FRAME TIDE POST LLC - TERMS OF SERVICE

This document governs the provision of services by Frame Tide Post LLC (hereinafter, “The Provider”) and the contracting entity (hereinafter, “The Client”). By subscribing to and accessing the Frame Tide Post LLC portal, the Client unconditionally accepts the following terms.

1. Nature of Service and Operational Capacity (“Lanes” and “Waves”)

1.1. Waves. A wave is a batch of one or more videos that the Client builds and launches together through the portal, and that the Provider edits and delivers together. The wave is the unit of production for all purposes of these Terms.

1.2. Capacity Model. The monthly subscription fee ($2,299 USD or $3,799 USD) secures access to the Provider’s technological infrastructure and sequential production capacity in “Lanes”. This fee does not guarantee a fixed or unlimited volume of monthly deliverables.

1.3. Wave Capacity. Each wave has a fixed editing capacity. The portal calculates how much of it each video uses, based on the parameters the Client selects, and does not accept a wave that exceeds it. A single video that exceeds the capacity of a full wave falls outside the scope of this service. The delivery windows in Clause 3 apply to the wave as a whole, regardless of how much of its capacity is used.

1.4. Sequential Capacity. Under the Growth Plan (1 Lane), one (1) wave is in production at a time. Under the Scale Plan (2 Lanes), up to two (2) waves are in production simultaneously. Waves launched beyond the contracted Lane capacity remain in the Queue and enter production as Lanes become available. A Lane becomes available when the wave occupying it leaves production.

1.5. Drafts and Editing. A wave that has not been launched remains a draft: it is not part of the Queue and does not start any delivery window. Drafts may be deleted automatically after twenty-four (24) hours if they contain no videos, or after fourteen (14) days without activity. The Client may edit a launched wave while it remains in the Queue. Once it enters production, its content is fixed.

1.6. Queue Priority. The Client assigns a priority number to each wave through the portal, which determines the order in which queued waves enter production. A lower number indicates higher priority. Where two waves share the same priority number, the earlier launch enters production first.

1.7. Priority of Revisions. Any revision request by the Client assumes absolute priority within the corresponding Lane. Any wave actively in production for that Client is automatically placed in Standby status, and its delivery clock is paused, until the revision is completed and delivered. The paused wave resumes with its full remaining time intact.

2. Scope of Work and Technical Limitations

2.1. Declared Parameters. The Client declares the parameters of each video when building a wave. The Provider verifies them against the source material before production and may reclassify any video whose parameters do not match. If a reclassified wave exceeds its capacity, it is placed in a clarification hold under Clause 3.5 until the Client decides which video moves to a new wave.

2.2. File Limits. The maximum storage volume accepted per wave shall not exceed sixty gigabytes (60 GB).

2.3. Source Material Hosting. The Provider does not host the Client’s source material. The Client is responsible for hosting all raw footage and providing a functional access link for each video. Links that are expired, permission-restricted, or otherwise inaccessible constitute a failure to deliver usable materials under Clause 3.5.

2.4. Excluded Formats. Uncompressed RAW codec files (e.g., RED RAW, ARRI RAW) will be automatically rejected due to bandwidth and operational speed impacts.

2.5. Resolution. Maximum delivery resolution is 4K.

2.6. Graphics Scope. The service covers editorial work, including assembly, pacing, color and sound, with supporting graphic treatment. The following is the operative definition:

Included: lower thirds; animated titles and on-screen text; subtitles and animated captions; transitions; simple logo stings; brand graphic treatment; rotoscoping and trending effects (Complex videos only); AI elements such as animating a still image or AI transitions (Complex videos only).

Excluded: animated explainers; full motion graphics pieces; UI or product animation; animated infographics; 3D; heavy custom VFX; AI lip-sync.

Where animation ceases to be supporting treatment and becomes the primary content of the deliverable, the request falls outside the scope of this service. Film-level color grading is likewise excluded.

2.7. Excluded Categories. Frame Tide Post LLC strictly prohibits and will not process waves for the following content categories regardless of raw footage length: wedding videos, feature films, documentaries exceeding twenty (20) minutes of finished runtime, and projects requiring heavy custom 3D or VFX work. Any wave falling into these categories will be rejected.

3. Service Level Agreements (SLA) and Turnaround Times

3.1. Initial Version. The Provider will deliver Version 1 (V1) of the wave, comprising all of its videos delivered together, within a maximum of forty-eight (48) consecutive hours, calculated in accordance with Clause 3.4. The Provider may deliver at any point within the applicable window.

3.2. Revisions. Each revision round will be delivered within a maximum of twenty-four (24) consecutive hours, calculated in accordance with Clause 3.4.

3.3. SLA Activation. The SLA calculation begins strictly and exclusively at the moment the wave is classified as “In Production” within the Client portal. Launching a wave does not itself start the delivery clock.

