These Terms of Service set out the conditions under which Bad Hombres Post Production Inc. of 30 Carr St, Toronto - M5T 1B5, Canada (CA) provides post production services and makes this website available. The studio works from a Toronto edit suite and offers cut list bays, mix note runs, screener letter desks, conform windows, color review rounds and screening sittings.
Please read these terms before booking a service or using the website. By engaging the studio or by using the website, you agree to these terms. If you do not agree, please do not use the website and write to news@badhombrespost.surf so that any question can be resolved before a booking is made.
These terms apply in addition to any written scope or booking confirmation issued for a specific project. Where a signed statement of work conflicts with these terms, the signed statement of work takes priority for that project.
1. Definitions
In these terms, the studio, we, us and our refer to Bad Hombres Post Production Inc. The client and you refer to the person or organization that books a service or uses the website. A project means the film, programme or other work for which the services are provided.
A booking is a confirmed reservation of a suite window or a desk. A window is a scheduled period during which a defined task is carried out. A deliverable is a document or file that the studio issues at the end of a task, such as a cut list, a set of mix notes, a screener letter or a color review sheet.
A statement of work is a written document that names the desks, the windows, the deliverables and the fee for a project. Where a statement of work exists, it forms part of the agreement together with these terms.
2. Acceptance of these terms
You accept these terms when you use the website, when you submit an enquiry through the contact form, when you book a suite window, or when you accept a statement of work in writing. Acceptance may be given by email, by a signed document or by conduct that clearly shows agreement, such as attending a confirmed window.
If you accept these terms on behalf of an organization, you confirm that you have the authority to bind that organization. If you do not have that authority, please ask the appropriate person to accept the terms before a booking is confirmed.
These terms remain in force for the duration of a project and for as long afterwards as a legal obligation, a confidentiality duty or a payment duty continues to apply.
3. The services we provide
The studio provides six post production services from its Toronto edit suite. Cut list bays reconcile the editorial sequence and produce a documented list of every event. Mix note runs gather sound comments into a scene by scene document for the mix stage. Screener letter desks draft, proof and file the letters that travel with review copies.
conform windows are scheduled blocks in which the sequence is rebuilt from original media. Color review rounds are viewing sessions in which grades are checked and notes recorded. Screening sittings are small invited screenings held in the suite for a client guest list.
The scope of each service is described on the services page of this website. The description on that page is an outline; the exact scope for a project is the one recorded in the statement of work. If a task is not named in the statement of work, it is not included unless the studio agrees in writing.
4. Eligibility and authority
The services are offered to professional clients, including producers, production companies, distributors, festival organizations and other members of the film and television industry. The website is not directed at children, and a person under the age of majority should use it only with the involvement of a parent or guardian.
By booking a service, you confirm that you have the right to authorize the work on the project, including the right to share the media and documentation that the studio will handle. If a project is owned by more than one party, you confirm that the owners have agreed to the booking.
We may decline a booking where we believe the work would require us to act contrary to law, to a third party right or to our professional obligations. If we decline, we will explain the reason as clearly as we can and will not charge for a window that was not used.
5. Bookings and suite windows
A booking is confirmed only when the studio sends a written confirmation naming the desk, the date and the time. An enquiry, a verbal discussion or a proposed date is not a booking until confirmation is issued.
Each window is reserved for one project. The studio does not double book a window, and the room is not shared between unrelated clients. A window that requires the suite to be closed to visitors will be marked as closed in the confirmation.
Where a booking covers more than one desk, the confirmation sets out the order of the desks and the handover between them. If a change to the order is needed, the client must request it in writing, and the studio will confirm whether the schedule can absorb the change.
6. Scheduling and changes
Conform windows are best booked at least one week ahead. Color review rounds and screening sittings are usually booked two weeks ahead when a delivery date is fixed. The studio will try to accommodate a late request, but a short notice booking may not be possible during a busy season.
If a client needs to move a confirmed window, the request should be made as soon as the need is known. A move is subject to availability, and repeated moves may require the booking to be reissued with new dates.
The studio may need to adjust a schedule because of a technical failure, a staff absence or a safety concern. In that case we will notify the client promptly, propose the earliest alternative and, where the delay is caused by the studio, apply the provisions on cancellation in these terms.
7. Client responsibilities
The client is responsible for supplying accurate and complete information at the start of a project. This includes the locked running time, the delivery format, the documents already in circulation and the dates that are fixed by a distributor or a festival.
The client is responsible for ensuring that it has the right to share every file, image, recording and document that it sends to the studio. The client must also ensure that reviewer lists and screening guest lists are compiled with the consent of the people named.
