Design Agreement – License, Terms & Conditions
All invoices are payable within the agreed upon time between parties. The grant of any license or right of copyright is conditioned on receipt of full payment.
2. Default in payment
The Client shall assume responsibility for cost outlays by designer in all collections of unpaid fees and of legal fees necessitated by default in payment. Invoices in default will include but are not limited to fees for collection and legal costs.
The fees shown are minimum estimates only unless an hourly fee has been agreed upon. That fee will be Hourly Fee per hour and the designer shall keep the client apprised of a tally of hours within a reasonable period of time. Final fees shall be shown when invoice is rendered. The fees shown are minimum estimates, the below stated hourly fee will be payable on all time over that which was quoted with a minimum in 30 minute increments.
The Client must assume that all additions, alterations, changes in content, layout or process changes requested by the customer, outside of the agreed three revisions will alter the time and cost. The Client shall offer the Designer the first opportunity to make any changes.
If the Client wishes to aquire stock photography, artwork or additional items necessary to complete the project, at the Client’s or designer’s recommendation, the Client shall reimburse the Designer for all expenses arising from this assignment, including the payment of any sales taxes due on this assignment, and shall advance the Designer for payment of said expenses, including but not limited to Stock Photography, Artwork, and or material needed for the project.
In the event of cancellation of this assignment, ownership of all copyrights and the original artwork shall be retained by the Designer, and a cancellation fee for work completed, and expenses already incurred, shall be paid by the Client. Cancellation fee is based on the hours submitted, if the project is on an hourly basis or a percentage based on the time estimate for the entire job. A 100% cancellation fee is due once the project has been finished, whether delivered to the client or not. If the project is on an hourly basis and the project is canceled by the client, the client agrees to pay no less than 100% of the hours already billed for the project at the time of cancellation.
7. Ownership and return of artwork
The Designer retains ownership of all original artwork, whether preliminary or final, and the Client shall return such artwork within 30 days of use unless indicated otherwise below. If transfer of ownership of all rights is desired, the client may purchase the rights at the cost outlined as “Source file – Full licence” in the Artwork Price-list. It is the Client’s responsibilty to source and purchase licenses for fonts used in any artwork commissioned. If the Full Licence is purchased the Designer will provide the client with a layered file, but may flatten certain elements to protect trade secrets.
The Client shall indemnify the Designer against all claims and expenses, including attorney’s fees, due to the uses for which no release was requested in writing or for uses that exceed authority granted by a release.
Modifications of the terms of this contract must be written and authorized by both parties, involving the implementation of a new version of the contract as a whole following standard procedures of documentation and approval.
10. Limitation of liability
The Designer will not be held liable for any matter arising from the use of the commissioned work by the Client or others that may infringe on the rights of others. The 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. The 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 intentional or negligent acts or omissions of the Designer or Client, any client representatives or employees, or a third party.
11. Dispute Resolution
Any disputes in excess of maximum limit for small-claims court arising out of this Agreement shall be submitted to binding arbitration before a mutually agreed-upon arbitrator pursuant to Jamaican laws. 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 cost, reasonable attorney’s fees, and legal interest on any award of judgment in favor of the Designer. All actions, whether brought by client or by designer will be filed in the designer’s country of business or residence. This contract is held accountable to the legal system of Jamaica and any applicable statutes held therein.
16. Acceptance of terms
The action of signing the Job Order form provided by the designer, sales representative or any person commissioned by Copy Creations and Technology will hold both partied in acceptance of these term. The action of the sending and receipt of this agreement via electronic method will hold both parties in acceptance of these terms. The Designer as sender and the client as recipient will acknowledge acceptance of these terms either through an e-mail noting acceptance or acceptance is acknowledged at the beginning of any work on said project. Electronic signatures shall be considered legal and binding.