Governing law.

This agreement is governed by the laws of the United States, and any related International Treaties and legal dependencies, the State of Minnesota, and the rules of arbitration under Minnesota code 572B and the clauses defining this instrument as the governing instruments of our agreement binding our persons mutually. The website visitor, user, member and or customer agrees to resolve any dispute under the rules and within the jurisdiction and territory of the State of Minnesota.

Governing Instrument.

These, the terms of use, and terms of service, and contract are “the will” of our persons mutually as a meeting of our minds and is the Governing Instrument defining our agreement, rights and obligations in relation to persons who may be called website visitors, users or members of this website and customers under contract who view and use the contents of this website and who purchase videos, supporting content and services from Steven O’Connell DBA Video Canvass.

Arbitration in Minnesota.

Except as otherwise specified and defined in the agreement below, all actions, disputes, claims and controversies under common law, civil law, statutory law or in equity of any type or nature whatsoever, whether arising before or after the date of this Agreement, and whether directly or indirectly relating to: (a) this Agreement and/or any amendments and addenda hereto, or the breach, invalidity or termination hereof; (b) any previous or subsequent agreement between the parties; and/or (c) any other relationship, transaction or dealing between the parties (collectively the “Disputes”), will be subject to and resolved by binding arbitration pursuant to the Arbitration Rules of the State of Minnesota code 572B, and agree to use the Minnesota Bureau of Mediation Services to resolve disputes and controversies. Any dispute, controversies or difference arising out of or in connection with this contract shall be determined by the appointment of a single arbitrator to be agreed between the parties, or failing agreement within fourteen days, after either party has given to the other a written request to concur in the appointment of an arbitrator, by an arbitrator to be appointed by the President or a Vice President or authorized representative of the Minnesota Bureau of Mediation Services. Any award or order rendered by the arbitrator may be confirmed as a judgment or order in any state or federal court of competent jurisdiction, which includes within the federal judicial district of the residence of the party against whom such award or order was entered.

Initiation, instantiation and duration of this agreement.

This agreement commences upon a person as user visiting this website for the first time and viewing and using its contents for entertainment, informative, or educational purposes. Some clauses only become binding in the event the website visitor or user shares their personal information for purposes of inquiry through a form or portal on this website and or chooses to become a subscriber, member, and/or customer who purchases our products and services. Steven O’Connell DBA Video Canvass is bound by the privacy policy which is binding upon the first visit of each visitor to this site. This agreement will remain in force and effect as long as the user visits and uses any content on this site or a customer purchases, licenses and uses products and services bought from and through Video Canvass and this site. This agreement is transferable and binding upon any third party who purchases products and services subsequently from a customer of this website and Steven O’Connell DBA Video Canvass. It is the customer’s duty to inform any person or entity to whom they distribute or sell Video Canvass content as sub-licensees, of their rights and obligations pursuant to this agreement. This clause shall survive termination of this Agreement.

Use is consent to be bound.

You, the website user, agree that use of this website’s content is personal consent to be bound and acknowledgement of binding to the terms of this agreement. This website offers information, entertainment, ideas, promotional and educational material that is of benefit to you the user of this website. You, the website user, agree that the entertaining, informative, promotional and educational materials provided to you on this website are valuable to you and are offered as “the consideration” constituting part of this binding agreement between you and Steven O’Connell DBA Video Canvass in return for your respect of the rights of the owner’s intellectual property contained and presented on this website. You, the website user, agree to not download, steal, alter, distribute, display, or misuse the contents without the written express permission and consent of the owner(s) of the content without the owner’s or artist’s permission. You agree not to electronically attack or infect with viruses or malware the website, the website host or its servers. You agree to not associate the owner’s or artist’s name, brand name, logo or content by displaying it with or alongside lude, crude, harmful, hateful, violent, inciteful or offensive content.

Description of entities, services, promises and disclaimers.

Video Canvass is a video editing and video post production digital marketing service. We specialize in video content for sales, marketing, educational and entertainment purposes, specializing in video content intended to improve the efficiency and performance of sales funnels. A website user is anyone who visits, reads, listens, views, clicks and navigates through the content on this website. A website member is anyone who is given or pays for password protected access to private content on this website. A customer is a person or business entity who purchases products and services from Steven O’Connell DBA Video Canvass. Steven O’Connell DBA Video Canvass makes no promises, expressed or implied, defining specific and measurable business metrics as outputs relating to business marketing, branding, internal business processes, advertising, lead or referral generation and or sales results derived from the purchase, use and published distribution of our products and services.

