The bits and do-dads you should know when purchasing your template and working with us.
Client agrees to pay designer the fees listed in the client invoice, including all taxes if applicable. Pricing in the project proposal includes only designer fees, unless otherwise noted.
Any other costs, such as hosting, theme licensing, art licensing, fonts, etc will be billed to client. Client will be notified before any such expenses are incurred.
A 50% NON-REFUNDABLE retainer is required to secure your spot on our calendar. Final payment is due 5 days before approximate start date. If client or designer decides to end this agreement prior to project commencement, designer retains the retainer.
Once retainer is paid, client can make payments on their own schedule. This can be done in any increments at any time. Balance must be paid in full 5 days prior to start date.
There is a 3 day grace period after final payment is due. If payment is not received, project will be cancelled and removed from calendar.
The Client must assume that all additions, alterations, changes in content, layout or process changes to approved work, requested by the customer, will alter the time and cost.
*Install packages : any changes to design layout that are not included in purchased install package, will be billed on an hourly basis.
Designer shall be entitled to place accreditation, as a hyperlink, in the form, size and location as incorporated by designer in the deliverables on each page of the final deliverables with final agreement of client. Designer retains the right to reproduce, publish and display the deliverables in designer’s portfolios and websites, in galleries, design periodicals and other media or exhibits for the purposes of recognition of creative excellence or professional advancement, and to be credited with authorship of the deliverables in connection with such uses.
Designer is an independent contractor. Designer shall determine, in its sole discretion, the manner and means by which the services are accomplished. No agency, partnership, joint venture, or employee-employer relationship is intended or created by this agreement. Neither party is authorized to act as agent or bind the other party except as expressly stated in this agreement. Designer and the work product or deliverables prepared by designer shall not be deemed a work for hire as defined under copyright law. All rights granted to client are contractual in nature and are expressly defined by this agreement.
Client represents and warrants to designer that to the best of client’s knowledge, use of the client content does not infringe the rights of any third party. Designer represents and warranty to client that to the best of designer’s knowledge, the deliverables will not violate the rights of any third parties. Except for the express representations and warranties stated in this agreement, designer makes no warranties whatsoever. Designer explicitly disclaims any other warranties of any kind, either express or implied, including but not limited to warranties of merchantability or fitness for a particular purpose or compliance with laws or government rules or regulations applicable to the project.
Client shall indemnify designer from any and all damages, liabilities, costs, losses, expenses or attorney fees arising out of any claim, demand, or action by a third party due to materials included in deliverables at the request of the client. The services and the work product of designer are sold “as is.” In all circumstances, the maximum liability of designer, its directors, officers, employees, design agents and affiliates (“designer parties”), to client for damages for any and all causes whatsoever, and client’s maximum remedy, regardless of the form of action, whether in contract, tort or otherwise, shall be limited to the net profit of designer. In no event shall designer be liable for any lost data or content, lost profits, business interruption or for any indirect, incidental, special, consequential, exemplary or punitive damages arising out of or relating to the materials or the services provided by designer, even if designer has been advised of the possibility of such damages, and notwithstanding the failure of essential purpose of any limited remedy.
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.
Designer grants to client a non-exclusive, perpetual and worldwide license to use and display the final deliverables in accordance with this agreement. The rights granted to client are for use of the final deliverables in its original form only. Client may not change, create derivative works or extract portions of the final deliverables.
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.
If project is terminated by Client or Designer before completion, template installs will be delivered as-is.
Progress of custom commissions will be forfeited and designer retains all rights in and to all preliminary works.
Design may not be duplicated or resold at any time.
During the first month following expiration of this agreement, designer shall provide up to 30 minutes of support services at no additional cost to client. Support services means commercially reasonable technical support and assistance to maintain and update the deliverables, including correcting any errors or deficiencies. Requests for additional support will be billed on a time and materials basis at designers standard rate of $75/hour. The services in the warranty period do not include enhancements to the project or other services outside the scope of the proposal.
Modifications to this agreement must be in writing and signed by both parties. Failure by either party to enforce any right or seek to remedy any breach under this agreement shall not be construed as a waiver of such rights nor shall a waiver by either party of default in one or more instances be construed as constituting a continuing waiver or as a waiver of any other breach. All notices under this agreement shall be given in writing either by: (a) fax or email, with return confirmation of receipt; (b) certified or registered mail, with return receipt requested. notice will be effective when received, or in the case of email or fax, on confirmation of receipt. Rights or obligations under this agreement shall not be transferred, assigned or encumbered without the prior written consent of the other party. This agreement shall be governed by the State of Alaska. If any provision of this agreement is held invalid or unenforceable, the remainder of this agreement shall remain in full force and effect. Where possible the invalid or unenforceable provision shall be interpreted in such manner as to be effective and valid under applicable law. Headings and numbering used in this agreement are for convenience and reference only and shall not affect the scope, meaning, intent or interpretation of this agreement, and shall not have any legal effect. This agreement is the entire understanding of the parties and supersedes all prior understandings and documents relating to the subject matter of this agreement.
Retainer is NON-REFUNDABLE. If project is terminated, either by CLIENT or designer, Northfolk LLC shall return to me one half the total balance MINUS time spent on project (this pays for many hours spent on project research and preparation as well as the time blocked out on our schedule). I understand that I cannot claim any additional expenses, damages, or claims based on the failure of Northfolk LLC to complete the design.
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