Terms of Service

Last updated: June 2026

1. Agreement to Terms

By accessing or using the Green Frog Labs website or engaging our services, you agree to be bound by these Terms of Service. If you do not agree to these terms, do not use our website or services. You must be at least 18 years of age to use our services or enter into a service agreement with us.

2. Description of Services

Green Frog Labs is a creative video content and marketing agency. Our services include but are not limited to:

  • Video content creation and production
  • Content strategy and viral marketing
  • Brand asset development
  • Content at scale programs
  • Social media content production
  • Digital marketing
  • Graphic design
  • Lessons and instructions

Specific deliverables, timelines, and terms for each engagement are defined in individual project proposals or statements of work ("Project Agreements"), which are incorporated by reference into these Terms.

3. Project Agreements and Proposals

Each project engagement is governed by a separate Project Agreement that outlines the scope of work, deliverables, timeline, and compensation. In the event of a conflict between these Terms and a Project Agreement, the Project Agreement shall control with respect to the specific project.

By signing a Project Agreement or remitting initial payment, the client ("Client") confirms unconditional acceptance of both the Project Agreement and these Terms.

4. Payment Terms

Unless otherwise specified in a Project Agreement, the following standard payment terms apply:

  • A non-refundable deposit of 50% of the total project fee is due before work begins. This deposit covers pre-production planning, creative development, and resource allocation.
  • The remaining 50% is due upon Client acceptance of the final deliverables and before handover of final creative materials.
  • All invoices are payable within seven (7) days of issuance.
  • Late payments are subject to a fee of 1.5% per month on the outstanding balance, or the maximum rate permitted by applicable law, whichever is less.

5. Revision and Change Request Policy

The number of included revision rounds, scope of each round, and revision timelines are defined in each Project Agreement and may vary by engagement. Where a Project Agreement does not specify revision terms, the following defaults apply:

  • One (1) round of revisions comprising up to ten (10) change requests, to be submitted by the Client within seven (7) business days of receiving a draft. If revision requests are not submitted within this period, the deliverables shall be deemed accepted, the project considered complete, and the remaining balance will become immediately due.
  • A "revision" is a modification to the agreed-upon creative direction as established during the strategy and storyboarding phases. Complete conceptual changes or new creative directions beyond the original scope are considered scope extensions.
  • Additional revision rounds beyond the included round are available at a flat rate to be agreed upon in the Project Agreement, each comprising up to ten (10) change requests.
  • After the included revision round is exhausted and any requested changes are implemented, the work shall be considered final.
  • Production timelines are good-faith estimates based on project goals and milestones. Neither party is entitled to additional compensation if the final delivery date shifts due to revision cycles or scheduling factors.

5.1 Scope Extensions

Scope extensions are requests that fall outside the deliverables and creative direction defined in the Project Agreement. These are distinct from revisions (which modify work within scope) and include but are not limited to:

  • New deliverables not outlined in the original Project Agreement
  • Complete conceptual or creative direction changes
  • Additional formats, platforms, or aspect ratios beyond those agreed
  • Extended video durations or additional video versions
  • New scenes, settings, or subjects not included in the approved storyboard

Scope extensions are not deducted from included revision rounds. Clients may request scope extensions at any time during a project, subject to additional fees to be agreed upon in writing. Green Frog Labs will notify the Client when a request constitutes a scope extension and provide a cost estimate and time estimate before work begins. Scope extensions may impact the project timeline and will be scheduled accordingly.

6. Client Responsibilities

Timely collaboration is essential to project success. The Client agrees to:

  • Provide any required brand materials, assets, approvals, and access as needed and within agreed timelines.
  • Respond to feedback requests and revision submissions within seven (7) business days unless otherwise agreed.
  • Ensure that all Client-provided content (logos, brand guidelines, scripts, testimonials, product information) does not infringe the rights of any third party.
  • Designate a single point of contact authorized to provide approvals and direction on behalf of the Client.

Delays caused by the Client's failure to meet these responsibilities may result in adjusted timelines and, where applicable, additional charges.

7. Intellectual Property Rights

7.1 Assignment of Deliverables

Contingent upon full payment, Green Frog Labs assigns to the Client all right, title, and interest in the final deliverables, including copyright and the right to create derivative works, throughout the world. To the extent permitted by law, the deliverables shall be deemed a "work made for hire" under U.S. Copyright Act Section 101. To the extent any deliverable does not qualify as a work made for hire, Green Frog Labs hereby assigns all rights in such work to the Client.

7.2 Pre-Existing Materials

Green Frog Labs retains all rights to pre-existing intellectual property, including but not limited to proprietary tools, templates, methodologies, processes, and any materials created independently of the project. Where pre-existing materials are incorporated into deliverables, Green Frog Labs grants the Client a perpetual, non-exclusive, royalty-free license to use such materials solely as part of the delivered work.

7.3 Third-Party Content

Deliverables may incorporate third-party elements such as licensed stock video, music, fonts, or other assets. Green Frog Labs will disclose any such elements and their associated licensing terms. The Client is responsible for maintaining any ongoing third-party license obligations after delivery, which will be clearly documented.

7.4 Source Files

Unless explicitly included in the Project Agreement, source files (project and editable files, raw AI generations, layered designs, and any footage the Client provides for editing) are not included in the deliverables and are retained by Green Frog Labs. Source files may be made available for an additional fee upon request.

8. AI-Generated Content

Where Green Frog Labs utilizes artificial intelligence tools in the production process:

  • Green Frog Labs will disclose to the Client when AI tools have been used in a material capacity in the creation of deliverables.
  • All AI-assisted deliverables involve substantial human creative direction, selection, arrangement, and editing by our team to ensure copyrightability under U.S. law.
  • Green Frog Labs warrants that its use of AI tools complies with those tools' terms of service and permits commercial use for the Client's intended purposes.
  • The Client is responsible for complying with applicable disclosure requirements (including California SB 942 and similar state laws) when distributing content that contains AI-generated elements.

