High Loft Productions
Terms and Conditions

 

1. Definitions

1A. “The Company” refers to High Loft Productions LLC, including its employees, contractors, agents, and representatives.

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1B. “The Client” refers to the individual, business, organization, or entity that enters into an agreement, contract, or order with the Company for the purchase of services or products.

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1C. “The Order” refers to the formal agreement between the Client and the Company, which may take the form of an invoice, quote, proposal, written agreement, electronic communication, or verbal agreement that defines the scope of work, deliverables, and terms of the project.

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1D. “The Product” or “The Services” refers to the completed work, deliverables, or services provided by the Company to the Client in exchange for payment. This may include, but is not limited to, video production, photography, editing, post-production services, graphic design, web services, and consultation.

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1E. “The Media” refers to any and all materials created, captured, or supplied by the Company in the process of producing the Product or Services. This includes, but is not limited to, raw and edited video footage, photographs, audio recordings, graphic or visual assets, and any associated files, whether delivered to the Client or retained by the Company.

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1F. “The Agreement” refers to these Terms and Conditions and any attachments, schedules, or addenda referenced herein. This Agreement governs all Orders placed by the Client and supersedes any prior discussions, proposals, or communications not expressly included within it.​
 

2. Acceptance of Terms and Conditions

2A. Agreement to Terms
By engaging High Loft Productions (“the Company”) for any project, the Client agrees to be bound by all terms and conditions contained within this agreement. Acceptance of these terms occurs when the Client takes any action that demonstrates intent to proceed with the project, including but not limited to payment, signing, or verbal confirmation. Terms may be updated from time to time; the version in effect at the time of contract signing applies to that Order.

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2B. Methods of Acceptance
The Client is considered to have accepted the Company’s terms and conditions upon doing any of the following:

• Paying a deposit or any portion of an invoice or quote issued by the Company
   

• Signing a contract, agreement, proposal, or estimate
   

• Issuing verbal or written confirmation to begin work
   

• Delivering payment by check, electronic transfer, or other approved method
   

2C. Deposit Requirement
A 50% non-refundable deposit or a signed contract acknowledging the deposit amount is required to reserve production dates and initiate work. Once acceptance has occurred by any of the means described above, the Client is deemed to have read, understood, and agreed to all terms and conditions set forth by the Company.

 

3. General Practices

3A. Project Development Process
When engaging in business with the Company, the Client will receive an initial consultation or planning meeting during which the scope of work (“the Order”) is created based on the Client’s specifications for the Product or Services. Following this consultation, the Company will provide the Client with a quote or estimate outlining the cost of the project, unless the Client and the Company have entered into a retainer agreement.

In the case of a retainer agreement, pricing will be based on the agreed hourly or project rate outlined in the retainer documentation, and the Client will be billed periodically (typically monthly) for services rendered based on actual hours worked or deliverables completed.

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The production process generally consists of three phases:

1. Pre-Production – planning, creative development, scheduling, shot lists, logistics, and any necessary coordination.
    

2. Production – on-site filming, photography, and capture of all required media.
    

3. Post-Production – editing, color correction, sound design, graphics, and assembly of the final deliverables.
    

3B. Production Dates and Delivery
The Company and the Client will mutually agree on production date(s) before work begins. Based on the project scope and timeline, the Company will provide the Client with an estimated delivery date for the final Product or Services. This delivery date is an estimate and may be subject to change based on project complexity, Client response times, revision requests, or unforeseen circumstances.
Final deliverables are typically provided via Google Drive or Dropbox unless otherwise specified in writing by the Company and agreed upon by the Client. If the Client requests physical delivery, or if additional expenses are required to complete delivery, these costs will be billed to the Client.

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3C. Revisions and Additional Work
The number of revisions included in the project will be defined in the project quote, agreement, or retainer documentation. Any additional revisions, changes, or new work requested by the Client beyond what is outlined in the original scope will be billed separately at the Company’s standard hourly rate or at a new agreed-upon project fee. This includes editing tweaks or adjustments requested outside of the agreed scope. The Client agrees to provide feedback and approval on drafts, revisions, or deliverables within ten (10) business days of receipt, unless otherwise agreed in writing. Delays in Client response may result in adjusted delivery timelines or additional costs.

