1. Parties. This agreement is entered into between Devai Productions, a sole proprietorship operated by Eric Devai ("Contractor"), and the client identified above ("Client"). Both parties agree to the terms set forth herein as a condition of services rendered.

2. Scope of Services. Devai Productions agrees to provide the video production and/or photography services described in the project invoice associated with this contract. Any services not explicitly listed in the invoice are excluded from this agreement. Changes to the agreed scope must be documented in writing by both parties and may result in an updated invoice reflecting any additional fees or revised deliverables.

3. Deposit & Payment. A non-refundable deposit of 50% of the total project cost is required to confirm the shoot date and reserve the Contractor's time. No date is considered held or booked until the deposit is received. The remaining 50% balance is due in full upon delivery of final files. Devai Productions will not release any deliverables until full payment has been received. Invoices unpaid beyond 14 days of the delivery date may incur a late fee of 1.5% per month on the outstanding balance.

4. Cancellation & Rescheduling. Cancellations made more than 7 days prior to the scheduled shoot date will receive a full refund of the deposit. Cancellations within 7 days of the shoot date forfeit the deposit in full, as this window represents lost booking opportunity. Rescheduling requests submitted more than 72 hours before the shoot will be accommodated at no charge, subject to Contractor availability. Rescheduling within 72 hours of the shoot date will incur a $150 rescheduling fee. If Devai Productions must cancel due to an emergency or illness, the Client will receive a full refund of the deposit or a priority rescheduled date at the Client's preference.

5. Deliverables & Timeline. Final edited files will be delivered within 14 business days of the shoot date, unless a rush delivery option has been agreed upon in the invoice, in which case delivery will occur within 48–72 hours. All revision requests must be submitted within 7 days of receiving the initial delivery link. Revision rounds beyond those included in the agreed scope are available at an additional fee to be quoted at the time of request.

6. Revisions & Approval. The number of included revision rounds is specified in the project invoice. Each revision round consists of consolidated feedback submitted in a single communication. Feedback submitted separately or in multiple rounds after an approved deliverable may be treated as a new revision round. Final approval and sign-off from the Client releases Devai Productions from further revision obligations under the original agreement.

7. Client Responsibilities. The Client is responsible for obtaining all necessary location permits, property access permissions, and any other authorizations required to conduct the shoot. The Client is also responsible for securing signed model and talent releases from all identifiable individuals appearing in final media. Extended delays caused by the Client, including lack of access, key personnel not being present, or unprepared locations, may result in reduced coverage or an additional fee of $100 per hour beyond the originally scheduled shoot window.

8. Client Conduct & Set Environment. The Client agrees to maintain a safe and professional environment during the shoot. Devai Productions reserves the right to pause or terminate a shoot if the Contractor is subjected to hostile, unsafe, or otherwise unprofessional conduct. In such cases, the deposit will not be refunded and no deliverables will be owed for work not yet completed.

9. Access & Cooperation. The Client agrees to provide reasonable and timely access to all agreed-upon locations, personnel, equipment, and materials necessary for production. Failure to provide adequate access may affect the scope or quality of deliverables. Devai Productions is not responsible for missing or incomplete coverage resulting from access restrictions not disclosed prior to the shoot date.

10. Weather & Force Majeure. Outdoor shoots are subject to weather and environmental conditions. If conditions are deemed unsafe or impractical, Devai Productions will work with the Client to reschedule at no additional charge. Neither party shall be held in breach of this agreement for delays or cancellations caused by circumstances beyond their reasonable control, including but not limited to weather events, illness, natural disasters, government restrictions, or equipment failure caused by unforeseeable technical issues.

11. Drone & Aerial Operations. All drone operations are conducted in strict compliance with FAA Part 107 regulations and applicable local airspace restrictions. Devai Productions reserves the right to cancel or modify aerial coverage if conditions are deemed unsafe, if required authorizations cannot be obtained, or if local regulations prohibit flight at the agreed-upon location. Cancellation of aerial coverage for these reasons does not constitute a breach of contract; affected line items will be credited or removed from the invoice.

