Last updated August 7, 2017
Design Services Terms
15.0 Web Design & Logo Design Agreement
This entire clause 15 relates to the Web Design and/or Logo Design product.
15.1 Representations by us
15.1.1 Application of these Terms in respect of representations
You acknowledge and irrevocably agree that
- Any reliance you place on any representation(s) on other pages of the Site are subject to the terms and clarification specified in this Agreement, particularly clause 15.0;
- You can only expect Services in accordance with the terms of this Agreement, and
- In the event of any inconsistency between the representation(s) on other pages of the Site, and this Agreement, especially clause 15.0, the terms of this Agreement shall prevail over the representations – and your expectations of the Service shall be limited to the representations in this Agreement.
Logo & Web Design services are provided as an economy/premium service. We may provide such services directly or via a third party. Third party services may be subject to specific agreements as supplied by them. By applying or using any service offered by us you must agree to this agreement and any agreement of our third party suppliers. The Logo & Web Design Services are an online offering where individuals or entities that have signed up as clients can post specific assignments and project descriptions, including illustrative samples or other media as part of their campaign brief.
Each package has an allocated number of concepts and revision rounds. Further revisions or concepts will only be available by upgrading to the higher package or purchasing relevant upgrade products.
Subject to the service terms and respective agreements, policies and procedures, we shall use commercially reasonable efforts to attempt to provide services Monday to Friday, 9AM to 5PM with the exception of public holidays (all states, provinces and territories). You acknowledge that from time to time service may be inaccessible or inoperable for any reason. You agree to hold us free of any liability or indemnification that may come as a result of any inaccessibility or inoperability.
15.1.3 Creative Brief and Responses
You are solely responsible for preparing and posting detailed descriptions of each of your Creative Briefs to the Web Site, including providing samples illustrating your Creative Brief and any relevant deadlines.
We are under no obligation to review a Creative or Revision Brief for any purpose, including accuracy, completeness of information, quality or clarity. We may decide, at our sole discretion, to deny a Creative or Revision Brief.
When you are provided with a Revision, you are responsible for reviewing the Revision. If you fail to promptly advise that the Revision is not reasonably responsive to the Creative Brief, you will be deemed to have accepted the Revision.
If you notify us that you think a Revision is not reasonably responsive to the related Creative Brief, you shall then submit to us a Revision Brief containing information regarding amendments or modification to be made to the initial Response.
The purpose of the revision process is to create responses that move your project forward in the specific direction you have determined. You may request significant changes in the first and second cycles, and the Responses generated might be quite different in nature from the original composition you selected. Further revisions (subject to the purchased plan) shall be modifications to the current composition only.
We will provide monthly or annual maintenance in accordance with the service package purchased, ordered or maintained. If allocated maintenance time is not utilised during the respective maintenance schedule, they will not be carried over to the next schedule. Should the required maintenance exceed the allocation you may purchase additional time allocation in 30 minute blocks. Unused additional time allocation is not carried over and no refund will be issued for any allocation not used.
We require creative material be of sufficient quality and correct format, we reserve the right to deduct allocated time if we are forced to request re-submition. We will endeavour to advise if required maintenance appears to not be possible within allocated time but reserve the right to advise at any time that the time allocation is insufficient. Un-finished maintenance will not be published or distributed until further allocation has been purchased.
Web Design content is to be 100% supplied and installed by you. We will not, under any circumstances install or maintain content on the website and are only responsible for providing to you the design and instructions for installing/maintaining content. It is your responsibility to ensure that the content installed and held in your website is your own and does not belong to a third party, obtained without authorisation, in breach of trademark or copyright. You agree to hold us from any damages resulting from infringing content. We reserve the right to suspend or terminate any account we believe to be in breach of our Acceptable Use Policy.
15.1.7 Technical Information
Colours: The default colour model for our logos is the CMYK format unless you specify that you require PMS (Pantone) prior to the start of the project. Any format change after the start of the project will have an additional charge.
Logo Design File Format: The source file will be in Adobe Illustrator (.ai) format. The fonts will be converted into outlines.
Other formats sent will be JPEG, TIFF, EPS, GIF and PDF. Additional formats can be required upon request.
Web Design File Format: The source files will be held on our Hosting Services in a format which is in line with recent design and format technologies.
15.1.8 Rights to Use
Upon submission of a creative or response briefs or any other information or media provided by you in connection with your use of the Service, we and our agents shall have all rights and licenses necessary to use such client Information for the purpose of obtaining responses and for archival purposes.
Upon your submission of client information to the service, you grant us and our related agents a royalty-free, perpetual, irrevocable, sublicense able, exclusive, worldwide right (including any moral rights) and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, communicate to the public, perform and display (in whole or in part), and/or incorporate in other works, in any form, media, or technology now known or later developed, such Client Information, for the full term of any intellectual property rights that may exist in such Client Information to the extent necessary to provide you with the service and responses.
