Payment Terms

- Initial Payment: The first month's payment is due upon the commencement of this agreement.

- Subsequent Payments: Thereafter, you will be billed on a monthly basis. Invoices will be issued 30 days after the execution of the agreement and every 30 days thereafter.

- Credit/Debit Card Requirement: You are required to maintain a valid debit or credit card on file. Your card will be automatically billed monthly for any outstanding balances.

- Failed Payments: If your card is declined due to insufficient funds (NSF), a fee of $299 will be charged to your account.

Renewals and Cancellation

- Six-Month Term: This agreement has an initial term of six months.

- Automatic Renewal: At the end of each six-month term, the agreement will automatically renew for an additional six months at the same non-variable rate, unless canceled.

- Cancellation Policy: You may cancel this agreement by providing written notice within the final 30 days of your current six-month term. Cancellation is not valid until acknowledged in writing by IWM.

- Failure to Cancel: If no cancellation notice is received during the specified period, the agreement will renew automatically at the guaranteed locked-in rate.

Pricing

- Agreed Prices: Both parties agree to honor all agreed-upon prices.

- Upfront Payment: The first month's payment is required upfront.

- Monthly Billing: Subsequent payments will be made every 30 days following the execution of the agreement.

- Automatic Billing: A credit card must be kept on file for the automatic billing of any outstanding balances each month.

Late Fees

- Failed Credit Card Payment: If your account becomes overdue due to a failed credit card transaction, you will incur the NSF fee of $299 plus 18% interest compounded monthly.

- No Card on File: If there is no card on file, you will incur a 10% late fee.

Services

- Adherence to Schedule: Services require adherence to the predetermined schedule, with the podcast launching no later than 30 days after the agreement is signed.

- Forfeiture of Services: Failure to adhere to the agreed schedule will result in the forfeiture of services, and no credit will be provided for unused airtime or unutilized production services.

- Delays: If there is a delay exceeding two weeks that prevents IWM from delivering any part of the production, the Customer acknowledges that they are not entitled to a credit or refund for the services specifically reserved and scheduled. Such delays do not alter the Customer's obligations under this agreement.

Production Time

- Monthly Production Hours: The Customer is entitled to 4 hours of studio production and 4 hours of pre- and post-production per month.

- Pre- and Post-Production: This time is used by our producers to book, schedule, and prepare you and your guests, as well as to edit and distribute the episodes.

- Unused Hours: Unused production hours do not accumulate or roll over to subsequent months.

- Episode Production: These 4 hours are dedicated to producing up to four 30-minute podcast episodes. If fewer than four episodes are produced in a given month, there is no credit for unproduced episodes.

- Basis of Agreement: This agreement is based on production hours as defined above.

Additional Fees

- Exceeding Production Time: If the Customer exceeds 4 hours of studio production time in any 30-day period, additional production fees of $550 per additional hour will apply.

- Billing for Additional Time: These fees will be reported and billed on the first of the next month to the credit card on file.

Production Schedule Control

- IWM Processes: The Customer does not have the authority to control, modify, or interfere with IWM's internal processes and procedures.

- Attempts to Alter: Any attempts by the Customer to halt or impede production by altering IWM's established processes will not absolve the Customer from their obligations under this agreement.

Customer Responsibilities

- Within 30 Days of Execution:

- Provide the Podcast Show Name.

- Provide the Show Description.

- Per Episode (Within 3 Days After Production):

- Provide a title and description for each episode produced.

- Changes After Publishing:

- If changes or updates to the RSS feed (title or description) are required after a podcast has been completed and published with the Customer's approved title and description, a $50 change fee will be applied to the next invoice.

Guest Booking

- Efforts to Secure Guests: IWM will make every effort to secure the requested guests with whom the Customer has no prior relationship.

- No Liability for Guest Availability: If any guests decline to be interviewed or fail to appear, IWM is not responsible, and the Customer agrees not to hold IWM liable.

- Use of Contacts: IWM will utilize its database of guest speakers and contacts to book all guests for the Customer's show.

Celebrity Appearances

- Booking Limitations: IWM will not book any celebrities with whom neither the Customer nor IWM already has a relationship.

- New Relationships: If IWM develops relationships with celebrities that could benefit the Customer's podcast, IWM will make best efforts to book them for the Customer, subject to approval.

Traffic and Statistics

- No Responsibility for Traffic Volume: IWM is not responsible for traffic volume, and this agreement is not contingent upon traffic volume.

- No Statistics Provided: The Customer acknowledges that IWM does not report statistics for downloads, live streams, or any advertisements.

Hosting Services

- Provision of Hosting: IWM will provide hosting services for the RSS feed and media files associated with the podcast show.

- Included in Fees: The hosting fee is included within the recurring monthly production charge.

- Non-Payment Consequences:

- Failure to remit the monthly production fee constitutes non-payment of the hosting fee.

- IWM reserves the right to remove the podcast from hosting services or maintain full control and ownership of the podcast show until all outstanding dues are settled in full.

- Monetization Rights:

- In the event of any unpaid invoice, IWM reserves the right to monetize any or all media files hosted on its platform.

