Media Services Terms and Conditions
Last Updated: January 23, 2025
1. Agreement to Terms
These Terms and Conditions ("Terms") govern your use of media services provided by Red Goose Studio, a product photography and marketing media company. By purchasing any service package provided by Red Goose Studio, you agree to be bound by these Terms. If you do not agree to these Terms, please do not use Red Goose Studio services.
2. Description of Media Services
Red Goose Studio produces and licenses media assets on behalf of the client for web content, digital marketing, printed media, and any additional uses specified in the Media Services Package Agreement.
The client agrees to hire Red Goose Studio as the sole and exclusive agent to produce, execute, and deliver digital media assets in the form of still images, animated assets, and video clips as related to the Media Services Package. The client agrees to the usage terms and pricing provided in the Media Services Package Agreement.
3. Service Packages and Pricing
Red Goose Studio offers multiple pre-determined and bespoke package options as outlined in our Package Offerings, each including limited rounds of revisions and asset counts specified in the Media Services Package Agreement. All revisions must be requested within seven (7) days of receiving the initial image delivery, unless otherwise specified in the Media Services Package Agreement and agreed upon by both parties.
4. Creative Direction and Client Responsibility
To achieve the best results, each client is required to submit a comprehensive creative direction and brief through our online questionnaire. Failure to provide or confirm a complete, clear, and detailed creative direction may impact the quality of the final product. Red Goose Studio reserves the right to reject projects that do not meet the minimum requirements outlined in our creative direction questionnaire. The subjective nature of creative services is understood by the client, and Red Goose Studio is not liable for any dissatisfaction resulting from subjective differences in taste or expectation.
5. Payment Terms
Full payment is required upfront. All sales are final, and no refunds will be issued once services have been rendered. Payments are accepted via check, ACH, and Zelle.
6. Revision Policy
Each media services package includes a specified number of rounds of revisions. Requests for additional revisions will incur additional fees, which must be approved and paid by the client prior to further work. Revisions are limited to modifications within the scope of the original creative direction; any requests beyond the original brief will be considered a new project and may require additional fees.
7. Final Deliverables
All work is considered final once delivered. No further adjustments will be made unless previously agreed upon through the revision process outlined in the selected package.
8. Usage Rights
Red Goose Studio automatically grants clients a basic Limited Website & Social Media Marketing License of 2 years for all images, animations, and videos generated on behalf of the client. This does not include commercial applications such as paid advertising or print media. Additional usage rights and licenses may be arranged by the client in the Media Services Package Agreement pending Red Goose Studio approval.
9. Confidentiality
Red Goose Studio is committed to maintaining the confidentiality of all client provided materials, briefs, and proprietary information. Red Goose Studio will not disclose any client information, creative directions, or business insights to third parties without explicit written consent from the client, except as required by law or as necessary to fulfill the service obligations herein.
10. Indemnification
Clients agree to indemnify, defend, and hold harmless Red Goose Studio, its affiliates, officers, directors, employees, and agents from any claims, damages, liabilities, and expenses arising from:
Misuse of media services deliverables by the client.
Claims made by third parties related to unauthorized use of images or product misrepresentation.
Any breach of these Terms.
11. Limitation of Liability
Red Goose Studio is not liable for any indirect, incidental, special, or consequential damages arising from or related to media services, including but not limited to loss of revenue, profit, or business opportunities, even if advised of the possibility of such damages. Red Goose Studio's total liability shall not exceed the amount paid by the client for the specific media service package.
12. Governing Law and Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of the State of New York. Any disputes arising under or related to these Terms shall be resolved through binding arbitration in New York under the rules of the Judicial Arbitration and Mediation Services (JAMS). The client agrees to bear all costs, including those incurred by Red Goose Studio, in any arbitration proceedings.
13. Modifications to Terms
Red Goose Studio reserves the right to amend these Terms at any time. The latest version will always be available on our website. Continued use of media services following any changes signifies acceptance of the modified Terms.
14. Termination of Services
Red Goose Studio may terminate or suspend access to media services at any time, with or without cause or notice, effective immediately. Termination of services does not entitle the client to any refunds, except at the discretion of Red Goose Studio in cases of failure to provide the agreed upon deliverables.
15. Miscellaneous
Entire Agreement: These Terms constitute the entire agreement between the client and Red Goose Studio regarding media services and packages, superseding any prior agreements or understandings.
Severability: If any provision of these Terms is found invalid, the remaining provisions will continue in full force.
Waiver: Failure by Red Goose Studio to enforce any right or provision of these Terms does not constitute a waiver of future enforcement.
16. Mutual NonDisclosure Agreement
16.1. Confidential Information
For purposes of this Agreement, “Confidential Information” means any and all nonpublic information, proprietary knowledge, data, intellectual property, trade secrets, product specifications, marketing plans, financial details, and any other sensitive business information that may be disclosed by either Party to the other Party during the course of this engagement.
16.2. Obligations of Confidentiality
Both Red Goose Studio and the Client agree to:
Use Confidential Information solely for purposes related to the project outlined in this Agreement.
Protect all Confidential Information with the same degree of care as they use to protect their own confidential information, but no less than a reasonable degree of care.
Refrain from disclosing Confidential Information to any third party without the express, prior written consent of the other Party.
16.3. Client’s Intellectual Property
All intellectual property provided by the Client to Red Goose Studio (such as logos, designs, and other brand assets) remains the sole property of the Client. Red Goose Studio will not disclose, share, or use the Client’s intellectual property or any derivative works of it outside the scope of this project, except as otherwise agreed in writing by the Client.
16.4. Vendor’s Marketing Use Rights
Red Goose Studio reserves the right to use the assets and images created through its media services for its marketing, portfolio, and promotional purposes, but only after the Client has publicly shared or published the final images. This includes use on Red Goose Studio’s website, social media channels, presentations, and in other marketing collateral, provided that such use does not misrepresent the Client’s brand or product.
16.5. Exceptions to Confidentiality
Confidential Information does not include information that:
Was publicly available at the time of disclosure or becomes publicly available through no act or omission of the receiving Party;
Was independently developed by the receiving Party without use of or reference to the disclosing Party’s Confidential Information;
Was rightfully obtained by the receiving Party from a third party who was under no obligation of confidentiality.
16.6. Term of Confidentiality
Both Parties agree that the obligations of confidentiality shall continue indefinitely, even after the termination or completion of this Agreement, until such Confidential Information becomes publicly available through legitimate means.
16.7. Legal and Equitable Relief
Both Parties acknowledge that a breach of this confidentiality agreement could result in irreparable harm for which monetary damages may not be adequate compensation. In the event of any such breach, each Party reserves the right to seek injunctive or other equitable relief, in addition to any other remedies available at law.
16.8. Miscellaneous
This section does not transfer any ownership or intellectual property rights in either Party’s Confidential Information, which remains the exclusive property of the disclosing Party.
This mutual nondisclosure agreement shall be governed by and construed in accordance with the laws of the State of New York. Any disputes arising under this section shall be resolved in New York’s arbitration court at JAMS.