Access to and use of this site, our services, and the information contained on it is strictly subject to these terms and conditions and privacy policy below. No other conditions shall apply and if you do not wish to be bound by them, please leave the site now. If you have any queries regarding this site please contact us at: support@brightpathmedia.com.
Copyright Information
No permission to copy, reproduce, modify or download the site or any part of it is given and in particular nothing on this site may be reproduced for use in any publication or distributed for any purpose without the prior written permission of Bright Path Media.
All trade marks, graphics, logos, text and design used on this site belong to Bright Path Media or our licensors.
All rights relating to such trade marks, logos, copyright, know-how and any other intellectual property rights are reserved to Bright Path Media or its licensors. Any information on this site is up-to-date at the time it is posted but is subject to subsequent variation, without notice. Your continued use of the site following such change shall be deemed to be your acceptance of such change.
Disclaimer of Warranties & Accuracy of Data
Any information or advice given on this site is meant for guidance purposes only and is not meant to be relied upon as statements or presentations of fact. While we have taken every reasonable precaution and care in compiling this site, we do not make any representations or warranties of any kind (express or implied) as to the accuracy or content of any information given and the owners of this site will not be responsible for any manifest errors. Bright Path Media does not warrant that your use of this site will be uninterrupted or error free.
Although the data found using the Bright Path Media website have been produced and processed from sources believed to be reliable, no warranty, expressed or implied, is made regarding accuracy, adequacy, completeness, legality, reliability or usefulness of any information. This disclaimer applies to both isolated and aggregate uses of the information. Bright Path Media provides this information on an “as is” basis. All warranties of any kind express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, freedom from contamination by computer viruses and non-infringement of proprietary rights are disclaimed. Changes may be periodically made to the information herein; these changes may or may not be incorporated in any new version of the publication. If you have obtained information from the Bright Path Media website from a source other than its website, be aware that electronic data can be altered subsequent to original distribution. Data can also quickly become out of date. It is recommended that careful attention be paid to the contents of any data associated with a file, and that the originator of the data or information be contacted with any questions regarding appropriate use. If you find any errors or omissions, we encourage you to report them using Bright Path Media’s website contact form.
Disclaimer of Liability
Your use of this site and the materials contained in it are done so entirely at your own risk. Bright Path Media does not accept any liability for losses or damages, whether direct or indirect, that you may suffer as a result of your use of this site or your reliance upon the contents of this site, including but not limited to system failure, access delays or interruption, computer viruses, breaches of security or unauthorised use of the system arising from “hacking” or otherwise. This site is made available on the basis that all liability whatsoever for any loss or damage arising out of or in connection with your use of this site, or reliance upon the contents of this site, is excluded by Bright Path Media to the fullest extent permitted by law.
Neither Bright Path Media nor any of its employees shall be held liable for any improper or incorrect use of the information described and/or contained herein and assumes no responsibility for anyone’s use of the information. In no event shall Bright Path Media or its employees be liable for any direct, indirect, incidental, special, exemplary, or consequential damages (including, but not limited to, procurement or substitute goods or services; loss of use, data, or profits; or business interruption) however caused and on any theory of liability, whether in contract, strict liability, or tort (including negligence or otherwise) arising in any way out of the use of this system, even if advised of the possibility of such damage. This disclaimer of liability applies to any damages or injury, including but not limited to those caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction or unauthorized access to, alteration of, or use of record, whether for breach of contract, tortuous behavior, negligence or under any other cause of action.
Disclaimer of Endorsement
In some instances, Bright Path Media may distribute content sometimes supplied by third parties and users. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties, including information providers, users, or others, are those of the respective author(s) or distributor(s) and do not necessarily state or reflect those of Bright Path Media and shall not be used for advertising or product endorsement purposes. Reference herein to any specific commercial products, process, or service by trade name, trademark, manufacturer, or otherwise, does not constitute or imply its endorsement, recommendation, or favoring by the State.
Disclaimer of External Links
Bright Path Media’s website contains links to other related web sites and resources. Bright Path Media is not responsible for the contents of any off-site pages referenced. The user specifically acknowledges that Bright Path Media is not liable for the defamatory, offensive, or illegal conduct of other users, links, or third parties and that the risk of injury from the foregoing rests entirely with the user.
