Terms of Use

Effective Date: 04/04/2025

Recitals

Flick Studios, a creative studio registered under the Companies Act, 2013, specializes in delivering innovative audio-visual and experiential solutions to clients.
Flick Studios provides the following services (collectively, “Services”):
- Brand Films
- CGI & 3D Animation
- Anamorphic Content
- Digital Billboards
- 2D/3D Services
- Projection Mapping
- Physical Events
- Virtual/Hybrid Events
- Keynote/PowerPoint Presentations
- Digital Content
These Terms of Use (“Terms”) govern the relationship between Flick Studios and users (“User”, “you”) accessing its Website or engaging its Services.

1. INTRODUCTION AND DEFINITIONS

1.1. Definitions

"Services": All audio-visual content services provided by Flick Studios.
"Client Materials": Content, data, intellectual properties, or assets you provide.
"Deliverables": Final products created by Flick Studios.
"Effective Date": Date you first access the Website or execute a Project Agreement.
"Confidential Information": Non-public business, technical, or financial information.
"Project Agreement": Separate contract detailing scope, fees, timelines, and deliverables.

1.2. Scope

Use of the Website, including content, tools, and interfaces.
Engagement of Services, whether through the Website, email, or offline agreements.
All interactions with Flick Studios' employees, contractors, or affiliates in relation to the Services, whether in person or digitally.

2. ACCEPTANCE OF TERMS

2.1. Binding Agreement

By accessing the Website or using the Services, you:
Confirm you are at least 18 years old or have legal parental/guardian consent;
Acknowledge these Terms form a legally binding contract;
Confirm your use is in accordance with applicable laws.

2.2. Electronic Acceptance

Your use of the Website or submission of a project inquiry constitutes electronic acceptance under Section 10A of the Information Technology Act, 2000.

2.3. Modifications
- Flick Studios reserves the right to update these Terms. Material changes will be notified via email or Website banners 10 days prior to taking effect. Continued use constitutes acceptance.

3. SERVICES AND PROJECT ENGAGEMENT

3.1. Service Descriptions

Flick Studios' Services include, but are not limited to Brand Films, CGI & 3D Animation, Anamorphic Content, Projection Mapping, Project Initiation.
Flick Studios may engage third party subcontractors (e.g., freelance animators, event technicians) with prior notice to the User.

4. USER OBLIGATIONS AND PROHIBITED CONDUCT

4.1. User Responsibilities

Provide accurate, complete, and timely Client Materials;
Secure rights for third-party assets (e.g., music, stock footage) included in Client Materials;
Designate a single point of contact for project communications.

4.2. Prohibited Activities

Use the Website or Services for unlawful purposes, including defamation, harassment, or piracy;
Bypass security measures, including CAPTCHAs or IP blocks;
Scrape, crawl, or data-mine Website content without written consent;
Misrepresent affiliation with Flick Studios.

4.3. Consequences of Breach

Immediate termination of Services.
Disclosure of information to law enforcement.
Civil claims for damages.

5. INTELLECTUAL PROPERTY RIGHTS

5.1. Ownership of Intellectual Property
- 5.1.1. Flick Studios’ Pre-Existing IP:
  - Proprietary software, algorithms, or tools used for CGI, animation, or projection mapping.
  - Templates, workflows, storyboard formats, and design libraries.
  - Trademarks, logos, branding, and Website content (e.g., case studies, demo reels).
- 5.1.2. Client Materials:
  - You retain ownership of all content, data, or assets provided to Flick Studios for Service delivery.
  - By submitting Client Materials, you warrant you own or have legally licensed all rights necessary for Flick Studios to use such materials in delivering the Services.
- 5.1.3. Deliverables:
  - Ownership of final Deliverables transfers only upon full and final payment as per the Project Agreement. Until payment is complete, Flick Studios retains sole ownership.
  - If Deliverables incorporate Background IP, Flick Studios grants you a non-exclusive, perpetual license to use such Background IP solely in connection with the Deliverables.
5.2. Moral Rights under Copyright Law
- You waive moral rights for Deliverables under the Copyright Act, 1957, to the extent permissible by law.
- Flick Studios may use, modify, or publicly display the Deliverables without attribution, including for its promotional use.
5.4. Intellectual Property Rights
- 5.4.1. Flick Studios’ Intellectual Properties:
  - Unauthorized use of “Flick Studios” trademarks, logos, copyrights or any other intellectual properties is prohibited.
- 5.4.2. Client’s Intellectual Properties:
  - You grant Flick Studios a limited, non-exclusive, royalty free license to use your intellectual properties solely to the extent necessary for Service delivery and showcasing Deliverables in Flick Studio’s portfolio or promotional material unless expressly otherwise agreed in writing.
5.5. IP Infringement Claims
- 5.5.1. Notification:
  - If you believe Flick Studios’ Services or Deliverables infringe your IP rights, notify us immediately with a detailed description and proof of ownership.
- 5.5.2. Remedies:
  - Flick Studios may modify or replace infringing elements; or terminate the Project Agreement and issue a prorated refund for undelivered portions.
- 5.5.3. Indemnification:
  - You agree to indemnify Flick Studios against claims arising from your unauthorized use of third-party IP in Client Materials or modifications to Deliverables made by you or third parties.

