KJC Creative Limited (hereinafter ‘KJC Creative’) is a design agency, registered in the U.K. under company number 08467243 and whose trading office is at The Old Surgery, Keinches Lane, Aylesbury, Buckinghamshire, HP22 4LD.
These terms and conditions refer to KJC Creative’s relationship with its Clients and potential Clients.
Registered Office:
59 Meadowcroft
Aylesbury
Bucks
HP19 9LP
Tel: 01296 640278
E-mail: info@kjc-creative.com
Web: www.kjc-creative.com
Agreement: all the terms and conditions as set out in this document and any of our proposal documents, including estimates, quotes and schedules.
Client: the person, firm or company referred to in the quote, who requests and attains services, subject to this agreement.
Services: the services and work product provided by KJC Creative under the terms of this agreement, as set out in the quote. Any other services which KJC Creative provides, or agrees to provide, to the client.
Proposal: a formal, written plan put forward by KJC Creative for consideration by the client.
Quote: the proposed cost for services provided by KJC Creative to the client.
Client Material: all documents, imagery, information, materials and other content provided by the client.
Deliverables: any tangible or intangible item to be delivered to the client during the course of a project in the form and medium required by the client.
Order: an official purchase order raised by the client in response to the quote, or an email acknowledging acceptance of the quote.
Sub-contractor: any employees, representatives, officers, agents, consultants or any other third party instructed by KJC Creative in the provision of services.
Payment: all amounts paid by any payer resulting from any services provided by KJC Creative as set out in the quote.
All quotes are valid for 30 days from the date of submission.
Quotes are based on the information provided by the client, including, but not limited to; detail on quantities, structure, scope and functionality.
Quotes are based on KJC Creative’s current costs and unless otherwise agreed are subject to amendment on, or at any time after, acceptance to meet any rise or fall in such costs.
Alterations: any quote may be subject to change should the client's requirements change at any time during the project. Where there is a change of brief, KJC Creative will inform the client in advance of any extra costs likely to be incurred.
All charges listed in the quote are estimates and are subject to final confirmation of technical specification.
KJC Creative may quote separately for, or not provide, any Service that is not specifically stated on the quote accepted by the client.
Additional costs: any and all outside costs including, but not limited to: image production, stock imagery, copy writing, proofreading, equipment rental, artwork licenses, prototype and/or proof production costs, hosting fees, will be billed to the client unless specifically otherwise provided for in the quote.
Any information given by KJC Creative as to the time of completion or performance of its services (whether completion of the whole or a part of those services) shall be estimates only.
Any stated timescale is reliant upon the client providing all client material and approvals within the timelines agreed between both parties at the commencement of this agreement.
This agreement takes effect from the date on which the client places an order and shall remain effective until the services are completed and delivered.
Acceptance of these terms is an absolute condition of the client requesting work.
An order constitutes acceptance of all our Terms and Conditions.
No work will commence until acceptance of a quote has been received by KJC Creative.
The client undertakes to supply KJC Creative with all information, assistance and materials required by KJC Creative to perform the services required, to the agreed timelines.
The client will ensure that all client material supplied to KJC Creative is owned by the client, or if not, that the client has permission from the legal owner, to use the client material in the provision of services.
The client warrants that to the best of its knowledge and belief, all information provided by it to KJC Creative is accurate and complete.
The client shall be responsible for co-ordination of any decision making with parties other than KJC Creative.
The client shall be responsible for the management, including payment of, any and all third party services related to the services provided by KJC Creative, but for which KJC Creative are not responsible; including but not limited to: domain name renewals and web hosting.
The client shall be responsible for:
Final proof reading. In the event that the client has approved deliverables but errors, such as (by way of example, not limitation) typographic errors or misspellings remain in the finished product; the client shall incur the cost of correcting such errors.
Notifying KJC Creative of any issues or problems with printed deliverables within 24 hours of delivery.
Notifying KJC Creative of any issues or problems with digital work within 48 hours upon completion of the work. For any issues raised outside of these timelines, KJC Creative reserve the right to charge an additional fee. The client acknowledges that the late supply of client material may have an impact on KJC Creative’s ability to deliver services. If KJC Creative’s performance of its obligations under the terms of this agreement are prevented or delayed by any act or omission of the client, the client’s agents, sub-contractors, consultants or employees, KJC Creative shall not be liable for any costs, charges or losses sustained or incurred by the client arising directly or indirectly from such prevention or delay. KJC Creative will not include in its designs, any text, images or other data which it deems to be immoral, offensive, obscene or illegal. All advertising material must conform to all standards laid down by all relevant advertising standards authorities. KJC Creative also reserves the right to refuse to include submitted material without giving reason. In the situation where any images and/or data that KJC Creative does include in all good faith, and subsequently discovers is in contravention to such terms and conditions, the client is obliged to allow KJC Creative to remove the contravention without hindrance, or penalty. KJC Creative is to be held in no way responsible for any such data being included. Payment terms are strictly 14 days from the date of the invoice. For all new clients, payment of up to 50% of the estimate (+VAT) may be requested in advance of any works commencing. Where a deposit is required, the balance will be due on completion of the works unless otherwise agreed in writing. Any queries relating to the invoice must be raised within 72 hours of receipt of the invoice. KJC Creative understand and will exercise their statutory right to claim interest under the Late Payment of Commercial Debts Act 1998, should payment not be made according to the credit terms stated in this agreement. Interest will be charged on the outstanding balance at a rate of 8% above the Bank of England base rate. The client shall be responsible for all collection or legal fees necessitated by late or defaulted payments. KJC Creative reserves the right to: Withhold delivery and any transfer of ownership of any current works if overdue invoices are not paid in full. Remove KJC Creative and/or the client's material from any and all computer systems, until the amount due has been fully paid. Deactivate any services; including, but not limited to: removal of web pages, hosting, domain registration, search engine submission, design and maintenance. Removal of such materials or cessation of services does not relieve the client of its obligation to pay the due amount. By supplying text, images and other data to KJC Creative for inclusion in the client's website or other medium, the client
declares that it holds the appropriate copyright and/or trademark permissions. The ownership of such materials will remain with the client, or rightful copyright or trademark owner.