3.4. Time Calculation and Closure Periods. All delivery windows are measured in consecutive hours, running twenty-four (24) hours per day, in United States Eastern Time (America/New_York), with daylight saving transitions applied automatically. The clock is suspended entirely during the following closure periods:

  • Weekends, from Saturday 00:00 ET until Monday 00:00 ET.

  • December 24, from 00:00 until 00:00 on December 25.

  • December 25, from 00:00 until 00:00 on December 26.

  • December 31, from 00:00 until 00:00 on January 1.

  • January 1, from 00:00 until 00:00 on January 2.

Suspension runs from midnight to midnight. A wave with thirty (30) hours remaining at 23:59 on a Friday retains thirty (30) hours at 00:00 on the following Monday.

These are the only periods excluded from SLA calculation. United States Federal Holidays other than those listed above are not excluded.

Where a wave enters production during a closure period, the clock begins at 00:00 on the next open day.

3.5. Suspension for Missing or Deficient Materials. Where source materials are corrupted or inaccessible, where technical limits under Clause 2 are exceeded, where excluded services are requested, or where the wave does not permit the Provider to proceed without a response from the Client, the Provider may place the wave in a clarification hold. During a clarification hold the delivery clock is suspended and the Lane is released to the next queued wave. Upon the Client’s response, the wave resumes with the full remaining time intact and returns to active production. The determination that a clarification hold is required rests solely with the Provider.

3.6. Definition of a Revision Round. A revision round is formally submitted when the Client clicks “Send for Review” within the portal. That submission determines which comments belong to the round: comments left on the review platform without submitting the round through the portal are not part of it, and comments added after a round has been submitted constitute a new round requiring a new submission. A round covers the whole wave. Videos that receive no comments in a submitted round are considered approved.

The delivery window under Clause 3.2 begins when the revision is classified as “In Production”, in accordance with Clause 3.3. Because revisions carry absolute priority under Clause 1.7, a submitted revision displaces the wave then occupying the Lane and enters production ahead of it.

3.7. Unlimited Revision Rounds. There is no cap on the number of revision rounds per wave. Revision capacity is governed by the Lane model set forth in Clause 1.

3.8. Delivery. A deliverable is considered delivered when the Provider makes it available to the Client through the portal. All videos in a wave are delivered together. Final approved files are made available through a dedicated storage folder linked from the portal.

4. Operational Protocol and Client Obligations

4.1. Exclusive Infrastructure. All waves, asset uploads, communication, and revision cycles must be executed through the designated infrastructure: the Client Portal and the review platform.

4.2. Asynchronous Operation. The service model is 100% asynchronous by nature. It does not include coordination calls, review meetings, or project management via email or instant messaging applications.

4.3. Official Communication Channels. All administrative inquiries, strategic questions, and general support must be directed exclusively through the message center within the Client Portal. Frame Tide Post LLC does not provide customer support, project management, or status updates via direct messaging platforms (including but not limited to Slack, WhatsApp, SMS), personal social media channels, or unauthorized email threads.

4.4. Support Response Time. The Provider commits to a response time of up to twenty-four (24) consecutive hours for inquiries submitted through the portal message center, calculated using the same closure periods set forth in Clause 3.4.

4.5. Brand Assets. The Client may upload brand assets to storage folders provided by the Provider. The Client warrants that it holds the necessary rights to all uploaded materials. The Provider does not verify, curate, or maintain backup copies of Client-uploaded brand assets, and the Client remains solely responsible for retaining its own copies.

5. Data Retention and Backups

5.1. Retention Periods. The Provider retains wave materials on its systems for the following periods, measured from the date a wave is marked Delivered:

  • Internal production backups, comprising project files and working footage: fifteen (15) days.

  • Final delivered masters: ninety (90) days.

5.2. Deletion. Upon expiry of the applicable period, materials are permanently deleted without further notice. Recovery is not possible.

5.3. Client Responsibility. The Client is solely responsible for maintaining its own backups of both source material and final deliverables. The Provider’s retention periods are an operational convenience and do not constitute an archival or backup service.

5.4. Termination. Upon cancellation or termination of the subscription, portal access is revoked and the retention periods in Clause 5.1 continue to run from each wave’s original delivery date. The Client is responsible for downloading any materials it wishes to retain prior to cancellation.

6. Financial Terms, Pilot Week, and Cancellation

6.1. Billing. Recurring subscriptions are automatically billed in advance every thirty (30) days.

6.2. Pilot Week, Duration, and Subscription Credit. The “Pilot Week” ($149 USD) constitutes a limited-access trial for one (1) wave including one (1) round of revision. The total execution window, including launching the wave, V1 delivery, and submission of the single permitted revision, is strictly capped at seven (7) consecutive calendar days from the date of payment. If the Client fails to submit revision requests within this timeframe, the initial delivery will be deemed automatically approved and the trial period will expire. The Pilot Week does not grant continuous access to the Lanes system capacity.