- All revenues generated from third-party sources due to this monetization will be solely retained by IWM.

- The Customer acknowledges they have no claim to such revenues.

- Upon receipt of due payment, any existing monetization applied to the media files will be promptly removed.

- Customer Compliance: The Customer's adherence to these payment terms is essential to ensure the non-monetization and continued hosting of their media files on IWM's platform.

Outstanding Balance and RSS Feed Release

- Outstanding Balance:

- If there remains an outstanding balance owed by the Customer at the termination or conclusion of this agreement, any rights to the release, transfer, or modification of the podcast RSS feed are expressly conditioned upon full settlement of said outstanding balance.

- RSS Feed Withholding:

- IWM reserves the right to withhold, restrain, or maintain control over the podcast RSS feed until the Customer’s outstanding balance is resolved in full.

- Resolution of Outstanding Balance:

- Resolution requires full payment and clearance of all amounts due under the terms of the agreement, including all fees, charges, costs, and other monetary obligations.

Cancellation Policy

- Right to Cancel:

- The Customer may cancel this agreement at any time within the last 30 days of the current term.

- Cancellation Procedure:

- Cancellation must be made in writing.

- Cancellation is not valid until acknowledged in writing by IWM.

- Renewal:

- If there is no cancellation at the end of the current term, the agreement will renew at the guaranteed locked-in rate.

Intellectual Property Rights

- During the Agreement:

- All intellectual property created under this agreement will be jointly owned by both IWM and the Customer.

- If Agreement is Breached:

- If the Customer fails to fulfill the obligation of full and complete payment, all rights, including copyrights and marketing rights, will be transferred to and vested solely in IWM.

- Upon Full Payment and Cancellation:

- Upon successful completion and cancellation of this agreement, and receipt of full payment, IWM will transfer all copyrights pertinent to the produced materials to the Customer.

- Notwithstanding the transfer of copyrights, the Customer grants IWM an irrevocable, perpetual, and worldwide right to use the produced podcast for marketing purposes.

- IWM relinquishes all other rights, claims, and interests to the podcast intellectual property generated during the term of this agreement on behalf of the Customer.

Assignment

- No Assignment:

- Neither party shall have the right to assign or subcontract any part of its obligations under this agreement.

Attorney's Fees

- Non-Prevailing Party:

- In any dispute under this agreement, the non-prevailing party shall pay all costs and expenses, including expert witness fees and attorney's fees, incurred by the prevailing party in resolving such dispute.

Conflicts

- Agreement Supremacy:

- The terms of this agreement shall control over any conflicting terms in any referenced agreement or document.

Cumulative Rights

- Rights and Remedies:

- The rights and remedies provided in this agreement are cumulative and are in addition to, rather than exclusive of, any other rights and remedies.

Force Majeure

- No Liability for Uncontrollable Events:

- Neither party shall be held responsible for any delay or failure in performance due to events beyond their control, such as fire, flood, war, government actions, or acts of God.

- Notification:

- The affected party must notify the other party in writing within ten (10) days after the beginning of any such cause.

- Termination Option:

- If a party's performance is delayed for more than thirty (30) days from the date the other party receives notice, the non-affected party has the right to terminate this agreement without liability.

Indemnity

- Mutual Indemnification:

- Each party shall indemnify, defend, and hold the other party harmless from any claims, actions, losses, liabilities, damages, costs, and expenses arising out of or relating to any operations, acts, or omissions of the indemnifying party or its employees, agents, and invitees under this agreement.

- Notice and Control:

- Prompt notice must be given of any claim.

- The indemnifying party will have control of any defense or settlement.

Entire Agreement

- Complete Understanding:

- This agreement constitutes the entire agreement and understanding of the parties with respect to its subject matter.

- It supersedes all prior agreements, negotiations, and communications, whether oral or written.

Severability

- Validity of Provisions:

- If any provision of this agreement is declared illegal, void, or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect.

Waiver

- No Waiver of Rights:

- Failure of either party to insist on strict compliance with any terms shall not be deemed a waiver of such terms or any similar rights in the future.

Written Modification

- Amendments:

- This agreement may be amended or modified only by a written document executed by both parties.

Enforceability

- Binding Agreement:

- If any clause or section of this agreement is deemed unenforceable or invalid, the remainder of the agreement remains valid and enforceable.

- The agreement as a whole continues to be binding notwithstanding the invalidity of any individual clause or section.

IWM Commitment

- Best Efforts:

- IWM affirms its commitment to utilizing the best possible efforts to fulfill its obligations under this agreement.

- Quality Standards:

- IWM is dedicated to maintaining high standards of service and will employ its abilities, resources, and industry practices to meet and, where possible, exceed the Customer's expectations.

- Service Provision:

- This commitment applies to all aspects of service provision throughout the duration of this agreement.

Claims and Disputes

- Jurisdiction:

- All claims and disputes arising under or relating to this agreement shall be settled in a court of competent jurisdiction in Broward County, Florida.

Please review this agreement carefully to ensure you understand all terms and conditions. If you have any questions or require further clarification, please do not hesitate to contact us.