in excess of $5,000, or which involve significant charges from other parties to Executive Presentations, may require a retainer to be paid in advance, or progress payments. Jobs in which production time extends over 30 days may be progress billed monthly. Retainers will be applied to the final invoice. Such terms will be agreed to in writing in advance, or during the course of production.
Right to Terminate for Non-Payment
Should Client fail to timely make a payment when due Executive Presentations shall have the right to immediately suspend its performance and shall not have the obligation to resume the same until all such delinquent payments have been made. Should such default not be cured within five (5) calendar days after notice thereof, Executive Presentations shall have the option to terminate Client’s order.
Cancellation / Termination
Should Client terminate this order at any time for any reason, Executive Presentations shall be entitled to payment for all work completed, services provided, and expenses incurred up to the time of termination.
Proofs & Revisions
Executive Presentations shall provide proof copies of its work product to client. Client is responsible for editing and proofing for spelling, grammar and punctuation. Revisions must be made in writing on a copy/fax/email of the proof. Executive Presentations will accept verbal revisions, but by doing so will not be responsible for errors resulting from verbal communication.
Delivery
Executive Presentations will be diligent in its efforts to complete projects in a timely manner. Executive Presentations shall not be held responsible for delays in delivering its work product due to Force Majeure and shall not be held responsible for delays, loss, theft and/or damages caused by a courier/shipper.
Preparatory Materials and Ownership Rights
All artwork, graphics, databases, video, original text, trademarks, design presentations, cost estimates and other materials produced are NOT “work for hire”. Executive Presentations’ ideas and work product are intellectual property and/or trade secrets and are not to be used for any purposes including, but not limited to, obtaining a competitive bid. All intellectual property rights and copyright interests shall remain the exclusive property of Executive Presentations.
Client is granted a license to use the work product only in the legal proceeding specifically related to the project. A condition subsequent of this license is Client’s timely payment of Executive Presentations’ fees and costs, which client must satisfy after using the work product, by such timely payment. Executive Presentations retains ownership of all original artwork created.
Reproduction of Copyrighted Works
Client represents and warrants that by requesting Executive Presentations to reproduce any copyright work, Client has obtained permission from the copyright owner to reproduce, distribute and display such copyrighted work. Client agrees to hold harmless and to indemnify Executive Presentations for all costs, expenses, attorney’s fees, or judgments resulting from any claim or lawsuit against Executive Presentations arising out of the unauthorized reproduction of any work at the request of Client.
Data/Record Retention, Retrieval & Disposal
All data and/or records, including but not limited to databases, email, documents, spreadsheets, exhibits, hard copy prints or electronic files, used in the development and creation of Client work products and services, are routinely backed up to tape or kept in storage, either in whole or in part, from the date the project is completed, and retained for a period of up to 4 years.
Executive Presentations in good faith takes all appropriate measures to preserve Client data, however Executive Presentations cannot guarantee the stability of the media, or control potential exposure that may corrupt the data or render it irretrievable. Should Client request the retrieval of data from back up, Client may be charged administrative fees to search and retrieve data, plus the cost of media required to copy the data (USB drives, external hard drives).
Executive Presentations does not have the capacity to permanently archive Client data and records. At the end of the retention period all backed up data and records are systematically disposed of without notice using the guidelines established by FACTA.Ability to Reference
Executive Presentations shall have the right to keep computer files or copies of all materials, and the right to use such materials or copies thereof, in publications for the professional promotion of Executive Presentations. Client agrees to allow Executive Presentations to represent its involvement in the project to any/all parties.
Indemnification for Claims
Executive Presentations makes no warranties, expressed, implied, oral, written, or otherwise, as to the condition, performance, operation, fitness for any use, or any other matter, as to any products and equipment provided to Client. Executive Presentations is not responsible for any liability, claim, loss, damage or expense of any kind caused by the products or equipment except for loss or damage caused by willful misconduct or negligent acts. In the unlikely event of an equipment malfunction, Executive Presentations must be contacted immediately for service or replacement. Executive Presentations cannot be held responsible for equipment failure or client operator error.
Limitation of Damages
Executive Presentations does not assume liability for Client supplied materials, such as pictures, prints, artwork or any other materials which are submitted with orders, whether lost or damaged by fire, theft, negligence or any other means, beyond a $250.00 replacement value per project. Executive Presentations shall not be liable for any other damages and in no event shall it be liable for any consequential damages here under.
CA Labor Law
Executive Presentations complies with all California Employment Labor Laws, the terms of which apply to its clients during the course of doing business with Executive Presentations, when interacting with Executive Presentations’ staff, on and off site, including but not limited to appropriate professional conduct and providing required rest and meal periods.
Dispute Resolution
The parties hereto will use their reasonable best efforts to resolve any disputes hereunder through good faith negotiations.
Any such dispute that cannot be resolved between Executive Presentations and Client shall be submitted to mediation in the city of Los Angeles, by a mutually agree upon mediator (i.e. AAA, ADR, JAMS, Judicate West) in accordance with the laws of the State of California and the existing commercial mediation procedures. A request for mediation shall be made in writing, delivered to the other party, and filed with the person or entity administering the mediation. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof.
If mediation is not successful, any unresolved disputes shall be submitted to final and binding arbitration in the city of Los Angeles, by a mutually agree upon arbitrator (i.e. AAA, ADR, JAMS, Judicate West) in accordance with the laws of the State of California and the existing commercial arbitration rules. A demand for arbitration shall be made in writing, delivered to the other party, and filed with the person or entity administering the arbitration. The award rendered by the arbitrator(s) shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof.
Attorneys' Fees
The prevailing party in connection with any dispute resolution or legal proceeding shall be entitled to its reasonable attorney's fees, costs and other expenses of litigation incurred in connection therewith and all reasonable attorney's fees, costs and expenses incurred in attempting to enforce any award and/or judgment in favor of that party.
Entire Agreement
The parties’ agreement which includes these Terms and Conditions constitutes the entire agreement with respect to the subject order. The parties agree that these Terms and Conditions may not be modified or amended except by a written amendment executed by both/all parties.