DREAMWORK LABS LLC (“Dreamwork Labs”) provides strategic 3D animation, content creation, and brand-building services subject to the terms and conditions set forth in this Subscription Agreement (the “Agreement”). Please read these terms carefully. In this Agreement, “you” and “your” refer to the person or entity utilizing our services. Dreamwork Labs and you are collectively referred to as the “Parties” and individually as a “Party.” This Agreement is effective as of the date you click the “Pay” button (the “Effective Date”).
By clicking the “Pay” button, you agree to be bound by the terms of this Agreement. If you do not agree, please click “Cancel.” However, using Dreamwork Labs’ services constitutes your acceptance of this Agreement
1.1 Services. Dreamwork Labs will provide services related to your 3D animation and brand-building efforts (the “Services”). The specific Services are detailed in one or more Product Descriptions within your subscription invoice. Any services not included in a Product Description are outside the scope of this Agreement.
1.2 Dreamwork Labs Obligations. Dreamwork Labs will deliver the Services in a professional, diligent, and commercially reasonable manner, adhering to project deadlines whenever possible. Dreamwork Labs reserves the right to hire personnel to assist in providing the Services. We remain responsible for the performance and payment of all such personnel, and for ensuring their compliance with this Agreement. You acknowledge that Dreamwork Labs is free to offer similar services to other clients, even if they are in competition with you.
1.3 Client Obligations. You acknowledge that the successful completion of deliverables requires your cooperation. You will: (a) assist in all matters relating to the Services; (b) provide access to your facilities, documents, databases, and personnel as reasonably necessary; (c) supply complete and accurate materials or information promptly as requested; and (d) respond quickly to any requests necessary for Dreamwork Labs to perform the Services under this Agreement.
1.4 Effect of Delays. Dreamwork Labs will not be deemed in breach of this Agreement or liable for any costs, charges, or losses incurred if our performance is delayed by any act or omission on your part. We will not be responsible for any consequential, incidental, or other damages resulting from deadline adjustments caused by your actions or inactions.
2.1 Term. This Agreement (the “Initial Term”) begins on the Effective Date and continues until the end date set forth in the corresponding Scope unless terminated earlier as outlined in Section 2.2. The Agreement automatically renews on a month-to-month basis (each a “Renewal Term”) until either Party requests termination as specified in Section 2.2.
2.2 Termination. Either Party may terminate this Agreement at any time, for any reason, with 30 days’ notice. Dreamwork Labs may terminate immediately if you fail to pay fees due within 10 days of their due date. You are responsible for paying for Services provided up to the termination date.
3.1 Service Fees. You agree to pay Dreamwork Labs the fees outlined in each Scope and according to the terms of this Agreement.
Fixed-price Services are payable as a lump sum or in installments, as stated in the applicable Scope. Time and materials-based Services will be billed according to our hourly rates. You also agree to reimburse us for any reasonable out-of-pocket expenses incurred in performing the Services.
3.2 Subscription. You agree to pay Dreamwork Labs for your chosen subscription as listed on your subscription selection, which is incorporated into this Agreement. Billing may be monthly or annual. Annual subscriptions are charged in full on the Effective Date, while monthly subscriptions are charged monthly starting on the Effective Date. Subscription changes are only permitted at renewal. Prices may change, and you will be notified in writing. Continued use of the services after 15 days of notice will constitute acceptance of the new prices.
3.3 Late Fees. If you fail to pay any fees within 30 days of the invoice date, a monthly Late Fee of 10% of the Outstanding Balance or the maximum legal interest, whichever is less, will apply. Dreamwork Labs reserves the right to suspend all Services until any outstanding balance and applicable late fees are paid in full.
4.1 Confidential Information. Both Parties agree to keep all terms, conditions, and shared information confidential. Confidential information shall only be used for rendering or obtaining Services under this Agreement. These obligations continue during the Term and for one year after termination.
4.2 Non-Solicitation. During the Agreement and for one year after termination, you agree not to solicit, hire, or engage any Dreamwork Labs employees, agents, or consultants.
5.1 Definitions. Key terms include “Client Materials,” “Deliverables,” “Intellectual Property Rights,” “Dreamwork Labs Materials,” and “Third-Party Materials.”
5.2 Ownership of Deliverables. Upon full payment, you will own all right, title, and interest in the Deliverables. Dreamwork Labs assigns all associated Intellectual Property Rights to you.
5.3 Third-Party Materials. Deliverables may include Third-Party Materials, subject to third-party licenses, which you must comply with.
5.4 Dreamwork Labs Materials. Dreamwork Labs retains ownership of its own proprietary materials, granting you a limited license to use them as necessary for your Deliverables.
5.5 Client Materials. You retain ownership of all Client Materials, granting Dreamwork Labs a license to use them in developing the Deliverables.
6.1 Mutual Indemnification. Each Party agrees to indemnify the other against claims arising from breaches of this Agreement or gross negligence.
Each Party agrees that a breach of Confidentiality or Intellectual Property Rights may cause irreparable harm, entitling the
non-breaching Party to seek injunctive relief.
8.1 Relationship of the Parties; No-Exclusivity. The Parties are independent contractors. No agency, partnership, or exclusive relationship is formed by this Agreement.
8.2 Assignment. Neither Party may assign rights or delegate obligations without the other Party’s written consent.
8.3 Force Majeure. Neither Party will be liable for delays caused by force majeure events, such as natural disasters or labor stoppages.
8.4 Entire Agreement; Amendment. This Agreement, including all Scopes, constitutes the entire agreement between the Parties. Amendments must be in writing and signed by both Parties.
8.5 Notices. Notices must be sent in writing via email with confirmation, hand delivery, or to the provided business address.
8.6 Waiver. No failure to exercise a right under this Agreement constitutes a waiver of that right.
8.7 No Third-Party Beneficiaries. This Agreement benefits only the Parties and their permitted successors and assigns.
8.8 Severability. If any provision is deemed invalid, it may be severed without affecting the remainder of the Agreement.
8.9 Governing Law and Jurisdiction. This Agreement is governed by the laws of Virginia, with disputes resolved in Virginia state or federal courts.
8.10 Survival. Certain provisions, such as payment obligations, confidentiality, and intellectual property rights, will survive termination.
8.11 Counterparts. This Agreement may be executed in multiple counterparts, including digital signatures.
8.12 Code of Ethics, Conduct & Values. Dreamwork Labs does not tolerate unethical behavior or language. Violations may result in immediate termination of services.
8.13 Ethical Content Creation Policy. Dreamwork Labs will not create content that is unethical or discriminatory. Persisting in such requests will result in termination.