Where this site is hypertext linked to any site operated by any third party, we accept no responsibility or liability arising in respect of any content on such site nor shall their presence be deemed to be a recommendation of such site by Bright Path Media.
Policy for Individuals UNDER 13 YEARS OF AGE
Bright Path Media is committed to complying fully with the Children’s Online Privacy Protection Act. Accordingly, if you are under the age of 13, you are not authorized to provide us with personally identifying information, and we will not use any such information in our database or other data collection activities. We appreciate your cooperation with this federally mandated requirement. Users are cautioned that the collection of personal information volunteered by children on-line or by e-mail will be treated the same as information given by an adult and may be subject to public access.
Choice of Law
Construction of the disclaimers above and resolution of disputes thereof are governed by
the laws of the United States. The laws of the U.S.A. shall apply to all uses of this data and this system. By use of this system and any data contained therein, the user agrees that use shall conform to all applicable laws and regulations and user shall not violate the rights of any third parties.
Service Agreement
By entering into a working relationship with Bright Path Media, you (“Client”) agree and accept to the following terms and agreements. This agreement is made between the Client, and Bright Path Media, LLC (“Bright Path Media”).
1. Services Performed by Bright Path Media
a) Bright Path Media agrees to perform the work requested by the Client in accordance with this agreement.
2. Payment of Services to Bright Path Media
a) Client shall pay Bright Path Media the full total of the cost for the services before commencing any work related to the services requested by the Client.
b) Provided that the Client abandons, breaches, or terminates this agreement, Client agrees:
• to pay Bright Path Media for rendered services in full within 7 days after termination of working relationship, if there is a balance remaining for the services requested by the Client.
• a termination fee of 15% of total cost for such rendered services, if deemed appropriate by Bright Path Media due to resource allocation.
• and if there is a balance remaining that is not paid within 30 days, Bright Path Media holds the right to report the Client to third-party businesses and credit bureaus if deemed necessary by Bright Path Media.
3. Expenses
Bright Path Media will not be reimbursed for any third-party expenses incurred in connection with the performance of services under this Agreement, unless those expenses are necessary and approved in advance and in writing by Client.
4. Invoices & Proposals
Bright Path Media shall submit invoices or proposals for all services requested by the Client. Client shall pay Bright Path Media within 7 days after receipt of each invoice or proposal in order to commence the work on the services requested by the Client.
‣ Please note that estimates of costs are subject to change if workload is higher than estimated after the work on the services has commenced. In which case, the Client will be promptly notified before any changes are to become applicable to safe guard the Client from incurring undesired additional charges. Approval from the Client for the additional charges will be needed in writing before continuing the work, if applicable.
5. Bright Path Media is an Independent Contractor
Bright Path Media is an independent contractor, and neither Bright Path Media nor Bright Path Media’s staff is, or shall be deemed, Client’s employees. In its capacity as an independent contractor, Bright Path Media agrees and represents, and Client agrees, as follows:
(a) Bright Path Media has the right to perform services for others during the term of this Agreement subject to non-compete provisions set out in this Agreement, if any.
(b) Bright Path Media has the sole right to control and direct the means, manner and method by which the services requested by the Client in this Agreement will be performed.
(c) Bright Path Media has the right to perform the services required by this Agreement at any place or location and at such times as Bright Path Media may determine appropriate.
(d) Bright Path Media will furnish all equipment and materials used to provide the services requested by this Agreement, except to the extent that Bright Path Media’s work must be performed on or with Client’s computer or existing software.
(e) The services requested by this Agreement shall be performed by Bright Path Media, or Bright Path Media’s staff, or additional resources and personel hired by Bright Path Media, and Client shall not be required to hire, supervise or pay any assistants to help Bright Path Media unless deemed necessary by Client.
(f) Bright Path Media is responsible for paying all ordinary and necessary expenses of its staff, additional resources, or other personel working for or with Bright Path Media.
(g) Neither Bright Path Media nor Bright Path Media’s staff shall receive any training from Client in the professional skills necessary to perform the services required by this Agreement.
(h) Client shall not provide insurance coverage of any kind for Bright Path Media’s staff.
6. Intellectual Property Ownership
Work Product includes, but is not limited to, any computer coding (in object code and/or source code form), programming code, data, specifications, work-up files, website content (including HTML script, designs, forms, text, music, graphics, photographs and videos) and other materials, in whatever form, developed or produced in the requested services for Client under this Agreement.