The client agrees to fully indemnify and hold KJC Creative free from harm in any and all claims resulting from the client not having obtained all the required copyright, and/or any other necessary permissions.
Should KJC Creative or the client supply an image, text,
audio clip or any other file for use in a website, multimedia presentation, print item, exhibition, advertisement or any other medium believing it to be copyright and royalty free, which subsequently emerges to have such copyright or royalty usage limitations, the client will agree to allow KJC Creative to remove and/or replace the file. Any artwork, images, or text supplied and/or designed by KJC Creative on behalf of the client, will remain the property of KJC Creative and/or its suppliers in accordance with the Copyright, Designs and Patents Act 1988. Any design, copywriting, drawing, idea or code created for the client by KJC Creative is licensed for use by the client and may not be modified, re-used, or re-distributed in any way or form without the express written consent of KJC Creative. The client may request in writing from KJC Creative the necessary permission to use materials (for which KJC Creative holds the copyright) in forms other than for which it was originally supplied, and KJC Creative may, at its discretion, grant this. Such permission must be obtained in writing before it will allow any of the aforesaid artwork, images, text, or other data to be used. The client agrees to allow KJC Creative to place a small credit in the form of a link to KJC Creative's own website on the client's website. This will usually be in the form of a small logo or line of text placed towards the bottom of the page. The client also agrees to allow KJC Creative to place websites and other designs, along with a link to the client's site on KJC Creative's own website for demonstration purposes and to use any designs in its own publicity and portfolio. Each party acknowledges that in connection with this agreement it may receive certain confidential or proprietary technical and business information and materials of the other party and that such information and materials shall be kept in strict confidence. Both parties may disclose such information: To its employees, officers, agents or sub-contractors who need to know such information for the purposes of carrying out their obligations under the agreement. As may be required by law, court order or any governmental or regulatory authority. Neither party shall use any such information for any purpose other than to perform its obligations under the terms of the agreement. During the term of this agreement, and for a period of six months after expiration or termination of this agreement, the client shall not, without the prior written consent of KJC Creative, solicit, recruit, engage or otherwise employ or retain, on a full-time, part-time, consulting, or any other kind of basis any person who is, or has been, engaged as an employee or sub-contractor of KJC Creative. In the event of such employment stated in 11.1, the client agrees that KJC Creative will be entitled to an agency commission of either: 25% of said person’s starting salary with the client or; 25% of the fees paid to said person if engaged by the client as an independent contractor. In the event of (i) above, payment will be due within 30 days of the employment starting date or in the case of (ii) payment will be due at the end of any month during which the contractor performed services for the client. In the event of non-payment in connection with this section, KJC Creative shall be entitled to seek all remedies under law and equity. This agreement may be terminated at any time, by either party, effective immediately upon notice, or the mutual agreement of the parties, or if any party: Becomes insolvent or files for bankruptcy. Breaches any of its material responsibilities or obligations under this agreement. In the event of termination, KJC Creative shall be compensated for the services performed through to the date of the termination in the amount of: Any advance payment. A pro-rated portion of the fees due. All expenses, fees, out of pocket expenses together with any additional costs incurred through and up to the date of termination. Upon receipt of full compensation, KJC Creative grants to the client such right and title as provided for in this agreement with respect to those deliverables provided to and accepted by the client as of the date of termination. Projects that have passed for 30 days without contact or further instruction from the client are deemed to be complete. To the extent permitted by law, KJC Creative limits liability to the client for any loss or damage of any kind, however arising and whether caused by tort (including negligence), breach of contract or the failure to provide the Service, including, but not limited to: any business losses, loss of revenue, income, profits or anticipated savings, loss of contracts or business relationships, loss of reputation or goodwill, or loss or corruption of information or data. KJC Creative does not accept any liability for any errors that are a direct result of the client failing to meet the obligations as stated in (4) of this agreement. Except in relation to liability for death or personal injury arising from our negligence or fraudulent misrepresentation or any other liability which cannot be excluded or limited under applicable law, our total aggregate liability under this agreement shall be limited to one-thousand pounds sterling (£1,000.00). By placing an order as per the definition in (1) of this agreement, you agree that the exclusions and limitations of liability set out in this agreement are reasonable.
These terms of use and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales. In the event that any part of this agreement is held to be unenforceable, the agreement will continue in full force and be interpreted to reflect the original intent of both parties.
5. Right of Refusal
6. Payment
7. Default
8. Copyright, Licensing & Trademarks
9. Design Credits
10. Confidentiality
11. Non-solicitation:
12. Termination
13. Limitations of Liability
14. Jurisdiction & Miscellaneous