Terms and Conditions.
I expect all projects to be a positive collaboration between designer and client. As in all exchanges, unexpected factors can create unforeseen circumstances. The Terms and Conditions outlined below exist to cover any such instances.
Throughout the text Below Chris Mitchell Design will be represented as DESIGNER and the client as CLIENT.
GENERAL WORKING AGREEMENT:
This text defines the terms and conditions of our working relationship. All projects or services that Chris Mitchell Design may be contracted to produce or provide for said client will be subject to the following:
Based on experience with long-term design communications projects, I have found that it is mutually advantageous to handle each project in logical working/billing phases. Concept revisions, extensive alterations, or a switch in marketing objectives sometimes makes it impossible to accurately estimate in advance the total cost of a project. Planning the work, cost estimating, and billing in several phases permits DESIGNER or CLIENT to adjust for such revisions/or halt work before completion if a project is postponed or cancelled. Any cancelled project is billed only through phases and/or portions of phases that were actually completed by DESIGNER. For each project, CLIENT will receive a proposal/quote/estimate outlining the project specifications and proposed scope of services and working/billing phases. With smaller jobs phases will be reduced to one. Each quote will contain a project budget, which, if necessary, includes estimated fees for professional services and separate itemised costs for anticipated out-of-pocket expenses. I will begin work upon CLIENT’S approval of the provided quote. Your approval (written or oral) will constitute an agreement between us.
CLIENT agrees to pay DESIGNER in accordance with the terms specified in each quote/estimate.
Unless otherwise specified, all subsequent balances due are payable upon art approval. I reserve the right to refuse completion or delivery of work until past due balances are paid.
Billing will reflect the actual costs incurred. Valid for only 30 days from date on estimate. Client requested changes will be billed additionally. The client will be notified of any price changes.
Fees for professional services do not include outside purchases such as, but not limited to, printing, photography, colour printouts, laminating, illustrations, separations, shipping and handling or courier service. Expenses are itemised on each invoice. If consultant or supervisory services are required in out-of-town locations, I will bill lodgings, meals, and transportation at cost. Reimbursement for mileage is calculated at current allowable rates.
REVISIONS AND ALTERATIONS:
New work requested by CLIENT and performed by DESIGNER after a proposal/estimate has been approved is considered a revision or alteration. If the job changes to an extent that substantially alters the specifications described in the original estimate, I will submit a proposal revision memo to you, and a revised additional fee must be agreed to by both parties before further work proceeds. Author’s alterations and other copy changes requested after layouts or mechanicals are completed are billed at standard hourly rates.
Estimates are based on a reasonable time schedule, and may be revised to take into consideration your “Priority Scheduling” requests requiring overtime and weekends. Knowledge of your deadlines is essential to provide an accurate estimate. In addition, outside suppliers such as service bureaus charge a 100% to 200% markup on overtime after 5:30pm and weekends. Work requests received after 12.00pm on a Friday will not be considered until the following work day unless arranged in prior agreement.
NATURE OF COPY:
CLIENT agrees to exercise due diligence in its direction to me regarding preparation of materials and must be able to substantiate all claims and representations. You are responsible for all trademark, servicemark, copyright and patent infringement clearances. You are also responsible for arranging, prior to publication, any necessary legal clearance of materials we prepare.
ERRORS AND OMISSIONS:
It is the CLIENT’S responsibility to check proofs carefully for accuracy in all respects, ranging from spelling to technical illustrations. DESIGNER is not liable for errors or omissions. Your signature or that of your authorised representative is required on all mechanicals or artwork prior to release for printing or other implementation.
CLIENT shall pay for all transmissions charges. The DESIGNER is not responsible for any errors, omissions or extra costs resulting from faults in the telephone, cable, satellite network or from incompatibility between the sending and receiving equipment.
