Boom Tracks Terms and Conditions


In these Terms and Conditions:-

“Boom Tracks” means Boom Tracks Pty Ltd ABN  12 145 705 497.

“The Client” means the person, firm, company or other body who is a client or prospective client of Boom Tracks.

“Fee Proposal” means the document headed “Fee Proposal” which the Client has approved on or about the date of these Terms and Conditions.

“Services” means the Services that Boom Tracks will provide to the Client as set out in the Fee Proposal.




1.                     These Terms and Conditions set out the basis on which the Client appoints Boom Tracks to provide the Services. All Services offered by Boom Tracks and all contracts are entered into between the Client and Boom Tracks are subject to these Terms and Conditions.


2.                     These Terms and Conditions and the Fee Proposal shall form the basis of the Services to be provided by Boom Tracks for the Client to the exclusion of any terms or conditions stipulated or referred to by the Client. All other terms, conditions or warranties whatsoever are, to the maximum extent permitted by law, excluded unless expressly accepted by Boom Tracks in writing. No employee or agent of Boom Tracks has the power to vary these Terms and Conditions orally or to make any statement or representation about the Services offered by Boom Tracks.


  1. The Client agrees that Boom Tracks may provide Services the same or similar to the Services to any other person.


  1. The Client must:-


(a)                   provide Boom Tracks with all necessary information in order to enable Boom Tracks to provide the Services to the Client


(b)                   provide adequate, full, honest and timely instructions relevant to the Services and any material change in the Client’s circumstances that might impact the Services that Boom Tracks provides to the Client; and


(c)                   co-operate with Boom Tracks and do all that Boom Tracks reasonably requests of the Client in a timely manner.


  1. The Client acknowledges and agrees that the ability of Boom Tracks to provide the Services will depend on the quality and detail of the Client’s instructions and the accuracy and correctness of all information that the Client provides to Boom Tracks.


  1. Whilst Boom Tracks uses all reasonable endeavours to provide the Services in accordance with such instructions, the Client enters into these Terms and Conditions at its own risk and are responsible to ensure that the Services Boom Tracks provides to the Client are suitable for the Client’s purposes.




  1. All prices quoted by Boom Tracks to clients are exclusive of any applicable taxes including, for Australian based clients, GST.


  1. Boom Tracks shall be entitled to make an adjustment to the quoted price in the event that:-


(a)                   additional costs are incurred by Boom Tracks due to materials supplied by the Client being in the opinion of Boom Tracks of unsuitable quality; or


(b)                   any information supplied by the Client in connection with its order for Boom Tracks’ Services not being a full and accurate indication of the work involved; or


(c)                   additional costs are incurred by Boom Tracks due to alterations by the Client in its requirements; or


(d)                   additional costs are incurred by Boom Tracks due to exceptional circumstances outside the control of Boom Tracks.


The Client agrees that under no circumstance will the Client be entitled to a refund if it transpires that the Services performed by Boom Tracks for the client are less than anticipated.



  1. All times quoted for performance or delivery are given in good faith but are not guaranteed. The Client shall have no right to damages or to terminate the Services for failure to meet any performance or delivery time stated including but not limited to failure arising out of the negligence of Boom Tracks.


  1. The time for performance or delivery of the Services to be provided by Boom Tracks shall in every case be dependent upon prompt receipt of all necessary information, final instructions or approvals from the Client. Without limiting clause 9, Boom Tracks shall not be liable to the Client for any delay in performance or delivery which may result from the Client’s alteration of or failure to timely communicate its requirements or specifications. Under such circumstances, Boom Tracks may either proceed to perform in any reasonable manner or treat the Client’s failure to provide the necessary information or instructions as a breach.


  1. Boom Tracks may at any time withhold delivery of its Services pending payment of any sum due from the Client to Boom Tracks.




  1. All invoices rendered by Boom Tracks are payable as outlined in the Fee Proposal.
  2. Boom Tracks expressly reserves the right at its sole option to require payment by instalments during the performance of its Services and/or payment of all amounts in accordance with the Fee Proposal.


  1. The Client shall pay all amounts owing to Boom Tracks in full and shall not exercise any rights of set off or counterclaim against invoices submitted.


  1. In the event of default in payment by the Client, Boom Tracks shall be entitled to exercise any right or remedy available to it under any applicable law, including, without limitation, to suspend any further performance of the Services without notice and to charge interest on any amount outstanding at a rate of 15% per annum from the due date of payment to the actual date of payment.




  1. The Client may only cancel or vary the Services with the written consent of Boom Tracks and upon the terms of these Terms and Conditions. If Boom Tracks provides such consent then such consent shall not in any way prejudice Boom Tracks’ right to recover from the Client full compensation for any loss or expense arising from such cancellation or variation.




  1. To the maximum extent permitted by law, Boom Tracks’ entire liability to the Client, including but not limited to any liability for breach of any express warranty or condition of these Terms and Conditions, or any implied warranties or conditions implied in these Terms and Conditions (if any) or in the Fee Proposal, including but not limited to Boom Tracks’ liability for negligence shall be limited to the amount actually paid by the Client to Boom Tracks and under no circumstances shall Boom Tracks be liable for any damages whatsoever (including but not limited to damages for consequential loss, loss of business profits, business interruption or other pecuniary loss).