Warranties, guaranties, assurances and royalties.

Steven O’Connell DBA Video Canvass implies through content on this website, through promotional email channels and other media channels that the purchase and use of Video Canvass video content and supporting materials and services may have general marketing and promotional benefits for the customer or website user. Any misinterpretations, presumptions or beliefs on the part of a customer or website visitor about the meaning concerning expressed or implied promotional materials and or advertisements by Steven O’Connell DBA Video Canvass of specific measurable results concerning the use of Video Canvass video content and supporting content to enhance your brand, improve business processes, increase or improve the statistical probability of acquiring more leads, or referrals from new or past customers are disclaimed, and instead any implications concerning marketing results are limited to a presumed common sense expectation of beneficial results any business would expect to receive and may enjoy from any general marketing activity properly executed by a competent, well managed and properly funded business or person in good standing with a good offer that is in demand by the public at large within a given marketplace against competitive offers and market pressures. To paraphrase for greater clarity, Steven O’Connell DBA Video Canvass disclaims any and all presumptions of specific and measurable marketing, promotional, advertising or sales results. Steven O’Connell DBA Video Canvass does not express, imply, promise or assert assurances, guarantees or warranties concerning marketing or promotional results and outputs from the use of our videos or supporting content. The customer and website user agree that the success of any marketing, promotional or advertising campaign and sales activity involves many factors including variable business inputs beyond the control of the customer and Video Canvass, making any kind of assurance, warranty, or guarantee of a customer’s specific business marketing outputs and results impossible to reliably predict with any degree of accuracy. And the long term value a person or business entity may receive from marketing activity may over time greatly exceed the purchase price paid for the digital products or marketing services. Steven O’Connell DBA Video Canvass offers digital products and marketing services whereby our claim on value is limited to the purchase price of products and services per contract or invoice, without claim to future royalties from intellectual property licensees.

Search engine optimization and ranking factors.

Video Canvass does not express nor imply its videos are intended to rank on Google search, YouTube search or any other search engine. Video Canvass expressly states its videos are intended for sales funnel applications and are intended to be shared through the customer’s own internal email campaigns, text messages and social media messaging campaigns. Video Canvass expressly states that ranking on search engines and acquiring an audience on YouTube or any other social media platform is beyond the scope of our video’s intended application. Video Canvass makes it clear that search engine optimization and social media platform audience acquisition are separate marketing activities NOT INCLUDED in the sale of our videos. Video Canvass expressly states that if our invoices do not reflect a line item that specifically states we intend to provide SEO Ranking Services to our customers, then it is understood and agreed by the customer that SEO, Audience Acquisition and Ranking Factors are not included on the invoice which therefore eliminates any and all implications or expectations of SEO results or audience acquisition from our videos on Google, on the YouTube platform or any other social media platform. Video Canvass expresses that the intended use of the YouTube platform is to more easily facilitate the sharing of embedded videos throughout a variety of media channels such as email, text, blog posts or social media platforms that allow embedding of YouTube videos to be shared with the customer’s existing or past customers.

Control and obligations.

Steven O’Connell DBA Video Canvass is only responsible for obligations, duties and actions under its direct control. If the customer accepts delivery by Dropbox, email or a channel other than YouTube,  then the customer assumes sole responsibility for uploading content including thumbnails, headlines and descriptions to their own content publishing platforms. The customer assumes full responsibility for the performance of publishing platforms under their control. If the customer purchases and accepts delivery by YouTube via a channel link under the control of Steven O’Connell and Video Canvass, then we assume responsibility for uploading the video, thumbnail, headline and description including one link to the customer’s website. The unique YouTube channel falls under the control of Video Canvass as the YouTube channel that has been designated to and for the customer, is controlled by us when the customer has paid an additional fee for this service itemized on the invoice.  If the delivery is by Dropbox, email or otherwise, then the customer assumes full and complete control of the property. The customer is responsible for executing any legally valid take down notice on publishing platforms that are under their control. Steven O’Connell DBA Video Canvass does not nor cannot warrant that any platform upon which our video content is published will not be subject to technical malfunctions, service disruptions, malware attacks, platform impedance or interdiction due to changes in terms of service, breaches of trust or politically motivated behavior by a social media platform’s owners, administrators or authorized representatives. Steven O’Connell DBA Video Canvass is not responsible for and does not and cannot control the proper use and implementation of the video content within the customer’s ongoing marketing strategy. We do not express or imply the customer will enjoy any specific results including leads, referrals, brand awareness or reputation enhancement from the use of the video because of factors beyond our control. The customer agrees they are solely responsible for the attractiveness of their offer to the marketplace and their behavior when attracting and serving their customers in such a manner as to enjoy a greater likelihood of getting leads and subsequent referrals and brand reputation enhancement from video content. Video Canvass only presents the videos as offering communicational value in relation to the customer’s brand and their offer when used and deployed in a common sense marketing strategy, and any results obtained from such uses are presumed to offer value only to the extent that the videos and related marketing materials may or may not cause or condition marketing results in accord with commonly accepted sales and marketing sensibilities.

