Post Sound Mix & Design
OPERATING HOURS & AVAIALABILITY:
Mix My Spot generally operates during normal business hours, M-F 9a-6p. However, we are almost always available, anytime when scheduled in advance. Need something the same day? Give us a call, if we have availability we are open to it!
Our primary method of communication is E-Mail. That said, we love to speak with people over the phone and via Zoom. Text is other good method for immediate, quick, or short messages. We do not actively monitor Social Media communication methods.
24 to 48 hours is the usual. Same day turn-arounds are possible as well, depending on our availability. If you have an urgent need, give us a call or send us an email, we may have availability. Contact us for Turnaround Times for shows and features.
All work is performed at our locations and we primarily operate as a “remote” service, however we occasionally we have Producers work in-house.
TURN-OVER (to MMS):
Turn-over should contain all elements related to the project, typically AAF/OMF, reference video and all music.
Audio Mix approval is done with what we call an “Approval Mix”. An Approval Mix is simply a Quicktime video that contains a shiny new married to your reference video. Client notes will be addressed and a new Approval Mix will be generated and delivered. Approval Mixes are delivered via our secure online portal that is passcode protected and files are automatically terminated after 7 days.
DELIVERABLES & DELIVERY (from MMS):
Once a Mix is approved by the client, a set of industry standard Print Masters and derivative Stems are delivered. Audio files are delivered as 24bit, 48k .WAV files as standard, unless otherwise requested. Deliveries are made via our secure online portal.
1. DEFINITIONS: In this document, the following definitions apply.
1.1 “Agreement” means the written agreement, if any, between Company and Customer for service or material and also includes the Customer Profile, these Terms and Conditions and any Credit Application and Company’s form of Purchase Order from Customer.
1.2 “Company” means MixMySpot.Com LLC., a Wyoming corporation.
1.3 “Company Liability” means any and all liabilities, losses, damages, (also including consequential and incidental damages) demands, claims, causes of action, judgments, and all related legal fees, costs and expenses.
1.4 “Customer” means the person or entity applying for an account or requesting services or materials from the Company.
1.5 “Elements” means any type of media analog or digital, tape or files and any other physical material and the contents and rights to all the foregoing.
2. OWNERSHIP OF ELEMENTS:
2.1 Warranty: Customer represents and warrants that Customer is the sole owner or the duly authorized representative of all owners of the Elements delivered to Company by Customer (or for Customer’s account) and all intellectual property contained in or represented by the Elements.
2.2 Authority: Customer represents and warrants that Customer has the legal right and authority to enter into the Agreement and to engage Company to perform all work under the Agreement and that all facts stated in any document comprising the Agreement are true and complete.
2.3 Transfer: As long as Customer is indebted to Company, Customer shall not sell, assign, pledge, hypothecate, loan or otherwise encumber or purport to transfer all or any interest in any of the Elements or any right therein without prior written notice to Company.
2.4 Indemnity: Customer shall indemnify, defend and hold Company harmless from all actual or potential Company Liability, arising out of or in connection with the breach of any Customer warranty or representation or the publication, processing, use, distribution, contents or exhibition of Elements, including, without limitation, any claimed libel, slander, defamation, invasion of
privacy, misappropriation of personality or infringement of patent, copyright, trademark, trade name, or other proprietary right.
2.5 Claim: Company shall have no obligation to investigate the validity of any claim adverse to Customer or Company by a third party with regard to ownership, right to possession or control of the contents of the Elements or any other matter. Customer shall indemnify, defend and hold Company harmless from any and all actual or potential Company Liability that may result from
action taken by Company as a result of any such claim.
2.6 Response: Within 48 hours after Company provides notice of a claim to Customer, Customer shall notify Company in writing of the response Customer proposes. Thereafter, Company, at its sole discretion, shall have the option to take any reasonable action Company deems appropriate to protect its interests, including but not limited to, releasing or otherwise dealing with any or all of the Elements as requested in the claim, rejecting the claim in whole or in part, restricting access to the Elements or interpleading the Elements. Customer shall indemnify, defend and hold Company harmless from all actual or potential liability
arising out of or in connection with any such action.
3.1 Prices, Sales and other Taxes: All prices are F.O.B. Company’s facility, and do not include sales, use, manufacturing, excise, processing or other taxes, which may be imposed by any government authority. The Customer shall indemnify Company for all taxes which Company may be required to pay or collect under any existing or future law in connection with the services or goods provided by Company.