Logo Design: Subject to your compliance with these terms, you shall own the final the revision composition provided to you by us. You shall not, however, own any materials, media or other content generated during any revision cycles leading up to the final revision as set by your purchased plan. We expressly reserves all right, title and interest in and to the same. You acknowledge and hereby grant to us a royalty-free, irrevocable exclusive worldwide right to use Creative and revision briefs, individual responses provided to you, and final revision for internal and archival purposes, and in order to display and promote our services. We retain the rights to all artwork concepts and other content not selected by you. You acknowledge that your ownership rights under these terms are limited to the final revision, and that no trademarks or service marks in or to any final revision are being conveyed under these terms. You hereby acknowledge that we shall have no obligation or duty to perform trademark, service mark or copyright searches or inquiries, or the like, in order to validate the propriety or legality of the Final Product. Accordingly, you are encouraged to perform your own independent searches with regard to the final Revision. Furthermore, you acknowledge that we shall have no responsibility or obligation of any kind to assist you in seeking state or federal intellectual property protection (i.e., without limitation, trademark or copyright registration) for the final revision, nor shall we be responsible for otherwise assisting you in any way in your attempt to perfect your rights in or to the final revision.
Web Design: Ongoing service is solely dependent of your active subscription to the Web Design service. Failure to maintain your active subscription will result in suspension or termination of the services included with your normal subscription. You acknowledge that this may result in your web site being displayed to the public. Cancellation of the service will result is suspension or termination of the included services. Cancellation mid-term of applied service period will not entitle you to any refund. You acknowledge that all material developed by us or our third party partners belongs to and is copyright to us in accordance with copyright law. Payment of ordered services is allocated to the setup and maintenance of the services rendered in relation to the ordered service package only. You agree to prevent any unauthorized copying of any material relating to the services or resulting product. We do not grant any express or implied right to you. We reserve the right to utilise materials created through your services for any purpose, including utilising materials to promote our services via any medium.
15.1.9 Third party
We may provide Services directly or via a third party. Third party services may be subject to specific agreements as supplied by them. By applying or using any service offered by us you must agree to this agreement and any agreement of our third party suppliers.
15.1.10 Loss of service
This is not an archival service. You are solely responsible for maintaining independent back-up copies. We expressly disclaim any liability or responsibility for any loss, damage or destruction of designs, distribution lists, or any other content.
You expressly and irrevocably agree that:
- It is your responsibility to ensure that Services are utilized to their full potential;
- It is your responsibility to ensure the appropriateness and compatibility of Services that you are purchasing;
- You have ensured that Services that you are purchasing are appropriate and compatible to your needs prior to making the purchase;
- We are not obliged to provide refunds for any Service, but we may offer refund only if a cancellation request is filed within 72 hours of the purchase application being made;
- We may choose, on your request to downgrade an account however no refund will be applied if outside the 72 hour cooling off period;
- Refunds granted 30 days after application will incur a minimum surcharge;
- Deposit/Cheque order cancellations will result in a credit being applied to your account or result in a surcharge to be taken from the refunded amount offered;
- Direct Deposit overpayments will either be returned via full account credit or transaction reversal minus surcharge;
- Your request for refund will be denied where:
- Service on the claim has been used illegally or outside the terms of service (spam, trojan, resource abuse resulting in a suspension, or any other way we deem to be inappropriate, including a website being compromised due to a vulnerability of an application installed by the user);
- We believe you have breached your agreement with clause 15.2.1(a), (b) and (c) in any way;
- We have sent communication to you, and we do not receive a response to our communication within 1 week of us sending such communication; or
- We believe the request is fraudulent.
- We take no responsibility for any mistakes in application either on the advice of our staff or your sole decision; and
- You are liable for the costs we incur (including legal costs on a full indemnity basis) if you make any claim in connection with or arising from Services, and you have breached your agreement with clause 15.2 of these Terms in any way whatsoever at any time after indicating your agreement to these Terms.
15.2.2 Process of claiming refund
In order to claim a refund, you undertake to clearly request a refund (and provide reasons for the request) via email to us within 72 hours from the date that the Service was provisioned as defined by the invoice creation date, or within 72 hours of the dispute occurring. You understand that it is your responsibility to ensure that we have received your email within this timeframe. Generally, a response will be sent to you within a fortnight of us receiving your request, but we may convey a response earlier. You also understand that your eligibility for refund is subject to clause 15.2.1 of this Agreement.
15.3 Suspension & cancellation
You expressly and irrevocably agree that we reserve the right to suspend/cancel any/all Service if:
- You have any outstanding invoice or account.
- Your account is in dispute or dispute resolutions procedure, court order, judgement, findings or determination.
- You fail to comply with any provision in this agreement or those referenced in this agreement.
- There is evidence of fraudulent, illegal, defamatory, offensive activities, or any activity in breach of a third party's rights.
- We deem your use of our services may jeopardize the operation of the service, us or our suppliers.
- We deem any other reason as satisfactory to protect us, our staff and/or our suppliers.
Any suspension or cancellation is subject to clause 15.2.
If your account is cancelled under this agreement:
- You must pay all outstanding charges to us immediately.
- We may revoke/terminate any license issued to or by you in relations to the services as of the date of cancellation.
- We may immediately delete all data held prior to cancellation.
- We may perform any action without notice.