Removal of copyright information prohibited.

The customer agrees they shall not remove, block, obstruct, blur, reduce, blot, pixelate, erase or otherwise inhibit the appearance of any and all copyright notices from the video in post production using their own software or hiring a professional video editor to do so. Steven O’Connell DBA Video Canvass reserves our right to place our logo, name and date of record on each video.

CC0, creative commons and public domain content.

Video Canvass uses CC0, Creative Commons, Wikimedia Commons, YouTube Creative Commons, and Public Domain content that has been posted online for royalty free common public use without attribution within the terms of service of each website offering royalty free content. We use royalty free content from websites such as Pexels, Unsplash, YouTube Creative Commons, Wikipedia and others to enjoy their terms of service, rights and obligation protections to lower the price of our content we offer you. By purchasing our content you understand that contributors to these websites must agree to their terms of service under CC0, Creative Commons or Public Domain license which waives any of the content contributor’s rights to fees, royalties, attributions, and/or demands or lawsuits, but retains rights under reproduction of material for mass file distribution, free, commercial or otherwise. We pass those savings onto you which is the benefit and consideration you receive for accepting some risk of a take down notice, however small that risk may be. We warrant in good faith to you, the customer, who we execute duty of care to visually scan the royalty free content for logos and other possible third party infringements. We blur or pixelate portions of the content for any possible rights and privacy infringements. We do our best to avoid including any image in our content that we believe may infringe on a first, second or third party right. We alter the image in some instances to create a new creative work. We use content that has been visible and in use in the public domain for some time. And we post our video content on YouTube and our websites as a test to instigate a possible take down notice prior to offering our content for sale. Video Canvass also films public spaces such as public parks or points of interest to make documentary movies about public locations. Minnesota allows the video recording of people in public places under Minnesota Statutes 626A.02. We blur or pixelate persons who request to remain private or we believe there may be the possibility of privacy rights infringements. Our intention is to always reasonably protect the rights, dignity and privacy of adults and children alike. Therefore, the people and objects we use in our content appear to us to be tested and found to be content that strongly expresses and or implies it is content in the public domain, or a public space and therefore is free to record and/or use within the terms of service of each website and the laws of Minnesota. By purchasing our content which includes some public recordings and public domain property, you agree that Video Canvass has taken every reasonable precaution to reduce the risk against “unknown, overlooked or concealed” 1st, 2nd and 3rd party rights and license infringements. By purchasing our content you agree it is impossible to be 100% certain our content is not violating someone’s rights in some jurisdiction either locally or somewhere on the planet. By purchasing our content, you accept the risk of an “unknown right” being infringed and are willing to accept the loss of property rights to use the videos resulting from a legally valid takedown notice without compensation, refund or legal remedy, and you hold Steven O’Connell, DBA Video Canvass harmless against any loss of use or frustration. Steven O’Connell, DBA Video Canvass agrees to execute a valid takedown notice from the YouTube channel that is under our control, whereby any other derived channel or platform will also become inoperative if the YouTube share or link feature that was used to post content on another social media platform. We do not warrant or guarantee the time, effort or cost associated with or required to remove content from any other social media platform under the control of you, the customer. The customer agrees we do not control nor can we reasonably be held liable for poor management and or administrative maladministration, malfeasance or politically motivated interdictions from stakeholders, officers or employees of social media platforms upon which we post, link and share our videos.