3.2 Terms and Adjustments: Each invoice from Company shall be due and payable on presentation, or if Company has granted Customer an open account, within 30 days of the invoice date. Customer shall comply with credit terms extended by Company.
Any invoice not paid when due shall bear interest at the rate of 1.5% per month (18% per year). Customer shall present any claim for adjustment of an invoice in writing within thirty (30) days from the date of the invoice. Customer waives any claim for adjustment which is not presented within this time.
3.3 Third-Party Payment: Company shall have no obligation to accept work submitted by Customer to be billed to a third party. If Company accepts such work, Customer and the third party are jointly and severally liable for payment to Company.
3.4 Shipping: After receipt of written instructions from Customer, Company shall use reasonable efforts seeking to cause Elements to be transported to the destination requested, all at Customer’s expense and risk. In the absence of written instructions identifying the carrier or means of shipment, Company shall have the right to make all shipments of Elements via
carrier or means Company selects. Unless requested by Customer in writing, Company will not insure shipments through the carrier selected.
3.5 Overtime: Customer acknowledges that rates in Company’s price list are based on use and operation of Company’s facilities and employment of personnel and equipment during normal working hours, and are subject to increase, on notice to Customer, for work performed on Saturdays, Sundays, holidays or otherwise outside normal working hours.
3.6 Price Changes: Company may from time to time increase charges shown on the price list based on changes in prices of film, chemicals, other materials used by Company, manufacturing or labor (which shall also include fringe benefits) or other costs or market conditions. Company shall endeavor to give notice to Customer of any such price change.
3.7 Cancellation Fees: In the event of untimely cancellation of work ordered or scheduled, Customer shall pay Company cancellation fees according to the schedule on Company’s price list, or as provided below, whichever is less.
a. All Film Products, Video Duplication or Other Non-Hourly Service: Cancellation fees will be determined by Company relative to the amount of work completed.
b. Cancellations made less than 48 hours prior to the time work is scheduled by Company to begin, will incur a cancellation fee of 100% of the estimated costs of the project.
3.8 Attorneys’ Fees: Customer shall reimburse all attorneys fees incurred by Company in or in connection with (a) any litigated or non-litigated dispute between Customer and any other person or entity which involves or results in a demand or conflicting demands on Company; (b) any interpleader action involving Company; (c) any litigation or non-litigation action taken by
Company to demand payment of, or for the collection of, amounts due or overdue to Company; (d) the interpretation or enforcement of this Agreement; or (e) any other dispute between or involving Customer and Company.
4. RIGHT TO REFUSE PERFORMANCE:
4.1 Company reserves the right to refuse service to anyone at any time.
4.2 Generally: In addition to Company’s rights above, Company may, without liability to Customer, refuse to perform any service or provide any goods which Company, in its sole discretion, believes could potentially expose Company to a claim or be found to be in any way unlawful, pornographic, defamatory or degrading, or which Company deems as potentially tending to incite prejudice or passion. If Company determines that any such risk exists, Company shall have the right to stop further work, entirely or in part, and retain possession of all Elements until Customer has paid in full for work performed. Other than the obligation to return the Elements on receipt of payment in full from Customer, Company shall incur no further obligation of any kind to Customer.
4.3 Imperfect or Old Elements: Company shall have sole discretion to refuse to accept for processing Elements in old, shrunken, or other imperfect or unusual photographic or physical condition or any nitrate material. If any such material is accepted for processing, Company shall not be responsible for resulting defects. Company shall have the right, on notice to Customer, to
make additional charges for time and materials used, whether or not a satisfactory Element is produced by Company.
5. LIMITATIONS OF WARRANTY: EXCEPT AS EXPRESSLY STATED IN THESE TERMS AND CONDITIONS, COMPANY MAKES NO WARRANTY, EITHER EXPRESS OR IMPLIED, AS TO MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, DESCRIPTION, QUALITY, CHARACTER, OR OTHERWISE WITH RESPECT TO THE SERVICES OR GOODS PROVIDED BY COMPANY.
6. STORAGE AND REMOVAL:
6.1 Storage: At Customer’s written request, and sole risk, Company will store Elements during the time of production and after work is completed for a reasonable period beyond the completion. Company may require Customer to retake possession of any or all of Customer’s Elements.
