T&C’s

  • Terms and conditions

    PAYMENT AND DURATION

    This is a legally binding contract between the designer and the client that constitutes an order for the design services listed in the invoice provided. The client hereby allows permission for all design work to be used and shared by Studio 12 for self-promotional purposes. Unused designs created during the process, and which are not included in the final signed-off designs, remain in full ownership of the designer to do with as they please.


    -All invoices should be paid within five (5) business days of receiving them, if not paid your project will be put on hold and late fees will apply. All payments are non-refundable.


    -Full payment is required in order to secure your starting date. Upon signing this contract, the designer will reserve the date to start the agreed project. No designing will take place and no rights are granted until timely payment is made on the payment. Should the invoice not be paid, the client is automatically surrender their slot and this will be given to another client. Prices are subject to change at any time during the project.
-Unless stated otherwise, the client is entitled to 3 concepts with 3 revisions. Should the client require more revisions or the designer believes the work to be more complex than set out, additional fees will occur. Furthermore, any additional work beyond the services listed above will result in an added billing to the invoice. Unless otherwise stated, photography, stock images, delivery, and copywriting will be charged extra.
-Before your project begins, you will be notified of the completion date for your project, the minimum is 2 weeks from the invoice being paid (unless stated by Studio 12 or a website project), and should the project not be completed by this date, at no fault of the designer, the client will be expected to pay a 20% disruption fee for each week that the project runs over. 

    PRINTING

    Printing costs will need to be paid upfront in full and before the final design is sent to print. All concepts/images included in this email remain the copyright of Studio12. Please ensure when checking artwork before approving for print that all spelling, grammar, telephone numbers, addresses, sizing, etc are all correct. Under no circumstances will Studio12 refund or reprint due to typos or grammatical or sizing errors once approved by the client.

    CANCELLATION

    
You can cancel this contract at any time, by informing us in writing at least one (1) month in advance, all contracts that are terminated early will incur a fee. Likewise, we can cancel this contract at any time, by informing you in writing at least one (1) month in advance.
 Cancellation of orders may be made initially by telephone contact, or e-mail, however, following this, Studio 12 will need formal notification in writing to the company’s postal address. The client will then be invoiced for all work completed over and above the non-refundable deposit (if one was taken) that will have been made at the time of first ordering. The balance of monies due must be paid within 30 days. Please note: any cancellation that is not formally confirmed in writing and received by Studio12 within (1) month of such instruction being issued, will be liable for the full quoted cost of the project Cancellation does not affect any benefit or right that you or we become entitled to beforehand. So regardless of cancellation, you will pay us for any outstanding invoices and for work already done but not yet invoiced. Should the contract be terminated by either party, all work legally belongs to Studio12, and the client is not permitted to use the designs for personal or business use. Furthermore, in this event, any individual, including the client or another designer, is not permitted to recreate the ideas or designs that have been created by Studio12

    MONTHLY CLIENTS

    For all monthly clients, the above terms and conditions all apply however all work must be completed in that month and will not be carried over. This is the client's responsibility to send the required information so the work can be completed on time. Returning clients will be required to pay the payment in full up-front.

    With the rise of inflation and cost per year, there will most likely will be a price increase on the 1st Jan each year, you will be notified of this 28 days before.

    The price at the beginning of this contract is based on the time investment we estimate is needed to accomplish everything you’ve told us you want to achieve, but we’re happy to be flexible. If you want to change our arrangement or add anything new, we’ll provide a separate estimate for that.

    Please note: Monthly /rolling contract clients will be based on a 3-month basis and will need to give a month's notice if they do not wish to go ahead with the following retainer. If the client wants to cancel the contract early there will be a £50 fee. No refunds will also be issued

    SMM CLIENTS

    Client hereby authorizes and gives full permission to Studio12 to do social media management for the client during the agreed contract period of three months. Monthly invoices need to be paid within 7 days.

    LATE FEES

    Should the client fail to comply with payment dates, emails, invoices, and feedback (feedback within 7 days) a late fee will be billed directly. Failure to pay these fees will result in the instant termination of the contract as well as the project being put on hold and the matter will be taken further.

    FINAL DELIVERY

    For graphic design projects, we will deliver to you the digital files containing the final project deliverables within seven (7) business days after you approve them, and after you’ve paid all our outstanding invoices. The files will be delivered in Ai, PNG, JPG, PDF and EPS formats for logos designs only.
-For website development projects, all files that are required for the website to function properly will be uploaded to your server within seven (7) business days after you approve them, and after you’ve paid all our outstanding invoices.
-Upon final payment, the client will receive all final file types and the right to display the logo wherever the client sees fit. However, no other individual, including the client or another designer, is granted the right to change or manipulate the logo in any way. This includes adding or changing any element including, but not limited to, patterned/decorative backgrounds, changing the layout, colours or typography. Similarly, the client’s unique branding elements should not be used to create a new logo, and a new colour palette, typography, graphics and composition should be selected in this event. Should the client fail to comply, this will be seen as a breach of contract and further action will be taken.

