Billing and Escrow Terms and Conditions
The SHOW CREW NETWORK Billing and Escrow Payment Service ("Escrow Payment Service") enables Crew Members to accept payment from Companies as well as issue invoices to Companies for work above and beyond the initial job offer and enables Companies to make payments for services. When a Company makes a payment through the Escrow Payment Service, SHOW CREW NETWORK deducts the appropriate Service Fee and Escrow Payment Processing Fee due SHOW CREW NETWORK as described on the Site. The Escrow Payment Service is intended for business use, so you agree to use the Escrow Payment Service primarily for business, and not for personal, family, or household purposes.
MANDATORY USE OF BILLING AND Escrow Payment Service
As a Company, you agree to use the Escrow Payment Service to make all payments to a Crew Member, for a period of one year after you identify the Crew Member through the Site, whether first-time, repeat, or follow-on. You also agree not to take any action indirectly or directly to circumvent the SHOW CREW NETWORK Service Fee. As a Crew Member, you agree to use the Escrow Escrow Payment Service to receive all payments from a Company for a period of one year after you identify the Company through the Site, whether first-time, repeat, or follow-on ("First-Year Payments"). In addition, you acknowledge and agree that a Company is not obligated to pay any invoice to you unless you originated that invoice through the Escrow Payment Service.
LEGAL NATURE OF Escrow Payment Service
When you use the Escrow Payment Service to bill for or pay service fees, SHOW CREW NETWORK acts as your agent based upon your direction and your requirements to perform tasks on your behalf. SHOW CREW NETWORK holds your Account funds in an FDIC insured account separate from its corporate operating accounts, and will not voluntarily make your funds available to its creditors in the event of a bankruptcy or for any other purpose. SHOW CREW NETWORK IS NOT A BANK, AND AMOUNTS TRANSFERRED THROUGH OR STORED IN THE Escrow Payment Service ARE NOT INSURED DEPOSITS. You will not receive interest or other earnings on the funds in your Account. SHOW CREW NETWORK may earn and retain interest on those funds, or may receive a reduction in fees or expenses charged for banking services or other compensation in respect of any balances in Accounts.
By initiating invoices and sending payments through the Escrow Payment Service or adding funds to your Account, you appoint SHOW CREW NETWORK as your agent to obtain the funds on your behalf and to transfer the funds to the recipient that you designate, subject to the terms and conditions of this Billing and Escrow Payment Service Policy and the SHOW CREW NETWORK Terms of Service.
No Responsibility for Crew Member Services or Company Payments
SHOW CREW NETWORK acts as a payment provider by creating, hosting, maintaining, and providing the Escrow Payment Service to you via the Internet. SHOW CREW NETWORK does not have any control over the Crew Member Services invoiced or paid for with the Escrow Payment Service, nor whether a Company or Crew Member you are dealing with will actually complete the transaction. Nothing in the Escrow Payment Service will be deemed to constitute SHOW CREW NETWORK your agent with respect to any Crew Member Services purchased and sold by Users through the Site, or expand or modify any warranty, liability or indemnity stated in these Terms of Service.
Disputes Between Companies and Crew Members
Any disputes in connection with services provided by Crew Members or payments made by Companies remain between such Companies and Crew Members. By using the Escrow Payment Service, you agree to follow the Dispute Resolution Process. You further acknowledge that SHOW CREW NETWORK will not be a party to any such dispute. SHOW CREW NETWORK will attempt to take the actions set forth in the Dispute Resolution Process, but SHOW CREW NETWORK will not be obligated to take any other action or refrain from taking any other action toward resolving any such dispute. SHOW CREW NETWORK may, at its sole discretion, and in the case of Escrow Jobs may be required to, withhold or delay payment or continue to hold amounts in Escrow or make payment or release funds in Escrow, in the event of dispute between a Company and a Crew Member.