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3D. Pricing and Costs
Project pricing is determined by the Company and is based on a variety of factors, including but not limited to hours worked, equipment costs, software licenses, subscription fees, travel, lodging, rentals, and any other expenses necessary for the production and delivery of the Product or Services. If production requires additional time, revisions, equipment, rentals, software, or other costs beyond the original scope of work, the Client will be responsible for these expenses. Whenever possible, the Company will notify the Client in advance of such charges. The Company may provide receipts or proof of expenditure for out-of-pocket costs upon request. Any changes to the Order requested by the Client before or after production begins may result in adjustments to pricing and delivery timelines.

 

4. Copyright and Usage Rights

4A. Ownership Prior to Payment
All rights, title, and copyright to all footage, media, edits, deliverables, and associated materials (“the Media”) remain the sole property of High Loft Productions LLC (“the Company”) until the Client has paid all amounts due in full.

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4B. Ownership Upon Full Payment
Upon receipt of full payment, the Client is granted ownership of the completed Product or Services as defined in the Order. This includes full rights to use, publish, and distribute the final delivered Product for any purpose. Ownership does not extend to raw or unused footage, project files, or working materials unless explicitly agreed upon in writing. The Company reserves the right to withhold all Media, Products, and Services until full payment has been received.

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Until full payment is received, the Client is not authorized to publish, post, distribute, or otherwise use the Product or any portion of the Media without the Company’s written permission. If the Client uses the Product prior to making full payment, the Company reserves the right to treat such use as an unauthorized license and charge additional fees equivalent to a retroactive licensing fee of up to 25% of the total Order value, in addition to the outstanding balance owed.

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4C. Company Portfolio Rights
The Company retains the perpetual, non-exclusive right to use portions of the final Product and related Media — including edited or unedited clips, stills, and behind-the-scenes footage — for its own marketing, portfolio, and promotional purposes. This includes, but is not limited to, display on the Company’s website, social media platforms, and other public broadcast channels, unless otherwise agreed upon in writing with the Client.

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4D. Raw Footage and Project Files
Raw or unedited footage, project files, and working materials are not included in the standard deliverables. These materials remain the property of the Company but may be made available to the Client for an additional fee under a separate written agreement.

4E. Alternate Versions and Deliverables

The final deliverables provided are defined in the Order. Any additional versions of the work requested by the Client — for example, a version without captions or music, alternate edits for social media, or other modifications — may be provided at the Company’s discretion for an additional fee.

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4F. Client-Supplied Materials
The Client is responsible for ensuring that any materials they supply (such as logos, music, images, or trademarks) do not infringe on third-party rights. The Client agrees to indemnify and hold harmless the Company from any claims related to such materials.

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5. Intellectual Property

5A. Client Rights Upon Payment
Upon full payment, the Client is granted full ownership and intellectual property rights to the completed deliverables (“the Product”) as defined in the Order. The Client may use, publish, and distribute the final delivered work for any purpose without restriction.

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5B. Company Retained Rights
High Loft Productions (“the Company”) retains all intellectual property rights to:

• Raw or unused footage, project files, working materials, and creative assets not included in the final deliverables.
   

• Any proprietary methods, techniques, templates, or tools developed by the Company in the process of creating the Product.
   

• The right to use the final Product or excerpts thereof for promotional, marketing, and portfolio purposes, unless otherwise agreed upon in writing.
   

5C. Client-Supplied Intellectual Property
The Client represents that any materials they provide (logos, trademarks, music, scripts, images, etc.) are owned by them or licensed for use. The Client grants the Company a limited license to use these materials solely for the purpose of fulfilling the Order.

 

6. Booking, Cancellation, and Rescheduling

6A. Deposit & Payment Terms
A 50% non-refundable deposit is required to secure production dates. The remaining 50% is due upon project completion or net 30 days from the invoice date. Both amounts will be indicated on the quote or invoice provided to the Client prior to work beginning. 

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6B. Alternative to Deposit with Signed Contract
In cases where the Client’s internal policies require full payment in a single transaction or prevent a split deposit, a signed contract acknowledging the 50% deposit amount may be accepted in lieu of the initial payment. This signed agreement will serve as a binding commitment that the Client is liable for the 50% deposit amount, which will be due in full upon completion of the project or net 30 days from the invoice date. In other words, the signed contract stands in as a formal guarantee of the deposit, ensuring the Company’s payment terms are met.

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6C. Cancellation by Client

• If canceled 30 or more days before the production date, the 50% deposit is forfeited.
   

• If canceled between 29 and 7 days before the production date, the 50% deposit is forfeited.
   

• If canceled with 7 days or less notice, the full project fee (100%) is due.
   