OVER RUNS AND UNDER RUNS:
The CLIENT will accept over runs or under runs that do not exceed 10% of the quantity ordered on all jobs. The DESIGNER will bill for actual quantity delivered within this tolerance. If the CLIENT requires a guaranteed quantity, the percentage of tolerance must be stated at the time of quotation.
PLACEMENT OF ADVERTISING:
At your request, I will purchase media space on your behalf. Space will be billed to you at current rates plus a small commission.
INSPECTION OF BOOKS:
Upon reasonable notice, any and all invoices from vendors, time sheets and other documentation relating to your account will be available to you. Inspection by your authorised representative may be arranged during normal business hours.
PROPERTY AND SUPPLIER’S PERFORMANCE:
DESIGNER will take all reasonable precautions to safeguard the property you entrust to me. In the absence of negligence on my part, however, I am not responsible for loss, destruction or damage or unauthorised use by others of such property. I will use my best efforts to ensure quality and timely delivery of all printed (offset, silk-screened, embossed or otherwise reproduced) pieces. Although I may use my best efforts to guard against any loss to you through the failure of vendors, media, or others to perform in accordance with their commitments, DESIGNER is not responsible for failure on their part. If you select your own vendors, other than those recommended by me, you may request that we coordinate their work. If at all possible, I will attempt to do so, but I cannot in anyway be held responsible for quality, price, performance or delivery.
All materials or property belonging to the CLIENT, as well as work performed, may be retained as security until all just claims against the CLIENT are satisfied.
RIGHTS OF OWNERSHIP:
Once a project has been delivered by me and is fully paid for by CLIENT, DESIGNER will assign the reproduction rights of the design for the use(s) described in the proposal. According to the Copyright Law of 1976, the rights to all design and art work, including but not limited to photography and or illustration created by independent photographers or illustrators retained by DESIGNER, or purchased from a stock agency on your behalf, remain with the individual designer, artist, photographer or illustrator. Unless a purchase of “All Rights” (a buyout) is negotiated with DESIGNER and/or his/her authorised representative, you may not use or reproduce the design or the images therein for a purpose other than the one(s) originally stipulated. If you wish to use the design we have created and/or the images within it for another purpose or project, including a reprint or exhibition, you must contact me to arrange the transfer of rights and any additional fees before proceeding. If printing or other implementation is done through your vendors, you agree to return all original mechanicals and artwork (slides, prints, drawings, separations, etc.) within two weeks, and to provide me with printed samples of each project.
I reserve the right to photograph and/or distribute or publish for my promotional and marketing needs any work I create for you, including mock-ups and comprehensive presentations, as samples for our portfolio, brochures, slide presentations and similar media.
TERM AND TERMINATION:
The term of this agreement will continue for work in progress until terminated by either of us upon thirty (30) days written notice. If you should direct me at any time to cancel, terminate or “put on hold” any previously authorised purchase, I will promptly do so, provided you hold me harmless for any cost incurred as a result. Upon termination of this agreement, DESIGNER will transfer to CLIENT all your property and materials in our control and for which you have paid. CLIENT will indemnify and hold DESIGNER harmless for any loss or expense (including attorney’s fees), and agree to defend DESIGNER in any actual suit, claim or action arising in any way from our working relationship. This includes, but is not limited to assertations made against CLIENT and any of its products and services arising from the publication of materials that we prepare and you approve before publication.
Production schedules will be established and adhered to by both CLIENT and the DESIGNER, provided that neither shall incur any liability, penalty or additional cost due to delays caused by a state of war, riot, civil disorder, fire, labor trouble or strike, accidents, energy failure, equipment breakdown, delays in shipment by suppliers or carriers, action of government or civil authority, and acts of God or other causes beyond the control of the Client or the Designer. Where production schedules are not adhered to by the Client, final delivery date or dates will be adjusted accordingly.
This agreement is my entire understanding and may not be modified in any respect except in an executed agreement. If I must retain attorneys to collect invoices, I will be entitled to reasonable attorney’s fees, court costs, and interest at the maximum rate permitted by law.