The client is responsible for reviewing each deliverable within a reasonable time and for reporting any error while the relevant window is still open. A request for a change after a window has closed is treated as a new task and may attract an additional fee.
8. Project materials and media
Media supplied by the client remains the property of the client. The studio holds media only for the purpose of the project and for the retention period agreed for the backups. Media is stored on access controlled systems and is not shared with any party that the client has not named.
Where media is supplied on a physical drive, the studio will note the drive identifier in the job record and will return the drive when the project concludes or when the client asks. A drive that is not collected within ninety days after a written reminder may be disposed of in a secure manner.
The client is responsible for keeping its own master copy of every file. The studio maintains project backups, but those backups are a convenience and not a substitute for the client archive.
9. Deliverables and documents
Each window produces a deliverable in the format named in the statement of work. Cut lists and mix notes are normally delivered as structured documents and as plain text files. Screener letters are delivered as a signed document alongside a dispatch record. Color review sheets are delivered as a dated note sheet.
A deliverable is considered accepted when the client confirms acceptance in writing, or when the client uses the deliverable in a subsequent stage without raising an objection within the review period set in the statement of work.
Where a deliverable is found to contain an error that the studio could reasonably have prevented, the studio will correct it at no charge. Where the error arises from information supplied by the client, the correction may be charged as a new task.
10. Fees and invoicing
Fees are set out in the statement of work and are quoted in Canadian dollars unless another currency is agreed in writing. A fee covers the desk, the window and the deliverable named in the statement of work. Third party costs, such as delivery drives or courier charges, are listed separately.
Invoices are issued after the window closes or at the milestones named in the statement of work. Payment terms are thirty days from the invoice date unless different terms are agreed. We may charge interest on an overdue balance at the rate permitted by law.
If a client disputes an invoice, the client should write to news@badhombrespost.surf within ten days of receipt with the disputed item and the reason. The undisputed part of the invoice remains payable on the original terms while the dispute is reviewed.
11. Cancellation and rescheduling
A client may cancel a confirmed booking by written notice. Where notice is given more than five working days before the window, no cancellation fee applies. Where notice is given between five working days and two working days before the window, a fee equal to half of the window fee applies. Where notice is given with less than two working days, the full window fee applies.
Rescheduling follows the same notice periods. A window that is moved is treated as a new booking for the purpose of availability, and the move is confirmed only when the new date is written into the schedule.
If the studio cancels a window for a reason within its control, the studio will offer a replacement window at the earliest possible date or refund the fee for the cancelled window, at the client choice.
12. Screening sittings
Screening sittings are held for the client guest list only. The client supplies the guest list in advance, and the studio confirms the running time, the format and the start time. The studio does not admit a person who is not on the list unless the client authorizes it at the door.
The client is responsible for ensuring that every screener shown at a sitting carries the watermark identifier agreed for the project. The studio will check the identifier before the sitting begins and will pause the sitting if it does not match.
Attendance is logged for the job record. The log is confidential and is not shared with any other party except where the client asks for a copy or where a legal obligation requires disclosure.
13. Confidentiality
Each party agrees to keep the confidential information of the other party private. Confidential information includes project media, unreleased story material, cut lists, mix notes, screener letters, reviewer lists and the commercial terms of a booking.
The studio uses confidential information only for the project and only within the team that needs it. Access is limited, and the team is reminded of its obligations when a project begins and when a member leaves.
Confidentiality does not apply to information that is already public, that the receiving party already held lawfully, that is independently developed without use of the confidential information, or that must be disclosed by law. Where disclosure is required by law, the party required to disclose will give the other party as much notice as the law permits.
14. Intellectual property
The client retains all rights in the project and in the media supplied to the studio. The studio claims no ownership of the film, the programme or the underlying material.
The studio retains the right to the methods, templates and internal tools it uses to produce a deliverable. A cut list template or a note sheet layout remains the studio property even where it is filled with project content. The client receives a licence to use the deliverable for the project and for its promotion.
The website, its text, its layout and its styling are owned by the company and by BadHombres Post as developer. No part of the website may be copied for commercial use without written permission.
15. Third party materials
A project may include music, footage, fonts or other material owned by a third party. The client is responsible for clearing the rights to that material for the territory and the term in which the project will be distributed.
The studio will flag a clearance issue where it becomes aware of one, but it does not provide legal clearance advice. A screener letter confirms the version that was sent; it does not confirm that the underlying rights are cleared.
Where a third party service is used to deliver a file, such as a file transfer provider, the use of that service is subject to the provider terms. The studio selects providers carefully but does not control their systems.
16. Acceptable use of the website
You may use this website for lawful purposes connected with the services. You may not attempt to gain unauthorized access to the site or its systems, interfere with its normal operation, submit malicious code, or use the contact form to send spam or unlawful material.
