This Agreement is entered into effective as of this day in 2022 by you (“Client”), and Tamarind Tree Productions LLC, (d/b/a) Virtually In Sync (“Company”) at 564 East 93rd Street, Brooklyn, NY, collectively (“we”, “us”, “our”, “the parties”)
RESPONSIBILITIES OF BOTH PARTIES.
a) CLIENT. Client responsibilities are as follows:
i) The client is responsible for providing all tools, information, and documentation that may be required by the Company to effectively perform said responsibilities in connection with the performance of services.
ii) Video Creation and YouTube Services: The client agrees to use monthly video creation and/or YouTube management service for a minimum of 3 months.
iii) Coaching and Consulting Services: The client agrees to use coaching and consulting services for the number of hours purchased during a period of no more than 12 months from the date services were purchased.
b) COMPANY. Company has the following responsibilities:
i) The company will provide coaching and consulting services, remotely record, edit, optimize and upload all pertinent videos to ensure they attract an ideal audience on social media, YouTube, or on search engines. The goal of which will be to then convert that audience into clients who will buy products and services from said Client.
c) PAYMENT. Payment for sessions will be made as follows and as agreed upon by Us:
a) Payment is due prior to the starting first-month service.
b) The monthly video service requires a commitment of 3 months.
RESCHEDULING AND CANCELLATIONS.
a) Rescheduling policy. Once this agreement has been signed and services have begun, the Client may reschedule monthly video services as long as the new date is within the 30-day period. If the Client is unable to keep the scheduled filming is shortened by Client for any reason, there will be a fee charged to the Client in the amount of $200.
b) Cancellation policy. Cancellations made less than 30 days prior to scheduled services will result in a loss and forfeiture of payment for that month’s service. The company also reserves the right to determine cancellations on a case-by-case basis.
TERMINATION AND REFUND.
a) If the Client cancels services, this agreement will be terminated. The client understands that if this agreement is terminated, there will be no refund of payments received and no further delivery of any completed or in progress work.
b) The client also understands that the current rate for service fees will be forfeited at the time of cancellation and if the Client chooses to reinstate services, the Client is agreeing to pay the rate applicable at the time of reinstatement.
c) The company may cancel this Agreement at any time for any reason by providing written notice to the Client. In the event the Company cancels this Agreement, Company will provide a prorated refund of any overages of fees paid minus any approved, unpaid expenses incurred on Client’s behalf.
a) Client Information: Any and all Client information and data of a confidential nature, including but not limited to any and all design, creative, marketing, sales, operating, performance, know-how, business and process information (hereinafter referred to as “Confidential Information”), shall be treated by Company in the strictest confidence and not disclosed to third parties or used by Company for any purpose other than for providing Client with the services specified hereunder without Client’s express written consent. Confidential Information shall not include any information which (a) becomes available to the public through no breach of confidentiality by Company, (b) was in Company’s possession prior to receipt from the disclosure, (c) is received by Company independently from a third party free to disclose such information, or (d) is independently developed by Company without use of the Client’s Confidential Information. Upon request, Company hereto will promptly return or destroy all documents containing Confidential Information and delete all electronic records of or containing the same.
b) Public Disclosure: Neither party may disclose the terms of this Agreement. Neither party shall make any formal or informal public statement, press release or other announcements regarding the existence or terms of this Agreement without the other party’s prior written approval.
c) Non-Disparagement: Member shall, during and after the participation in and use of the Company’s services, refrain from making any statements or comments of a defamatory or disparaging nature to any third party regarding Company, or any of Company’s officers, directors, employees, personnel, agents, policies, services or products, other than to comply with law.
a) Independent Contractor Relationship: This Agreement shall not render Company an employee, partner, agent of, or joint venture with the Client for any purpose. The company is and will remain an independent contractor in its relationship to the Client. The company is or remains open to conducting similar tasks or activities for entities other than the Client and holds itself out to the public to be a separate business entity. The company shall retain sole and absolute discretion in the manner and means of carrying out the activities and responsibilities under this Agreement. The company shall be responsible for the ownership and management of the Client, but the Company will not be required to follow or establish a regular or daily work schedule. The company will not rely solely on the equipment or offices of the Client for completion of tasks and duties set forth pursuant to this Agreement. Any advice given to Company regarding services performed for the Client shall be considered a suggestion only, not an instruction. The client retains the right to inspect, stop or alter the work of the Company to assure its conformity with this Agreement and Client needs. Company and Client agree to conform to any and all IRS tests necessary to establish and demonstrate the independent contractor relationship between Client and Company.
a) The company will ask of Client upon completion of services to the Client’s satisfaction for a video Testimonial reviewing Client’s experience during and after working with Company. The client reserves the right to refuse to allow their testimonial to be used. All permissions/non-permissions for testimonial use shall be made in writing or by recorded video confirmation.
a) The company represents, warrants, and covenants that the Company has full authority to enter into this Agreement and that all of the services will be rendered using sound, professional practices and in a competent and professional manner.
b) Client represents, warrants, and covenants that Client has full authority to enter into this Agreement and has or will obtain, during all times relevant hereunder, all of the necessary consents, rights, licenses, clearances, releases, or other permissions to lawfully consummate the transactions and lawfully discharge, in all material respects, each and every of Client’s obligations or duties set forth hereunder, whether performance is due now or hereafter during the Term.
a) The company cannot guarantee the outcome of services and the Company’s comments about the outcome are expressions of opinion only. The company makes no guarantees other than that the services described in Paragraph 1(a) shall be provided to the Client in accordance with the terms of this agreement. The client acknowledges that the Company cannot guarantee any results for video SEO as such outcomes are based on subjective factors that cannot be controlled by the Company.
STATEMENTS OF INTENT AND RELEASE AND WAIVER OF LIABILITY.
a) IN NO EVENT SHALL EITHER PARTY HAVE ANY LIABILITY TO THE OTHER PARTY FOR ANY LOST PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, MULTIPLE, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED AND, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE; AND
b) IN NO EVENT SHALL A PARTY’S LIABILITY EXCEED THE FEES PAID UNDER THIS AGREEMENT, WHETHER IN CONTRACT, TORT, OR UNDER ANY OTHER THEORY OF LIABILITY.
NONDISCLOSURE OF MATERIALS: Material and information that we give you during these services are proprietary, copyrighted, and developed specifically for these services. You agree that such proprietary material is solely for your own personal use for growing and boosting your own business.
This information is not to be taken and re-sold, re-distributed, or regurgitated to profit from teaching others the same information and material. We would be more than happy to pay you a generous referral fee in referring people to these services, but any disclosure to a third party is strictly prohibited. I trust you understand and accept this policy position?
BY CLICKING I AGREE, to the terms and conditions on the checkout page during the purchasing process, the parties to this Agreement have duly executed it on the date services are purchased.