STRATEGY TERMS OF SERVICE
IN PLAIN ENGLISH
THIS IS BASICALLY WHAT THE BIG LEGAL JARGON VERSION SAYS BUT IT’S A LOT SHORTER AND EASIER TO UNDERSTAND.
Between us, Poco Productions (Harry Fisher) and you, the client.
We will always do our best to meet your goals and deliver a clear, effective strategy. These terms simply help us understand what’s included, what isn’t, what both sides agree to, and what happens if things change or go wrong.
In short
You and/or your company are hiring us (Poco Productions/Harry Fisher) to deliver a content strategy for you as outlined in your proposal.
We will create the deliverables listed in your proposal, and you agree to provide the information we need, communicate clearly, meet deadlines, and pay on time.
We do not produce content (film, edit or manage your posts) unless explicitly contracted. Strategy effectiveness depends on your implementation, which is outside our control.
Signing your proposal confirms that you understand and agree to these terms.
What Do Both Parties Agree To Do?
As our customer, you have the power and ability to enter into this contract on behalf of your company or organisation. You agree to provide us with everything that we’ll need to complete the strategy - including questionnaires, brand information, and performance data – as and when we need it and in the format we ask for.
You agree to communicate clearly, attend scheduled calls, and review strategy materials in a timely manner. Deadlines work two ways and you’ll also be bound by any dates that we set together. You also agree to stick to the payment schedule set out within your proposal.
We have the experience and ability to create the strategy outlined in your proposal. Along the way, we will endeavour to meet all the deadlines set but we can’t be responsible for a missed deadline if you have been late in supplying materials or have not approved or signed off our work on time at any stage. On top of this, we’ll also maintain the confidentiality of any information that you give us.
The reason for this is we cannot guarantee project completion and eliminate budget overrun if this is not strictly adhered to. Our goal is to deliver your strategy on time and within budget. We guarantee we can do this if the brief is signed off and we stick to it throughout the agreed schedule.
Just like a parking ticket, you can’t transfer this contract to anyone else without our permission.
Authorising this project requires a signature at the end of your proposal.
Editing Services
If you choose to add editing to your strategy project, we’ll handle the whole process for you. You send us your footage, and we’ll take care of the creative direction, the editing brief, managing the editors, organising revisions and delivering your finished videos.
You won’t need to brief editors yourself or manage any of the back-and-forth. It will all run through Poco Productions.
Editing includes the number of revisions listed in your proposal. Any extra revisions or major changes will cost a bit more. You’ll need to give us the footage in a usable format, send brand assets if required, and provide timely feedback so we can hit deadlines.
We don’t film or produce new footage as part of editing, and we can’t use footage you don’t own or have permission to use.
THE BIG LEGAL VERSION
TERMS
1. FURNISHING, MATERIALS, SERVICES & RELEASES
A. Client: Client shall supply all information, questionnaires, brand assets, performance data, content examples and any materials required for development of the strategy, unless otherwise noted in the proposal. The Client is responsible for ensuring all materials supplied are lawful and appropriately licensed.
B. Consultant: Poco Productions (the Consultant) shall deliver the completed strategy deliverables pursuant to the proposal.
C. Additional Consents: Where required, the Client shall provide rights, permissions, or consents for any materials supplied to the Consultant. The Consultant is not responsible for securing rights to any Client-provided materials.
D. The Consultant shall supply all strategy-related materials required for delivery of the project unless exceptions are noted in the proposal.
2. CHANGES IN SPECIFICATIONS
If at any time the Client desires changes or variations from the agreed strategy deliverables, direction or materials in progress, and such changes exceed the agreed proposal scope, the Consultant will provide a quote for additional work. No additional work will be carried out without written approval.
3. OWNERSHIP
Except as otherwise provided herein, the Consultant owns all rights, title and interest in and to all strategy materials, frameworks, templates, guides, methodologies and intellectual property created under this Agreement. The Consultant grants Client a worldwide, nontransferable license to the final delivered strategy materials internally for their business. Strategy materials may not be: Resold, sublicensed, externally distributed, repurposed for commercial sale, given to third parties outside the Client’s organisation unless permitted in writing.
4. SECURITY/CONFIDENTIALITY
Consultant understands that some information provided by the Client may be confidential or sensitive. Consultant agrees, at Client’s written request, to require, within reason, those engaged in delivery to sign appropriate agreements not to discuss or disclose information about the product except as such disclosure may be necessary for Consultant to produce strategy in the usual and customary manner under this Agreement.
5. INDEPENDENT CONTRACTOR
It is understood that Consultant’s status under this Agreement is that of an independent contractor and that all persons engaged by Consultant in performing its obligations shall not be deemed employees of Client.
6. CONSULTANT WARRANTIES
Consultant represents and warrants:
A. Client shall pay Consultant upon receipt of invoice for the strategy package, and then work will commence to deliver to the Client.
B. Limitations: Strategy advice does not guarantee outcomes. The Consultant is not responsible for results dependent on Client implementation. The Consultant does not guarantee increased engagement, enquiries, revenue, or performance metrics.