6D. Rescheduling by Client

• Rescheduling requests made 14 or more days in advance will retain the original 50% deposit and apply it to the new date.
   

• Requests made less than 14 days in advance require a new 50% deposit to reschedule.
   

• Requests made 7 days or less before the production date will require full payment of the project fee before a new date is approved. Only one non-weather reschedule is permitted.

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6E. Rescheduling Subject to Availability
All rescheduling is subject to High Loft Productions' availability. Clients must request a new date that fits within the Company’s open schedule. If the requested reschedule date is not available, the Company will work with the Client to find a mutually agreeable date. However, the Company is not obligated to move other clients or previously booked commitments to accommodate the reschedule.

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6F. Multiple Reschedules
Clients are permitted one non-weather-related reschedule per project. If a Client requests to reschedule more than once, the Company reserves the right to charge the full invoice amount for any additional rescheduling beyond the first instance.

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6G. Cancellation by Company
In the unlikely event that High Loft Productions must cancel a scheduled project for a non-weather-related reason, the Company will provide a new reschedule date. If no mutually agreeable date can be found, the Client is entitled to a refund of 50% of any fees already paid. This ensures fairness and protects both parties in the event of an unforeseen company-side cancellation.

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6H. Weather-Related Rescheduling

In the event of inclement weather, either the Client or the Company may request one reschedule at no additional charge. The rescheduled date must be mutually agreeable. If no suitable date is found, the Company will retain 50% of the deposit and refund the remaining 50% if applicable.

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6I. Force Majeure

If the Company cannot fulfill its obligations due to circumstances beyond its reasonable control, including but not limited to fire, flood, storm, earthquake, explosion, accident, road closures, flight delays or cancellations, war, terrorism, sabotage, epidemic, quarantine, labor dispute, or any act by public authority at the local, state, or federal level, the obligations under the Order will be rescheduled. If the Client chooses not to continue with a rescheduled Order, the 50% deposit will be retained by the Company. 

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6J. Illness, Equipment, or Transportation Failure

In the event of illness, equipment failure, or transportation issues (such as a vehicle breakdown or flight cancellation) that prevent the Company from attending the scheduled shoot, the Client will be offered one reschedule at no additional cost. All original payment terms remain in effect, and no refunds will be provided. Equipment failure includes, but is not limited to: battery failures, lens cracks, camera malfunctions, dropped or damaged equipment, shattered screens, memory card losses, corrupted data, or any similar unforeseen technical issues. The Company will not be held liable beyond offering a complimentary reshoot or reschedule under these circumstances.

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7. Payment Terms

7A. Deposit Requirement
To secure production dates and initiate work, the Client agrees to pay the Company a non-refundable deposit of 50% of the total project fee. This deposit is required before any pre-production, scheduling, or filming begins. A project date is not considered booked or reserved until the deposit has been received and the invoice or agreement has been signed.

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7B. Remaining Balance and Delivery
The remaining 50% balance is due upon completion of the project or within thirty (30) calendar days of the initial invoice date, whichever occurs first. Final deliverables — including any videos, photos, or other services — will not be released until full payment has been received.

The total cost of the project is outlined in the quote or invoice provided by the Company. This amount may be updated or adjusted if additional work, revisions, services, or expenses are requested by the Client and approved in writing.

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7C. Accepted Payment Methods
High Loft Productions uses Stripe as its primary payment processor and accepts payments via credit card, debit card, ACH bank transfer, or Cash App Pay through Stripe’s secure platform. Payments may also be made outside of Stripe via Venmo, PayPal, Cash App, or check, if preferred.

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8. Rejection of Footage or Media

If the Client rejects the completed Product or Services after the Order has been fulfilled, any reshoots, re-editing, or re-delivery costs will be billed to the Client at the Company’s standard rates or at the Company’s discretion. The Client acknowledges that the deposit and any payments made are non-refundable in such cases.

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9. Venue Locations and Fees

If the Client requires production to take place at a venue or location where permits, permissions, or fees are necessary, these costs will be included in the initial Order whenever possible. If additional permits, permissions, or fees are identified after the Order is created, the Client will be responsible for covering these costs in order for production to continue. The Company is not responsible for securing permits unless explicitly agreed to in writing.

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10. Late Payment and Past Due Invoices

10A. Payment Due Date
All invoices are due on or before the due date indicated on the invoice, which is typically within 30 calendar days of the invoice date, unless otherwise specified in writing by the Company. A due date beyond 30 days may be indicated on the invoice or quote. All retainer work is billed monthly at the end of the month based on hours or time accrued or upon the delivery of agreed-upon deliverables, as outlined in the retainer agreement.

