Humidity Media, LLC, Aerial Photography and Imagery Vendor Services Agreement  

 

Section 1.

Humidity Media, LLC is an Aerial Cinematography and Photography vendor specializing in digital aerial imagery. Humidity Media, LLC and its affiliated organizations and agents, provide aerial photography and video services for use in television, film, print, and internet and social media.

This Agreement is made and entered into by authorized representatives of Humidity Media, LLC (hereinafter “Humidity Media” or “Vendor”) and the Client, who have provided their signatures below. As contained herein, “Humidity Media” and “Vendor” includes Humidity Media, LLC and any and all affiliated organizations and agents. Vendor is an independent contractor and the relationship between Vendor and Client is limited to that of an independent contractor performing the services agreed to herein.

Vendor hereby agrees to provide aerial photography and video services for the following purpose:

Aerial services

In consideration for Vendor’s services, Client agrees to compensate Vendor at a base rate previously agreed upon. This base rate is subject to such changes as agreed to herein. This Agreement constitutes the entire Agreement and understanding of the parties hereto in respect to the subject matter contained herein and supersedes all prior written and verbal agreements, consents and understandings relating to such subject matter. Any amendments by Client to this Agreement must be made in writing and approved in writing by Vendor. Should any portion of this Agreement be deemed invalid or unenforceable, it shall be severable and the valid and enforceable portions of this Agreement shall remain in full force and effect. This Agreement shall be effective upon signing or scheduling; whichever comes first, of the aerial imagery service which constitutes acceptance of all terms contained herein.

Section 2.

Client understands and agrees that the provisions of this Section shall survive in perpetuity, remaining in effect after Vendor has provided the services agreed to herein.

Client agrees that the images and video captured will not be used or transferred in any manner whatsoever, in whole or in part, for any purpose whatsoever outside of the intended and stated purpose of this Agreement, as described above, without the written consent of Vendor.

This Agreement contemplates the capturing and production of photographic and video media, and does not entitle client to the retention or use of any pre-production work performed by Vendor. Client hereby agrees that any and all proprietary data, information, and media, including but not limited to, designs, plans, models, drawings, renderings, images, video, reports and sketches, created by Vendor for purposes of providing services to Client as contemplated herein shall remain the exclusive property of Vendor and shall not be used, reproduced, transmitted, or disclosed by Client without the prior written consent of Vendor.

Humidity Media is not responsible for the preservation, transportation, storage, logging, archival, backup, or storage of any media not stored on Vendor’s equipment. Client takes full responsibility for providing the appropriate means for the preservation, transportation, storage, logging, archival, backup, or storage of any and all media provided by Vendor. Client agrees to not delete, format or erase any media, information, or documents whatsoever that are the property of Humidity Media or stored on any Humidity Media equipment.

Section 3.

Client agrees that safety is of the highest priority and will adhere to all safety instructions and needs of Humidity Media’s crew, including, but not limited to, safety standards imposed by law, regulation, or ordinance, and any and all safety standards Humidity Media or its crew deem appropriate.

Client hereby accepts responsibility for the safety of its crew and equipment and agrees to hold Humidity Media harmless in the event of any harm or damage to Client’s crew and equipment. Client agrees that only Humidity Media crew will operate Humidity Media equipment.

Humidity Media reserves the right to cancel or postpone the services contemplated by this Agreement in the event the Flying Conditions render the operations unsafe, infeasible, or illegal. Humidity Media has sole discretion in determining whether Flying Conditions permit the safe, feasible, and legal rendering of Vendor’s services, including, but not limited to, the interpretation of any laws, regulations, or ordinances.

As used herein, the term “Flying Conditions” is defined as any and all conditions which may affect the services contemplated by this Agreement. Flying Conditions include, but are not limited to, weather conditions, traffic conditions, legal and regulatory guidelines, and any and all fortuitous events which may affect the performance of the services contemplated by this Agreement.

Section 4.

A “Full Day” as used herein is defined as ten (10) hours of working time, commencing from the point at which Humidity Media arrives at the filming location. After a Full Day, Client agrees to pay Humidity Media time and a half overtime (or, 150% of the normal rate). Upon reaching twelve (12) hours of working time, commencing from the point at which Humidity Media arrives at the filming location, Client agrees to pay double overtime for any work hours thereafter (or, 200% of the normal rate). A “Half Day” as used herein is defined as four (4) hours of working time, commencing from the point at which Humidity Media arrives at the filming location.