AI generated content, equity and copyrights.

Please read (Digital Replicas) and (Copyrightability) from the US copyright office for more information related to this clause. The customer and user of this website understands that artificially intelligent machine generated content as a mechanical output cannot be copyrighted. Therefore, if you choose to finalize the purchase of your website conversion video, you agree that you are purchasing the marketing expertise, marketing strategies, creative effort, script writing, story telling, graphic design skills, art direction, video editing skills, compositional expertise, compilations, animation skills, orchestration skills, and creative facilitation and file management provided by Steven O’Connell, DBA Video Canvass, which may incorporate non-copyrightable content generated by artificial intelligence. Your purchase includes the selection, arrangement, editing, and integration of various elements to form a whole that provides a cohesive and meaningful marketing message. However, any AI-generated content used within the final work is not owned or sold to you by Steven O’Connell DBA VIdeo Canvass™ and remains in the public domain or subject to the terms and conditions of the platforms or tools from which it was generated. While you have the right to use the final compiled work as intended for marketing and communication purposes, no claim of ownership or copyright transfer is claimed to be granted to you over the AI-generated content itself. That means you understand that any AI content that appears in your video, may also appear in the public domain, or on the public platform that generated the image, song, video clip or sound effect, and as a result may also appear in the compositions used by the public at large. That means you are not purchasing the right to own, sell or distribute the AI generated components individually. The AI generated content is shared with you free of monetary consideration. And the creative work and labor that is being offered and sold to you must be taken as a whole. Therefore the equity you own is in the creative work and marketing message taken as a whole. That means you can sell your marketing videos as a whole when you sell your business, but you do not own the right to parts of the video generated by AI, extract and sell them as individual products on their own, such as an AI generated song or artwork. Nor can you claim them as part of your trademark or an integral component of your brand’s protected copyright..

Artistic content and fair use.

Steven O’Connell is an artist who creates unique and original artwork inspired from viewing objects in the world and/or content online depicting the world and its objects. Steven may use his own original, creative artwork in Video Canvass videos that may have been inspired in part, but not directly copied or reproduced from content published online or real world objects visible in public spaces. This content may include historical photos, statues, venues, publicly displayed artworks, maps, plaques and historical markers, logos and signs and storylines or book reviews and local venue reviews, or include content from local parks or points of interest. Therefore, Steven O’Connell may create a new, unique and original artwork and claim it under fair use laws in the spirit of cultural creativity and economic innovation which is the intended outcome of fair use laws. If Steven O’Connell creates new and original artwork inspired from real world or online content depicting the world and its contents, and uses the artwork in his videos, he will execute duty of care to ensure compliance with fair use laws whereby he will, to the best of his ability, ensure his new work; (1.) does not impede the marketability of another’s work as copyright holder, (2.) does not defame another’s work, (3.) repurposes the new, creative work for use in another noncompetitive market, (4.) is based on public facts available to the public at large, (5.) is sourced from nonfiction works, (6.) uses only a small portion of the work as inspiration which is not central or significant to the whole of the new work, (7.) the new artwork will not have a significant negative effect or impact on sales of or potential market for the original work or copyright holder, and (8.) the new artwork significantly transforms, alters or changes the original work into a new, creative and original artwork. Steven O’Connell DBA Video Canvass also ensures we will follow the Berne convention guidelines and ensure our new creative work is (1.) sufficiently specialized so as to be unique, (2.) does not rob another of their rights to a real or potential source of income from their works that is substantive, which would conflict with normal exploitations of their work, and we ensure (3.) we do not do disproportionate harm to the right holders which would prejudice their legitimate interests in their work, from which our new and creative work may have been in part inspired. And (4.) we will ensure our new and creative artwork will be recast and transformative so as not to be so similar as to be immediately recognizable as a derivation from another’s work. Therefore, in all cases of artwork inspired in part from online content or artistic and business content displayed in a public space, Steven O’Connell proclaims his right to fair use in such instances to use online content and real world content to inspire unique and original creative works that meaningfully alter the original works so that they do not harm or infringe on another’s intellectual property rights. Steven O’Connell does not warrant that a person or an entity will not claim an infringement of right and instigate a controversy based on their interpretation of fair use laws, however erroneous. Steven O’Connell proclaims he will execute duty of care to ensure he understands fair use laws within the jurisdiction of the United States and interprets those laws to the best of his ability. Steven O’Connell does not intend to infringe on the intellectual property rights of others, to the best of his ability to interpret fair use laws. Therefore, in order to obtain the multiple and various benefits, which include a significant reduction of cost of video production, and the ability to tell a compelling local or regional story, because of the artistic content created by Steven O’Connell, the customer agrees to accept a degree of risk in purchasing video content from Video Canvass, as a consequence that may arise from legal ambiguities and resulting legal interpretations, and hold harmless Steven O’Connell DBA Video Canvass from any controversy, dispute or take down notice arising against the customer from a third party’s claim that their intellectual property rights were infringed by the unique and original creative artwork of Steven O’Connell and subsequently published and used by the customer as video content they purchased from Video Canvass. Steven O’Connell DBA Video Canvass does not and cannot warrant that the fair use laws currently written and derived from precedence within common law jurisdictions are capable of enough clarity to enable an unambiguous interpretation by the artist that will dispel any and all possible claimed controversies or conflicts of interest. The customer agrees to accept a degree of business risk concerning take down notices and otherwise and hold harmless Steven O’Connell from any controversies against them resulting from any erroneous or opportunistic legal claims by third parties who give rise to legal controversies against them despite a good faith effort to avoid misinterpretations of fair use laws.

