Terms & Conditions

TERMS AND CONDITIONS
Upon purchasing any Subscription Plan (the “Plan” or the “Services”) offered through www.limelitevideos.com (the “Website”), the Subscriber will be agreeing to the following terms and conditions (altogether, the “Agreement”).

1. PARTIES TO THE AGREEMENT
The following terms and conditions are agreed by and between Black Tent, LLC DBA LimeLite Videos℠ 1803 Alexandria Pike, Newport, KY 41076 (hereinafter referred to as “Black Tent”), and the buyer of the Services and/or Plan through the Website, hereinafter referred to as “Subscriber” and altogether with Black Tent, the “Parties”.

2. PROFESSIONAL SERVICE FEES
Upon purchase of any Plan offered through the Website, the Subscriber agrees to pay the recurring fees for the selected Plan that will be available at all times on the Website. No service shall be provided by Black Tent before the payment in full has been successfully made through the Website (as well as any applicable taxes) for the selected Plan and for such billing frequency as specified in the Plan (i.e., Monthly, Annual). Additionally, Subscriber expressly agrees that upon purchasing any Plan offered through the Website, is authorizing Black Tent to charge to Subscriber’s method of payment (e.g., credit card or ACH) for the fees and applicable taxes from Subscriber’s registration date based upon the chosen billing frequency (i.e., monthly, annual). Overdue charges will accrue interest monthly at the rate of 1.5% of the then-outstanding unpaid balance. Black Tent may suspend provision of Services and access to Website and/or account by Subscriber until all charges are paid in full.

3. CANCELLATION POLICY
Subscriber may cancel the Plan at any time directly through the Website or by contacting the support team at help@limelitevideos.com but the conditions stated in Section 5 will be applicable. If Subscriber cancels the Plan before the next renewal cycle, Subscriber may continue using the account and accessing Services until the end of the already paid billing term. When the subscription term Plan expires, Subscriber will no longer have access to the Services or any video assets associated with those Services. Black Tent does not provide refunds or credits for partial or unused months of Services or downgrades. If Subscriber opts to cancel the Plan and the renewal price is lower than the current listed price for said Plan (a “Grandfathered” price), the lower renewal price will no longer be available to the Subscriber. If Subscriber chooses to renew the Plan after it has been cancelled and the Subscription Term Plan has expired, the Subscriber will be charged the current listed price for the Subscription Plan. Black Tent cannot apply older or Grandfathered pricing to the new renewal purchase of a Plan. Black Tent may increase pricing applicable to the renewal of any then-current Subscription Term by providing Subscriber with notice thereof, including by email, at least thirty (30) days prior to the end of such term.

4. SATISFACTION GUARANTEE
Black Tent’s 30-day 100% Satisfaction Guarantee applies to all Month-to-Month and Annual Plans. The 100% satisfaction guarantee is a simple promise that if Subscriber does not like the Subscription Services within the first 30 days of Services, Subscriber shall request them to be reimbursed. After the 30-day term has elapsed, Subscriber shall not be entitled to any reimbursement. This Guarantee is applicable only to new Subscribers.   

5. TERM AND TERMINATION
All Plans and this Agreement will be renewed automatically (for a month or a year, depending on the Subscription Term) without the need for any notice or advisement by any of the Parties. However, upon purchase of any Annual Plan, Subscriber will have 30 days to decide to cancel the Subscription/Plan as from the date of purchase. Once the 30-day term has elapsed, Subscriber will not be able to cancel the Plan until its yearly renewal but shall be entitled to provide notice to Black Tent that Subscriber will not be renewing it after the year has passed. In this case, conditions established in Section 3 shall be applicable in relation to the Services. For Month-to-Month Plans, the minimum term of Subscription is 3 (three) months. Subscriber will have 30 days as from the date of purchase to decide to cancel the Subscription/Plan. Once the 30-day term has elapsed, Subscriber will not be able to cancel the Plan before the 3 (three) months have elapsed. In every case, Subscriber shall cancel the Plan through the Website or by contacting the Black Tent support team at help@limelitevideos.com and will waive any right to claim Black Tent for any matter related to this Agreement and/or the services included on the Plan it has purchased. Black Tent shall cancel the Plans without any liability by providing notice to Subscriber through the Website or to the Subscriber’s email contact address. 

