1. Binding Agreement & Acceptance

 

These Client Services Terms and Conditions (“Agreement”) constitute a legally binding agreement between you (whether individually or on behalf of an entity, “Client” or “Recipient”) and Mainestream.io LLC (“Provider,” “we,” “us”).

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By booking a service, paying a deposit or invoice, placing an order through this website, or executing a Statement of Work (“SOW”) that references these Terms, you expressly acknowledge and agree to be bound by all terms contained herein. If you do not agree, do not submit payment or engage Provider for services.

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2. Scope of Services & Independent Contractor Status

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Provider will perform the creative, media, and production services specified in the applicable order summary, proposal, or electronic invoice. Provider acts solely as an independent contractor. Nothing in this Agreement creates any partnership, joint venture, agency, or employment relationship between the parties.

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3. Payments, Fees & Strict No-Refund Policy

 

• Non-Refundable Production Costs: All services rendered and payments made in connection with production—including pre-production planning, equipment rentals, talent casting, location bookings, crew staging, and post-production editing—are strictly non-refundable once scheduled, committed, or rendered.

• Taxes: Stated fees do not include local taxes. In accordance with New Mexico law, Client is responsible for applicable New Mexico Gross Receipts Tax (GRT) or other statutory transaction taxes, which will be separately itemized on invoices where required.

• Late Payments: Outstanding balances not settled within five (5) business days of the invoice due date may incur a late fee of 1.5% per month (or the maximum rate permitted by New Mexico law).

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​4. Work Product Ownership & Intellectual Property

 

• Provider Retention: All copyrightable works, visual designs, master footage, project files, concepts, discoveries, and proprietary production workflows (collectively, the “Work Product”) developed by Provider remain the sole intellectual property of Provider.

• Limited License: Upon receipt of full and final payment, Provider grants Client an exclusive, non-sublicensable, perpetual license to use the final delivered creative assets for the specific commercial purposes agreed upon in the order. Raw footage, outtakes, and editable working project files remain excluded from this license unless expressly purchased under a separate written agreement.

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5. Confidentiality

 

Each party agrees to maintain in confidence all non-public, proprietary, or sensitive technical, operational, and commercial information disclosed during the engagement. Neither party will use or disclose the other’s confidential information without prior written consent, except as required by applicable law or judicial process.

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6. Default & Remedies

 

The failure to make timely payments, general insolvency, or material failure to meet stated project deadlines constitutes a material default under this Agreement. The non-defaulting party may terminate the engagement if the default is not cured within five (5) business days of written notice. Upon termination for Client default, all outstanding balances for work performed and non-cancellable expenses become immediately due.

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7. Force Majeure

 

Neither party shall be held liable for delays or failure in performance (excluding payment obligations) caused by conditions beyond its reasonable control, including acts of God, extreme weather events, war, civil disturbance, labor strikes, utility/internet failure, government mandates, or commercial supplier failures. Both parties will exercise reasonable efforts to resume performance once conditions normalize.

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8. Governing Law & Dispute Resolution

 

• Governing Law: This Agreement and any disputes arising out of it shall be governed by and construed in accordance with the laws of the State of New Mexico, without regard to conflict of law principles.

• Binding Arbitration: The parties agree to resolve any controversy, claim, or dispute arising out of this Agreement first through informal negotiation within fifteen (15) days. If unresolved, disputes will be settled by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, pursuant to the New Mexico Uniform Arbitration Act (NMSA 1978, §§ 44-7A-1 et seq.). Arbitration will take place in Bernalillo County, New Mexico, or remotely by mutual consent.

• Attorneys’ Fees: The prevailing party in any proceeding to enforce this Agreement is entitled to recover reasonable attorneys’ fees, administrative expenses, and court costs.

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9. Notices & Electronic Communications

 

By transacting on this site, Client consents to receive communications electronically via the email address associated with the order or account. Any formal legal notice sent under this Agreement must be in writing and delivered via certified mail, tracked commercial courier, or verified electronic mail.

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10. General Legal Terms

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• Severability: If any provision is deemed unenforceable, the remaining terms shall continue in full force.

• No Construction Against Drafter: The rule requiring contract interpretation against the drafting party is waived.

• Amendments: These Terms may be updated periodically by Provider. The version live on the website at the time an order or payment is completed governs that specific engagement.

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