Editing of photo or videos post-production is not included in the day rate price. Post production work will be billed separately at a rate of Sixty Dollars ($60) per hour and payment is due before delivery of media. Archival services are not provided for in the day rate price, nor are archival services considered post-production services. Humidity Media can provide archival services pertaining to any media for Client for an additional One Hundred Dollars ($100.00).

Client agrees to fund or reimburse Humidity Media for travel mileage incurred, including, but not limited to, travel to and from the locations necessary for Humidity Media to provide services, at a rate of Sixty Cents ($.60) per mile. Client further agrees to reimburse Vendor for any additional necessary and reasonable expenses incurred, including but not limited to expenses associated with lodging, travel, or the rental or procurement of equipment not presently owned by Vendor. All reimbursements for mileage and other expenses are due at the time of fulfillment of the remaining balance.

A non-refundable deposit of fifty percent (50%) of the cost of the scheduled services is required for any and all Full Day engagements of Humidity Media. A non-refundable deposit of one hundred percent (100%) of the cost of the scheduled services is required for any Client outside the United States and any non-Full Day engagement.

Complete payment for services provided is due by or upon day scheduled. Client agrees to pay for services unless cancellation notice is received twenty-four (24) hours in advance of commencement of recording schedule. Regardless of the amount of notice received by Vendor of cancellation, Client agrees to reimburse Vendor for any reasonable and necessary expenses incurred as a result of Client’s cancellation or rescheduling, including, but not limited to, expenses for lodging, transportation, and equipment rental costs.

All Clients are required to place an authorized credit card on file to secure payments for all past, present and future debt of Client’s obligation. Client agrees that any and all charges authorized by this Agreement may be charged to Client’s credit card if Vendor does not receive payment in full by the end of the service schedule. Client agrees to a Twenty Percent (20%) late charge for full payments not received on scheduled day of shoot.

All media and data created, captured or filmed by Vendor, and any and all legal rights pertaining thereto, shall remain the property of Vendor until such time as payment is received in full, including reimbursement for any legal expenses necessary to collect payment. No recordings or media captured or produced by Humidity Media will be tendered to Client until full payment is received.

Section 5.

Prior to the rendering of services by Vendor, Client must produce a certificate of insurance naming Vendor as an additional insured against any claim arising from the services provided by Vendor hereunder.

Client is responsible for obtaining and securing all permits, certificates, licenses and any and all other authorizations that may be needed for Humidity Media to operate safely and legally.

In the event Client provides equipment for Humidity Media’s use, Client must provide all equipment, supporting services, licenses, authorizations, certifications, rights, and any and all other necessary elements for the use of such equipment.

Should it become necessary for Humidity Media to incur legal costs to defend any claim by a third party arising from this Agreement, including, but not limited to, attorney fees and court costs, Client agrees to reimburse Humidity Media for all such costs incurred.

Section 6.

This Agreement shall be governed by the laws of the State of Louisiana. Client agrees that the Courts located in Baton Rouge, Louisiana shall have exclusive jurisdiction over any and all claims arising from this Agreement or the relationship between Humidity Media and Client. Any and all such suits arising out of this Agreement or the relationship between Humidity Media and Client shall be heard in any court in East Baton Rouge Parish having jurisdiction over this Agreement. Client stipulates to any injunctive relief necessary for Humidity Media to enforce its rights under this Agreement.

If a dispute arises relating to this Agreement or the relationship between Vendor and Client, and if the dispute cannot be settled through direct discussions, Client agrees to endeavor first to settle the dispute by mediation administered by a certified Louisiana mediator. Should Vendor or Client file suit to enforce any part of this Agreement, if either party is found liable for breach of this agreement, such party shall pay all legal costs associated with the necessary actions including but not limited to attorney fees, court costs, and other legal fees and expenses.

The agreement supersede any and all agreements verbal, written and signed.  Even if other agreement say they supersede all other agreements, this agreement supersede those agreements. The agreement is the master agreement and makes all other agreements void and no other agreement shall govern the work, hiring and payment for Humidity Media, LLC. By checking the agree box on the payment form on AtmosphereAerial.com or HumidityMedia.com and by making a payment makes this agreement legally biding and stating that this agreement is the master agreement that governs all work in perpetuity.

Humidity Media to be added as additional Insured

Humidity Media, LLC

22810 Plank Rd

Zachary, LA 70791

 

 

These term and condition of the agreement may change without notice and valid over any other agreement.