Bright Path Media hereby assigns or transfers to Client its entire right, title and interest, including all patent, copyright, trade secret, trademark and other proprietary rights, in the Work Product produced for the Client, provided that the client has paid in full the balance for such Work Product upon completion.
Bright Path Media shall, at no charge to Client, aid in the preparation of any papers that Client may consider necessary or helpful to obtain or maintain — at Client’s expense — any patents, copyrights, trademarks or other proprietary rights. Client shall reimburse Bright Path Media for reasonable out-of-pocket expenses incurred under this provision, if deemed necessary by Bright Path Media.
7. Ownership of Bright Path Media’s Materials
“Bright Path Media’s Materials” means all consultants copyrighted materials that:
• do not constitute Work Product,
• are incorporated into the Work Product, and
• are owned solely by Bright Path Media or licensed to Bright Path Media with a right to sublicense.
Bright Path Media shall retain any and all rights Bright Path Media may have in Bright Path Mediat’s Materials. Unless otherwise stated, Bright Path Media may hereby grant Client an unrestricted, nonexclusive, perpetual, fully paid worldwide license to use and sublicense the use of Bright Path Media’s Materials for the purpose of developing and marketing its products and services, if deemed necessary by Bright Path Media.
8. Confidential Information
(a) Bright Path Media agrees that the Work Product is Client’s sole and exclusive property. Bright Path Media shall treat the Work Product on a confidential basis and not disclose it to any third-party without Client’s written consent, except when reasonably necessary to perform the services under this Agreement. In which case, a non-disclosure agreement may be issued to protect Client’s Work Product, if applicable.
(b) Bright Path Media will not use or disclose to others without Client’s written consent Client’s confidential information, except when reasonably necessary to perform the services under this Agreement.
“Confidential information” includes, but is not limited to:
◦ the written, printed, graphic or electronically recorded materials furnished by Client for use by Contractor
◦ Client’s business plans, customer lists, operating procedures, trade secrets, design formulas, know- how and processes, computer programs and inventories, discoveries and improvements of any kind
◦ any written or tangible information stamped “confidential,” “proprietary” or with a similar legend, and
◦ any written or tangible information not marked with a confidentiality legend, or information disclosed orally to Consultant, that is treated as confidential when disclosed and later summarized sufficiently for
identification purposes in a written memorandum marked “confidential” and delivered to Bright Path Media
within 30 days after the disclosure.
(c) Bright Path Media shall not be restricted in the use of any material which is publicly available, already in Bright Path Media’s possession or known to Bright Path Media without restriction, or which is rightfully obtained by Bright Path Media from sources other than Client.
(d) Bright Path Media’s obligations regarding proprietary or confidential information extend to information belonging to customers and suppliers of Client about whom Bright Path Media may have gained knowledge as a result of Bright Path Media’s services to Client.
(e) All information concerning the existence of this Agreement and the existence of any business relationship between Bright Path Media and the Client shall be kept in confidence throughout the duration of the business relationship, unless Client approves its use to Bright Path Media, such as to showcase Bright Path Media’s achievements within its industry and work samples.
(f) Bright Path Media will not disclose to Client information or material that is a trade secret of any third party.
9. Non-Compete
Bright Path Media agrees that during performance of the services required by this Agreement and for a period of 90 days after completion, Consultant will not perform the same services or work with any direct competitor of Client. This does not include Bright Path Media’s services, or deems Bright Path Media as a competitor of any kind.
10. Term of Agreement
This Agreement will become and be deemed fully effective by Client and Bright Path Media upon payment for initiating work of the services requested by Client.
11. Termination of Agreement
(a) Each party has the right to terminate this Agreement if the other party has materially breached any obligation herein and such breach remains uncured for a period of 30 days after notice thereof is sent to the other party. This also applies, if the Client has abandoned the work.
(b) If at any time after commencement of the services required by this Agreement, Client shall, in its sole reasonable judgment, determine that such services are inadequate, unsatisfactory, no longer needed or substantially not conforming to the descriptions, warranties or representations contained in this Agreement, Client may terminate this Agreement upon 7 days’ written notice to Bright Path Media and agree to pay Bright Path Media for the services. No refunds will be issued by Bright Path Media upon termination, breach, or abandonment of this agreement.
