TERMS AND CONDITIONS
Application, Quotations, Commencement Date
1. Application of Terms and Conditions
These Terms and Conditions apply to all work or projects (each a “Project”) undertaken by Altuz Studios (“Altuz Studios”) for The Client and/or Authorized Representative / Project Manager in charge, in connection with the Statement of Work quoted by Altuz Studios. For the avoidance of doubt, these terms also apply to arrangements for Altuz Studios to be embedded within The Client’s team, office, or operations, as well as to discrete, remote, or off-site Projects.
2. Quotations
Any quotation issued to The Client incorporates these Terms and Conditions. Acceptance of Altuz Studios’s quotation confirms The Client’s acceptance of these terms.
3. Commencement Date
The agreement between Altuz Studios and The Client in relation to each Project commences on the date of acceptance by The Client and terminates on completion of the relevant Project, unless otherwise terminated in accordance with the terms of this contract.
Payment, Service Fee, and Expenses
4. Service Fee:
The Client agrees to pay Altuz Studios the Service Fee in accordance with the terms as outlined in the Statement of Work. The Client acknowledges that Altuz Studios will not commence any work (irrespective of any timings set out in the relevant Statement of Work) until the Statement of Work is signed by both Altuz Studios and The Client.
5. Working Hours:
Day-rate projects are based on an eight-hour day at the rate outlined in the Statement of Work, unless otherwise agreed upon in writing by both Altuz Studios and The Client. In the event that Altuz Studios is unable to work a full eight-hour day due to circumstances caused by The Client and/or Authorized Representative / Project Manager, The Client remains responsible for the Day Rate for the specific date(s). If Altuz Studios is asked to work longer than eight hours, an overtime fee of 1.5 times the hourly rate (calculated by dividing the day rate by 8) will apply for each additional hour worked.
6. Payment Terms:
Payment in full is due on the date specified in the invoice Altuz Studios sends to The Client. Late payments will incur a 5% fee compounding per month on any overdue amounts.
7. No 'Paid When Paid' or 'Paid If Paid' Arrangements
Altuz Studios requires payment as agreed upon in the Statement of Work, regardless of whether The Client has received payment from their own client. The Client is responsible for full payment according to the agreed-upon terms, independent of their own revenue collection or cash flow.
8. Termination
In the event of termination, all fees will be due in accordance with Clause 25 below.
The Scope of the Project
9. Project Documentation
The scope of the Project, including the Project brief, quotation, plan, and schedule (together the “Project Documentation”), must be agreed upon before Altuz Studios will commence work. Once work has begun, reasonable amendments to the Project Documentation requested by The Client may be permitted at Altuz Studios’s sole discretion.
10. Timelines
While Altuz Studios will make reasonable efforts to meet the timelines set out in the Statement of Work, The Client acknowledges that any such dates are estimates only. Delays caused by The Client’s failure to provide necessary materials or information may result in delays to the Project timeline.
11. Content and Materials
Altuz Studios reserves the right to refuse to produce or use any information, content, or other materials that Altuz Studios deems obscene, morally unsuitable, or in breach of intellectual property laws, or that may be libelous, defamatory, or otherwise illegal.
The Client's Obligations
12. Communication and Information
The Client will make themselves and relevant employees or contractors reasonably available to communicate with Altuz Studios and will provide any material or information required to complete the Project in accordance with the Project Documentation.
13. Access
The Client grants Altuz Studios the right to access any space necessary for the execution of duties required by the Project.
14. Health and Safety
For Projects that require Altuz Studios to be on-site or to travel, The Client shall ensure appropriate health, safety, and security arrangements for Altuz Studios..
15. Deliverables
The Client must approve all drafts prior to Altuz Studios releasing the Deliverables to The Client as outlined in the Statement of Work. Altuz Studios is not liable for any errors or changes in content after the Deliverables have been released to The Client.
Intellectual Property Rights
16. Client's Intellectual Property Rights
All intellectual property rights in materials provided by The Client in relation to the Project are owned by The Client or its licensors. Upon completion of The Project and release of the Deliverables outlined in The Statement of Work, The Client shall own all intellectual property rights in the Deliverables in the form released to The Client, and solely for use on the platform(s) or in the format(s) agreed in the Statement of Work.
17. Altuz Studios's Intellectual Property Rights
Unless otherwise agreed upon in writing, Altuz Studios retains ownership of all intellectual property rights in relation to the Project, including proposals, concepts, designs, footage, project files, and other materials. The Client is not granted any right or license to use Altuz Studios’s intellectual property, unless expressly agreed upon in writing.
File Delivery and Storage
18. Footage Retention
Altuz Studios is not obligated to retain any raw footage once the the Deliverables outlined in the Statement of Work are released to The Client. Altuz Studios may dispose of or delete the footage at its discretion, but may offer delivery of the footage to The Client at an additional cost. Subsequent use of the footage is at The Client's risk, and Altuz Studios accepts no liability.
19. File Integrity
Altuz Studios cannot guarantee the integrity of the files in the Deliverables outlined in the Statement of Work after they are released to The Client, and will not be liable if the data is lost, corrupted, or becomes inaccessible after delivery. Altuz Studios may choose to delete or retain the Deliverables outlined in the Statement of Work at its discretion, but has no obligation to provide copies after delivery.
20. Promotional Use
The Client agrees that Altuz Studios may use The Client's name and logo for the purpose of the Project and for Altuz Studios’s promotional use (subject to any directions from The Client). Altuz Studios also has the non-exclusive right to use the Deliverables outlined in the Statement of Work for its own promotional purposes, including presentations and website use.
Liability, Force Majeure, Indemnity
21. Limitation of Liability
Altuz Studios will not be liable to The Client for any loss or damage arising out of or in connection with:
• loss of profits, sales, business, or revenue;
• loss of agreements or contracts;
• business interruption;
• loss of anticipated savings;
• loss of business opportunity, goodwill, or reputation;
• loss of use or corruption of software, data, or information;
• any indirect or consequential loss or damage.
However, this limitation of liability does not apply to gross negligence or willful misconduct by Altuz Studios.
22. Force Majeure
Altuz Studios shall not be liable for any failure to perform its obligations under this contract due to circumstances beyond its control, such as acts of God, strikes, or the inability to procure necessary materials. If such an event occurs, The Client may terminate the agreement with a written notice and will be liable to pay for all work and/or days worked completed up to that point.
23. Indemnity
The Client agrees to indemnify and hold Altuz Studios harmless against any loss, damage, claims, or expenses arising out of The Client’s misuse of the Work, including use outside of the scope originally agreed.
Termination
24. Termination for Breach by Client
If The Client commits a material breach of this agreement (e.g., failure to make payments, provide required materials), Altuz Studios may terminate the Project provided that The Client has not remedied the breach within 24 hours.
25. Termination by Client
The Client may terminate this agreement a minimum of 14 days prior to the start date of The Project by written notice, but must pay for all work completed up to the date of termination, as well as any reasonable expenses incurred by Altuz Studios.