General Service Agreement - Aerial Photography and Videography Services
This General Service Agreement ("Agreement") is made and entered into on the date of requesting the service by and between the Client and the Contractor (Deluxe Drone Photography).
1. Services Provided
The Contractor shall provide the following services to the Client in accordance with the Agreement:
- Aerial Photography
- Aerial Videography
- Data Collection
- Any other tasks agreed upon by both parties
2. Acknowledgement of Agreement
The term of this Agreement shall commence on the date of requesting the service and shall remain in effect until completion of the Services. The term may be extended with the written consent of both parties. By engaging the Contractor's services, the Client acknowledges that they have read, understood and agreed to the terms of this Agreement.
The Contractor shall charge the Client a flat fee for the Services and shall be reimbursed for reasonable and necessary expenses incurred in connection with providing the Services. The compensation will be invoiced after the job is done but before sending the media files or after the job is done and after media files are received. Invoices submitted by the Contractor to the Client are due within seven days of receipt.
4. Trade Secrets
The Contractor shall not disclose, divulge, reveal, report, or use for any purpose any Trade Secrets which the Contractor has obtained, except as authorized by the Client or as required by law. The obligations of confidentiality shall apply during the term and shall survive indefinitely upon termination of this Agreement.
5. Ownership of Intellectual Property
All intellectual property and related material that is developed or produced under this Agreement shall be the property of the Contractor. The Client is granted a non-exclusive but unlimited-use license of this Intellectual Property.
6. Capacity/Independent Contractor
The Contractor is acting as an independent contractor and not as an employee. The Contractor and the Client acknowledge that this Agreement does not create a partnership or joint venture between them and is exclusively a contract for service.
7. Right of Substitution
The Contractor may, at the Contractor's absolute discretion, engage a third party sub-contractor to perform some or all of the obligations of the Contractor under this Agreement, and the Client will not hire or engage any third parties to assist with the provision of the Services.
The Contractor shall have full control over working time, methods, and decision-making in relation to the provision of the Services in accordance with the Agreement. The Contractor shall work autonomously and not at the direction of the Client. However, the Contractor shall be responsive to the reasonable needs and concerns of the Client.
The Contractor shall provide, at the Contractor's own expense, any and all tools, machinery, equipment, raw materials, supplies, workwear, and any other items or parts necessary to deliver the Services in accordance with the Agreement.
10. No Exclusivity
The Parties acknowledge that this Agreement does not create an exclusive relationship between them and that either Party may enter into similar agreements with other parties.
11. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario, Canada.
12. Entire Agreement
This Agreement constitutes the entire agreement between the Parties and supersedes all prior or contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written, between the Parties.
13. Amendments and Waivers
This Agreement may not be amended except in writing by both Parties. Failure by either Party to enforce any term or condition of this Agreement shall not be deemed a waiver of that term or condition or of any other term or condition of this Agreement.
If any provision of this Agreement is held to be invalid or unenforceable for any reason, the remaining provisions shall continue in full force and effect.
All notices, requests, demands, or other communications under this Agreement shall be in writing and shall be deemed to have been duly given