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10B. Late Payment Fees
If payment is not received within 30 days of the invoice date, a late fee of 20% of the outstanding balance will be added to the invoice total. An additional 5% late fee will accrue every 30 days thereafter until the full balance is paid. The Company may, at its discretion, waive late fees on invoices paid within 5 business days of the due date.

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10C. Suspension of Work
The Company reserves the right to pause all ongoing work, withhold deliverables, and suspend future services if any invoices remain unpaid beyond the due date. Project timelines and delivery dates may be adjusted accordingly once payment is received.

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10D. Collection Costs
If payment is more than 90 days overdue, the Company reserves the right to pursue collection through a third party. The Client agrees to be responsible for any associated collection costs, legal fees, or expenses incurred in recovering the outstanding balance.

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11. Failed Payments

11A. Client Responsibility for Processing Fees
If a payment made by the Client fails, is declined, or is returned by their bank, credit card company, or payment provider, the Client is responsible for all processing fees charged to the Company as a result.

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11B. Fee Amount
The Company’s current processing fee for failed payments through Stripe is $4.00 per failed attempt. This fee will be added to the Client’s outstanding invoice balance.

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11C. Multiple Attempts
If multiple failed payment attempts occur on the same invoice, each attempt will incur a separate fee. The Company reserves the right to request an alternate payment method if repeated failures occur.

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12. Subcontracting

The Company reserves the right to subcontract or engage third-party contractors to perform any portion of the services outlined in the Order. The Company will remain responsible for the quality and timely delivery of all work, regardless of whether subcontractors are used.

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13. Right of Refusal and Termination

13A. Grounds for Refusal or Termination
The Company reserves the right to refuse or terminate an Order at any time if:

• There is an actual or apparent risk of injury to the Company or its personnel,
   

• There is a risk of damage to equipment,
   

• The working environment is unsafe, unlawful, or otherwise unsuitable for production, or
   

• The Client, their guests, or representatives engage in abusive, hostile, or uncooperative behavior that interferes with the safe and reasonable completion of the Order.
   

13B. Refunds and Credits
In such cases, the Company will not be obligated to provide a refund of any deposits or payments already made. If partial services have been delivered, the Company may, at its discretion, provide a partial refund or credit toward future services.

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14. Damage to Client Property

14A. Care of Client Property
The Company will exercise reasonable care with respect to any of the Client’s property provided for use during production.

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14B. Limitation of Liability
In the unlikely event that Client property is lost, damaged, or destroyed, the Company assumes no liability for replacement, repair, or compensation, regardless of cause, except as otherwise required by law. The Company’s liability, if any, will be limited solely to the replacement of the footage or media created by the Company. Under no circumstances will the Company be liable for the value of the Client’s property or its contents.

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15. Right of Assignment

15A. Assignment of Work
If the Company is unable to fulfill its obligations due to unforeseen circumstances, the Company reserves the right to assign or subcontract the Client’s Order to a qualified third-party provider with equivalent capabilities.

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15B. Responsibility
In such cases, the Company will remain responsible for ensuring that the Products or Services are delivered to the agreed standard, unless otherwise agreed to in writing with the Client.

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16. Talent, Staff, and Background Persons

16A. Client Responsibility for Permissions
If the Client requires additional individuals (including staff, talent, or background persons) to appear in the production, it is the Client’s responsibility to obtain all necessary permissions, releases, or consents from those individuals.

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16B. Reshoots and Edits
If reshooting or re-editing is required to remove individuals who did not provide permission, the Client will be responsible for all additional costs incurred.

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16C. Liability
The Company will not be liable for any claims, disputes, or legal actions arising from the appearance of individuals who were not properly authorized by the Client.

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17. Legal Costs

The Client will be responsible for all legal fees, court costs, collection agency fees, or other expenses incurred by the Company in recovering unpaid invoices, Orders, or balances of any kind.

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18. Privacy and Confidentiality

18A. Client Information
Any confidential or proprietary information provided by the Client to the Company, whether written, verbal, or electronic, will be kept confidential and will not be disclosed to any third party without the Client’s prior consent, except as required by law.

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18B. Company Information
The Client agrees to keep confidential any methodologies, technologies, practices, rates, or pricing structures used by the Company in producing the Order, Products, or Services, and not to disclose such information to third parties without the Company’s consent.