HOW TO BILL FOR SERVICES USING THE ESCROW Escrow Payment Service
To request payment from a Company using the Escrow Payment Service, Crew Member must follow the instructions and Escrow Payment Service links on the Site and provide the information requested. By confirming a booking or submitting a supplemental invoice, Crew Member authorizes SHOW CREW NETWORK to bill such Company and receive payments from the Company on Crew Member's behalf in the amounts stated on the applicable Escrow Payment Service Web page.
When Crew Member requests payment from a Company, such request is: (1) Crew Member's representation that it will complete the applicable Crew Member Services fully and satisfactorily, and (2) Crew Member's irrevocable instruction to SHOW CREW NETWORK to invoice and accept payment from the Company on Crew Member's behalf. Once SHOW CREW NETWORK has charged the Company, if the Company's credit card company or bank charges back any amount to SHOW CREW NETWORK for any reason, Crew Member hereby agrees to repay SHOW CREW NETWORK for such amounts, plus reasonable attorney fees and costs of collection.
HOW TO PAY FOR SERVICES USING THE ESCROW Escrow Payment Service
To pay a Crew Member using the Escrow Payment Service, Company must follow the instructions and links on the Site and provide the information requested. Company must be a Member that holds a valid credit card issued by a bank acceptable to SHOW CREW NETWORK or a Member that holds a checking account. SHOW CREW NETWORK will charge the Company's credit card or checking account for the necessary amount. By providing SHOW CREW NETWORK with credit card or bank account information, Company authorizes SHOW CREW NETWORK to charge such credit card or bank account for the amounts stated on the applicable Escrow Payment Service Web page. When Company instructs SHOW CREW NETWORK to pay a Crew Member using the Escrow Payment Service, such instruction is: (1) Company's representation that the Crew Member has completed the applicable Crew Member Services fully and satisfactorily; (2) Company's final acceptance of the Crew Member Services; and (3) Company's irrevocable instruction to SHOW CREW NETWORK to pay the Crew Member. Once SHOW CREW NETWORK has paid funds to the Crew Member, Company agrees NOT to ask its credit card company or bank to charge back any amount to SHOW CREW NETWORK for any reason. If Company does so, Company hereby agrees to repay SHOW CREW NETWORK for such amounts, plus reasonable attorney fees and costs of collection.
If no dispute is claimed 7 days after a job is completed and the Company has not disbursed funds to the Crew Member, the Site will automatically disburse all funds in escrow to the Crew Member.
In the event that a Crew Member works additional hours, has out of pocket expenses or needs to bill for other services rendered beyond the initial job offer made by an Company they can use the SHOW CREW NETWORK supplemental invoicing system. Companies are required to pay Supplemental Invoices 7 days from their date of issue or dispute the Supplemental Invoice using the SHOW CREW NETWORK dispute resolution system. Failure to pay Supplemental Invoices will result in the suspension of Company membership. Companies agree to pay a 7% service charge and a 3.9% processing fee applied to al Supplemental Invoices. Since these amounts are above and beyond the amount escrowed for a job SHOW CREW NETWORK does not offer any guarantee of payment by an Company but will attempt to collect said amounts from an Company on behalf of Crew Members. SHOW CREW NETWORK will only attempt to collect on said amounts if the Crew Member has an authorized agent of the Company sign a hard copy of the Supplemental which can be downloaded and printed from SHOW CREW NETWORK. In the event that an Company fails to pay a Supplemental Invoice and issues no dispute, SHOW CREW NETWORK can, at its discretion, debit the Company's credit card or checking account for the amount of the supplemental invoice as well as any applicable processing and service fees.
MISCELLANEOUS Escrow Payment Service TERMS
Authorized Payments are Final
Your use of the Escrow Payment Service constitutes your agreement to pay for any amounts which you authorize us to charge against your Account and, as appropriate, your credit card, bank account, or PayPal. Such payments, once authorized, are final.