    Upon final payment, the client will receive all final file types and the right to display the logo wherever the client sees fit. The client is granted full rights to do with the logo as they please. However, the client is not permitted to make any visible changes to the branding including, but not limited to, changing fonts, colours, composition, and illustrative elements.
 

    CHANGES TO THE PROJECT SCOPE

    We recognise that you may have new ideas which you may want to include later on, and we’ll be able to accommodate you. Inform us of the changes or additions, and if they are not already provided for in the existing quotation given, we will provide a separate quotation to cover them.

We understand that there may be urgent changes to the project scope that need to be carried out right away. You can request and approve an oral quote in order for us to start work on urgently needed changes, and we will follow up with an invoice later on.
 

    Rejection or cancellation

    The Client shall have no right to terminate the contract, allege breach of contract or seek any cancellation, reduction or repayment of the Job Cost on the basis of style or composition. Once the Quotation has been accepted, any subsequent cancellation by the Client will result in the Client being liable for the full Job Cost as if the cancellation had not taken place, excluding such committed third party expenses as Believe in is able to avoid liability for within its existing contractual commitments to suppliers.

    Artwork Projects:

    For any projects that require the creation of Artwork (e.g. branding or print design projects), we will invoice full payment upon the presentation of the design concepts.

    Should additional revisions be required after the client approves the design concepts, they will be estimated and invoiced as a separate Proposal.

    Website Projects:

    For all website projects, Studio12 will invoice 50% upon the presentation of the design concepts/wireframes and the Final Balance of 50% before

    website launch (or 14 days after design concept presentation, whichever comes first).

    Should additional changes be required after the client approves the website, they will be estimated and invoiced as a separate Proposal.

    The website will be launched when all payments have been made in full.

    Stock Images & artwork

    If where applicable the use of stock images and artwork will be used within design concepts. These stock items must be purchased before use on the final artwork and will be in addition to the original quoted price unless otherwise stated.

    SEARCH ENGINE OPTIMISATION (SEO)

    When included in the Scope of Works, the client's website will be optimised for the agreed keywords and phrases. However, due to the number of considerations that search engines use when determining a site's ranking, Right Angle cannot guarantee any particular placement. Acceptance by any search engine cannot be guaranteed and when a site is accepted, the time it takes to appear in search results varies from one search engine to another. The client's site ranking will also vary as existing websites are edited and new sites are added.

    THIRD-PARTY VENDORS

    We may purchase or license from third-party vendors materials used in your project (including source code, work-up files, software programs, photographs, illustrations, etc.). Where we license such material, the intellectual property rights in the licensed material remain the property of the third party vendors.
 

    RUSH FEES

    The designer is not responsible for delays in the client’s schedule that are a result of the client’s planning. If the client requires additional work, or resumed work, to be completed on a rush order that results in the designer making accommodations in their schedule that go beyond typical work hours, then this will be billed at an increased rush rate, and only accepted based on the designer’s availability.
 Our rush service fees are charged at a premium basis of 150% (one hundred and fifty percent) of the amount stated in the attached quotation (or, if not previously quoted, of my standard charge) for the type of work requested.
 

    MEETINGS

    Can be held within a 7-mile radius from my office, anything further would be a Zoom call or at a negotiable location and will be charged a fee depending on location.

    A fee will be also be charged for missed meetings or calls

    DELAYS TO THE PROJECT SCHEDULE

    We understand that sometimes it’s impossible to reply to emails and messages immediately, so we don’t expect you (or us) to be able to do so. At the same time, we’ve found that keeping the momentum going produces the best results for both us and our clients.

To encourage everyone involved to do this, a delay fee of 20% on the outstanding amount from the date due until the date of payment of the attached quotation amount will kick in for every seven (7) consecutive days that you go unresponsive - not providing information, instructions, materials or anything else necessary for the project to proceed, therefore the project will be canceled.

The maximum amount that either you or us can claim under this clause is a sum that is equal to the quotation amount.


    SOFTWARE, FONTS, AND RAW FILES

    Software and fonts used for the project remain our property and will not be released to you. Likewise, project raw files will not be supplied.

If you require the raw files for the project, we can provide a separate estimate for that, which includes the release of the copyright to you.


    MATERIALS PROVIDED BY YOU

    Where you provide us with materials in the course of the project, you guarantee that you own them or have been given permission to use them. Ownership of these materials will remain with you (or the persons who licensed them to you) at all times. You grant us a royalty-free license to use them for the project and to retain copies in our business records.