Website hosting terms of use.

This Site is hosted and maintained by WordPress.com in order to provide Services and Products. Use of the Site is also subject to the WordPress terms and conditions presented herein which are subject to change by WordPress without notice. Accordingly, it is recommended that you review their terms and privacy policy each time you visit the Site to be aware of any changes.

Email hosting and terms of use.

Steven O’Connell DBA Video Canvass may use one or more email service providers to communicate with website visitors, email subscribers or business customers. It is incumbent upon the subscriber and inquirer submitting their personal contact information through any form or portal on this website to read the privacy policy and terms of service of each email provider used by us as an addendum to this agreement. These links will be contained in each email or can be readily found on the internet.

Use of this website “As Is”.

The Video Canvass website is provided on an “as is” and an “as available” basis. Video Canvass does not make any expressed or implied warranty assuring the stability and access to the website for general purpose users. The user may not modify, copy, distribute, transmit, display, reproduce, publish, license, or otherwise use any of the content created by Steven O’Connell on the Video Canvass website for resale, distribution, marketing of products, or other commercial uses. The Video Canvass website and its contents may not be used for any unlawful, abusive, libelous, or threatening purpose. The user of this website must be of the age of majority and at least eighteen (18) years of age, to use the website. If you are under eighteen (18) years old and would like to use the Video Canvass website, you may only do so under the supervision of a legal guardian, who will be considered the surrogate user of the website. Specifically, you may not download or copy any portion of the content on this website in whole or part for any reason whatsoever. You may not modify, copy, distribute, transmit, display, reproduce, publish, license, or otherwise use any content for resale, distribution, marketing of products, or other commercial uses. You may not use the Site in any jurisdiction where its contents or use would be restricted or prohibited by law. By submitting information to Video Canvass, you warrant that the information is your own and is accurate and that the use of the information will not violate the rights of any third party.

Confidentiality.

Each party to this agreement may be given access to Information that is considered confidential or proprietary business property from the other party in order to perform its obligations under the Agreement. Each party shall hold private the other’s Confidential Information in good faith and confidence and, unless demanded by a competent forum of law or authorized governmental agency with a legitimate search warrant under the Constitution and Laws of the United States, not make the other’s Confidential Information available to any third party, for any reason, or use the other’s Confidential Information for any purpose other than the performance of this contract. Each party shall take every reasonable step to ensure that the other’s private Confidential Information to which it has been given access is not shared, sold, disclosed or distributed by its owners, employees or agents in violation of the terms of the Agreement. Neither party shall be responsible for any loss, harm, destruction, alteration or disclosure of Confidential Information caused by any third party. Recipients may disclose Confidential Information to the extent required by law, but that disclosure does not relieve the recipient of its confidentiality obligations with respect to each of the other parties. This clause shall survive termination of this Agreement.

Discounts, coupons or referral rewards.

