Post Production Agreement

Description of Services

Colorist will provide the following services (collectively, the “Services”):

Color Correction and Grading for the designated amount of Work Hours present in the Client invoice. (the “Project”)

Deliverables

Upon completion of the Services and full payment, Colorist shall deliver the Project on the hard drive provided by the Client with all graded material. The final graded media (the “Final Media”) will be delivered at the following specifications:

Apple ProRes 4444, at the source resolution and at the source frame rate.

Payment for Services

3.1 First Payment Installment due before commencement of the Services. No Services will commence until payment has been received by Colorist.

Final Payment due before delivery of all Final Media to Client. Accepting the Final Media confirms the approval of the Services provided by Colorist.

3.2 Colorist will not release any Final Media until payment is received in full. Client agrees to make all necessary arrangements to acquire all needed funds for final payment to Colorist. In no event shall the Colorist be held liable for missed deadlines due to unreleased Final Media as a result of delayed payments by Client.

Further Compensation

4.1 For any changes requested after delivery of the Final Media, the Client agrees to pay Colorist an hourly rate of $160/hr for the desired changes. Client understands that a fee shall be charged regardless of the size of the request including but not limited to adjustments of a single clip, multiple clips, re-rendering media, or additional grading.

4.2 All hard drives provided by Client must be suitable for professional video work. Colorist may add a surcharge for drives that do not have a minimum speed of 200MB/s if a data transfer is necessary to a more suitable drive. Client will be informed before any data transfer takes place.

4.3 Client understands that the Work Hours present in the Client Invoice are only an estimate of work to be performed and additional Work Hours may be added if Client makes requests, or the needs of the Project develop beyond the original scope. Such requests or developments include, but are not limited to, change in creative direction, substantial rounds of notes, change in Project run time, incorrect Project set-up, picture, sound or title edit requests, VFX workflows, multiple Project exports, conforming, and on-lining. For all additional Work Hours required Client will be invoiced at a rate of $160/hr.

4.4 Charges for shipping, insufficient funds, returned checks or other third-party services, fees or products purchased at request of Client or in the course of carrying out instructions provided by representatives of Client will be invoiced to the Client. Colorist shall provide Client with an itemized invoice of all receipts for expenses.

4.5 It is understood by Client that all work shall be performed on regular business days and any requests for Work Hours on weekends, holidays or on a rush basis (the “Rush Job”) will be billed at 1.5x the Colorists hourly rate of 160/hr. A Rush Job shall be defined as any services performed at an expedited rate or completed in less time than what would be customary according to the Colorist.

4.6 In the event of errors with Deliverables, Colorist will correct, at its own cost, errors that were caused by Colorist and that are reported to Colorist within 10 days of delivery of Deliverables to Client. Deliverables that must be repeated as a consequence of errors, omissions or oversights by Client, or as a consequence of errors not reported to Colorist within 10 days, will be billed at full rates.

Credit

Colorist shall receive credit in the end credits of the Project in substantially the following form: “Color by Beambox Studio, Colorist - Frederick Trevino”.

Term/Termination

This Agreement shall be effective upon the Effective Date and shall remain in force until the completion of the Services. Either party may terminate this Agreement for any reason upon written notice to the other party. Should the Client terminate this Agreement before any work has begun, a 15% “kill” fee shall be paid to the Colorist. Once work has begun, should Client choose to terminate this Agreement, Colorist shall retain the First Payment Installment. If Colorist chooses to terminate this Agreement before or after work has begun, the First Payment Installment shall be returned to Client in full.

Relationship of Parties

It is understood by the parties that Colorist is an independent contractor with respect to Client, and not an employee of Client. Client will not provide fringe benefits, including health insurance, paid vacation, or any other employee benefits, for benefit of Colorist.

Work Product Ownership

8.1 Any work developed in whole or in part (the “Work Product”) by Colorist in connection with the Services shall be the exclusive property of the Client once payment has been received in full. Client agrees that no screenings, public or private, or online posts will take place with any of the Final Media or Work Product until the Final Payment has been received by Colorist. Should this Agreement be terminated by either party, no Work Product shall be released until 50% of the Client invoice has been paid to Colorist.

8.2 Client agrees to allow Colorist use of the Work Product and media in the form of still images, or muted video, in a state before and after grading, for purposes of promotion of their services on their website, social media, demo reel, for educational purposes, or any online platform which may display the Colorist’s skills or experience.

Abandoned Hardware

It is the Client’s sole responsibility to pick up or arrange pick up for all hardware after the completion of the Project. Any hardware, including but not limited to hard drives, flash drives, power supplies or cabling that is left at Colorist’s address beyond 21 days will be considered abandoned and shall become the property of Beambox Studio. Client understands that Colorist has no responsibility to organize the pick up of any Client hardware, and that it is the Client’s sole responsibility to organize and pick up any and all hardware within 21 days. Client understands that all abandoned hardware may be disposed of or recycled, and that all data on such devices may be deleted or reformatted, and that the Colorist will not be held liable for any lost data or hardware.

Communication

10.1 Client agrees to arrive to all grading sessions or meetings on time and will contact Colorist in any event that tardiness may occur. Any grading session or meeting in which Client is late twenty minutes or more may be cancelled and rescheduled at the Colorist’s discretion. Client understands that all grading session billing begins at the agreed upon meeting time and any tardiness will not be subject to automatic adjustments to the billing or time of meeting.

10.2 Client accepts that it is their sole responsibility to have a minimum technical knowledge of the color correction and grading process, as well as an understanding of basic image terminology. Under no circumstances will the Colorist be held liable for any workflow decisions, the Client’s incorrect use of terminology, or inability to express their creative needs while communicating with the Colorist. Such basic image terminology includes but is not limited to the understanding of image characteristics such as contrast, saturation, shadows, mid-tones, highlights, color temperature, and tint.

10.3 Any Project in which Client fails to communicate with Colorist for a period longer than 10 days shall be considered abandoned and completed. Client understands that all payments shall remain due in the event a project has been abandoned. Should Client desire additional services from Colorist, a new estimate will be drafted for remaining work.

Hold Harmless

11.1 Client agrees to hold harmless the Colorist of any material in the project which is beyond the Colorist’s control, including but not limited to, on-set decisions, underexposed, overexposed, noisy, overly compressed, or clipped footage, as well as software/hardware malfunctions that may keep the colorist from performing the Services.

11.2 Client must retain copies of all data delivered to Colorist. In no event shall Colorist be held liable for loss of delivered data or for replacement of Client hardware that fails while in the possession of Colorist.

11.3 Colorist makes reasonable efforts to complete work quickly and accurately, but Colorist shall not, in any event, be held liable for missed deadlines set by Client, film festivals, distributors, networks, or other parties.

Subjectivity

Colorist bills based on Work Hours of service provided. Client understands that dissatisfaction with creative, aesthetic or subjective aspects of work performed shall in no event constitute grounds for nonpayment or entitle Client to additional Work Hours without additional payment.

Severability

If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this 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 Agreement shall be governed, construed and interpreted in accordance with the laws of the State of New York. The jurisdiction and venue for all disputes hereunder shall be Kings County, in the State of New York and each party hereby consents to such jurisdiction and venue.

Entire Agreement

Headings are inserted for reference and convenience only and in no way define, limit, or describe the scope of this Agreement or the intent of any provision. This Agreement shall be interpreted in its fair meaning and shall not be construed against any party by reason of the drafting or preparation thereof.