  1. The Client shall indemnify and hold harmless Boom Tracks from and against:-


(a)                   all claims, suits, actions, damages, loss, costs, expenses or proceedings against Boom Tracks arising out of the acts and/or omissions of the Client, its officers, directors, employees, agents or sub-contractors, whether negligent or otherwise.

(b)                   all damages, loss, costs or expenses arising from any breach of the obligations of the Client under these Terms and Conditions or the Fee Proposal.



  1. The Client shall indemnify Boom Tracks from and against all actions, claims, costs, charges, expenses and proceedings arising from or incurred by reason of:-

(a)                   any defamatory or libelous matter; or

(b)                   any infringement or alleged infringement of any patent, trademark, copyright, registered design or design copyright or other right, including without limitation, any moral right, claim or any other title of any third party in respect of any work carried out for the Client by Boom Tracks.




  1. Upon full payment by Client to Boom Tracks, the Client will have a non-exclusive, non-transferable license to use the copyright arising from the provision of Boom Tracks Services for the Client.


  1. For the avoidance of doubt, Boom Tracks shall retain ownership of the copyright, computer software, technical processes, trade secrets, models and technical devices and know-how developed by or used by Boom Tracks in order to create the Services excluding any third party software materials not owned by Boom Tracks. Boom Tracks acknowledges that it does not own the copyright in the sound effects which are supplied by the Client to Boom Tracks. The Client warrants to Boom Tracks that it has the right to use the sound effects, and to permit Boom Tracks to use the sound effects, which are to be supplied by the Client to Boom Tracks.




  1. The Client shall be solely responsible for ensuring that all information, advice and recommendations given to Boom Tracks either directly or indirectly by the Client or by the Client’s agents, servants, consultants or advisers are accurate, correct and suitable. Examination or consideration by Boom Tracks of such information advice or recommendations shall in no way limit the Client’s responsibility under these Terms and Conditions unless Boom Tracks specifically agrees in writing to accept responsibility.




  1. If the Client:-

(a)                   files a petition in bankruptcy or goes into liquidation;

(b)                   becomes insolvent or fails to pay its debts as they come due;

(c)                   makes an assignment for the benefit of its creditors;

(d)                   has a receiver or similar agent appointed to it with respect to all or any part of its assets or undertakings; or

(e)                   breaches any of its obligations under these Terms and Conditions or the Fee Proposal,

Boom Tracks shall be entitled, in addition to its other rights under these Terms and Conditions or at law, to cancel the Services in whole or in part by notice in writing.




  1. Any dates for completion of the Services set out in the Fee Proposal or otherwise are estimates only and Boom Tracks is not responsible for any delay in the delivery of the Services to the Client.


  1. Without limiting clause 24, in the event of the performance of any obligation accepted by Boom Tracks being prevented, delayed, or in any way interfered with by any cause beyond Boom Tracks’ control, Boom Tracks may at its option suspend performance or cancel its obligations under the Fee Proposal and these Terms and Conditions without liability for any damage or consequential loss resulting therefrom such suspension or cancellation being without prejudice to Boom Tracks’ right to recover all sums owing to it in respect of goods delivered and costs incurred to date.




  1. Boom Tracks shall be entitled to appoint one or more sub-contractors to carry out all or any of the Services.




  1. Prominent screen credits (to first be approved by Boom Tracks) shall be given for all Services supplied by Boom Tracks to the Company. Such credits shall consist of a company credit and also a credit for each of the key personnel of Boom Tracks who worked on the Services (as submitted by Boom Tracks).




  1. If any provision of these Terms and Conditions as applied to either party or to any circumstance shall be adjudged by a court to be void or unenforceable, the same shall in no way affect any other provision of these Terms and Conditions or the validity or enforceability of these Terms and Conditions generally.




  1. These Terms and Conditions and the Fee Proposal set out the entire agreement between the Client and Boom Tracks, and supersede all prior discussions, negotiations, understandings and agreements in respect of their subject matter. These Terms and Conditions take priority over and apply to the exclusion of any other Terms and Conditions that the Client may provide to Boom Tracks, unless expressly agreed by Boom Tracks in writing. To the extent of any inconsistency between these Terms and Conditions and the Fee Proposal, the terms of the Fee Proposal shall prevail.




  1. These Terms and Conditions and the Fee Proposal shall be governed and interpreted exclusively according to the laws of the State of Victoria and shall be subject to the exclusive jurisdiction of the state and federal courts of that state.


  1. If Boom Tracks files an action against Client claiming a breach of these Term and Conditions and/or the Fee Proposal and if Boom Tracks prevails, then Boom Tracks shall be entitled to recover reasonable legal fees and any damages or other relief that Boom Tracks may be awarded.




  1. All sound elements, not including mix masters and stems will be retained by Boom Tracks for 30 days after dubbing. After 30 days from dubbing all sound elements will be deleted (without backup).