Erroneous or Duplicate Transactions; Charge Backs
SHOW CREW NETWORK reserves the right to seek reimbursement from you, and you will reimburse SHOW CREW NETWORK, if SHOW CREW NETWORK discovers erroneous or duplicate transactions, or SHOW CREW NETWORK receives a charge back from any Company's credit card company or bank for any reason. You agree that SHOW CREW NETWORK has the right to obtain such reimbursement by charging your Account, deducting amounts from future payments or withdrawals, charging your credit card, or obtaining reimbursement from you by any other lawful means. Failure to pay for reimbursements of charge backs is cause for termination of your Account.
The Escrow Payment Service operates in US Dollars and therefore SHOW CREW NETWORK is not responsible for currency fluctuations that occur when billing or crediting a credit or debit card denominated in a currency other than US Dollars, nor is SHOW CREW NETWORK responsible for currency fluctuations that occur when receiving or sending payment via wire transfer, check or automated clearinghouse to and from your Account. Payments made to SHOW CREW NETWORK in currency other than US Dollars may take up to eight weeks to process, depending on relationships among the banking and payment systems between the two countries. Consequently, balance adjustments may be delayed.
Disbursement of Funds
SHOW CREW NETWORK will disburse funds to Crew Members (1) seven days have passed since the completion of an event or shoot as long the Company does not dispute the charges; or (2)the first Friday of a tour and each Friday thereafter for the duration of the tour. Supplementary invoices will be paid once the Company completes the corresponding payment transaction. Funds will be disbursed to Crew Members by either Pay Pal or Check sent via USPS to the Crew Member at a cost of $1 per transaction. It make take funds up to 7 days to reach a Crew Member after the disbursement date depending on how they choose to receive funds.
Hold on Account Funds
SHOW CREW NETWORK reserves the right, at its sole discretion, to place a hold on funds for Company payments to clear, or if SHOW CREW NETWORK suspects monies may be subject to charge back or if fraud is suspected. SHOW CREW NETWORK will release a hold as soon as practical.
Agreement to Pay
If, for any reason, SHOW CREW NETWORK does not receive payment for any amounts that you have authorized to be paid through your use of the Escrow Payment Service or other SHOW CREW NETWORK Services, you agree to pay such amount immediately upon demand by SHOW CREW NETWORK. You also agree to pay any interest charges, attorneys' fees and other costs of collection incurred by SHOW CREW NETWORK in collecting from you the authorized but unpaid amount. In such case, SHOW CREW NETWORK may, at its option, stop processing any further payments made by you and apply any amounts then held by SHOW CREW NETWORK on your behalf toward any deficiencies, losses or costs that we have incurred as a result of your use of the Escrow Payment Service or other SHOW CREW NETWORK Service. We may also make appropriate reports to credit reporting agencies, financial institutions, law enforcement authorities and tax agencies, and cooperate with them in any resulting investigation or prosecution.
General Escrow Instructions
These General Escrow Instructions govern an Escrow established by Company and Crew Member pursuant to the Terms they have jointly agreed to on the Site. The "Escrow Instructions" are comprised of these General Escrow Instructions, the SHOW CREW NETWORK Terms of Service, and such Terms. Company and Crew Member are deemed to have executed the Escrow Instructions pursuant to the federal Electronic Signatures in Global and National Commerce Act (the E-Sign Act) (15 U.S.C. Sec. 7001, et seq.), by clicking to accept the Terms or clicking to fund Escrow at the Site, or by Clicking Authorize Auto Debit and doing so constitutes an acknowledgement that you are able to electronically receive, download, and print the Escrow Instructions. By clicking to accept a Job, Company has agreed automatically to the Escrow Instructions effective when Crew Member clicks to Accept the Job. By clicking to Accept an offer, Crew Member has agreed automatically to the Escrow Instructions. All references to the Escrow in these General Escrow Instructions will include the initial Funding Approval and any additional Funding Approval for the Job. Company and Crew Member hereby employ, authorize, and instruct Show Crew Network to act as Escrow Holder and Escrow Agent in connection with the applicable Job to provide for the retention, administration, and controlled release of the escrowed funds in accordance with the Terms and subject to and conditioned on the Escrow Instructions. You authorize SHOW CREW NETWORK amounts released from Escrow pursuant to the Escrow Instructions in payment of Service Fees payable to SHOW CREW NETWORK pursuant to the SHOW CREW NETWORK Terms of Service.
