Download OJPS Terms of Service as a PDF.
These Standard Terms of Service apply to all offers, quotations and sales of goods and/or services by Oh Just Peachy Studios to any purchaser or potential purchaser (“Client”). If Oh Just Peachy Studios and Client have entered into a separate written contract relating to the sales of products, or the provision of services, these Terms and Conditions shall additionally apply to purchases under the separate agreement to the extent they are not inconsistent with the terms of the separate agreement.
Quotations and proposals are subject to change or withdrawal by Oh Just Peachy Studios at any time prior to the signing of an agreement with the Client. Estimates are for planning and budgeting purposes only. Oh Just Peachy Studios shall strive to work within stated budgets, but is not liable if expenses exceed estimates as a result of changes to the project’s parameters.
The Client’s approval in writing shall be obtained for any increase in fees or expenses that exceed 10% above that to which the Client has agreed. Fees and expenses that are orally authorized shall be invoiced and paid for by the Client.
2. Conditions of Engagement
A signed agreement or other written confirmation of contract is required prior to the start of the project. The Client and Oh Just Peachy Studios each represent that they have full power and authority to enter into this agreement and that this agreement is binding upon the Client and Oh Just Peachy Studios and enforceable in accordance with its terms.
The first consultation is free and is conducted over the phone or via email. Only after a contract has been signed will OJPS continue with consultations. Any and all consultations following the first, be it in person, or via phone or email are subject to our hourly consultation rate of $50/hr, with a 1 hour minimum charge. All services including revisions, changes, and other non-consultation hourly arrangements have a 1 hour minimum.
3. Term of Payment
An initial payment of 33% of the estimated total project costs is required before work shall begin. Payments can be made in cash, cheque, money transfer, or certified orders. OJPS will start work upon clearance of initial payment. Invoices will be issued monthly for services rendered and costs incurred to date, and upon completion of the project. If it is found that any major expenses will need to be incurred during the project, the Client shall be notified and expected to reimburse Oh Just Peachy Studios upon receipt of invoice. All receipts will be presented to Client along with invoice.
For flat rate projects, a second instalment of 33% is due after delivery of first draft, as discussed and outlined on a per project basis. Final payment is due upon delivery of final product.
All final invoices are payable within fifteen (15) days of receipt. A service charge of 2% is compounded monthly on all overdue balances.
4. Cancellation of Orders
If Client fails to respond to any request from Oh Just Peachy Studios within 30 days, the final balance of the project is due, regardless of project status.
No cancellation of any order by Client shall be accepted unless the cancellation is received by Oh Just Peachy Studios in writing and Oh Just Peachy Studios accepts the cancellation in writing. Upon cancellation the Client may be required to pay: The sales value of that part of the goods completed and work done in connection with the order, the sales value of any items or materials bought by Oh Just Peachy Studios which cannot reasonably be used elsewhere by Oh Just Peachy Studios, and any other costs and liabilities which Oh Just Peachy Studios incurs by reason of Client’s cancellation.
Any extra cost or liability incurred by Oh Just Peachy Studios due to suspension of work or of deliveries or lack of or mistaken instructions from Client or to any interruptions or delays attributable to Client shall be added to the price of the goods and/or services and paid for by Client.
5. Copyright and Ownership
The Client guarantees and warrants that all materials provided to Oh Just Peachy Studios are owned by the Client or that the Client has all necessary rights, including copyright and waiver of moral rights in such materials.
All services provided and materials created by Oh Just Peachy Studios shall be for the exclusive use and benefit of the Client, as well as for promotional use of Oh Just Peachy Studios. Oh Just Peachy Studios shall retain title to all intellectual property rights and materials until it has received payment in full of all sums owing in connection with the supply of all goods and services to Client at any time. Upon receipt of payment in full the Client shall obtain full ownership of raw footage and final work product for promotional use only.
Oh Just Peachy Studios Productions retains the right to display its company logo at the end of the Work, and retains the right to be credited as Videographer, Creator, Producer, Musical Composer/Performer, and/or Editor depending on scope of Work with a link to the OJPS website: http://ojpstudios.com visibly displayed on or around Work and around any other use of raw materials to create Work.
