Terms of Service for HumblePod's Quick Edit Service

1. Introduction |

These Terms of Service (the "Agreement") constitute a legally binding agreement between HumblePod, LLC (referred to as "Producer") and the customer utilizing HumblePod's Quick Edit service (referred to as "Customer"). By using the Quick Edit service, Customer agrees to be bound by the terms and conditions set forth in this Agreement.

2. Fee for Services |

Customer shall pay the flat fee agreed upon in the Statement of Work up-front for the Quick Edit service, which includes Podcast Production and Engineering and Content Writing. Payments are due upon receipt and shall be made in advance for the agreed-upon monthly services.

3. Ownership of Recordings |

3.1 Unedited Recordings |

Upon payment in full to Producer for the Services provided hereunder, Customer will be the sole owner and will have the perpetual use and control of all unedited audio recordings produced under this Agreement. Said recordings shall be uploaded to Dropbox and available for download by the Customer upon request.

3.2 Published Recordings |

Upon payment in full to Producer for the Services provided hereunder, Customer will be the sole owner and will have the perpetual use and control of all published audio recordings produced under this Agreement. The term "published" will be understood as the final edited version of the audio recording that the Producer provides as part of the Services described in this Agreement. Said Published Recordings shall be uploaded to Dropbox and made available for download by the Customer upon request. Customer will be free to dispose of and treat in any way all Published Recordings produced under this Agreement, including but not limited to selling, advertising, distributing, permitting their use in other mediums, and including them in masters containing the work of other artists.

4. Right of Refusal |

Producer may, for any reason, refuse to publish a recording made under this Agreement. If the refusal is exercised, the Customer may record replacement material at no additional cost to Customer upon notice from Producer that the recording has been rejected.

5. Standard of Services |

The Producer shall perform the Services to the best of its ability and to a standard of reasonable professionalism within the industry of the Services to be provided.

6. No Conflicts |

The Producer shall not be restricted in offering its Services to other individuals or businesses while the Services are being offered.


7. Podcast Content Liability |

Customer understands that the Producer bears no responsibility for the legal disposition of the content of the Podcast, and it is the responsibility of the Customer to obtain any rights and releases for the material recorded as part of the Podcast, if it is legally necessary. Customer agrees to hold harmless and indemnify Producer and its officers, directors, agents, and employees from and against claims, damages, losses, and expenses, including but not limited to attorneys’ fees, arising out of or resulting from the negligence or misconduct of Customer in connection with the recording of the Podcast described in the Agreement.

In addition, Customer agrees to reimburse Producer for any legal expenses incurred by the Producer arising from legal action regarding the content of the Podcast that is recorded by the Customer. Such expenses must be itemized by the Producer and presented to the Customer as an invoice, payable within thirty (30) calendar days from the date of receipt by the Customer.

8. Representations |

Both Customer and Producer represent that they have full capacity and authority to grant all rights and assume all obligations which they have granted and assumed by virtue of executing this Agreement.

9. Severability

Each of the paragraphs contained in this Agreement is distinct and severable, and a declaration of invalidity, illegality, or unenforceability of any provision or part by a court of competent jurisdiction shall not affect the validity or enforceability of any other paragraph of this Agreement.

10. General |

This Agreement shall be governed by and interpreted in accordance with the laws of the State of Tennessee, excluding any conflict of laws principles. Any and all modifications or additions to this Agreement must be in writing and signed by both Parties. All notices required hereunder must be in writing and sent to the address of each party first written above by certified mail, return receipt requested. The rights and obligations of the Parties hereunder which by their nature extend beyond termination of this Agreement will remain in effect until fulfilled, will survive termination, and will bind the Parties and their successors and assigns, if any. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

11. Attorney Fees |

If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable attorneys' fees in addition to any other relief to which that part may be entitled.