Terms of Service

Agreement to Terms

Welcome to PrimeX Media. These Terms of Service ("Terms") govern your use of our website primex.media and the video production services we provide. By accessing our website or engaging our services, you agree to be bound by these Terms.

Please read these Terms carefully before using our services. If you do not agree with these Terms, you may not access our website or use our services.

Services Overview

PrimeX Media provides professional video production services, including but not limited to:

• Corporate video production
• Commercial and advertising content
• Healthcare and medical video production
• Legal and law firm video content
• Event videography and live streaming
• Social media content creation
• Training and educational videos
• Brand storytelling and promotional videos
• Post-production services (editing, color grading, sound design)

Specific services, deliverables, timelines, and pricing are detailed in individual project proposals, contracts, or statements of work ("SOW").

Service Agreements and Contracts

Project Proposals

All video production projects begin with a proposal outlining the scope of work, deliverables, timeline, and pricing. The proposal becomes binding once accepted and signed by both parties.

Deposits and Payments

• Deposit Required: A non-refundable deposit (typically 50% of the total project cost) is required to secure your production date and begin pre-production work.
• Payment Terms: Final payment is due upon delivery of the completed project or as specified in the contract.
• Late Payments: Late payments may incur a fee of 1.5% per month (or the maximum allowed by law) and may result in suspension of services or legal action.
• Payment Methods: We accept credit cards, ACH transfers, checks, and other agreed-upon payment methods.

Cancellations and Refunds

• Client Cancellation: If you cancel a project after the deposit has been paid, the deposit is non-refundable. Additional charges may apply for work already completed.
• Rescheduling: Rescheduling requests made less than 72 hours before a scheduled shoot may incur rescheduling fees.
• Force Majeure: Neither party is liable for delays or failures due to circumstances beyond reasonable control (weather, natural disasters, pandemics, etc.).

Intellectual Property Rights

Client-Provided Materials

You retain all rights to materials you provide (logos, scripts, footage, images, etc.). By providing these materials, you grant PrimeX Media a license to use them solely for the purpose of completing your project.

Deliverables and Ownership

Upon full payment, you receive the following rights to the final video deliverables:

• Usage Rights: You may use the final video for the purposes outlined in the contract (e.g., marketing, website, social media, advertising).
• Modification: You may not edit, alter, or modify the final video without written permission from PrimeX Media.
• Attribution: PrimeX Media retains the right to credit on the final video and to use the video in our portfolio, demo reels, and marketing materials unless otherwise agreed in writing.

Stock Footage, Music, and Third-Party Assets

If stock footage, music, or other third-party assets are used in your project:

• Licensing fees for these assets are the client's responsibility unless otherwise specified.
• Usage rights are limited to the license purchased (e.g., web-only, broadcast, unlimited).
• Unauthorized use of licensed materials may result in legal action from the rights holder.

Work-for-Hire (Optional)

In certain cases, a "work-for-hire" agreement may be executed, granting you full ownership of all deliverables. This must be negotiated and documented in writing prior to project commencement.

Client Responsibilities

To ensure a successful project, clients agree to:

• Provide Accurate Information: Supply accurate project details, brand guidelines, and creative direction.
• Timely Feedback: Provide feedback and approvals within agreed-upon timeframes to avoid project delays.
• Access and Permissions: Secure necessary permissions for filming locations, talent releases, and use of third-party materials.
• On-Time Participation: Be available for scheduled calls, meetings, and shoot days as outlined in the project timeline.
• Payment: Make payments according to the agreed schedule.

Revisions and Changes

Included Revisions

Most projects include a specified number of revision rounds (typically 2-3 rounds) as outlined in the contract. Revisions must be requested within the revision window specified in the project timeline.

Additional Revisions

Requests beyond the included revision rounds, or revisions requested after final delivery, may incur additional fees based on our hourly rate or a flat fee as determined by the scope of changes.

Scope Changes

Significant changes to the project scope (additional filming days, new deliverables, expanded runtime) require a written change order and may result in additional costs and timeline adjustments.

Deliverables and File Formats

Final video deliverables are provided in formats specified in the contract (e.g., MP4, MOV, ProRes). Standard deliverables include:

• Final edited video(s) in agreed-upon resolution (1080p, 4K, etc.)
• Platform-specific versions (YouTube, Instagram, LinkedIn, etc.) if contracted
• Closed captions or subtitles (if contracted)

Raw Footage and Project Files

Raw footage, project files, and source materials are not included in standard deliverables unless specifically contracted. These materials may be provided for an additional fee and are subject to a separate licensing agreement.

