Last updated March 3, 2022
Terms of Service
Please review and read these Terms of Service (“Terms”, “Terms of Service”, “Agreement”) in detail before accessing and utilizing https://resultsimagery.com website (the “Service”) operated by Results Imagery Inc. (“us”, “we”, or “our”). Your access to and use of the Service is determined upon the acceptance of and compliance with these Terms.
These Terms apply to all visitors, users, customers and others who intend to access or use the Service. By accessing or using the Service you agree to be constrained by these Terms. If you disagree and not approve with any portion of the terms then you do not have authorization to access the Service.
For good and valuable consideration, the receipt and sufficiency of which is acknowledged, and intending to be legally bound, the parties agree as follows:
Marketing and Communication
Creating an Account on our website, you give us permission to add you as a subscriber to our newsletters, marketing and other promotional materials that we may send. However, you do have the right to opt out of receiving promotional materials and communicating from us by emailing [email protected] or clicking the unsubscribe link.
Client hereby engages Service Provider to provide Services as set forth in the Services Addenda at the charges set forth therein.
Payment; Suspension or Termination of Services
A deposit may be due upon signing as set forth in a Services Addendum. Payment of subsequent charges is due within fifteen (15) days of each invoice. In addition to any other remedies it may have, Service Provider shall have the right to suspend the performance of Services, or to terminate this Agreement, if Client fails to make payment within the time permitted for doing so under this Agreement. Service Provider may also charge Client a late fee of 1.5% per month, or the greatest amount allowed by law, whichever is less, on an overdue invoice. The Service Provider will be reimbursed from time to time for reasonable and necessary pre approved expenses incurred by the Service Provider in connection with providing the Services under this Agreement. In the event that client has chosen to pay a prepayment for future services (credited to client account) that are not currently in production, the prepayment amount invoiced is non-refundable. Credit for the prepayment for future services are usable and kept on account which will be usable up to 12 months after date prepayment is paid.
All fees and prices established in this Agreement and the applicable Services Addendum are exclusive of taxes which may be imposed on Service Provider or Client for the provision or use of Services and licenses under this Agreement. Client will pay all such taxes, except for Service Provider’s US federal and state income tax and Service Provider’s personal property tax.
Term and Termination
The term of this Agreement will begin on the Effective Date and will continue until the Services have been delivered unless the Agreement is terminated earlier in accordance with this Agreement. The Client may terminate the Agreement for convenience with written notice given at least 30 days before the date scheduled for delivery of the Services as set forth in the relevant Services Addendum. The Service Provider may terminate for convenience with 30 days' notice. A party may terminate for cause if the other party breaches any of its terms and, if such breach is capable of cure, fails to cure such breach within ten (10) days of receiving written notice specifying the breach.
Disclaimer of Warranties
Services furnished under this Agreement are provided "as is" and, unless otherwise expressly stated in this instrument, without representations or warranties of any kind, either express or implied. To the fullest extent permitted by law, Service Provider disclaims all warranties, express, implied or statutory, including, but not limited to, implied warranties of title, non-infringement, merchantability, and fitness for a particular purpose. Service Provider does not guarantee that Client’s use of the Services will produce any specific results.
Limitation of Liability
In no event shall Service Provider be liable to the Client or any other party for any special, exemplary, incidental, or consequential damages, including but not limited to lost profits, whether arising out of contract, tort, strict liability or otherwise. In no event shall Service Provider’s liability to Client exceed amounts paid by Client to Service Provider during the twelve months preceding the date upon which a claim arose.
Each party shall use information received from the other party that is designated as confidential only for the purposes of delivering or obtaining the Services and shall not disclose it to third parties without the disclosing party's permission.
No action, regardless of form (including in contract, tort or otherwise), arising in connection with the performance of this Agreement may be brought by either party more than one (1) year after the date of the occurrence on which the action is based.
Service Provider may include Client’s name and general case study information within Service Provider’s marketing materials and website. Any other use of Client’s name and content will be subject to Client’s prior written approval, which may be in the form of an e-mail and which will not be unreasonably withheld, conditioned, or delayed.
Any intellectual property ("IP") produced by Service Provider in the course of delivering the Services shall normally belong to Service Provider. Upon Client's payment of all relevant invoices, Service Provider shall grant Client the worldwide license to publish, reproduce, distribute, and create derivative works of the IP for promotional and advertising purposes.