6.2 Removal. Within Thirty days after written notice to Customer at Customer’s last known address as it appears in Company’s records, Customer shall, at Customer’s sole expense, pickup all Elements from Company or Company may destroy o otherwise dispose of the Elements. THE LIMITATION OF LIABILITY PROVISIONS OF SECTION 9 SHALL APPLY TO THE DISPOSITION OR DESTRUCTION OF CUSTOMER’S ELEMENTS IN ACCORDANCE WITH THIS PARAGRAPH.
7. MISCELLANEOUS A:
7.1 End Credits: Client will include the following credits with all projects that present Credits: “Post Sound Services Provided by Mix My Spot”. Customer will also use best efforts to include the Mix My Spot logo in the credits.
7.2 Marketing Material: Company retains the right to use client material for marketing purposes.
7.3 Refunds & Credits: Company is under no obligation to provide refunds or credits for unused services.
7.4 Bids and Proposals: Any and all proposals or bids are valid for 30 days.
7.5 Cancellation: There is a 48-hour cancellation policy for any and all scheduled time.
7.6 Cancellation: Project submitted online my not be canceled or terminated.
7.7 Initiation of work: Any initiation of work related to a proposal or bid will constitute Customer acceptance of this proposal or bid.
7.8 Invoice Adjustments: Any requests for adjustments to invoices must be made within 10 working days of the delivery of the invoice.
7.9 Additional Fees: Taxes, duties, transportation, messenger services, shipping charges, and meals are not included and will be billed separately plus a 20% service fee.
7.9.1 Quality Control Reports: Company shall not be responsible for any repairs, corrections or “fixes” of any type or nature for a project, including master tapes, deliverables, elements or materials thereof (“Project”) beyond 90 days of the delivery of the Project to the Client. Beyond 90 days, Customer may incur additional fees for these changes to the Project and media storage fees.
7.9.2 Overtime is not included in an hourly or flat rate unless specified in writing in the bid, proposal or invoice. If Customer requires work overtime or double time, all overtime and double time will be billed as additional fees.
8. MISCELLANEOUS B:
8.1 All Work: This Agreement applies to all Company work performed, services rendered and material furnished for the account of Customer until rescinded, terminated or modified by a subsequent written agreement.
8.2 Entire Agreement: The Agreement constitutes all the terms and conditions, including, without limitation, all representations and warranties, agreed by the parties, and replaces and supersedes any provisions on the face or reverse side of any purchase order submitted by Customer other than Company’s form or any attachment thereto or any prior general agreement inconsistent with the terms hereof. There are no terms and conditions, either oral or written, between the parties, except as stated herein. No modification or waiver or unenforceability of any one or more provisions of this Agreement shall affect the validity or enforceability of the remaining provisions.
8.3 Remedies Are Cumulative: The failure of Company in any one or more instances to insist on performance of any provision of this Agreement or to exercise any right or privilege in this Agreement shall not be construed as a waiver of any breach or of any other right or privilege.
8.4 Interpretation: Paragraph headings are for convenience only and shall have no effect on the interpretation of this Agreement. The terms of this Agreement shall be interpreted and construed according to their fair meanings and not strictly for or against Customer or Company.
8.5 Governing Law: Any claim of breach or dispute as to validity, construction or performance of this Agreement shall be governed by and construed and enforced according to laws of the State of California. Jurisdiction and venue for any suit, action or proceeding arising out of or relating to this Agreement, shall be proper in any State or Federal court in the County of Los
Angeles, State of California.
8.6 Notices and Communications: All notices and communications required or permitted hereunder to Company shall be sent to the address below unless Company notifies Customer otherwise in writing. All notices and communication to Customer shall be sent to Customer at any address shown as an address of Customer in Company’s records. Any notice or communications required or permitted hereunder shall be given in writing and shall be deemed to have been duly given 72 hours after deposit in the United States Mail, as certified mail, return receipt requested with postage pre-paid.
Mix My Spot LLC.
4240 Satsuma Ave
North Hollywood CA 91602
8.7 Credit Application/References: If Customer applies for credit with Company, Customer authorizes Company to verify the information stated by Customer on the credit application and to obtain any other information Company may request. References are hereby authorized and directed to release such information to Company.