Throughout these General Escrow Instructions, the terms "SHOW CREW NETWORK," "us," and "we" are intended to mean SHOW CREW NETWORK.
When Company Submits a Funding Approval on the Site, Company irrevocably authorizes SHOW CREW NETWORK to use the Escrow Payment Service to charge Company's Account and, as appropriate, Company's credit card, bank, or in the amount of the applicable Funding Approval, and deposit any amounts collected thereby into an Escrow Account for the Job. If SHOW CREW NETWORK cannot collect such amount for any reason, SHOW CREW NETWORK has no obligation with respect to the creation or funding of the Escrow or any addition to such Escrow. Unless and until Company submits the initial Funding Approval with SHOW CREW NETWORK, SHOW CREW NETWORK has no obligation with respect to the Escrow. OTHER THAN CHARGING COMPANY'S ACCOUNT AND, AS APPROPRIATE, COMPANY'S CREDIT CARD, BANK, OR PAYPAL, SHOW CREW NETWORK HAS NO OBLIGATION WITH RESPECT TO THE CREATION OR FUNDING OF THE ESCROW OR ANY ADDITION TO SUCH ESCROW.
Company's Submission of Funding Approval for an Escrow constitutes Company's agreement to pay the amounts that Company authorizes SHOW CREW NETWORK to charge against Company's Account and, as appropriate, Company's credit card, bank, or Such payments, once authorized, are final, and SHOW CREW NETWORK will release amounts in the Escrow only pursuant to the Escrow Instructions.
USE OF FUNDS IN ESCROW ACCOUNT
SHOW CREW NETWORK uses funds deposited in the Escrow Account only in accordance with the Escrow Instructions. SHOW CREW NETWORK will not voluntarily make funds deposited in the Escrow account available to its creditors in the event of a bankruptcy or for any other purpose. These General Escrow Instructions are supplementary to the Terms, the SHOW CREW NETWORK Terms of Service, and to any other agreement between Company and Crew Member concerning the Job, as provided in 11 United States [Bankruptcy] Code, Section 365(n).
ESCROW ACCOUNT DEPOSIT
SHOW CREW NETWORK deposits and maintains all funds in the Escrow Account in a bank insured by the Federal Deposit Insurance Corporation and approved to receive escrow funds under applicable laws and regulations. You agree that you will not receive interest or other earnings on the funds in the Escrow Account. SHOW CREW NETWORK may earn and retain interest on those funds, or may receive a reduction in fees or expenses charged for banking services or other compensation in respect of any balances in Escrow Accounts.
Company and Crew Member may access current information regarding the status of the Escrow on the Site.
RELEASE AND DELIVERY OF AMOUNTS IN ESCROW
SHOW CREW NETWORK is authorized to and will release applicable portions of the Escrow Account (each portion a "Release") to Crew Member or Company only pursuant to one or more Release Conditions provided below. Crew Member and Company authorize SHOW CREW NETWORK to use the Escrow Payment Service to deliver the amount of any Release, and to withhold from Crew Member those amounts SHOW CREW NETWORK is entitled to withhold pursuant to the Escrow Payment Service.
As used in these General Escrow Instructions, "Release Conditions" means any of the following:
1. Seven days after an event or shoot is complete and no dispute has been filed by the Company.
2. A tour has commenced and no dispute or cancelation has been filed.
3. Company's or Crew Member's failure to submit to binding arbitration requested by the other pursuant to the Dispute
4. Company and Crew Member have failed to initiate arbitration for an unresolved dispute by the Limitations Date in
accordance with the Dispute Resolution Process
5. The final binding determination of an arbitrator from which appeal is not taken
6. The final binding order of a court from which appeal is not taken
For six months after the Breach Date applicable to any dispute arising between Company and Crew Member regarding an Escrow (excluding disputes involving claims for injunctive or other equitable relief), the Company and Crew Member will pursue resolution of the dispute in accordance with the Dispute Resolution Process:
Escrow During Dispute Resolution Process
During the Dispute Resolution Process, SHOW CREW NETWORK will continue to hold the Escrow without Release pending a Release Condition.