Video Canvass reserves the exclusive right to define the terms of service regarding the distribution, use and redemption of offered discounts, coupons, affiliate rewards and/or referral rewards. The customer agrees they have no right to a discount, coupon, affiliate reward or referral reward apart from receiving a defined discount, coupon, reward, or benefit as a uniquely identifiable offer and code to them through email. All discounted offers presented on this website or any other platform are for informational purposes only and are not redeemable. Discounts, coupons, affiliate rewards and referral rewards are obtainable as encoded vouchers by email delivery to opt-in email subscribers only. As an example coupon offer, if you send a potential customer a discount coupon to your associates, and if they redeem the coupon and become a first time customer, you get a free off-the-shelf video . As another example, if you send an affiliate a reward discount coupon we provide you by email that you send to an existing customer, you will get a corresponding discount coupon for your own video purchases if they redeem their coupon. Your discount coupon will have your name attached to it along with the discount value and discount code. Video Canvass reserves the right to deliver coupons, discounts, affiliate rewards and referrals rewards and their respective identity codes exclusively by email at its sole discretion. The Customer must redeem their unique and personally identified discount code by entering the code in the proper field at the time of checkout. The customer agrees and understands that all discounts, coupons, affiliate rewards and referral rewards do not have cash value, are not redeemable for cash, and have a redemption time limit specified on the coupon voucher. Steven O’Connell DBA Video Canvass does not guarantee the redemption of any discount, coupon, affiliate reward or referral reward in the event an act of God prevents honoring the discount.

Access to password protected content.

We reserve the right to conceal private or pay-on-demand content on this website behind passwords and a paywall. We may have content on this website that is for private use by a private user or private business. We may charge for access to portions of the sites or the sites as a whole and we reserve the right at any time to change the amount we charge for site access or subscription that include authorization to access the sites. Therefore, your access to some of the site’s content features and services may be limited depending on whether you have purchased a subscription or have been invited to view or use the private or password protected content. In such an event, we will notify you in advance and give you an opportunity to subscribe or unsubscribe to the sites. You the website member or authorized user shall pay all applicable taxes relating to the subscription. The terms of the sale are hereby incorporated by reference and govern the purchase of subscriptions through the sites. The website user agrees this clause cannot be reasonably construed to contradict the equal accessibility clause at the beginning of this agreement. The website member or customer having received a password is obligated to protect the password and to not share the password without written permission from Video Canvass.

Standard lower third.

Off-the-shelf and Template videos come standard with a corporate lower third or animated title bar. The shape, style, colors and behavior are “wysiwyg” as presented on the website. The customer can insert their logo or image, name, website and telephone number using arial as the font as presented in the examples on the website. Customization of the lower third beyond your brand colors, by requesting changes to shapes, graphic behaviors and fonts is an additional service and fee. Unless otherwise defined under contract via invoice itemization, the customer agrees to accept a standard universal design for their lower third title bar and digital calling card. The customer agrees to additional fees defined and itemized on the invoice for custom branded design work on the lower third beyond the standard design as seen in the published videos on this website.

Lower third mock-up approval.

The customer agrees to review the mock-up of your lower third for errors or issues. The customer will be sent an example of their lower third for approval. The customer is obligated to return an approval or denial for spelling, correct contact information and numerical errors and image within three business days of receipt of file.

Custom graphics and animations under copyright.

Custom titles, cartouche, logos, lower thirds, generators, filters, behaviors and video clips designed by Steven O’Connell DBA Video Canvass in Apple Motion or Final Cut Pro or any other software are intellectual properties. Video Canvass retains ownership and control of custom designed FCPX, Apple Motion or any other software generated titles, lower thirds, static or motion graphics and movie clips that encapsulate the client’s name, logo, portrait photos, images and branded graphic objects integrated as a video behavior, generator, filter, title or after effect is an intellectual property right. These effects which can be exported as a title, generator, behavior, preset, filter,  effect and or movie clip with drop zones, alpha channels or green screens, for FCPX or Apple Motion can be purchased as a generator file, green screen or alpha channel video clip for an additional fee. We DO NOT retain any right or control over our client’s branded name, logo, photograph and intellectual property except for our internal promotional purposes expressed under the (right to use likeness clause). This means the video effect as a behavior, or custom graphic and/or animated video template, recorded in a sharable file format is a separate intellectual property right distinguished from the client’s intellectual property that is attached to any and all branded graphic objects, images and files.

Right to use likeness in promotional material.