8.8 Modification: The terms of this Agreement shall be modified and/or superseded by the terms of any future forms of these terms and conditions appearing in any invoice or other standard form provided by Company to Customer. These Terms and Conditions are retroactively effective to Customers first work performed by Company and to the date Customer’s Elements were first stored by Company. These terms may be amended, waived or modified only by a written agreement signed by Customer and by an authorized officer of Company. Sales personnel of Company are not necessarily authorized officers of the Company for this purpose.
9. LIABILITY LIMITATIONS AND INSURANCE:
9.1 Acknowledgments: Customer acknowledges that Company’s prices are based on Company’s assessment of the value of its good and services, and are not based on value of Elements. Customer acknowledges and agrees that Elements are received,
processed, and stored at Customer’s risk. Additionally, Company reserves the right to provide Elements to any person to whom Company assigns or subcontracts all or any of the work. Customer acknowledges being informed that COMPANY IS NOT OBLIGATED TO PURCHASE INSURANCE FOR THE ELEMENTS AND THAT CUSTOMER SHALL BE SOLELY RESPONSIBLE TO INSURE THE ELEMENTS.
9.2 Liability Limits for Damage to or Loss of Elements: COMPANY SHALL NOT BE LIABLE FOR LOST PROFITS, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR OTHER DAMAGES CAUSED BY (A) LOSS, DAMAGE OR DESTRUCTION OF ANY ELEMENTS, OR OTHER PROPERTY; (B) DELAY IN PROVIDING OR FAILING TO PROVIDE GOODS OR
SERVICES; (C) DEFECTIVE PRODUCTS OR SERVICE PROVIDED BY COMPANY; OR (D) ERRORS BY COMPANY IN LABELING OR SHIPPING OR DELIVERY, EVEN IF ANY OF THE FOREGOING, (A) THROUGH (D), ARE CAUSED BY NEGLIGENCE OF COMPANY OR COMPANY’S PERSONNEL. COMPANY’S LIABILITY SHALL BE LIMITED TO REPLACEMENT OF A SIMILAR QUANTITY OF UNEXPOSED RAW STOCK OR NEW UNRECORDED TAPES FOR THE QUANTITY OF THE ELEMENTS WHICH ARE LOST, DAMAGED OR DESTROYED, RETURN OF ELEMENTS WHEN GOODS OR SERVICES HAVE BEEN DELAYED OR NOT PROVIDED, REPLACEMENT OR REPAIR OF DEFECTIVE GOODS OR SERVICES PROVIDED BY COMPANY, CORRECTION OF LABELING OR SHIPPING OR DELIVERY ERROR. COMPANY SHALL HAVE NO FURTHER LIABILITY REGARDING SUCH ELEMENTS. COMPANY’S TOTAL LIABILITY TO CUSTOMER OR ANYONE ELSE FOR ANY REASON WHATSOEVER SHALL NOT EXCEED THE PORTION OF THE PRICE ACTUALLY PAID BY CUSTOMER TO COMPANY FOR THAT PORTION OF THE GOODS FURNISHED AND/OR SERVICES RENDERED BY COMPANY UNDER THIS AGREEMENT.
9.3 Prompt Notice and Time Bar: Customer shall return any defective Element and provide Company written notice of any imperfection or error or claim in the time stated in Section 9.5.
9.4 Liability Limitations for Delay and Delivery: SHIPPING AND DELIVERY DATES ARE ONLY APPROXIMATIONS. COMPANY SHALL NOT BE LIABLE TO CUSTOMER OR ANY OTHER PERSON FOR ANY LOSS, DAMAGE OR LIABILITY CAUSED BY DELAY IN DELIVERY OR SHIPPING, OR FAILURE TO PROVIDE NOTICE OF ANY DELAY. ADDITIONALLY,
COMPANY SHALL NOT BE LIABLE FOR DELAY CAUSED BY ANY REASON INCLUDING, BUT NOT LIMITED TO, WEATHER, ACT OF GOD, ACT OF CUSTOMER, ACT OF CIVIL OR MILITARY AUTHORITY, FIRE, FLOOD, EARTH QUAKE, EPIDEMIC, QUARANTINE, WAR, RIOT, STRIKE, LABOR DIFFICULTIES, EQUIPMENT FAILURE, DELAY IN TRANSPORTATION OR SHORTAGE IN MATERIAL. IN THE EVENT OF DELAY, THE APPROXIMATE DELIVERY OR SHIPPING DATE SHALL BE DEEMED EXTENDED TO A PERIOD NO LESS THAN THE LENGTH OF THE DELAY.
