Terms and Conditions

Scribecast Media — scribecastmedia.com
Last Updated: December 2024

1. Agreement to Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Scribecast Media ("Company," "we," "us," or "our") governing your use of our website scribecastmedia.com and our newsletter creation and content transformation services ("Services").By accessing our website or engaging our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree with these Terms, you must not access our website or use our Services.

2. Description of Services

Scribecast Media provides done-for-you newsletter creation services, including but not limited to:

• Transforming recorded video content (webinars, courses, presentations) into written newsletter content

• Newsletter platform setup and configuration (primarily using beehiiv)

• Newsletter template design and branding

• Content writing, editing, and formatting

• Newsletter scheduling and delivery management

• Performance tracking and reporting

• Strategy consultation and recommendations

The specific scope of Services will be outlined in a separate service agreement or proposal provided to each client.

3. Client Responsibilities

As a client, you agree to:

• Provide accurate and complete information necessary for us to perform the Services

• Grant access to required platforms, accounts, and content in a timely manner

• Review and approve content drafts within agreed-upon timeframes

• Ensure you have all necessary rights and permissions for content you provide to us

• Communicate changes to your business, branding, or requirements promptly

• Pay all fees in accordance with the agreed payment terms

Delays caused by failure to fulfill these responsibilities may impact project timelines and are not the responsibility of Scribecast Media.

4. Intellectual Property

4.1 Client Content

You retain full ownership of all content you provide to us, including video recordings, transcripts, brand materials, logos, and other proprietary materials ("Client Content"). By providing Client Content, you grant us a limited, non-exclusive license to use, modify, and adapt such content solely for the purpose of providing the Services.

4.2 Deliverables

Upon full payment, you will own all newsletter content, copy, and deliverables we create specifically for you ("Deliverables"). We retain the right to use general knowledge, skills, and experience gained during the engagement, as well as any tools, templates, or processes we developed prior to or independent of your project.

4.3 Scribecast Media Property

We retain ownership of our proprietary methods, frameworks, templates, and processes. Nothing in these Terms transfers ownership of our intellectual property to you, except for the specific Deliverables created for your project.

4.4 Portfolio Rights

Unless you notify us otherwise in writing, we may reference our work with you in our portfolio, case studies, and marketing materials. We will not disclose confidential business information without your consent.

5. Payment Terms

• Fees for Services will be outlined in your service agreement or proposal

• Payment is due according to the schedule specified in your agreement (typically monthly in advance for retainer services, or upon invoice for one-time projects)

• We accept payment via credit card, ACH transfer, or other methods specified in your invoice

• Late payments may incur a fee of 1.5% per month or the maximum allowed by law, whichever is less

• We reserve the right to suspend Services for accounts more than 15 days past due

• All fees are non-refundable unless otherwise specified in your service agreement

6. Term and Termination

6.1 Term

These Terms remain in effect for as long as you use our website or Services. Service-specific terms will be outlined in your service agreement.

6.2 Termination by Client

You may terminate retainer services with 30 days' written notice. One-time projects may be canceled according to the terms in your service agreement. Fees paid prior to termination are generally non-refundable, though we may provide prorated refunds at our discretion.

6.3 Termination by Scribecast Media

We may terminate or suspend Services immediately if you breach these Terms, fail to pay fees when due, or engage in conduct that we determine, in our sole discretion, is harmful to our business or reputation.

6.4 Effect of Termination

Upon termination, we will provide you with any completed Deliverables and assist with reasonable transition activities. We will delete or return your Client Content upon request.

7. Confidentiality

Both parties agree to keep confidential any proprietary or sensitive information disclosed during the course of our engagement. This includes, but is not limited to, business strategies, client lists, pricing, financial information, and unpublished content.Confidentiality obligations do not apply to information that: (a) is publicly available; (b) was known prior to disclosure; (c) is independently developed; or (d) is required to be disclosed by law.

8. Warranties and Disclaimers

8.1 Our Warranties

We warrant that we will perform the Services in a professional and workmanlike manner consistent with industry standards. If you are not satisfied with any Deliverable, notify us within 7 days and we will make reasonable revisions at no additional cost.

8.2 Client Warranties

You warrant that: (a) you have the authority to enter into these Terms; (b) you own or have the necessary rights to all Client Content; (c) the Client Content does not infringe any third-party intellectual property rights; and (d) the Client Content does not contain any unlawful material.

8.3 Disclaimer

EXCEPT AS EXPRESSLY PROVIDED HEREIN, OUR SERVICES AND WEBSITE ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. WE DO NOT WARRANT THAT OUR SERVICES WILL ACHIEVE SPECIFIC RESULTS, INCLUDING SUBSCRIBER GROWTH, OPEN RATES, OR REVENUE. RESULTS DEPEND ON MANY FACTORS OUTSIDE OUR CONTROL.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SCRIBECAST MEDIA SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, OR LOST DATA, ARISING OUT OF OR RELATED TO THESE TERMS OR OUR SERVICES.OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM THESE TERMS OR OUR SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO US IN THE THREE (3) MONTHS PRECEDING THE CLAIM.These limitations apply regardless of the theory of liability and even if we have been advised of the possibility of such damages.

10. Indemnification

You agree to indemnify, defend, and hold harmless Scribecast Media and its owners, employees, and contractors from any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising from: (a) your breach of these Terms; (b) your Client Content; (c) your use of the Services; or (d) your violation of any third-party rights.

11. Dispute Resolution

Any disputes arising from these Terms or our Services shall first be attempted to be resolved through good-faith negotiation. If negotiation fails, disputes shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall take place in [Your State], and the decision of the arbitrator shall be final and binding.Notwithstanding the above, either party may seek injunctive relief in a court of competent jurisdiction for any actual or threatened breach of intellectual property rights or confidentiality obligations.

12. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Idaho, without regard to its conflict of law principles.

13. Changes to Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website and updating the "Last Updated" date. Your continued use of our website or Services after such changes constitutes acceptance of the revised Terms.

14. Miscellaneous

• Entire Agreement: These Terms, together with any service agreement, constitute the entire agreement between you and Scribecast Media regarding the subject matter herein.

• Severability: If any provision of these Terms is found unenforceable, the remaining provisions shall remain in full force and effect.

• Waiver: Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

• Assignment: You may not assign or transfer your rights under these Terms without our prior written consent. We may assign our rights and obligations without restriction.

• Independent Contractors: The relationship between you and Scribecast Media is that of independent contractors. Nothing in these Terms creates a partnership, joint venture, or employment relationship.

• Notices: All notices under these Terms shall be in writing and sent to the email addresses on file.

15. Contact Information

If you have questions about these Terms, please contact us at:

Scribecast Media
Email: [email protected]
Website: scribecastmedia.com