You may not scrape the website for bulk data, reproduce substantial parts of it, or present it as your own. Short quotations with attribution are permitted for review or commentary.
If we believe that a use of the website breaches these terms, we may block the source of the use and, where appropriate, report the matter to the relevant authority. We will act proportionately and will give notice where it is safe to do so.
17. Website availability
The website is provided on an as available basis. We aim to keep it online and working, but we do not guarantee uninterrupted access. Maintenance, updates and events outside our control may interrupt service from time to time.
The contact form relies on your own email program to send a message. The studio cannot confirm receipt of a message until it reaches the studio mailbox, so an important enquiry should be followed up by telephone on +18159131683.
We may change, suspend or withdraw any part of the website. Where a change materially affects a booking, the booking confirmation and the statement of work continue to govern the work.
18. Limitation of liability
To the extent permitted by law, the studio is not liable for indirect, incidental, special or consequential loss, including loss of profit, loss of opportunity or loss of reputation, arising from the services or the website.
Where liability cannot be excluded, the total liability of the studio in connection with a project is limited to the fees paid for the window or the deliverable out of which the claim arose. This limitation does not apply to fraud, wilful misconduct or any liability that the law does not allow to be limited.
The client is responsible for keeping its own master copies of all media and documents. The studio is not liable for loss caused by the absence of a client archive, and the backup arrangements described in these terms are a convenience rather than a guarantee.
19. Indemnity
You agree to indemnify the studio against a claim, loss or cost that arises from your breach of these terms, from material you supply that infringes a third party right, or from a use you make of a deliverable outside the scope agreed for the project.
This indemnity does not apply to a loss caused by the negligence or wilful misconduct of the studio. Where a claim is made, the studio will notify you promptly and will cooperate in the defence, and you may participate in the defence with counsel of your own choosing.
The studio may, at its own cost, join a defence where its reputation or its own rights are affected by the claim.
20. Warranties and disclaimers
The studio warrants that it will carry out each service with reasonable skill and care and in line with the statement of work. This is the principal warranty given for the services.
Except as stated in this section, the services and the website are provided without any other warranty, whether express or implied. The studio does not warrant that a deliverable will satisfy a third party, such as a broadcaster, a festival or a distributor, and does not warrant that the website will be free of every fault.
Any sample or illustration on the website is provided to show the nature of a service. It is not a promise that a specific project will produce an identical result.
21. Force majeure
Neither party is liable for a delay or a failure to perform that is caused by an event outside its reasonable control. Such events include a natural disaster, a public health emergency, a power failure, a network outage, a labour dispute and an act of a public authority.
The affected party will notify the other party promptly and will take reasonable steps to reduce the effect of the event. Windows affected by a force majeure event will be rescheduled at the earliest practical date, and no cancellation fee applies while the event continues.
If the event continues for more than sixty days, either party may end the affected part of the agreement without further liability, subject to payment for work already completed.
22. Termination
Either party may end the agreement by written notice if the other party commits a material breach and does not remedy it within fifteen days of a written request. The studio may end the agreement immediately if the client uses the services for an unlawful purpose.
On termination, the client remains liable for fees for windows already used and for deliverables already issued. The studio will return media that belongs to the client and will issue any outstanding document that has been paid for.
Clauses on confidentiality, intellectual property, liability and governing law survive the end of the agreement, because they are needed to give the agreement its proper effect.
23. Governing law
These terms are governed by the laws of the Province of Ontario, Canada, and by the federal laws of Canada that apply in Ontario. The courts of Ontario have jurisdiction over a dispute, subject to any right that the law gives to a party to bring a matter in another forum.
Before starting a proceeding, the parties will try to resolve a dispute by discussion in good faith. Either party may invite the other to a meeting at the Carr Street address or by telephone on +18159131683, and a period of thirty days will be allowed for that discussion.
These terms are written in English, and the English text governs. A translation is provided for convenience only and does not change the meaning of the terms.
24. Changes to these terms
We may update these terms from time to time. When a change is made, the effective date at the top of the page is revised. A material change applies only to a booking confirmed after the change takes effect, unless the client agrees otherwise in writing.
We encourage you to review this page before a new booking. The current version is always the one published here. An earlier version is available on request for a project that was confirmed under it.
If any provision of these terms is found to be unenforceable, the rest of the terms remain in force and the unenforceable provision is replaced by one that gives the closest lawful effect.
25. Contact
For a question about these terms or about a booking, please use the details below.
These terms are published by the company and maintained with the help of the developer of this website. They should be read together with the Privacy Policy, which explains how personal information is handled.