6. DESCRIPTION OF SERVICES & CREDITS
LimeLite Videos is a hassle-free video production subscription service, owned and operated by Black Tent, LLC. By purchasing and/or subscribing to any Plan offered through the Website, Subscriber shall have access to the Services as described and detailed on the Website. If a Service is not expressly described and/or included on the purchased Plan, Subscriber shall not be entitled to it and shall purchase it as an Add-On and/or Optional Service through the Website and/or Black Tent support team at help@limelitevideos.com.  Services are reconciled on monthly basis (i.e., calendar months) and Credits detailed in every Plan must be used in the appropriate month and calendar year of the Subscription. Subscribers are encouraged to stick to a consistent schedule of Services as credits reset every calendar month and year, and do not roll-over to future year renewals.

7. SUBSCRIBER’S RESPONSIBILITIES
Subscriber will provide Black Tent with all necessary and reasonably requested information, direction and cooperation to enable Black Tent to provide the Services. Subscriber understands that the failure to provide, or cause to provide, complete, accurate, up-to-date, and timely documentation and information to Black Tent whether intentional or by error, could result in impairment or voiding of coverage or service, or errors, omissions and deficiencies in any Services. Subscribers shall request a Video Shoot anytime using the Video Request Form which is available online 24/7/365 at https://limelitevideos.com/pages/request-a-shoot. Every Video Project begins with the Video Request Form, and it is the Subscriber’s responsibility to use and send the form to schedule their Video Projects. Black Tent reserves the right to suspend provision of the Services or access to the Website to Subscriber at any time if Black Tent becomes aware of or suspects that Subscriber is in breach of this Agreement. Black Tent shall not be deemed to be in breach of this Agreement to the extent that it is exercising its right to terminate, and any termination shall be without prejudice to other rights and remedies available to Black Tent. 

8. CONFIDENTIAL INFORMATION & DATA PRIVACY
During the course of the Agreement, Subscriber may disclose Confidential Information and Personal Data. Black Tent shall be entitled to assume that if Subscriber discloses Personal Data to Black Tent is doing so in compliance with all applicable data protection and privacy laws. Black Tent agrees to hold the Confidential Information in confidence and not disclose to any third-party except as approved or directed in writing by Subscriber and will use your Confidential Information for no purpose other than for the Services. We will limit access to the Confidential Information to only those employees, officers, directors, contractors, representative and agents who are involved in providing Services. The confidentiality obligations under this Agreement will survive for five (5) years after the termination of this Agreement.

9. NON-CIRCUMVENTION
Subscriber agrees to not employ (directly or indirectly as a contractor) and not to solicit, either on your own behalf or on behalf of any other business or organization any Black Tent employees, contractors, or vendors for a period of two (2) years after the termination of this Agreement for any reason, unless you have received written approval to do so, signed by a duly authorized representative of Black Tent, and paid a $20,000 release fee. Failure to obtain a written approval will be subject to a $50,000 solicitation fee. Additionally, during your use of the Services, and for a period of two (2) years immediately after your last use of a Service, you agree to not induce any employee, vendor or independent contractor associated with Black Tent to terminate or breach their employment and/or any other contractual agreements with Black Tent.      