6. PAYMENT TERMS

Pay all fees as specified in order forms or invoices.
All amounts are non-refundable unless explicitly stated otherwise in writing.
Late payments accrue interest at 18% per annum from due date until paid.
Initial deposits are non-refundable if work has commenced.
Refunds, if any, are pro-rata based on milestones or deliverables.
Flick Studios' determination of completion is final unless there is a clear error.

7. CONFIDENTIALITY

7.1. Obligations
- Confidential Information may only be disclosed to employees/contractors with a need to know.
- Obligations survive termination for three (3) years.
7.2. Exceptions
- Independently developed information.
- Rightfully received from third parties.
- Disclosed under court order (with prior notice).
Both parties agree to protect each other’s Confidential Information using reasonable security measures, limiting access to authorized personnel, and refraining from unauthorized disclosure or use outside the scope of Services.
Upon termination or request, each party shall promptly return or securely destroy the other party’s Confidential Information.

8. LIMITATION OF LIABILITY

Flick Studios is not liable for indirect, incidental, consequential, special, punitive, or exemplary damages (including lost profits, loss of data, business interruption, reputational harm, or loss of goodwill) arising from or related to the use of the Website, Services, Deliverables, or reliance on any content therein, even if advised of the possibility of such damages.
Flick Studios’ total aggregate liability for any claims under these Terms or any Project Agreement shall not exceed the total fees actually paid by the User for the specific Services giving rise to the claim in the twelve (12) months preceding the event causing liability.
This limitation applies to all claims collectively, not per incident, and excludes liability arising from:
- Gross negligence, willful misconduct, or fraud by Flick Studios
- Bodily injury or death caused by Flick Studios’ negligence
- Breach of confidentiality obligations
- Infringement of intellectual property rights directly attributable to Flick Studios
This clause survives termination and applies to the fullest extent permitted by applicable law under the Indian Contract Act, 1872.

9. INDEMNIFICATION

You agree to defend, indemnify, and hold harmless Flick Studios, its directors, employees, affiliates, and subcontractors from and against all claims, liabilities, damages, losses, costs (including legal fees), and expenses arising from:
- Your breach of these Terms or a Project Agreement
- Your unauthorized use of the Services, Deliverables, or Website
- Infringement of third-party rights due to Client Materials or modifications to Deliverables
- Negligence, fraud, or willful misconduct
- Violation of applicable laws
This obligation includes providing Flick Studios with prompt notice of claims, sole control over the defense/settlement of such claims, and reasonable assistance in the defending such claims, at your expense.
Indemnification survives termination of these Terms and applies to the fullest extent permitted under the Indian Contract Act, 1872.

10. GOVERNING LAW AND DISPUTE RESOLUTION

10.1. Dispute Resolution
- These terms and conditions are made under, and will be construed and enforced in accordance with, the laws of India.
- Each party irrevocably and unconditionally consents and submits to the exclusive jurisdiction of the courts of India, and waives any and all right to trial by jury in any legal proceeding arising out of or related to this agreement or any transactions contemplated hereby.
10.2. Governing Law
- These Terms shall be governed and construed in accordance with the laws of India. The courts in Delhi, India, shall have exclusive jurisdiction in connection with any dispute arising out of or in connection with these Terms or any Services provided hereunder.
10.3. Arbitration
- Unresolved disputes, controversy, or claim arising out of or relating to these Terms, including breach, termination, or validity, which are not capable of being solved by mutual effort, shall be resolved exclusively by binding arbitration in Delhi, India, administered by a sole arbitrator mutually appointed by both parties. If the parties fail to agree on an arbitrator within 30 days of a written request, the arbitrator shall be appointed by the Presiding Judge of the Delhi High Court under the Arbitration and Conciliation Act, 1996.
- The arbitration shall be conducted in English, follow expedited procedures, and adhere to the substantive laws of India. The arbitrator's award shall be final, binding, and enforceable in courts of competent jurisdiction. This clause does not preclude either party from seeking interim injunctive relief in courts to prevent irreparable harm. Costs of arbitration, including legal fees, shall be borne as determined by the arbitrator.

11. TERMINATION

11.1. Termination for Cause
- Either party may terminate these Terms or a Project Agreement for material breach within 30 days’ written notice.

12. FORCE MAJEURE

Neither party shall be liable for any failure or delay in performance (except payment obligations) due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, government actions, or internet outages. The affected party shall promptly notify the other party and make reasonable efforts to mitigate the impact.

13. MISCELLANEOUS

These Terms constitute the entire agreement between you and Flick Studios regarding the subject matter hereof and supersede all prior or contemporaneous communications and proposals (whether oral, written, or electronic). If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full force and effect. No waiver of any term shall be deemed a further or continuing waiver of such term or any other term.

Contact Us

If you have any questions about these Terms of Use, please contact us at info@flickstudios.co.in