Steven O’Connell DBA Video Canvass reserves the right to use all content created for and on behalf of the customer for promotional, marketing and advertising purposes. You, the customer, agree to grant the company unrestricted, worldwide, royalty‐free right to use, reproduce, publish and otherwise distribute your name, photograph, logo, brand, video presence, personal story and/or likeness (collectively, “Likenesses”) embedded in Video Canvass content, on our website, or on promotional materials demonstrating who our Video Canvass customers are and who we work with, such as a corporate brag board on our website or otherwise, in advertising and in the Company promotional materials, in any and all formats, platforms or other media or social media now existing or hereafter created, and you hereby waive all claims for remuneration for such use and you release and forever discharge the Company from any and all claims and demands arising out of or in connection with the use of Likenesses. This authorization may be canceled at any time (for purposes of future uses only) by contacting the Company by written letter sent by way of US First Class Registered mail to the attention of Steven O’Connell or the Company’s Legal Department.

Calls to action.

The customer can specify and choose a “standard call to action” from a predefined drop down menu list. Any further customization of a call to action must be agreed to in writing, defined and itemized as a “custom call to action” as a separate line item on the invoice, which may entail an additional fee.  “Calls to action” are limited to 50 words or 10 seconds of video or less, whichever comes first.

Sales teams or groups (*Special Offer).

The price of each video includes a limited special offer for licensing the video within a Team, Group, Broker or Company sales team as video licensees. These videos can be branded with a Team, Group, Broker or Company Logo, Group Photo, Company, Group or Team Name, Address and Phone Number. This special offer is included in the basic purchase price of the video but is limited to Sale Teams and/or Sales Group of no greater than 20 agents or sales representatives for the base price. Any additional sales representatives or agents included as licensees on the sales team group email distribution of the video will be charged an additional $10.00 per sales team member licensees. The company agrees to include Steven O’Connell DBA Video Canvass on the group email to insure compliance on the number of licensees agreed to on the invoice. As an example, if the video cost $300.00 after discounts, you can share the video with up to twenty (20) reps or agents who can share the video with as many current or past customers as they wish at no additional cost. If five (5) additional sales reps or agents are added as licensees to the group email, then the cost of the video is $350.00. These teams and groups can enjoy sending “off-the-shelf and template videos” to as many past and existing customers within their own email lists as they wish for as long as they wish. This offer enjoys greater economies of scale by expanding the reach of video sharing to new, existing and past customers, but it sacrifices the personal touch of promoting individual sales representatives or agents to their past customers. The lower third, title bar and or calling card embedded in the video must contain a local office address, team or group logo and or a team photograph in the place of an individual sales representative’s personal portrait.

Return policy.

All purchases are final, because value is consumed the moment the content is published and viewed and continues to be published over time. The number of views received depends on many factors beyond our control including but not limited to, the number of times and channels the customer publishes the video content, the size of the customer’s contact list, the size of the customer’s email list, the ranking and number of views received on their website, the number of followers they have on social media, the number of social media platforms the customer publishes to, their email engagement rates, and their social media engagement rates. The customer agrees all long term positive marketing results depend on the degree of trust the business and brand have earned with their past customers. The customer agrees the Video Canvass offer and marketing strategy are based on common sense and standard marketing practices traditionally associated with successful businesses. The customer agrees to be bound to publishing the video content quickly and through as many media channels they determine to be profitable for their business objectives. Therefore, the decision to purchase Video Cavass content is made with full knowledge and in the context of normal business risk. The customer agrees they viewed and therefore knew the content of the videos before purchase and the probable impact the videos would have on their marketing goals. The customer agrees their decision to purchase Video Canvass content is expressed as an irrevocable commitment to a video marketing strategy which may or may not meet or exceed their expectations. Any technological impediment or impediment to delivery is a failure to perform which is addressed and defined within other clauses of this agreement.

Assignment of rights.

Either party may sell or assign any of its own rights or obligations under the Agreement without the prior written consent of the other to an entity of good standing capable of complying with the rights and obligations under the Agreement. The party acquiring the rights must be notified they are bound to the terms of service of this agreement to respect the intellectual property of Steven O’Connell DBA VIdeo Canvass.

No partnership or joint venture.