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19. Limitation of Liability

19A. General Limitation
The Company will not be liable for any indirect, incidental, or consequential losses, including but not limited to loss of profit, business, reputation, or data, arising out of or related to the supply of the Products or Services.

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19B. Maximum Liability
In the unlikely event that the Company is unable to supply the Products or Services as specified in the Order, the Company’s total liability will be strictly limited to the amount of monies already paid by the Client, up to the total invoice value.

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19C. No Assumption of Additional Liability
The Company does not assume responsibility for delays, interruptions, or failures caused by circumstances beyond its reasonable control, as outlined in the Force Majeure provisions of this Agreement.

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20. Health and Safety

20A. Compliance
Both the Company and the Client agree to comply with all applicable health and safety laws, regulations, and industry standards during the course of production.

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20B. Client Responsibilities
The Client is responsible for ensuring that any location or facility they provide for production is safe, accessible, and compliant with health and safety requirements.

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20C. Company Responsibilities
The Company will take reasonable precautions to safeguard the health and safety of its personnel, the Client, and any participants during production, including the safe operation of equipment.

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21. Changes to the Order

21A. Client-Initiated Changes
If the Client wishes to alter, update, add to, or subtract from the agreed-upon Order at any stage of production, such changes must be requested in writing and approved by the Company.

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21B. Pricing Adjustments
Any approved changes may result in adjustments to pricing, delivery timelines, or both. Updated costs will be reflected in a revised invoice or quote, which must be accepted by the Client before additional work begins.

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21C. Scope of Work
The Company reserves the right to determine whether requested changes fall within the original scope of work or require a new Order.

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22. Media Retention and Disposal

22A. Retention Period
The Company will retain raw footage, project files, and final deliverables for up to six (6) months after project completion, unless otherwise agreed in writing. After this period, the Company reserves the right to permanently delete or erase all files.

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22B. Unpaid Services
If Services remain unpaid after six (6) months from the invoice date, the Company reserves the right to dispose of all related Media, including raw footage, project files, audio files, edited videos, recorded materials, and finished works.

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22C. Extended Storage
If the Client requires storage of raw footage or deliverables beyond the six (6) month retention period, extended storage may be offered at the Company’s discretion for an additional fee.

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23. Dispute Resolution and Governing Law

23A. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania.

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23B. Jurisdiction
Any disputes arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts located in Allegheny County, Pennsylvania, unless both parties agree in writing to an alternative resolution method.

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23C. Alternative Dispute Resolution
Before pursuing litigation, both parties agree to first attempt to resolve disputes in good faith through mediation or arbitration, if mutually agreed upon.

 

24. Indemnification

24A. Client Indemnity
The Client agrees to indemnify, defend, and hold harmless High Loft Productions LLC, its employees, contractors, and representatives from any and all claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising from:

• Any materials supplied by the Client, including but not limited to logos, music, artwork, or trademarks,
   

• Unauthorized use of performers, talent, or third-party intellectual property,
   

• Any breach of the Client’s warranties, obligations, or representations under this Agreement.
   

24B. Company Indemnity
The Company agrees to indemnify the Client against claims that directly result from the Company’s gross negligence, willful misconduct, or knowing violation of third-party rights.

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25. Non-Solicitation

The Client agrees not to solicit, hire, or contract directly with any contractors, employees, or collaborators engaged by the Company for a period of twelve (12) months following the completion of the Client’s project, without the prior written consent of the Company.

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26. Independent Contractor Status

The Company is engaged by the Client as an independent contractor. Nothing in this Agreement shall be construed as creating an employer-employee relationship, joint venture, or partnership. The Client is not responsible for providing employee benefits, insurance, or tax withholdings for the Company or its contractors.
 

27. Insurance

27A. Client Responsibility
The Client is solely responsible for obtaining and maintaining any insurance coverage they deem necessary to protect their property, personnel, venues, or events in connection with the production.

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27B. Company Disclaimer
The Company does not provide insurance coverage for the Client’s property, personnel, or third-party participants. Liability is limited as outlined in Section 19 (Limitation of Liability).

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28. Non-Disparagement

28A. Mutual Agreement
Both the Company and the Client agree not to make any false, negative, or disparaging public statements that could reasonably be expected to harm the other party’s reputation, business, or goodwill.

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28B. Exceptions
This restriction does not prevent either party from making truthful statements as required by law, regulation, or in the course of legal proceedings.