Terms of Service

Our terms

Service Agreement
‍This Service Agreement ("Agreement") is enteredinto on [Date] by and between CloudWave Solutions ("ServiceProvider") and [Client's Name] ("Client").

‍Definitions
‍Service Provider: Refers to CloudWave Solutions, including its employees,     contractors, and representatives.
‍Client:     Refers to [Client's Name], including its employees, contractors, and     representatives. Agreement:     Refers to this Service Agreement.
‍Event:     Refers to the specific event or project for which the services are being     provided. Services:     Refers to the corporate video production, podcast production, and     streaming services provided by the Service Provider as outlined in this     Agreement.

‍1. Scope of Services The Service Provider agrees toprovide the following services to the Client as quoted: Corporate     video production, including pre-production, filming, editing,     post-production, and streaming. Podcast     production, including recording, editing, distribution, and streaming.Streaming services may be provided over platforms such asMicrosoft Teams, Zoom, Google Meet, YouTube, Facebook, Twitch, Twitter,Discord, or other services as agreed upon.Included services cover simple recordings of the event orlivestreams. Any additional services, such as advanced editing, graphics, orother requests beyond the initial scope, will incur additional costs and mayrequire a new delivery timeline outside the 7-business-day promise.The Service Provider will upload recordings to Frame.io,where the Client can review, post comments, and approve final drafts.Recordings will be available on this platform for two weeks. After this period,the Client can request access again. If the Client does not want their videoposted online, they must notify the Service Provider in advance to coordinatesending a physical copy at the Client’s expense.To avoid entering into the creative difference category, thenumber of edits or requests will be limited to a reasonable amount.Any additional services requested by the Client that are notincluded in the original quote will incur additional costs and may require anew delivery timeline.2. Term This Agreement shall commence on the date ofthe agreement ("Start Date") and shall continue until the finalapproved product is delivered ("End Date") or until the services arecompleted, whichever occurs first.For single-day events, the term will cover the duration ofthe event and extend until the final approved product is delivered. Formulti-day events, the term will cover the entire duration of the event andextend until the final approved product is delivered. For ongoing retainers,the term will be specified in the retainer agreement and will continue untilterminated by either party with [Notice Period, e.g., 30 days] written notice.The term of this Agreement may be extended or shortenedunder the following conditions: Delays:     If there are delays in the project due to unforeseen circumstances, such     as technical issues, weather conditions, or other factors beyond the     control of either party, the term may be extended to accommodate the     delay.

Changes     in Project Scope: If there are changes in the project scope that     require additional time for completion, the term may be extended     accordingly. Any changes in the project scope must be agreed upon in     writing by both parties.

‍Early     Completion: If the services are completed earlier than anticipated,     the term may be shortened, and the Agreement will conclude upon the     delivery of the final approved product. Termination:     Either party may terminate this Agreement with [Notice Period, e.g., 30     days] written notice. In the event of termination, the Client shall pay     for all services rendered up to the termination date.
‍Responsibilities Service     Provider Responsibilities: The Service Provider agrees to make     reasonable efforts to complete the services within the agreed-upon term.     The Service Provider will communicate any delays or changes in the project     scope to the Client promptly. Client     Responsibilities: The Client agrees to provide all necessary     information, materials, and access required for the Service Provider to     perform the services. The Client will communicate any changes or     additional requests in a timely manner to avoid delays.3. Payment Terms The Client agrees to pay the ServiceProvider 50% of their quote at the acceptance of the quote to secure theirfilming date. The final payment will be due prior to the event's start time.For events taking place at the PPA Event Center, payments will be collected bythe PPA and not by CloudWave Solutions, but the agreement must still beaccepted.Payment methods accepted include bank transfers, creditcards, digital checks through QuickBooks, and cash. Physical paper checks willnot be accepted. If payment is not made prior to the event's start time,CloudWave Solutions will not perform any work, and the Client will forfeit anypaid deposits.If any payments are returned or declined after the event,all recordings and edits will be placed on hold until the payment clears. Thisapplies to all service deliverables after the initial event. Missed paymentsmay result in collections or liens, and the Client will be responsible for anyassociated fees and costs.4. Confidentiality Both parties agree to keep allinformation exchanged during the term of this Agreement confidential and not todisclose it to any third party without prior written consent. Any proprietaryinformation the Client has should be communicated at least 24 hours in advance.Exceptions to this confidentiality clause include: Information     that is already public or becomes public through no fault of either party. Information     that is required to be disclosed by law.Both parties are permitted to communicate freely withindividuals or entities involved in the event unless explicitly instructedotherwise. This includes, but is not limited to, event space personnel,vendors, staff, and CloudWave Solutions contractors, for purposes such aslogistics, setup, access to the space, parking, deliveries, or other relatedneeds. CloudWave Solutions may also communicate internally with hired personnelor editors to coordinate the event and ensure the delivery of services.5. Termination and Refunds Either party may terminatethis Agreement with 30 days' written notice for a full refund of any paymentsmade. If the Agreement is terminated within 14 days of the event, the Clientwill be limited to a partial refund. If the Agreement is terminated within 7days of the event, the deposit will not be refunded. All cancellations andrebooking requests must be made in writing.The deposit may be rolled over to a new booked date but mustbe coordinated with CloudWave Solutions in advance and is not guaranteed.Deposits may be refunded on a case-by-case basis if the event is rescheduled,but any changes must be communicated as soon as possible.In the event of termination, the Client shall pay for allservices rendered up to the termination date, as well as any incurred costssuch as deposits made on rented equipment if needed.