We will not be responsible for any damage or consequences if the materials you provided infringe someone else’s rights or are unlawful or illegal. You will indemnify us and pay for all damages, costs, fees, expenses and legal fees on an indemnity basis that we incur due to your materials being infringing, unlawful or illegal in any country. During the course of the project, the client may share information with the designer that must remain confidential. We agree to keep this information confidential and to not share any information regarding the project to


    OUR RIGHTS BEFORE PAYMENT OF THE FINAL PROJECT INVOICE

    All originally created deliverables, including trademark logos and taglines, in draft and final form, are wholly owned by us prior to full payment of the final project invoice by you. This means that if the project is canceled before completion, we retain ownership of everything, and no rights are granted to you to use them.
 All design proofs will be provided in digital format. Final, high-resolution files will only be released upon receipt of full and final payment. If payment is not received for any reason, the final designs will not be delivered. All design work remains the legal property of Studio12, and the client is not permitted to use the designs for personal or business purposes. Additionally, neither the client nor any third party is authorised to replicate, modify, or recreate the concepts or designs developed by Studio12.

    ERRORS AND OMISSIONS

    We will use our best efforts to prevent errors and omissions from occurring. If such errors or omissions occur by ourselves, we will correct them for free, and that will be the limit of our responsibility and liability.


    CONFIDENTIAL INFORMATION

    “Confidential Information” means information that is marked as secret or confidential, or which, based on the circumstances in which it was disclosed, ought to be treated as confidential.

In the course of this project, we may receive from you (and you from us) Confidential Information. If either you or we receive from the other Confidential Information, the receiving party agrees to keep the Confidential Information secret, ensure that its agents and employees keep it secret, and not disclose it to any other person, organisation, or entity (unless absolutely necessary).

However, the receiving party may use or disclose Confidential Information received from the other in order to comply with a court order, law or regulation, or direction of governmental or statutory authority. The receiving party may also use or disclose Confidential Information that entered the public domain due to no fault of that party, or that was disclosed to the receiving party by another source lawfully and without any obligation of confidentiality.


    LIMITS ON LIABILITY

    While our aim is to deliver top quality and client satisfaction, there are some things we are unable to accept responsibility for.

We provide the deliverables to you on an as-is basis, and we make no promise or guarantee that they will be fit for, or achieve, any particular purpose.

We cannot and do not promise or guarantee that services or products purchased or licensed from third-party vendors will be free from interruption or failure or that they will remain available for use for any specific period.

We will not be liable to you for lost profits or other special or consequential damages of any kind, nor will we be liable to you for direct damages unless caused by our gross negligence or fraud. The maximum damages payable to you, in any event, will not exceed the number of fees actually invoiced and paid to us in connection with the project in question.

Specifically, we will not be responsible or liable to you for damages or loss caused by:
   

    - your use of the designs and deliverables in ways that are not covered by the licenses we grant to you;
    - anything is done by us on your instructions, or using the material you provided to us;
    - any breach of these terms and conditions by you;
    - any legal, governmental, contractual or other approvals that were required but which you did not obtain,
and you will keep us indemnified for all damages, costs, fees, expenses, and legal fees on an indemnity basis that we incur due to any of these specific actions and omissions.

    FORCE MAJEURE

    Neither you nor us shall be liable for failure to perform our part of the contract if the failure is due to force majeure events (including fire, flood, earthquake, storm, hurricane, natural disaster, war, civil war, invasion, the act of foreign enemies, hostilities, rebellion, terrorist activity, government sanction, change of law, strike, lockout, industrial action, embargo, sabotage, interruption or failure of electricity service, interruption or failure of transport networks or other public utilities, interruption or failure of the Internet or other communication services).


    NO TRANSFER OF THIS CONTRACT

    You cannot transfer, assign or novate this contract, the licenses given under or in connection with it, or any other parts of this contract to anyone else without our advance permission in writing, which we may choose to give subject to additional conditions.

We cannot transfer, assign or novate this contract without your advance permission in writing, except to a company or business in which we or our ultimate owners have a majority ownership interest.


    OTHER LEGAL STUFF

    We are an independent contractor and not your employee, and thus, any laws by which ownership of the copyright in works created by an employee is automatically transferred to the employer do not apply.

Studio12 may amend these terms and conditions at any time without prior notice.

If for some reason part of this contract becomes unenforceable or invalid, the remaining parts will be unaffected.

A failure or delay by either party in exercising any right or benefit under this contract does not amount to a waiver of that right or benefit.

    By signing the contract, expressing your confirmation or in writing (on paper or in electronic form), or paying your invoice, you agree to all the terms and conditions of this contract and or listed above, which is effective from the most recent date that appears on the signing page/ email or invoice. Signing the contract/ or paying the invoice will mean the project can commence and you agree to all terms and conditions. 

    Breach of the following will result in automatic termination of the contract and the client shall not be entitled to a refund of any kind.

    A) The client is disrespectful or makes any discriminative or offensive remarks towards Studio12

    B) In the unlikely case that multiple attempts have been made or offered to develop a design yet the client remains unhappy or is in refusal of additional fees, and a resolution is not deemed possible by the designer.

    C) There is a dispute between the designer and the client that is unresolvable.

    In the unlikely event that Studio12 falls ill or is injured and is unable to complete the work for this reason or any other, including personal, the client is entitled to a partial refund minus any design work that has already been completed. Should this occur prior to the starting date, the client will be entitled to a full refund of the deposit