10. INTELLECTUAL PROPERTY
Deliverables shall include completed video files, approved scripts, and any physical media or digital files containing or comprising the finished videos as requested and agreed by the Parties (the “Deliverables”). Deliverables are the sole property of the Subscriber upon payment in full of all associated Professional Services fees of the Plan. During the term of this Agreement, all of your video assets will be stored on LimeLite storage devices and/or servers. Subscriber is and will be, the sole and exclusive owner of all right, title, and interest in and to the deliverables, including all intellectual property rights therein. We agree that with respect to any deliverables that may qualify as “work made for hire” as defined in 17 U.S.C. §101, such deliverables are deemed a “work made for hire” for you. To the extent that any deliverables do not constitute a “work made for hire” we irrevocably assign you all right, title, and interest throughout the world in and to the deliverables, including all intellectual property rights therein. Notwithstanding the foregoing, the terms of this Section are subject to the compliance of the Subscriber with this Agreement, your full payment of applicable amounts due and the terms of Sections 2. You can always request the Raw Files from your LimeLite Video Shoots; however, there is time involved with pulling these very large files from archive servers and saving them to a location that is retrievable to Subscribers. Raw File requests are managed through an Optional Add-on. The Add-on Fee is based on a per project basis, and charges vary depending on the time of the Raw Footage delivery request. Projects completed over 30 days after its termination include additional labor fees to retrieve the content from archival storage. NLE Source Files are not included in the Deliverables (only the raw camera files/footage are made available). Subscriber will indemnify the other for any loss of which could be determined by a judicial or administrative tribunal in favor of a third-party with respect to a claim or an action in which it is alleged that the use of the Deliverables, data or materials provided by the Party in connection with this Agreement violates the Third-Party's Intellectual Property Rights.

11. PORTFOLIO RIGHTS
Subscriber hereby grant Black Tent a limited, nonexclusive, non sub-licensable, royalty-free worldwide license to use, publish, and display any deliverables that we develop in connection with the Services for the purpose of marketing and advertising (the “Portfolio Rights License”). You may revoke the Portfolio Rights License at any time by sending written notice to help@limelitevideos.com. If you revoke the Portfolio Rights License, we will stop using your deliverables for marketing and advertising purposes, however your deliverables may continue to exist elsewhere online such as where the deliverables have been used by others in accordance with the Portfolio Rights License.

12. ADVERTISING
Subscriber agrees that Black Tent may identify Subscriber as a LimeLite Subscriber in advertising, media relations, trade shows, the website, and other similar promotional activities, using Subscriber’s name, brand, logo and/or trademarks in accordance with Subscriber’s trademark guidelines. Subscriber may revoke this advertising authorization at any time by sending written notice to help@limelitevideos.com. If you revoke this advertising authorization, we will stop using your name, brand, logo and/or trademarks for marketing and advertising purposes, however they may continue to exist elsewhere online.

13. USE OF THIRD PARTY LICENSED CONTENT
Subject to compliance with this Agreement and full payment of applicable amounts due, we grant Subscriber a revocable, non-exclusive, non-transferrable, royalty-free, worldwide right and license to the Licensed Content for your personal or professional use. Except as expressly permitted by us, you agree not to, directly or indirectly, stockpile, sell, lease, sublicense, distribute, copy, reproduce, republish, reverse engineer, download, data mine, or modify any Licensed Content made available through the Services. To the extent that we license the Licensed Content from any third party, including but not limited to Adobe Stock, Subscriber agrees to comply with the relevant third-party license. Except with our written permission, Subscriber may not: (i) sell, resell, rent, lease, sublicense, assign, grant a security interest in, or otherwise transfer any part of your rights to use Licensed Content apart from a design deliverable prepared by us or as part of a design product for your own personal use; (ii) change, alter, adapt, translate, convert, modify, or make any derivative works of any Licensed Content; (iii) falsely represent that you are the original creator of any Licensed Content; (iv) use Licensed Content in a pornographic, defamatory, or other unlawful manner; (vi) use Licensed Content in any way that allows others to download, extract, or redistribute Licensed Content as a standalone file or work.(vii) use Licensed Content that features models or property in connection with a subject that would be unflattering or unduly controversial to a reasonable person (for example, sexually transmitted diseases), must indicate: (1) that the content is being used for illustrative purposes only, and (2) any person depicted in the content is a model. Our licensors and Black Tent retain ownership over Licensed Content licensed from them, whether downloaded through our Stock Services or incorporated into Subscriber’s graphic design deliverable. Black Tent’s reserve the right to terminate, revoke, or withdraw all licenses upon your failure to comply with any provisions of this Agreement. In the event of any termination, you will have no further right to make use of the Licensed Content, which may include the Licensed Content that we have included in your design deliverable. 