(c) Bright Path Media holds the right to terminate this Agreement in whole or in part as it deems fit, if Client is unresponsive to communications after 7 days or if Client is deemed by Consultant as non-friendly, aggressive, disruptive, or affects Bright Path Media negatively, or if Bright Path Media deems that the Client is consuming Bright Path Mediaʼs resources to a degree which results in loss of profits or halts company production or growth. Bright Path Media may terminate this Agreement upon 7 days’ written notice to Client, and will not be held responsible for completion of any paid work or services, any legal ramifications, or for any loses incurred by Client.
12. Return of Materials
Upon termination of this Agreement, each party shall promptly return to the other all data, materials and other property of the other held by it within 7 days of termination notice, if applicable.
13. Warranties and Representations
Bright Path Media warrants and represents that:
(a) Bright Path Media has the authority and expertise to enter into this Agreement and to perform any and all obligations hereunder.
(b) The Work Product and Bright Path Media’s Materials are and shall be free and clear of all encumbrances including security interests, licenses, liens, or other restrictions, unless otherwise noted.
(c) The use, reproduction, distribution or modification of the Work Product and Bright Path Media’s Materials does not and will not violate the copyright, patent, trade secret or other property right of any former client, employer or third party, unless otherwise noted.
14. Indemnification
Bright Path Media agrees to indemnify and hold harmless Client against any claims, actions or demands, including without limitation reasonable attorney and accounting fees, alleging or resulting from the breach of the warranties contained in this Agreement. As Client also agrees to indemnify and hold harmless Bright Path Media against any claims, actions or demands, including without limitation reasonable attorney and accounting fees, alleging or resulting from the breach of the warranties contained in this Agreement.
Both parties shall promptly provide notice of any such claim, suit or proceeding and shall assist each other, at each parties own expense, if defending any such claim, suit or proceeding.
15. Employment of Assistants
(a) Bright Path Media may, at Bright Path Media’s own expense, employ such assistants or subcontractors as Bright Path Media deems necessary to perform the services required by this Agreement. However, Client shall have the right to reject any of Bright Path Media’s assistants or subcontractors whose qualifications in Client’s good faith and reasonable judgment are insufficient for the satisfactory performance of the services required by this Agreement.
(b) Bright Path Media warrants and represents that the Work Product shall be created by Bright Path Media, Bright Path Media’s employees, or additional resources, subcontractors, or personel hired by Bright Path Media.
16. Mediation and Arbitration
If a dispute arises under this Agreement, the parties agree to first try to resolve it with the help of a mutually agreed upon mediator within the United States. Any costs and fees other than attorney fees associated with the mediation shall be shared equally by the parties. If it proves impossible to arrive at a mutually satisfactory solution through mediation, the parties agree to submit the dispute to binding arbitration under the rules of the American Arbitration Association. Judgment upon the award rendered by the arbitrator may be entered in any court with jurisdiction to do so.
17. Attorney Fees
If any legal action is necessary to enforce this Agreement, the prevailing party shall be entitled to reasonable attorney fees, costs and expenses, if applicable or deemed necessary.
18. General Provisions
(a) Sole agreement: This is the entire Agreement between Bright Path Media and Client in entering a business relationship for any services requested by the Client.
(b) Severability: If any part of this Agreement is held unenforceable, the rest of the Agreement will continue in full force and effect.
(c) Applicable law: This Agreement will be governed by the laws of the United States.
(d) Notices: All notices and other communications given in connection with this Agreement shall be in writing and shall be deemed given as follows:
◦ When delivered in person or by carrier to the recipient’s address;
◦ Three days after being deposited in the United States mails, postage prepaid to the recipient’s address as appearing in the introductory paragraph to this Agreement, or
◦ When sent by fax or electronic mail, notice is effective upon receipt.
Any party may change its address in accordance to this Agreement by giving notice of the change to the other party in writing by fax, certified mail, or electronic mail within 7 days of change.
(e) No partnership: This Agreement does not create a partnership relationship. Bright Path Media or Client does not have the authority to enter into contracts or binding agreements on each others behalf.
Changes to Terms & Conditions
We reserve the right to modify these Terms & Conditions at any time, so please review it frequently. If we make material changes to this policy, we will notify you here, by email, or by means of a notice on our home page. If we decide to change our privacy policy, we will post those changes to this privacy statement, the homepage, and other places we deem appropriate so that you are aware of what information we collect, how we use it, and under what circumstances, if any, we disclose it.
