Last Updated September 2008
For terms and conditions specific to printing please visit www.PixoPrint.co.uk
Confidentiality
The Designer shall treat all knowledge of the client's intentions, production methods and business organisation as confidential and shall not, at any time, divulge such Information without the written consent of the client.
The Designer will not divulge any information relating to or arising from the design commission and the work carried out in relation to it unless or until such information lawfully comes into the public domain. It is the Designer's responsibility to ensure that all members of staff are similarly bound to secrecy.
Quotations/Estimates
Of design fees are firm for one (1) month from the date of issue. The fees and expenses shown are estimates only. Final fees and expenses shall be shown when invoice is rendered. The Client's approval shall be obtained for any increases in fees or expenses that exceed the original estimate by 10% or more.
Meetings
The quotation includes for a reasonable number of discussion and presentation meetings. Initial meetings outside a Designer's office are chargeable at an hourly rate plus expenses.
Confirmation
The commission and brief shall be confirmed in writing by both the client and the Designer before proceeding, the form of service and fees being stated.
Payment
The Designer shall be paid for his services such fee or fees as have been agreed, which may be subject to VAT or other statutory additions. All invoices are payable within 30 days of receipt. The Designer shall be entitled to charge interest at the rate of 5 % per month on all sums due which have been outstanding for one calendar month or more. The fees of other consultants engaged by the Designer with the approval of the client shall always be the responsibility of the client. The grant of any license or right of copyright is conditioned on receipt of full payment.
Default in Payment
The Client shall assume responsibility for all collection of legal fees necessitated by default in payment.
Expenses
In addition to the fees, the Designer shall be reimbursed for all reasonable out-of- pocket expenses and for those of the Designer's staff actually and properly incurred in the execution of the commission. Such expenses may include hotel and travelling expenses, use of car, long distance telephone calls, etc. The Designer is entitled to add a handling charge for this service.
Costs
Costs incurred by the Designer in the reproduction of drawings, etc, undertaken at the client's request or with his approval, shall be charged separately unless covered under a fixed fee agreement. The Designer is entitled to add a handling fee for this service.
Rushed Work
Any work required in advance of the agreed timetable or any agreed contraction of the timetable shall be charged and paid for at an additional rate agreed in advance, or, failing agreement, determined by the Designer.
Alterations
The Designer is entitled to make an additional charge for extra work entailed in making alterations to an approved design, necessitated by changes in the client's instructions, or any other cause beyond the control of the Designer. Agreement should be reached before commencement of this work on the extent of this charge and the method by which the extra charge will be made.
Modifications of artwork
No modifications or alterations to any designs or other work may be made without the consent of the Designer. No reproduction or replication of the design shall differ in any way from the original supplied without consent of the Designer. Any modifications or alterations shall only be carried out by or under the supervision of the Designer and if they result from a change or changes in the agreed brief, shall be paid for at a rate agreed with the Designer in advance.
Use of Work
No designs or other work carried out during the course of the commission shall be used for any purpose other than that for which it is commissioned without the prior written approval of the Designer and in no circumstances may any work in preliminary or draft form be used or published as finished work without the prior written approval of the Designer.
Copyright
Legally, copyright or other industrial property rights in all sketches, concepts, drawings or models, is the property of the designer unless otherwise assigned. Any fees payable to the designer shall not be deemed to include the assignment of any such rights.
Design Registration
When the copyright or other property rights in a design is acquired by the client, the Designer shall, where desired, assist in any application for design registration. The costs shall be borne by the client.
Patents
All patentable material that may be originated by the Designer during a design commission shall remain the Designer's property unless, or until, a separate agreement is entered into assigning patent right in part or in full as may be desired.
Design Credits
The Designer shall be entitled to claim authorship of any design for which he has been responsible. By agreement between the Designer and the client, a published work may, if appropriate, bear a credit to the Designer provided this is accomplished in a manner approved of by the Designer. The Designer's consent shall be obtained before his name, signature or trademark is reproduced on any finished product or otherwise published.
Free Specimens
Where appropriate, the client should afford the Designer the right to receive, free of charge, a photographic record of the commissioned work where samples are not available.
Exclusive Services
Unless specifically negotiated and agreements reached on both length of time required and fee payable, a Designer shall not work on an exclusive basis. However, in accordance with the Institute's Code of Professional Conduct, a Designer shall not work simultaneously on assignments which are in direct commercial competition without the agreement of the clients concerned.
Contractors/Suppliers
Although all reasonable care will be taken when recommending suppliers or contractors, the Designer cannot accept responsibility for the performance of such suppliers or contractors.
Warranty of Originality
The Designer warrants and represents that, to the best' of his/her knowledge, the work assigned hereunder is original and has not been previously published, or that consent to use has been obtained on an unlimited basis; that all work or portions thereof obtained through the undersigned from third parties is original or, if previously published, that consent to use has been obtained on an unlimited basis; that the Designer has full authority to make this agreement; and that the work prepared by the Designer does not contain any scandalous, libelous, or unlawful matter. This warranty does not extend to any uses that the Client or others may make of the Designer's product that may infringe on the rights of others. Client expressly agrees that it will hold the Designer harmless for all liability caused by the Client's use of the Designer's product to the extent such use infringes on the rights of others.
Limitation of Liability
Client agrees that it shall not hold the Designer or his/her agents or employees liable for any incidental or consequential damages that arise from the Designer's failure to perform any aspect of the Project in a timely manner, regardless of whether such failure was caused by intentional or negligent acts or omissions of the Designer or a third party.
Termination
If, for any reason, the client decides to terminate the contract during any stage, the fee and expenses for that stage will become payable. Owner - ship of all copyrights and original artwork, including design concepts and any other preliminary materials shall be retained by the Designer, and a cancellation fee for work completed, based on the contract price and expenses already incurred, shall be paid by the Client.
The designer may terminate the agreement forthwith if:
Modifications of agreement
Modification of the Agreement must be written, except that the invoice may include, and the Client shall pay, fees or expenses that were orally authorized in order to progress promptly with the work.
Severance
If any provision of these terms and conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these terms and conditions and the remainder of the provision in question shall not be affected thereby.
Dispute Resolution
Any disputes in excess of the maximum limit for small-claims court arising out of this Agreement shall be submitted to binding arbitration before a mutually agreed-upon arbitrator. The Arbitrator's award shall be final, and judgment may be entered in any court having jurisdiction thereof. The Client shall pay all arbitration and court costs, reasonable lawyers's fees, and legal interest on any award of judgment in favor of the Designer.
Arbitration
Where any difference or dispute arising out of these Conditions of Engagement cannot be determined in accordance with the "Interpretation" provisions above, the matter shall be referred to the arbitration of a person appointed by agreement between both parties.
Notices
Any notices of communication which either the Designer or the client intends to give to the other party and which is sent by pre-paid letter post addressed to the last known address of the party to whom the notice is to be given shall be deemed to have been effectively given forty-eight (48) hours after the same shall have been put in a letter box in current public use in the country of the sender.
Law
An agreement between the Designer and the client shall be governed by Northern Ireland law and Northern Ireland courts shall have exclusive jurisdiction to entertain any action in respect hereof or any case stated by an Arbitrator.
|