At Client’s option, Service Provider shall transfer IP rights to Client at a cost of $25 per image and $25 per second of video. IP rights transferred to Client do not include any stock images or music included with the Deliverables (“Third-Party IP”). Upon Client's payment of all relevant invoices, Service Provider shall grant Client the worldwide sub-license to publish, reproduce, and distribute, and create derivative works of the Third-Party IP for promotional and advertising purposes, subject to any additional terms specific to the Third-Party IP.
Whether IP is licensed or transferred to Client, Service Provider retains the right to use the IP in its demo reels and portfolios.
Service Provider reserves the right to seek legal remedies, including damages, if Client makes use of Service Provider’s IP in violation of this Agreement.
Client shall indemnify and hold Service Provider harmless from and against any and all third-party claims, costs, and liability arising out of Client's use of the Services, including any claims related to Client products depicted in the Deliverables .
Client shall also indemnify and hold Service Provider harmless from and against any and all third-party claims, costs, and liability arising out of Client's provision of any IP (including music and artwork) provided by Client to Service Provider to be incorporated within the Deliverables.
Client represents, warrants, covenants and agrees that for two years following the termination of this Agreement neither it nor any of its affiliates will directly or indirectly (i) solicit or induce any employee of the Service Provider to discontinue doing business, or reduce the amount of business, with the Service Provider; or (ii) employ or engage as an independent contractor any person who is employed or so engaged by the Service Provider.
This instrument, with attached exhibits, contains the entire agreement of the parties and supersedes any previous agreement on the same subject matter between them. No amendments or variations of the terms and conditions of this Agreement shall be valid unless the same are in writing and signed by all parties hereto. Client may not assign this Agreement without the permission of the Service Provider. Service Provider is an independent contractor and nothing herein shall be construed as inconsistent with that relationship or status. If any one or more of the provisions contained in this Agreement is for any reason held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect the other provisions hereof and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had not been contained herein. Service Provider shall not be liable to Client for any failure or delay caused by events beyond Service Provider's control, including, without limitation, Client's failure to furnish necessary information, feedback, or facilities. The headings contained herein are for convenience of reference only, and are not to be used in interpreting this Agreement. This Agreement shall be construed and enforced pursuant to the laws of the State of Oregon. All disputes hereunder will be resolved via the courts of Oregon. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one document. Any provision of this Agreement or an Addendum which expressly or by its nature is intended to survive its expiration or termination, including Client’s payment obligations, will survive its expiration or termination.
Results Imagery rarely offers reshoots/revisions to a project. We do not include additional photoshoots or video shoots. This is defined as any situation where we must set up an additional production to fulfill your request. We highly recommend thinking thoroughly about your communication and requests before presenting to our pre-production team. We do not provide refunds, reshoots, or revisions for the following cases:
- Delay in project completion. At Results Imagery we do our best to meet delivery deadlines for every project. Sometimes there may be a potential for a delay in delivery due to many different reasons. In the case that there is a delay, we always communicate that with our clients ahead of time to let them know the new estimated delivery date.
- Non-approval of project. We have one of the most intensive pre-production processes in our industry that involves intake forms, onboarding, brand style guides, inspiration media and examples, pre-production calls and other communication about project needs. We give out clients every opportunity possible to give our team a high level of creative control with their media needs. All projects delivered can only be as specific as your pre-production guidance and inputs. In order for Results Imagery to offer reasonable per-image rates, we cannot offer a reshoot/revision/refund to any order. To receive the results you are wanting, each client must be as specific as possible with their requests.
- Chose to release creative freedom to Results Imagery. When making a purchase on your client portal, Results Imagery gives you the ability to choose to give our team creative freedom. This means you have no input or communication in the creative pre-production process portion of your order. This allows Results Imagery to create media in their best judgment and grants Results Imagery an automatic approval from the client.
- We do not offer revisions on add-ons.
Minor photoshop adjustments are included at no additional charges. Minor adjustments may include dust removal, dent/scratch removal, and post editing (color, highlights, shadows, etc.) for photography. Minor adjustments with video projects may include changing text/font style, music choice, and post editing style (color, highlights, shadows, etc.)