14. TERMINATION DUE TO BREACH
Black Tent may terminate this Agreement at any time if Subscriber defaults or breaches this Agreement. Upon expiration or termination of this Agreement or the Subscription to a Services and/or a Plan, all rights under this Agreement relating to such Service will immediately terminate and Subscriber will lose all access to the applicable Service, including access to the account and Customer Content or any other files. If Black Tent terminates the Agreement due to Subscriber’s breach, any licenses to Licensed Content will terminate.

15. FORCE MAJEURE
Neither party shall be liable under this Agreement for delays or failures to perform the Services or this Agreement due to causes beyond its reasonable control. Such delays include, but are not limited to, fire, natural catastrophe, government legislation, acts, orders, or regulation, strikes or labor difficulties, to the extent not occasioned by the fault or negligence of the delayed party. Any such excuse for delay shall last only as long as the event remains beyond the reasonable control of the delayed party. The delayed party shall use its best efforts to minimize the delays caused by any such event beyond its reasonable control. If the force majeure event continues for more than thirty (30) calendar days, then either party may terminate the Agreement upon written notice to the other party.

16. ADDITIONAL PROVISIONS
The validity and enforceability of this Agreement will be interpreted in accordance with the laws of the State of Ohio applicable to agreements entered into and performed in the State of Ohio. This Agreement is our entire understanding and may not be modified in any respect except in an executed agreement. And if either party commences legal proceedings to interpret or enforce the terms of this Agreement, the prevailing Party will be entitled to recover court costs and reasonable attorney fees. 

17. LIMITATION OF LIABILITY
Black Tent does not guarantee or make any representation or warranty that Services can be provided on terms acceptable to Subscriber. Under no circumstances Black Tent shall be responsible for any data lost, corrupted or rendered unreadable due to (i) communication and/or transmissions errors or related failures, (ii) equipment failures (including but not limited to silent hardware corruption-related issues),  (iii) failure to backup or secure data; (iv) data breaches; (v) hacking or (vi) any error or omission of Black Tent, its contractors and/or providers that could negatively impact its hardware, software, equipment or servers. Unless expressly stated in this Agreement, we do not warrant or guarantee that any maintained storage device or functionality, data backup device or functionality, or load balancing functionality will operate in an error-free manner. Additionally, Black Tent will not be responsible for losses suffered or incurred, or that the Subscriber or a third party alleges have been incurred or suffered, attributable to: (i) Subscriber’s negligence, operator error, or use of the Website not in accordance with this Agreement or any other abuse or misuse of the Website; (ii) malfunction of Subscriber's hardware, third party software, internet connection or incompatibility, or firewalls or any viruses introduced through Subscriber’s systems, or any anti-virus software; (ii) either the delay or the alleged delay in the correction of a programming error or an error in the source code not attributable to Black Tent. Except as expressly set forth in this Agreement, Black Tent expressly disclaims any warranty, express or implied, including but not limited to any implied warranty of satisfactory quality or fitness for a particular purpose. The maximum aggregate liability of Black Tent to Subscriber for any and all Losses arising out of this Agreement or relating to the provision of any Services and/or Plan at any time shall not exceed an amount equal to one time the Fees of the contracted Plan. Black Tent shall have no liability for the acts or omissions of any third party (other than Black Tent’s employees or subcontractors). In no event shall Black Tent be liable to Subscriber or any third party for any loss of profit or incidental, consequential, special, indirect, punitive or similar damages. The provisions of this Section 17 shall apply to the fullest extent permitted by law. 

18. MISCELLANOUS
This Agreement sets forth the entire understanding of the Parties hereto relating to the subject matter hereof and all prior and contemporaneous understandings relating to the same have been merged herein. If any one or more of the provisions contained in this Agreement shall for any reason in any jurisdiction be held excessively broad as to time, duration, geographical scope, activity, or subject, it shall be construed, by limiting and reducing it, so as to be enforceable to the extent compatible with the applicable law of such jurisdiction as it shall then appear. The headings of paragraphs, subparagraphs, sections, and other subdivisions of this Agreement are for convenient reference only, and they shall not be used in any way to govern, limit, modify or construe this Agreement or any part or provision thereof. And if any part of this Agreement is declared unenforceable or invalid, all remaining clauses in this Agreement shall remain binding on the customer.