‍6. Terms of Service Service     Availability: CloudWave Solutions will make reasonable efforts to     ensure that the services are available at all times. However, we do not     guarantee uninterrupted service and will not be liable for any downtime or     interruptions, including power outages, internet outages, acts of God,     weather conditions, local/state orders, technical issues, equipment     failures, or other unforeseen events. Client     Responsibilities: The Client agrees to provide all necessary     information, materials, and access required for CloudWave Solutions to     perform the services. The Client is responsible for ensuring that all     provided materials do not infringe on any third-party rights. The Client     is also responsible for any costs associated with CloudWave Solutions at     the event space, including but not limited to floor space, tables and     chairs, reliable internet access, and obtaining necessary permissions and     permits. The Client agrees to inform all participants involved in the     event that they will be recorded (audio and video) and that they may be     used in the recordings by CloudWave Solutions and the Client. Intellectual     Property: All intellectual property created by CloudWave Solutions     during the course of this Agreement shall remain the property of CloudWave     Solutions until full payment is received. Upon full payment, the     intellectual property rights will be transferred to the Client. CloudWave     Solutions reserves the right to use the Client's name, likeness, and     excerpts from their recordings for marketing purposes unless the Client     notifies us at least 24 hours in advance of filming that they do not wish     to be used for marketing. Limitation     of Liability: CloudWave Solutions' liability for any claim arising out     of this Agreement shall be limited to the amount paid by the Client for     the services. CloudWave Solutions shall not be liable for any indirect,     incidental, or consequential damages. Dispute     Resolution: Any disputes arising out of or in connection with this     Agreement shall be resolved through mediation or arbitration. The     jurisdiction for any legal proceedings will be the State of Colorado, with     the specific jurisdiction varying based on the Client's location or the     event location within Colorado. Satisfaction     Clause: The Client acknowledges that creative differences in the final     recordings or overall production do not warrant a refund or discount.     CloudWave Solutions will make reasonable efforts to meet the Client's     expectations. Delivery     Timeline: All recordings are typically delivered within 7 business     days of the conclusion of the event. CloudWave Solutions is not     responsible for delays or changes to the contract. If the 7-day timeline     cannot be met, CloudWave Solutions will communicate this on the day of the     event unless it is due to an unforeseen issue. The delivery timeline is     subject to change based on the complexity of the project and any     additional requests made by the Client. Additional     Labor and Responsibilities: If additional labor or responsibilities     are required beyond what is specified in the original quote, the Client     agrees to cover the associated costs. This includes, but is not limited     to, additional personnel, equipment, and any other resources necessary to     complete the services. Any additional labor or responsibilities will be     discussed and agreed upon in writing before proceeding. Added     or Rented Equipment: If additional or rented equipment is required     that is not provided by CloudWave Solutions, the Client agrees to cover     the associated costs. Damage     to Equipment: The Client agrees to cover any damage to CloudWave     Solutions' equipment or rented equipment, whether caused by the Client,     someone attending, or working at the event, directly or indirectly     associated with the Client. Payment for damages will be due within 10 days     of notice of the damage, which will be sent to the Client in writing. If     payment is not made within 10 days, the Client will be responsible for any     lost revenue incurred by CloudWave Solutions as a result of the damage.7. Governing Law This Agreement shall be governed byand construed in accordance with the laws of the State of Colorado. Thespecific jurisdiction for resolving disputes will vary depending on theClient's location or the event location within Colorado.8. Signatures By signing below, both parties agree tothe terms and conditions outlined in this Agreement. The signing process willbe conducted through DocuSign or a similar digital signature service.