6. Non-permitted Uses (for Work and Raw Materials – not including Editing Only)
The Client shall not exercise any of the rights granted to a copyright owner under the Copyright Act for direct monetary gain (i.e. Resale, paid distribution). If the Client wishes to make use of the Work or raw materials for direct monetary gain, the Client shall obtain a re-sale licence from Oh Just Peachy Studios permitting such use at a fee to be negotiated.
7. Storage and Access
Oh Just Peachy Studios shall retain and store all electronic files for a minimum period of 1 month after completion of the project. Upon expiration of this period, all such materials may be destroyed by Oh Just Peachy Studios without notice to the Client.
If client requires electronic files amounting to less than 50GB to be held for a period longer than 30 days either before work period or after completion of project, a storage fee of $5/month shall be incurred, with another $1/month per extra 10GB allowance of space needed.
Oh Just Peachy Studios is not responsible for information or materials lost or destroyed due to disk failure or other unforeseeable hazards. The Client shall have reasonable access to all stored materials for the purpose of review, and shall pay Oh Just Peachy Studios a reasonable fee for de-archiving or retrieving materials, should expenses be incurred.
8. Confidential Information
The Client and Oh Just Peachy Studios shall not, without prior written consent, disclose to any third party any secret or confidential information supplied by the other party. Client shall not copy or reproduce documents, specifications, or other written material supplied by Oh Just Peachy Studios in connection with the goods or services or any part thereof.
Oh Just Peachy Studios is not responsible for errors or omissions in any work produced as per the Client’s approval. No financial responsibility is assumed by Oh Just Peachy Studios for errors or damages resulting from such errors.
The Client will indemnify, defend, and save harmless Oh Just Peachy Studios against any claim, damages and expense, actions or causes of action arising from or prompted by the use of any material supplied to Oh Just Peachy Studios by the Client or its agents.
All property belonging to the Client or its agents which is handled and stored by Oh Just Peachy Studios shall be done so at the Client’s own risk.
Oh Just Peachy Studios shall, without prejudice to any other provisions hereof, be entitled to cancel or rescind any contract and shall not be liable for any loss or damage if its ability to perform its obligations under the contract is in any way adversely affected by circumstances beyond Oh Just Peachy Studios’s control, or by commercial unfeasibility including the failure by Oh Just Peachy Studios’s suppliers to fulfil their obligations, the denial or cancellation of necessary permits or licenses or substantial increases in the costs of performance.
Amendments to this Agreement shall be in writing and signed by the parties.
11. Dispute Resolution
The parties agree to use their best efforts to settle any disagreements as to the meaning of this Agreement. If the parties are unable to settle a dispute within 30 days, they agree, subject to this Agreement, to mediation using a single mediator acceptable to both parties. The cost of mediation shall be borne equally by both parties.
If the mediation is unsuccessful, an aggrieved party shall be free to seek such redress as may be obtained in an action or application to a court of competent jurisdiction.
12. Interpretation and Validity
The laws of the Province of British Columbia shall govern the interpretation and validity of this Agreement and the parties agree to submit to the exclusive jurisdiction of the courts of Vancouver, BC.
Any notice required under this Agreement shall be in writing and shall be delivered to the parties at the noted addresses. Notice given by hand shall be deemed to be given on the date of delivery. Notice given by mail shall be by prepaid registered mail and shall be deemed to be given on the fourth day after posting.
14. Successors and Assigns
This Agreement shall enure to the benefit of and bind the respective executors, administrators, heirs, successors and assigns of the parties.
This Agreement may be immediately terminated by the Client if the Client, acting in good faith, determines that the Work as planned poses an unacceptable risk to the public or Oh Just Peachy Studios.
This Agreement may be immediately terminated by either party on the following grounds:
- (A) If the Client is unable to obtain any licence or permission legally required to permit presentation of the Work
- (B) If the Client receives a legal opinion that the Work as planned is defamatory or would contravene the Criminal Code (Canada).
Notice of termination shall be provided in accordance with article 13.
If the Agreement is terminated under this article, neither party shall have a claim against the other but the Client shall reimburse Oh Just Peachy Studios for any expenses incurred by Oh Just Peachy Studios prior to the date of termination that are the Client’s responsibility under this Agreement. Nothing in this article shall be construed to require Oh Just Peachy Studios to return to the Client any part of the fees payable under this Agreement received by Oh Just Peachy Studios prior to the termination date.