9. Portfolio and Showcase Rights

Green Frog Labs retains the right to display completed work in our portfolio, website, social media channels, award submissions, and marketing materials. The Client may request in writing that specific deliverables be excluded from public display, and Green Frog Labs will honor such requests within a reasonable timeframe.

10. DMCA and Copyright Claims

Green Frog Labs respects the intellectual property rights of others. If you believe that content on our website infringes your copyright, you may submit a notice under the Digital Millennium Copyright Act (DMCA) to our designated agent:

DMCA Agent: [email protected]

Your notice must include:

  • Identification of the copyrighted work claimed to have been infringed
  • Identification of the material that is claimed to be infringing and its location on our website
  • Your contact information
  • A statement that you have a good faith belief that the use is not authorized by the copyright owner
  • A statement, under penalty of perjury, that the information in the notification is accurate and that you are the copyright owner or authorized to act on behalf of the owner
  • Your physical or electronic signature

11. Confidentiality

Both parties agree to keep confidential all non-public information received from the other party during the course of an engagement, including but not limited to business strategies, marketing plans, unreleased content, and financial information. This obligation survives termination of any agreement for a period of two (2) years. This does not apply to information that is publicly available, independently developed, or required to be disclosed by law.

12. Cancellation and Termination

12.1 Project Cancellations

The initial deposit (50% of the total project fee) is non-refundable and is allocated toward pre-production planning, creative development, and resource allocation completed up to the date of cancellation. If cancellation occurs after production has commenced, the Client is responsible for all costs incurred to date in addition to the non-refundable deposit.

12.2 Termination for Cause

Either party may terminate an engagement if the other party materially breaches these Terms or a Project Agreement and fails to cure the breach within fifteen (15) days of receiving written notice.

12.3 Automatic Termination

A Project Agreement terminates automatically in the event of bankruptcy, insolvency, or dissolution of either party.

13. Representations and Warranties

Green Frog Labs represents and warrants that:

  • All deliverables created under a Project Agreement are original work and do not, to the best of our knowledge, infringe the intellectual property rights of any third party.
  • We have the right and authority to assign the deliverables to the Client free of any encumbrances or third-party claims.
  • All work will be performed in a professional and workmanlike manner consistent with industry standards.

Disclaimer: Green Frog Labs does not warrant or guarantee specific marketing outcomes, engagement metrics, viral performance, or business results from any deliverables or services. Content performance is subject to platform algorithms, audience behavior, and market conditions beyond our control.

14. Limitation of Liability

To the maximum extent permitted by applicable law, Green Frog Labs's total aggregate liability arising out of or related to any engagement shall not exceed the total fees paid by the Client under the applicable Project Agreement during the twelve (12) months preceding the claim.

In no event shall Green Frog Labs be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to lost profits, lost revenue, loss of business opportunity, or reputational damage, regardless of the theory of liability.

These limitations do not apply to liability arising from willful misconduct, gross negligence, intellectual property indemnification obligations, or breaches of confidentiality.

15. Indemnification

15.1 Agency Indemnification

Green Frog Labs shall indemnify, defend, and hold harmless the Client from any third-party claims arising from: (a) Green Frog Labs's breach of its representations and warranties; (b) claims that deliverables created by Green Frog Labs (excluding Client-provided materials) infringe the intellectual property rights of a third party; or (c) Green Frog Labs's gross negligence or willful misconduct.

15.2 Client Indemnification

The Client shall indemnify, defend, and hold harmless Green Frog Labs from any third-party claims arising from: (a) Client-provided content, materials, or instructions incorporated into deliverables; (b) the Client's use of deliverables beyond the licensed scope or in violation of applicable law; (c) the Client's modification of deliverables after delivery; or (d) the Client's failure to maintain required disclosures, licenses, or regulatory compliance in connection with distributed content.

16. Force Majeure

Neither party shall be liable for any delay or failure to perform obligations under these Terms or any Project Agreement caused by circumstances beyond its reasonable control, including but not limited to natural disasters, pandemics, government actions, labor disputes, internet or power outages, or acts of terrorism. The affected party shall promptly notify the other party and use reasonable efforts to mitigate the impact.

17. Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without regard to its conflict of law principles.

Any dispute arising out of or relating to these Terms or any Project Agreement shall first be subject to good-faith negotiation between the parties. If the dispute is not resolved within thirty (30) days, it shall be submitted to binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration shall be conducted in English and the decision of the arbitrator shall be final and binding.

Nothing in this section shall prevent either party from seeking injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property rights or confidential information.

18. General Provisions

Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect.

Entire Agreement

These Terms, together with any applicable Project Agreements and our Privacy Policy, constitute the entire agreement between the parties and supersede all prior communications, representations, or agreements, whether written or oral.

Waiver

The failure of either party to enforce any provision of these Terms shall not constitute a waiver of that provision or the right to enforce it at a later time.

Assignment

The Client may not assign or transfer any rights under these Terms without Green Frog Labs's prior written consent. Green Frog Labs may assign its rights and obligations to a successor in the event of a merger, acquisition, or sale of substantially all of its assets.

19. Changes to Terms

We may update these Terms from time to time. Material changes will be posted on this page with an updated "Last updated" date. Continued use of our website or services after changes are posted constitutes acceptance of the revised Terms. Active Project Agreements remain governed by the Terms in effect at the time of signing.

20. Contact

For questions about these Terms, contact us at: [email protected]

Green Frog Labs
Email: [email protected]