Definitions

Last updated: 26 January, 2024

The following terms shall have the following defined meaning in the Contract:

Acceptable Use Policy

the Acceptable Use Policy made available on the Seenit Platform and applicable to Authorised Users, a copy of which is set out in Schedule 4 for information, and which may be amended by Seenit from time to time;

Authorised Users

any individual being the Customer employees, agents, independent contractors, customers or someone else, who the Customer authorize to use the Seenit Platform under this Contract. This includes Studio Users and Contributors;

Beta Service

a new service or functionality of Seenit offered through the Seenit Platform, which is still in development;

Business Days

a day, other than a Saturday, Sunday or public holiday in England, when banks in London are open for business;

Business Hours

the period from 9.00 am to 6.00 pm on any Business Day;

Change Order

a signed document amending an Order Form;

Commencement Date

the date stated as such in an Order Form;

Confidential Information

information (whether or not recorded in documentary form or stored on any magnetic or optical disk or memory) relating to either Seenit’s or the Customer’s business, products, affairs, customers, clients, suppliers, finances or trade secrets including, without limitation, technical data and know-how relating to the business or any business contacts and any other information which by its nature and/or designation is confidential.

Content

any and all materials, photos, images, recordings, videos, text, meta data, music, graphics and any other media capable of being collected or created on the Seenit Platform;

Content Licence

a content licence from the Customer Authorised Users granting the Customer and Seenit rights to use Customer Content, in the form set out in Schedule 6 unless Seenit agree otherwise in the Order Form;

Contributor

an Authorised User who uploads Content to the Seenit Platform;

Customer Content

all Content created, edited and/or uploaded on the Seenit Platform by Contributors and/or provided by the Customer to Seenit for use in relation to the Services;

Deliverable

a video edit  specifically requested by the Customer as set out in an Order From (or Change Order) and specifically created by or on behalf of Seenit in the course of providing Creative Services;

Documentation

all documentation made available by Seenit relating to the Seenit Platform;

Excluded Countries

Russia, Cuba, Iran, North Korea, Syria, Venezuela and other countries which are at the time on the US, UK and/or EU sanctioned countries lists;

Extended Subscription Period

has the meaning ascribed to it in clause ‎15)b); 

Fair Usage Limits

currently 1Tb of uploads per calendar month and 5Tb of bandwidth per calendar month, which may be modified by Seenit from time to time upon prior written notification to the Customer;

Fees

the Subscription Fees, the Creative Services Fees and any other fees as set out in an Order Form (and/or applicable Change Order);

Initial Subscription Period

the initial Subscription Period as set out on the Order Form;

Intellectual Property Rights

copyright and related rights, patents, rights to inventions, trademarks, service marks, design rights, database rights, trade or business names, domain names, right in get-up, goodwill and know-how and all other intellectual property rights whether registered or unregistered and including any application for these rights, and similar or equivalent rights or forms of protection which subsist or will subsist in any part of the world;

Order Form

the order form (including any Change Orders) between Seenit and the Customer (i) setting out the Customer choice of Services, (ii)_the applicable Fees, (iii) Commencement Date and (iv) any other terms agreed by the Parties;

Creative Services

any Content editing services, Content production services, training services or other creative services, that may be provided by Seenit at the Customer request as set out in an Order Form;

Creative Services Credits

a prepaid amount of Seenit Creative credits contained in the Subscription Plan or purchased in addition to Subscription Services with which the Customer is entitled to purchase Creative Services;

Creative Services Fees

Either Creative Services Credits or any Fees billed by Seenit to the Customer for Creative Services;

Seat

a single user instance who is granted access to a Studio as set out in the Order Form. 

Seenit Background IP

materials owned or licensed by Seenit which were developed independently of the Creative Services, and which includes the Seenit Platform, the Seenit Media and the Documentation;

Seenit Media

the music, images, typefaces, graphics, and other content made available by Seenit in the Studio and which can be edited into the Content;

Seenit Platform

the online technology (including the Studio), to which the Customer is given access by Seenit as part of the Services;

Services

the Subscription Services, the Support Services, the Beta Services and any Creative Services, as set out in an Order Form;

Service Levels

the service levels applicable to the Seenit Platform as set out in Schedule 2;

Studio User

an individual authorised by the Customer to access a Studio on the Customer’s account of the Seenit Platform. There may be different types of and limits to Studio Users depending on the Customer’s Subscription Plan;

Subscription Fees

the fees set out in the Order Form for the Subscription Services;

Subscription Period

has the meaning set out in clause 17)a);

Subscription Plan

the various subscription models proposed by Seenit for accessing and using the Seenit Platform which may include a certain number of Studios, Studio Users, and Add-Ons as well as a certain number of Creative Services Credits as set out in the Order Form;

Subscription Services

the access to the Seenit Platform in accordance with the chosen Subscription Plan;

Seenit Platform Description

the overview of the technology functionalities and securities of the Seenit Platform as currently set out in Schedule 3 as may be amended by Seenit from time to time;

Support Services

the support and maintenance services described in paragraph 2 of Schedule 2 as may be amended by Seenit from time to time upon written notification to the Customer;

Terms of Use

the terms of use of the Seenit Platform and which may be amended by Seenit from time to time;

Studio

a Customer’s instance of the Seenit Platform. The number of Studios accessible by the Customer is set out in the Order Form; and

Video Page

A page created by a Studio User to host Customer Content for public use. 

Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.

References to “paragraph” shall be references to sections of the Schedules, and references to “clauses” shall be references to sections of the main body of the Terms.

A reference to the Terms, the Contract, an Order Form or to any other agreement or document is a reference to such Terms, such Contract, such Order Form, or such other agreement or document, in each case as varied from time to time.

Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular