Description of Services

Beginning on the 'Event Date' listed on the confirmed 'Sales Agreement' also known as 'Sales Order', First Look Films will provide the services outlined on the Sales Agreement for 'The Agreed Party' that is also specified on the Sales Agreement.

Performance of Services

(1) First Look Films will provide adequate coverage for The Agreed Party's event and will produce the highest quality digital video. (2) First Look Films will deliver the professionally produced video in a timely manner. (3). First Look Films will capture and master the images in digital format, complete with state of the art video editing capability. (4). First Look Films will have the video outputted in electronic format.

Payment

(1) The Agreed Party agrees to pay First Look Films the total owed from the Sales Agreement in consideration Services to be rendered by First Look Films . In consideration for this fee, First Look Films will devote Up to 12 hours to cover the 'Event Date' or occasion of The Agreed Party

Deposit

At the time of the Contract, The Agreed Party, shall pay a non-refundable deposit of 50% of the Sales Agreement to First Look Films for the Services. The deposit will be subtracted from the total payment owed by The Agreed Party.

Cancellation Policy

A minimum of 30 days notice from the specified 'Event Date' will be required for cancellation of the Sales Agreement. Any cancellation made with less than 30 days notice prior to the agreed upon service date will result in full payment by The Agreed Party. If the cancellation is initiated by First Look Films, all monies paid to First Look Films from The Agreed Partyshall by fully refunded. Refund shall be paid out at month’s end.

Term

First Look Films and The Agreed Party agree that this Contract shall commence on the the date the Sales Agreement is accepted and terminate on exactly 365 days after the specified 'Event Date' . First Look Films shall provide The Agreed Party with video samples of the final video within 180 days . Sales Agreement may be extended and/or renewed by agreement of all parties in writing thereafter.

Ownership

Any copyrightable works, ideas, discoveries, raw footage or other information (collectively, the “Work Product”) developed in whole or in part by First Look Films in connection with the Service will be the exclusive property of First Look Films. All deliverables (“End Product”) will be the exclusive property of The Agreed Party. Upon request, First Look Films will execute all documents necessary to confirm or perfect the exclusive ownership of First Look Films to the Work Product. First Look Films reserves the right to use any “End Product” for marketing initiatives at First Look Films’s discretion.

Relationship of Parties

It is understood by the parties that First Look Films is an independent contractor with respect to The Agreed Party , and not an employee of said The Agreed Party .

Confidentiality

First Look Films, and its employees, agents, or representatives will not at any time or in any manner either directly or indirectly, use for the personal benefit of First Look Films, or divulge, disclose, or communicate in any manner, any information that is proprietary to The Agreed Party. First Look Films and its employees, agents, and representatives will protect such information and treat it as strictly confidential. This provision will continue to be effective after the termination of the Sales Agreement.

Courtesy

The videography schedule and selected methodology are designed to accomplish the goals and wishes of the agreed party. The Agreed Party and First Look Films agree that positive cooperation and punctuality are therefore essential.

Warranty

First Look Films shall provide its services and meet its obligation under this Sales Agreemtn in a timely and workmanlike manner, using knowledge and recommendations for performing the services which meet generally acceptable standards in First Look Films’ community and region, and will provide a standard of care equal to, or superior to, care used by service providers similar to First Look Films on similar projects.

Default

The occurrence of any of the following shall constitute a material default under this Sales Agreement:

1. The failure to make a required payment when due.

2. The insolvency or bankruptcy of either party.

3. The subjection of any of either party’s property to any levy, seizure, general assignment for the benefit of creditors, application or sale for or by any creditor or government agency.

4. The failure to make available or deliver the Services in the time and manner provided for in this Sales Agreement.

Remedies

In addition to any and all other rights a party may have available according to law, if a party defaults by failing to substantially perform any provision, term or condition of this Sales Agreement (including without limitation the failure to make a monetary payment when due), the other party may terminate the Sales Agreement by providing written notice to the defaulting party. This notice shall describe with sufficient detail the nature of the default. The party receiving such notice shall have 10 days from the effective date of such notice to cure the default(s). Unless waived by a party providing notice, the failure to cure the default(s) within such a time period shall result in the automatic termination of this Sales Agreement.

Force Majeure

If performance of this Contract or any obligation under this Contract is prevented, restricted, or interfered with by causes beyond either party’s reasonable control (“Force Majeure”), and if the party is unable to carry out its obligations gives the other party prompt written notice of such event, then the obligations of the party invoking this provision shall be suspended to the extent necessary by such event. The term Force Majeure shall include, without limitation, acts of God, fire, explosion, vandalism, storm or other similar occurrence, orders or acts of military or civil authority, or by national emergencies, insurrections, riots, or wars, or strikes, lock-outs, work stoppages, other labor disputes, or supplier failures. The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased. An act or omission shall be deemed within the reasonable control of a party if committed, omitted, or caused by such party, or its employees, officers, agents, or affiliates.

Entire Sales Agreement

This Sales Agreement contains the entire Sales Agreement of the parties, and there are no other promises or conditions in any other contract whether oral or written concerning the subject matter of this Sales Agreement. This Sales Agreement supersedes any prior written or oral agreements between parties.

Severability

If any provision of this Sales Agreement shall be held to be invalid or unenforceable for any reason, the remaining provision shall continue to be valid and enforceable. If a court finds that any provision of this Sales Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.

Governing Law

This Sales Agreement shall be governed by the laws of the State of New York.

Notice

Any notice or communication required or permitted under this Sales Agreement shall be sufficiently given if delivered in person or by certified mail, return receipt requested, to the address set forth in the opening paragraph or to such other address as one party may have furnished to the other in writing.

Waiver of Contractual Right

The failure of either party to enforce any provision of this Sales Agreement shall not be construed as a waiver of limitation of that party’s right to subsequently enforce and compel strict compliance with every provision of this Sales Agreement.

Assignment

Neither party may assign or transfer this Sales Agreement without the prior written consent of the non-assigning party, which approval shall not be unreasonably withheld.