File Delivery and Storage

• Files are delivered via secure download link, cloud storage, or physical media as agreed.
• We retain project files for 90 days after final delivery. After this period, files may be archived or deleted.
• Clients are responsible for backing up and storing their final deliverables.

Confidentiality

PrimeX Media agrees to keep all client information, proprietary materials, and project details confidential. We will not disclose or use such information except as necessary to complete the project or as required by law.

If additional confidentiality is required, a separate Non-Disclosure Agreement (NDA) can be executed upon request.

Warranties and Disclaimers

Quality of Work

PrimeX Media warrants that all services will be performed in a professional and workmanlike manner consistent with industry standards.

Client Warranties

Client warrants that:

• All materials provided do not infringe on third-party intellectual property rights.
• Client has obtained all necessary permissions, releases, and licenses for materials and locations.
• Client has the authority to enter into this agreement.

Disclaimer of Warranties

EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, PRIMEX MEDIA MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. We do not guarantee specific results, viewership, engagement, or ROI from video content.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PRIMEX MEDIA'S TOTAL LIABILITY FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR OUR SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY CLIENT FOR THE SPECIFIC PROJECT GIVING RISE TO THE CLAIM.

IN NO EVENT SHALL PRIMEX MEDIA BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, OR BUSINESS INTERRUPTION.

Indemnification

Client agrees to indemnify, defend, and hold harmless PrimeX Media, its officers, employees, and contractors from any claims, damages, losses, or expenses (including attorney fees) arising from:

• Client's breach of these Terms
• Client's use of deliverables beyond the scope of the license granted
• Infringement of third-party intellectual property rights by client-provided materials
• Claims related to talent, locations, or permissions that client was responsible for securing

Use of Website

Acceptable Use

You agree not to:

• Use our website for any unlawful purpose
• Attempt to gain unauthorized access to our systems
• Transmit viruses, malware, or harmful code
• Scrape, harvest, or collect user information
• Interfere with the proper functioning of our website

User Content

If you submit content to our website (contact forms, comments, testimonials), you grant us a non-exclusive, royalty-free license to use, display, and distribute such content for business purposes.

Termination

Either party may terminate the service agreement under the following conditions:

• By Client: You may terminate the project at any time. Deposits are non-refundable, and you will be responsible for payment for all work completed to date.
• By PrimeX Media: We may terminate the agreement if you breach these Terms, fail to make payments, or engage in conduct that makes project completion impossible or unreasonable.
• Effect of Termination: Upon termination, all outstanding payments become immediately due, and rights to use any deliverables are revoked until payment is received.

Dispute Resolution

Governing Law

These Terms are governed by the laws of the State of Texas, without regard to its conflict of law provisions.

Mediation and Arbitration

In the event of a dispute, the parties agree to first attempt resolution through good-faith negotiation. If negotiation fails, disputes shall be resolved through binding arbitration in Harris County, Texas, in accordance with the rules of the American Arbitration Association.

Jurisdiction and Venue

Any legal action not subject to arbitration shall be brought exclusively in the state or federal courts located in Harris County, Texas.

Changes to These Terms

We reserve the right to modify these Terms at any time. Changes will be effective immediately upon posting to our website with an updated "Last Updated" date.

Your continued use of our services after changes are posted constitutes acceptance of the modified Terms. For active projects, the Terms in effect at the time of contract signing will govern that specific project.

Miscellaneous Provisions

Entire Agreement

These Terms, together with any signed contracts, proposals, or SOWs, constitute the entire agreement between you and PrimeX Media and supersede all prior agreements or understandings.

Severability

If any provision of these Terms is found to be unenforceable or invalid, the remaining provisions will continue in full force and effect.

Waiver

Failure to enforce any provision of these Terms does not constitute a waiver of that provision or any other provision.

Assignment

You may not assign or transfer these Terms or any rights hereunder without our prior written consent. We may assign these Terms to any successor or affiliate.

Independent Contractors

PrimeX Media and Client are independent contractors. Nothing in these Terms creates a partnership, joint venture, or employment relationship.