12. Intellectual Property & Copyright. All raw footage, unedited photographs, and project files remain the exclusive intellectual property of Devai Productions at all times. Upon receipt of final payment in full, the Client is granted a non-exclusive, royalty-free, perpetual license to use all final delivered media for lawful personal and commercial purposes within the scope of the project as described in the invoice. The Client may not resell the media, claim authorship or sole ownership, or sublicense the content to third parties without prior written consent from Devai Productions.

13. Raw Files. Raw, unedited footage and unedited photograph files are not included in any standard deliverable unless explicitly noted in the project invoice. Requests for raw files will be quoted separately and subject to a written addendum to this agreement.

14. Portfolio & Promotional Use. Unless the Client opts out as noted in this contract, Devai Productions retains the right to use any delivered final media in its portfolio, website, social media, and other promotional materials. This right persists regardless of the Client's ongoing relationship with Devai Productions.

15. Third-Party Music & Licensing. Licensed background music is provided under a royalty-free license appropriate for the agreed use cases at the time of delivery. The Client assumes full responsibility for obtaining any additional licensing required if the media is distributed in formats, platforms, or territories not covered by the original license.

16. Confidentiality. Both parties agree to keep the terms of this agreement confidential. Devai Productions agrees not to disclose any proprietary or sensitive business information shared by the Client in the course of the project to any third party without prior written consent from the Client.

17. Indemnification. The Client agrees to indemnify and hold harmless Devai Productions and its owner from any claims, damages, losses, or expenses (including reasonable attorney's fees) arising out of or related to: (a) the Client's use of delivered media beyond the licensed scope; (b) the Client's failure to obtain required permits, location clearances, or talent and model releases; or (c) any misrepresentation made by the Client in connection with this agreement.

18. Limitation of Liability. In the event of equipment malfunction, data corruption, or other technical failure beyond the Contractor's reasonable control, liability is strictly limited to a refund of the deposit amount paid. Devai Productions is not liable for any indirect, incidental, consequential, special, or punitive damages, regardless of the cause. The Contractor's total liability under this agreement shall not exceed the total amount paid by the Client for the project.

19. No Guarantee of Results. Devai Productions will deliver professional, high-quality media consistent with its portfolio and the agreed scope. However, the Contractor makes no guarantee regarding specific business outcomes, audience response, marketing performance, or listing results arising from use of delivered media.

20. Independent Contractor Status. Devai Productions operates as an independent contractor. Nothing in this agreement shall be construed to create an employment relationship, partnership, agency, or joint venture between the parties. The Contractor retains full discretion over the means and methods of production, subject to the agreed scope.

21. Non-Solicitation. Both parties agree that, for a period of 12 months following the completion of this project, neither party will directly solicit or attempt to hire any employee, contractor, or key collaborator of the other party without prior written consent.

22. Project Abandonment. If the Client fails to provide necessary feedback, approvals, or communication for a period of 30 consecutive days after the Contractor has delivered materials for review, the project may be considered abandoned. In such cases, the deposit is non-refundable, any work completed to that point is considered delivered, and any remaining balance on the invoice may still be due depending on the stage of completion.

23. Dispute Resolution. In the event of a dispute arising from or related to this agreement, both parties agree to first attempt resolution through good-faith written communication. If unresolved within 30 days, the parties agree to pursue mediation before initiating any legal action. This agreement shall be governed by and construed in accordance with the laws of the State of California, and any legal proceedings shall be conducted in Sacramento County.

24. Entire Agreement. This contract, together with the associated project invoice, constitutes the entire agreement between Devai Productions and the Client and supersedes all prior verbal or written understandings. Any modifications to this agreement must be made in writing and signed by both parties.

25. Severability. If any provision of this agreement is found to be unenforceable or invalid under applicable law, that provision will be modified to the minimum extent necessary to make it enforceable. All other provisions of this agreement will remain in full force and effect.