Nothing in the Agreement is intended to, or shall be deemed to constitute employment, work for hire, a partnership or joint venture of any kind between any of the parties, nor constitute any party the agent of another party for any purpose. No party shall have authority to act as agent for, or to bind, the other party in any way. No payment for goods or services are to be regarded as a retainer. No party shall have the authority to determine the daily activities of the other. All payments made to Video Canvass by the customer prior to performance by Video Canvass are liabilities of Video Canvass until performance is tendered, executed, discharged and or settled.

Acts of God.

In any case where either party hereto is required to do any act (other than the payment of money), delays caused by or resulting from the occurrence of one or more Force Majeure Events shall not be counted in determining the time during which work shall be completed, whether such time be designated by a fixed date, a fixed time or a “reasonable time”, and such time shall be deemed to be extended by the period of such delay. Acts of God include but are not limited to any event causing reasonable delays or impedance of expected results in performance or anticipated benefits, such as storms, earthquakes, fires, civil unrest or macro-legal disruptions, macro-economic instability, market instabilities and volatilities, banking crises, public health crises, systemic risks and/or political unrest and dysfunction.

Payment and performance.

Unless otherwise stated on the invoice, the payment for off-the-shelf videos and template videos are due before drop box upload or social media platform upload. The customer will be provided a watermarked low resolution mock-up video showing the video contents for approval. The customer must pay the invoice before upload proceeds. The origination date on the invoice and or contract are the time stamp from which all time commitments are measured, under the field heading (date or origination date). Payment for creative services fall due net 30 (thirty) days unless otherwise stated in writing on the invoice under the filed heading (payment due date). The performance falls due net 30 (thirty) days or at the time specified on the invoice under the field heading (performance due date). The customer warrants they currently have enough funds in their accounts giving them the ability to pay for the products and services purchased under contract and foresee no event (excluding a banking crises and economic collapse resulting in their bank preventing payments and withdrawals) that would adversely impact their ability to pay. The customer warrants they have set aside in good faith sufficient monies to pay for the requested and purchased services to settle their liabilities upon the performance of contractual obligations by Steven O’Connell DBA Video Canvass in accord with this agreement. Failure to pay in a timely manner will result in an additional fee of 3% compounded interest per month up to a limit of $500.00 of interest based on the purchase price beginning after 30 days from the date the invoice falls due. Video Canvass reserves the right to terminate access to password protected portals and content on this website or social media platforms under the control or administration of Video Canvass at anytime a breach of trust and/or an inability or unwillingness to pay is evidenced. Steven O’Connell DBA Video Canvass warrants we foresee no future events short of an act of God that would prevent us from performing our obligations in accord with this agreement. A failure to perform after payment has been transacted is a liability of Video Canvass, and failure to perform will result in either a full refund of monies and purchase price upon the date the performance falls due. Failure to perform in a timely manner will result in an additional refund as a penalty for breach of trust of 3% compounded interest per month up to a limit of $500.00 as a penalty based on the purchase price beginning after 30 days from the date the performance falls due.

Entirety limited to this agreement.

These terms of use and service as the Agreement and Contract constitutes the whole agreement between the parties and supersedes all previous agreements between the parties relating to its subject matter. Each party acknowledges that, in entering into this Agreement, it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty (whether made casually, mistakenly, negligently or innocently, other than for breach of trust), as expressly provided in this Agreement. In relation to the purchase of products and service from Video Canvass, each party acknowledges that in entering into the Agreement it has not relied upon any oral or written statements, collateral or other warranties, assurances, representations or undertakings which were made by or on behalf of the other party in relation to the subject matter of the Agreement at any time before its signature, electronic or in writing (together “PreContractual Statements”), other than those which are set forth and established in this Agreement.

Severability.

If any part, term or provision of this Agreement is held to be illegal, in conflict with any law or otherwise invalid and unenforceable, the remaining portion or portions shall be considered severable and not be affected by such determination, and the rights and obligations of the parties shall be construed and enforced as if the Agreement did not contain the particular part, term or provisions held to be illegal or invalid.

Changes in terms of use, terms of service and contract.

Steven O’Connell DBA Video Canvass reserves the right to update and change these terms of service, terms of use and contract for any reason at anytime for new and unique contracts from the moment in time the new changes are published. If preexisting contracts are outstanding whereby monies have been exchanged for products and services, then the liabilities that remain on the books, retain the language and meaning of the existing agreement and contract until performance is tendered and payments are settled. Website visitors are encouraged to come back and read these terms again to become aware of any changes to the terms.