9.5 Claims and Notice: Customer shall notify Company in writing of any claim or potential claim related to or arising out of the services provided under this Agreement within ninety (90) days after the earliest of shipment or the date Customer knew or the date the Customer should have known of such claim. Any claim that Customer fails to provide written notice of within this time
shall be deemed to be waived, released and permanently barred.
9.6 Insurance: Company shall have no obligation to insure any of Customer’s Elements while in Company’s possession, in transit or otherwise. Customer acknowledges Company’s recommendation that Customer order a protection Element of each cut negative and fully insure the Elements against all insurable risks, including loss, destruction or damage while in Company’s possession, in transit or otherwise. Customer shall be solely responsible to fully insure all Elements. Without limiting other provisions within this Article 9 pertaining to limitation of damages, in no event shall Company be liable for any loss of or damage to the Elements.
9.7 NO CONSEQUENTIAL DAMAGES: IN NO EVENT SHALL COMPANY, ITS EMPLOYEES, AGENTS OR SUBCONTRACTORS, BE LIABLE FOR ANY LOST PROFITS OR SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER INCLUDING BUT NOT LIMITED TO THOSE RESULTING FROM ANY DEFECTIVE ELEMENTS, PRODUCTS OR EQUIPMENT DELIVERED, PRODUCED OR PROVIDED BY THE COMPANY;
RESULTING FROM LOSS OF, DAMAGE TO, OR DESTRUCTION OF THE ELEMENTS FROM IMPROPER STORAGE, PROCESSING, PACKING, RE-LEASE, DELAY IN DELIVERY OR SHIPMENT, OR ERRORS IN SHIPMENT OR LABELING BY COMPANY.
10. COMPANY LIENS:
10.1 Security Interest: In addition to any other liens, rights or remedies of Company under this Agreement or applicable law, Customer grants, assigns and transfers to Company a security interest in and lien on all Customer’s rights, title and interest in the Elements of Customer in the possession of Company, as security for payment for any and all services performed and goods
furnished to Customer by Company. If the Elements are voluntarily delivered to Customer or some third person prior to payment to Company for such materials and services, the liens and security interest shall not be extinguished but shall survive until payment in full has been received. Customer grants Company its power of attorney to execute and file such documents,
including any UCC financing statements as may be required or become necessary or appropriate to perfect and give public notice of such security interest.
10.2 Cumulative Rights: ALL LIENS, RIGHTS AND REMEDIES OF COMPANY SHALL BE DEEMED CUMULATIVE AND NOT EXCLUSIVE OF ONE ANOTHER. THE EXERCISE BY COMPANY OF ANY RIGHT OR REMEDY SHALL NOT PRECLUDE ITS RIGHT TO ENFORCE ANY ONE OR MORE OTHER RIGHTS AND REMEDIES. IF COMPANY EXERCISES
ITS RIGHT HEREUNDER BY SELLING THE ELEMENTS AT PUBLIC OR PRIVATE SALE, THAN CUSTOMER AGREES TO PAY TO COMPANY ON WRITTEN DEMAND WHATEVER DEFICIENCY MAY BE DUE AFTER THE PROCEEDS ARE APPLIED TO PAYMENT OF THE INDEBTEDNESS, INCLUDING WITHOUT LIMITATION, ALL LEGAL AND OTHER COSTS,
EXPENSES AND CHARGES INCURRED IN THE COLLECTION, SALE, DELIVERY OR PRESERVATION OF THE ELEMENTS.
10.3 Title to Buyer: If Company shall enforce any rights under this Agreement or applicable law, Company or any other party acquiring any right, title or interest in or to any Elements at public or private sale is hereby granted all rights, title and interest of Customer in such Elements, including, without limitation, the unrestricted right and license to distribute, exhibit and otherwise
exploit such Elements by all media for its own account.
11. Customer represents and warrants that the representations made by Customer in this Agreement are true and correct and that Customer has read the foregoing terms and conditions and agrees that all Elements submitted to Company, and work performed and services rendered for the account of Customer, shall be governed by this Agreement.
Post Sound Mix & Design