Terms Of Service

Terms of Service Agreement

1. Introduction
This Terms of Service Agreement (“Agreement”) governs the use of services provided by Nashville Demo Works and Prescott Harter Productions, both owned and operated by Prescott Harter (“Company,” “we,” “us,” or “our”) through its website located at Nashvilledemoworks.com (“Website”). These terms apply to any client working directly with Prescott Harter or through his production companies for the creation of demos, masters, songwriting assistance, and song arrangement. By booking our services and paying a deposit, you (“Client,” “you,” or “your”) agree to comply with and be bound by the terms of this Agreement. Payment of the deposit acts as acceptance of this Agreement, regardless of whether any further contracts for backend compensation are signed. These terms apply to specifically to your engagement with Prescott Harter, Prescott Harter Productions and Nashville Demo Works. While we work with many vocalists, producers, musicians and other music professionals, we make no claim to speak for them, nor are we liable for the interactions between them and clients. All musicians, vocalists etc.. are hired and paid as independent contractors. They are not employees of Nashville Demo Works.

2. Services
Nashville Demo Works and Prescott Harter Productions primarily offer music production services, including but not limited to the creation of demos, masters, songwriting assistance, and song arrangement. Services are booked via inquiries made through the Website or directly with Prescott Harter. For clients planning to release productions, a separate backend producer compensation agreement will be provided upon mutual agreement of terms between the artist and producer. That agreement will contain the terms of specific ownership splits, obligations and timelines for Album or single production. The payment of the deposit, however, signifies the client’s agreement to these terms of service, independent of any backend agreement.

3. Deposits and Payments
3.1 Non-refundable Deposit: Upon booking our services, you will receive an invoice for a down payment (“Deposit”). This Deposit is required to secure our services and must be paid before we begin any work on your project. The Deposit is non-refundable under any circumstances, including but not limited to cancellation or changes initiated by the Client.

3.2 Final Payment: The remaining balance of the invoice must be paid upon completion of the services as described in the invoice. Usually upon receipt of the first official mix of a song. We reserve the right to withhold delivery of final materials (e.g., demos, masters) until full payment is received.

4. Client Obligations
4.1 Provision of Materials: The Client is responsible for providing all necessary materials (e.g., songs, lyrics, arrangements) for the production process. Failure to provide such materials in a timely manner or communicate properly the expectations for production may delay the completion of the project and does not exempt the Client from payment obligations. NDW will always attempt to honor it’s duties and fulfill its obligations to provide high quality music productions for all clients. Clients are required to communicate needed information specific enough for proceeding properly with production in a timely manner and for being available and following through with studio sessions that are organized for production sessions.

4.2 Timeliness: Nashville Demo Works strives to meet mutually agreed-upon deadlines. However, the Company is not responsible for delays caused by circumstances outside its control, including but not limited to the Client’s failure to provide timely feedback, approvals, or materials.

5. Intellectual Property
5.1 Ownership of Client Materials: The Client retains ownership of the intellectual property rights to any songs, lyrics, or other creative materials they provide to us for production.

5.2 License to Use: By booking services with Nashville Demo Works or Prescott Harter Productions, the Client grants us a non-exclusive, royalty-free license to use their materials for the purpose of completing the agreed-upon services.

5.3 Final Product Rights: Upon full payment, the Client will hold the rights to the final demo or master produced unless otherwise discussed. Backend producer percentages are separate from master ownership. Nashville Demo Works and Prescott Harter Productions reserve the right to showcase the work in their portfolios or use it for promotional purposes unless otherwise agreed in writing.

5.4 Works Made for Hire:
Most of the services provided by Nashville Demo Works and Prescott Harter Productions are considered “works made for hire” under U.S. copyright law. This means that in most scenarios the client is considered the author and initial owner of all copyrights in the works created through these services once paid for in full. However, not all services fall under the “work made for hire” classification. For services that are not classified as “works made for hire,” a separate written agreement will be provided to outline the specific terms of intellectual property ownership and usage rights.

5.5 Work for Hire Contracts:
For clients who require their projects to be classified as “works made for hire,” the Company offers separate work for hire contracts. These contracts clearly define the scope of work, ownership rights, and any additional terms agreed upon by both parties. Clients requesting such agreements should contact us to arrange the necessary documentation prior to commencing services.

6. Backend Producer Compensation
6.1 For clients planning to release the final productions commercially, a separate backend producer compensation agreement will be required. This agreement outlines the terms for producer royalties and will be provided once the terms are mutually agreed upon by the artist and the producer. However, the Client’s payment of the deposit acts as an agreement to these terms of service, regardless of whether a backend agreement is signed.

7. Limitation of Liability
7.1 Disclaimer: Nashville Demo Works and Prescott Harter Productions provide services on an “as is” and “as available” basis. We strive to make all of our clients happy and will work very hard to do so. We do not however, guarantee that our services will meet your specific requirements, and we are not liable for any issues that arise from subjective dissatisfaction with the final product.

7.2 Limited Liability: To the maximum extent permitted by law, Nashville Demo Works, Prescott Harter Productions, and Prescott Harter shall not be held liable for any direct, indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or goodwill arising from the use or inability to use our services.

7.3 Indemnification: The Client agrees to indemnify, defend, and hold harmless Nashville Demo Works, Prescott Harter Productions, Prescott Harter, and their employees, agents, and representatives from any and all claims, liabilities, damages, or expenses (including legal fees) arising out of or related to your use of our services, your breach of this Agreement, or any malicious or defamatory actions against the Company or individual.

8. Dispute Resolution
8.1 Negotiation: In the event of any dispute, the parties agree to first attempt to resolve the matter through good faith negotiations.

8.2 Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of Tennessee, without regard to its conflict of law provisions.

8.3 Arbitration: Any disputes that cannot be resolved through negotiation shall be submitted to binding arbitration in accordance with the rules of the American Arbitration Association. The venue for any such arbitration shall be located in Nashville, Tennessee, unless otherwise agreed by both parties.

9. Modification of Terms
Nashville Demo Works and Prescott Harter Productions reserve the right to modify or update this Agreement at any time, with or without notice. Any such changes will be posted on the Website, and it is the Client’s responsibility to review the terms periodically.

10. Entire Agreement
This Agreement constitutes the entire understanding between Nashville Demo Works, Prescott Harter Productions, Prescott Harter, and the Client regarding the provision of music production services and supersedes all prior or contemporaneous communications and agreements, whether written or oral.

11. Severability
If any provision of this Agreement is found to be invalid or unenforceable, the remainder of the Agreement shall remain in full force and effect.

Effective Date: December 4th, 2015

Contact Information
For any questions or concerns regarding this Agreement, please contact us at:
Email: [email protected]