RELEASE OF ESCROW ACCOUNT
Upon any Release, the Escrow will terminate as it relates to the portion of the Escrow Account so released. Upon Release of Escrow funds the entire Escrow Account will terminate.
Releases are Final
Your approval of a Release of any amount in the Escrow Account constitutes your agreement to release such amounts from the Escrow. Any such release is final.
ESCROW AGENT DUTIES
SHOW CREW NETWORK undertakes to perform only such duties as are expressly set forth in the Escrow Instructions and no other or further duties will be implied. SHOW CREW NETWORK has no liability under and no duty to inquire as to the provisions of any agreement other than the Terms and the Escrow Instructions. SHOW CREW NETWORK will be under no duty to inquire into or investigate any agreement or communication between Company and Crew Member. SHOW CREW NETWORK has the right to rely upon, and will not be liable for acting or refraining from acting upon, any written notice, instruction or request furnished to it in accordance with these General Escrow Instructions, if SHOW CREW NETWORK reasonably believes that such notice, instruction, or request is genuine and that it is signed or presented by the proper party or parties. SHOW CREW NETWORK has no duty to inquire into or investigate the validity, accuracy or content of any such document. SHOW CREW NETWORK has no duty to solicit any payments or Releases which may be due to or from any Escrow Account. SHOW CREW NETWORK may execute any of its powers and perform any of its duties under the Escrow Instructions directly or through agents or attorneys (and will be liable only for the careful selection of any such agent or attorney) and may consult with counsel, accountants and other skilled persons to be selected and retained by it. SHOW CREW NETWORK will not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel, accountants or other skilled persons. If SHOW CREW NETWORK is uncertain as to its duties or rights hereunder or receives instructions, claims or demands from any party hereto which, in its opinion, conflict with any of the provisions of the Escrow Instructions, SHOW CREW NETWORK will be entitled to refrain from taking any action and its sole obligation will be to keep safely all property held in Escrow until it is directed otherwise in writing by Company and Crew Member or by a final order or judgment of an arbitrator or court of competent jurisdiction.
ESCROW AGENT RIGHTS
SHOW CREW NETWORK has the right in its sole discretion but not the obligation to institute Arbitration in accordance with the foregoing, or to institute any other legal proceedings including depositing funds held in Escrow with a court of competent jurisdiction, to resolve any dispute between Company and Crew Member related to an Escrow. Any provision of these General Escrow Instructions to the contrary notwithstanding, and regardless whether SHOW CREW NETWORK is identified as a party in interest in any dispute, arbitration or other legal proceeding, nothing herein will be construed to limit SHOW CREW NETWORK's legal and equitable rights, including but not limited to depositing funds held in Escrow with a court of competent jurisdiction. In case of fraud, SHOW CREW NETWORK has the right to Release funds held in Escrow to the defrauded party. Any corporation or association into which SHOW CREW NETWORK may be merged or converted or with which it may be consolidated, or any corporation or association to which all or substantially all the escrow business of SHOW CREW NETWORK may be transferred, will succeed to all the rights and obligations of SHOW CREW NETWORK as escrow agent under these General Escrow Instructions without further act.
TERM AND TERMINATION OF ESCROW
The Escrow will terminate automatically upon Release of all funds in the Escrow Account. SHOW CREW NETWORK reserves the right to terminate the Escrow, for any reason, by providing Company and Crew Member 20 days written notice.
Survival of Terms Following Termination
Upon termination of the Escrow, the remaining provisions of the SHOW CREW NETWORK Terms of Service will survive, including, without limitation, obligations to pay SHOW CREW NETWORK any amounts, provisions concerning dispute resolution, limitation of liability, and indemnification obligations.