7. CLIENT WARRANTIES
Contracting Client represents and warrants: That all materials provided are lawful, licensed and accurate; that the Client owns or has rights to all items supplied for use in the strategy; that the Client is responsible for ensuring all implementation is compliant with advertising, regulatory, ethical and legal rules relevant to their industry and jurisdiction.
8. DELIVERY OF MATERIALS
Delivery of the strategy shall mean delivery of the agreed strategy documents, templates, frameworks or associated materials electronically, via email, online platform or secure download link.
Delivery will occur only after payment has cleared.
9. PAYMENT
Client understands the specified terms of payment in the proposal. If Client chooses to defer paying any amount beyond the date on which it is due, Client may be charged at the Consultant’s discretion, as additional consideration, an amount equal to the current prime rate +10% (as charged by Consultant’s bank from time to time) on unpaid amounts until paid, compounded monthly.
10. INDEMNIFICATION
Client agrees to indemnify, defend, and hold harmless Consultant and its officers, employees, agents and licensees from and against any and all claims, actions, damages, liabilities and expenses, arising out of the breach of any obligation, warranty or representation in this Agreement. Client shall indemnify Consultant against all claims and expenses arising from breach of any Client obligation, warranty or representation; inaccurate information provided by the Client; non-compliant or unlawful implementation of the strategy; misuse or unauthorised redistribution of strategy materials; third-party claims relating to Client-provided content; any content the Client produces, edits or publishes.. The client will be responsible for payment of any special licensing or royalty fees resulting from the unauthorised use of materials supplied by the client.
11. ASSIGNMENT
This Agreement may not be assigned by either party without the written consent of the other.
12. INSURANCE COVERAGE
Client shall obtain, pay for and maintain Professional Liability (Errors and Omissions Liability) insurance covering all intellectual property right infringement(s) that arise from any and all uses of the materials produced by the client. Consultant will be notified in writing prior to signing this Agreement. Client will indemnify, defend and hold harmless Consultant for any and all claims, demands, actions including defence costs and lawyers fees for claims arising from the incorrect implementation or client-produced media and the failure of the Agency/Client insurance program to be as broad as the Client’s coverage.
13. EDITING SERVICES (If Applicable)
A. If editing services are purchased, the Consultant will oversee the editing process, including communication with editors, and delivery. Editing includes only the number of revision rounds specified in the proposal. Additional revisions will incur additional charges.
Editing does not include filming, advanced graphics, animation, reshoots or work outside the agreed scope unless quoted separately.
The Client must supply lawful, properly licensed footage in a usable format.
Delivery of edited materials follows the same rules as strategy delivery.
14. ALTERATIONS
Any alterations to delivered strategy materials that require the Consultant to generate new work, substantial modifications, or restructured frameworks will be treated as additional use and billed accordingly. The Consultant will be given first opportunity to perform any requested alterations.
15. CONTINGENCY
A. As strategy work is advisory and not dependent on physical production days, traditional contingency or weather day policies do not apply. However, delays caused by force majeure (including but not limited to natural disasters, illness, loss of power, war, strikes, civil unrest or other events beyond the Consultant’s control) may result in adjusted delivery timelines without penalty.
B. These circumstances may include but should not be limited to:
(1) Injury, illness, or absence of client-- supplied elements (e.g. key talent, colour correct products).
(2) “Force majeure” (meaning but not limited to, earthquake, riot, fire, flood, volcanic eruption, acts of war, strikes, labor unrests, civil authority and terrorism).
C. The Consultant recognises its obligation to minimise contingency day liabilities and will apply accepted industry cancellation practices.
16. CANCELLATION AND POSTPONEMENT
Because strategy work begins immediately, fees are non-refundable.
If the Client delays communication for more than 30 days, the project may be paused. Re-engagement may incur a restart fee. If the Client cancels the project after work has begun, full payment remains due.
17. PUBLICITY GUIDELINES
Until notified in writing, Consultant retains a revocable licence to reference the Client’s name and non-confidential aspects of the strategy project for promotional purposes.
18. DISPUTE RESOLUTION
The prevailing party in any legal action shall be entitled to lawyer’s fees and costs in connection with the legal proceedings.
19. ENTIRE AGREEMENT AND MODIFICATION
This Agreement and any Addenda attached hereto shall constitute the entire agreement between Consultant and Client. Any amendment hereto must be in writing and signed by each party.
20. CAPTIONS
The captions are inserted only as a matter of convenience and for reference and in no way define, limit or describe the scope or intent of this Agreement or of any provision hereof.
21. NO WAIVER
Failure of any party to this Agreement to exercise any rights shall not constitute a waiver of those rights.
22. ENFORCEABILITY
If one or more of the provisions of this Agreement shall be held unenforceable, it shall not affect the enforceability of the other provisions.
23. EQUAL OPPORTUNITY
In connection with its performance hereunder, Consultant agrees not to discriminate against any employee or applicant because of race, religion, sexual orientation, colour, sex, national origin, age, disability, or any other factor protected by federal, state or local law.
24. APPLICABLE LAW
This Agreement shall be interpreted and governed by the local laws of the jurisdiction where the Consultant resides.