Should the Client subsequently enroll in a recurring subscription plan, the $149 USD Pilot Week fee will be deducted exclusively from the first month’s subscription payment. To claim this deduction, the Client must apply the promotional code “PILOTWEEK” during checkout. Failure to apply the code at the time of the initial transaction constitutes an absolute waiver of this deduction, and no retroactive credits or partial refunds will be issued.

6.3. Cancellation. The Client may cancel their subscription at any time prior to their next billing date. Cancellation terminates the agreement and releases the allocated Lane capacity back to the Provider. No prorated refunds will be issued for contracted Lane capacity not utilized during an active billing cycle.

7. Intellectual Property and Indemnification

7.1. Ownership. Full intellectual property rights over the final rendered assets are transferred to the Client upon completion of payment for the corresponding cycle.

7.2. Raw Material Liability. The Client warrants that they possess the necessary copyrights, distribution licenses, and image releases for all provided materials.

7.3. Indemnification. The Client shall indemnify and hold Frame Tide Post LLC harmless against any litigation, claim, or legal cost arising from copyright infringement related to the provided source materials.

7.4. Third-Party Assets. Stock music and generative AI tools used in production are licensed by the Provider and included at no additional cost. Rights to such assets are granted to the Client for use within the delivered work only and do not extend to independent reuse.

8. Confidentiality and Portfolio Use

8.1. Confidentiality. Frame Tide Post LLC will maintain strict confidentiality regarding all raw materials and unpublished projects.

8.2. Portfolio. The Client indicates its portfolio permission preference during account setup within the portal. Where permission is granted, Frame Tide Post LLC may use segments of the completed work for exhibition in its corporate portfolio. The Client may withdraw this permission at any time by written request, effective for future publication.

9. Relationship of the Parties

9.1. Independent Contractor. Frame Tide Post LLC operates strictly as an Independent Contractor. This agreement does not establish an employment, partnership, or joint venture relationship.

10. Force Majeure and Technological Reliance

10.1. Technological Exemption. Frame Tide Post LLC is exempt from strict SLA compliance in the event of delays caused by systemic failures in third-party infrastructures that support the service (including, but not limited to, Amazon Web Services, Softr, Airtable, n8n, Google Drive, Frame.io, and Stripe).

11. Jurisdiction and Governing Law

11.1. Governing Law. This agreement shall be governed by, construed, and enforced in accordance with the state and federal laws of the State of Wyoming, United States, without giving effect to conflict of laws principles. Any legal dispute shall be resolved in the courts of said jurisdiction.

12. Non-Solicitation

12.1. Anti-Poaching. The Client is strictly prohibited from attempting to hire, subcontract, or directly solicit services from any Project Manager, Senior Editor, or contractor affiliated with Frame Tide Post LLC. This restriction shall apply during the term of the subscription and for a period of twenty-four (24) months following its termination.

13. Cap on Liability

13.1. Monetary Cap. In the event of operational failures, loss of data assets, or failure to meet delivery times, the maximum financial liability of Frame Tide Post LLC shall be limited to the equivalent of the monthly fee paid by the Client in the exact month of the incident.

13.2. Waiver of Indirect Damages. Frame Tide Post LLC shall not be liable under any circumstances for indirect, punitive, or consequential damages, loss of profit, or loss of commercial revenue to the agency or its end clients.

14. Content Restrictions (Right of Refusal)

14.1. Prohibited Content. Frame Tide Post LLC reserves the unilateral, immediate, and unappealable right to reject materials and cancel subscriptions without refund if the provided content is illegal, pornographic, promotes violence, hate speech, or violates any federal regulations of the United States.

15. Severability

15.1. Remaining Validity. If a court of competent jurisdiction rules that any provision of this agreement is invalid, void, or unenforceable, such determination shall not affect the validity or enforceability of the remaining provisions, which shall remain in full legal force and effect.

16. Disclaimer of Warranties

16.1. “As-Is” Provision. While the Provider commits to meeting the stipulated technical parameters and turnaround times, the final service is provided “As-Is”. Frame Tide Post LLC explicitly disclaims any warranty of commercial performance, Return on Investment, or fitness for a particular purpose derived from the use of the video.

17. Right to Subcontract

17.1. Delegated Operation. The Client acknowledges and agrees that Frame Tide Post LLC reserves the absolute right to wholly or partially subcontract editing tasks, quality control, and operational management to independent contractors previously vetted by the LLC and bound by confidentiality agreements of equal strictness to this document.

18. Amendments

18.1. Updates. Frame Tide Post LLC reserves the right to modify these Terms, pricing, and service parameters at any time. The Client will be notified at least thirty (30) days in advance. Maintaining the subscription following notification shall constitute legal consent to the new terms.

19. Entire Agreement

19.1. Integration Clause. This document constitutes the sole, complete, and exclusive agreement between the parties. It supersedes and nullifies any preliminary proposal, verbal agreement, promise made in sales calls, or prior document (including copies on the website) that conflicts with the stipulations herein.

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