Client Service Agreement
Last updated: December 22, 2025
This Client Service Agreement (the "Agreement") is entered into by and between Solo Studio, a creative agency organized under the laws of India ("Agency"), and the entity or individual engaging the Agency's services ("Client").
By purchasing a service plan, signing a statement of work, or utilizing the Agency's client portal, the Client acknowledges that they have read, understood, and agreed to be bound by the terms and conditions set forth herein.
1. Definitions
- "Deliverables" means the final video content, audio files, scripts, and other creative materials provided to the Client by the Agency.
- "Services" means the AI-powered video production, editing, avatar creation, and strategy services provided by the Agency.
- "Client Materials" means all text, images, video, audio, and other content provided by the Client to the Agency for use in the Services.
- "Background Technology" means all software, AI models, algorithms, tools, and pre-existing intellectual property owned or licensed by the Agency.
2. Scope of Services
The Agency agrees to provide the Services as described in the specific plan or package selected by the Client. The Agency utilizes a hybrid workflow combining proprietary AI technologies and professional human oversight to deliver high-quality content.
The Agency reserves the right to modify its production methods, tools, and workflows at its discretion, provided that such modifications do not materially degrade the quality of the Deliverables.
3. Client Obligations & Warranties
The Client represents and warrants that:
- They have the full legal authority to enter into this Agreement.
- They own or have secured all necessary rights, licenses, consents, and permissions for all Client Materials provided to the Agency.
- The Client Materials do not infringe upon the intellectual property rights, privacy rights, or publicity rights of any third party.
- They will provide timely feedback and approvals to facilitate the production schedule.
4. Intellectual Property Rights
4.1 Ownership of Deliverables. Upon full payment of all applicable fees, the Agency hereby assigns to the Client all right, title, and interest in and to the final Deliverables, subject to the Agency's retained rights in Background Technology.
4.2 Agency Rights. The Agency retains all rights, title, and interest in its Background Technology, AI models, workflows, and general know-how. The Agency grants the Client a perpetual, worldwide, non-exclusive, royalty-free license to use such Background Technology solely as incorporated into the Deliverables.
4.3 Portfolio License. Unless a separate Non-Disclosure Agreement (NDA) is executed, the Client grants the Agency a non-exclusive, royalty-free license to display the Deliverables in its portfolio, website, social media, and marketing materials for the sole purpose of demonstrating the Agency's capabilities.
5. Confidentiality
Both parties agree to maintain the confidentiality of all proprietary information exchanged during the term of this Agreement ("Confidential Information"). Confidential Information shall not be disclosed to any third party without the prior written consent of the disclosing party, except as required by law or to professional advisors bound by confidentiality obligations.
6. Payment Terms
6.1 Fees. Fees for Services are set forth in the applicable pricing plan or statement of work. All fees are quoted in USD unless otherwise stated.
6.2 Billing. Subscription and retainer fees are billed in advance. Overage fees or add-on services will be billed in the subsequent billing cycle or upon request.
6.3 Late Payment. Failure to pay fees when due may result in the immediate suspension of Services and withholding of Deliverables.
7. Indemnification
The Client agrees to indemnify, defend, and hold harmless the Agency, its officers, directors, employees, and agents from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to:
- The Client's breach of any representation or warranty in this Agreement.
- The Agency's use of Client Materials in accordance with this Agreement.
- Any claim that the Client Materials infringe upon the rights of a third party.
8. Disclaimer of Warranties
THE SERVICES AND DELIVERABLES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE AGENCY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
The Agency does not warrant that the Services will be uninterrupted or error-free, that defects will be corrected, or that the Deliverables will meet the Client's specific requirements or expectations. The Client acknowledges that AI-generated content may contain inaccuracies or "hallucinations" and agrees that it is the Client's sole responsibility to verify the accuracy and legality of all Deliverables before public release.
9. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE AGENCY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES. THE AGENCY'S TOTAL AGGREGATE LIABILITY FOR ANY CLAIM ARISING OUT OF THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY THE CLIENT TO THE AGENCY IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
10. Term and Termination
This Agreement shall remain in effect so long as the Client maintains an active subscription or has an open project with the Agency. Either party may terminate this Agreement for material breach if the breach is not cured within thirty (30) days of written notice.
11. General Provisions
11.1 Governing Law. This Agreement shall be governed by the laws of India. Exclusive jurisdiction for any disputes shall lie with the courts of Hyderabad, India.
11.2 Independent Contractor. The Agency is an independent contractor, not an employee or partner of the Client.
11.3 Severability. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
11.4 Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior understandings, whether written or oral.
12. Contact Information
Notices and communications regarding this Agreement should be directed to:
Solo Studio Legal Team
Email: trysolo.studio@gmail.com