Updated 03/05/2024
All clients should read and understand the following before working with Lily Arundell Design.
Interpretation
For the purposes of this agreement, the following industry abbreviations will apply:
•“LA” means Lily Arundell Design
• “PROJECT” means any job or assignment done by LA
•“CLIENT” means the person or company named. The project confirmation for whom LA has agreed to provide services.
The headings in this agreement are inserted only for convenience and shall not affect its construction.
Introduction
LA provides graphic design, websites, digital marketing and SEO services and illustration.
General
All preparation materials, visuals and sketches, including all electronic files used to create the project remain the property of LA. The final artwork/digital files will become the property of the client mentioned in this proposal ONLY upon final payment of the project.
Should the client attempt to use/modify/alter/replicate or steal any of my ideas without making the agreed final payment, LA will take immediate legal counsel.If the final payment is NOT received as agreed and set out in the initial proposal, all designs and concepts will remain the property of LA until payment is received. If there are issues with the final payment, LA then reserves the right to reuse or amend any of these ideas for other clients or to be used freely as concepts in my portfolio.
Final payment ensures that ONLY the agreed design becomes the client's property. Any previous ideas/ concepts remain the property of LA unless any prior agreement has been made.
If Lily Arundell falls ill or is unable to complete the project due to unforeseen circumstances a portion of the overall budget will be returned. In most cases, the complete amount will be refunded. If the work so far completed can be used for another designer to pick up, then a percentage will be refunded based on the work completed or any other reasonable suggestion will be considered.Project Confirmation and Acceptance of Work
Quotations are valid for 30 days from the date of issue.
The LA confirmation containing the details of the project must be signed and returned by the client prior to the commencement of the project. If signing on behalf of a company, the client must be authorised to sign this agreement.When the Client places an order to purchase a website or website updates from the LA or/and any graphic-related work, the order represents an offer to the LA to create the website or website updates and/or create a design.
The client’s written confirmation in an email, letter or signature signed within the quotation agreement contract, is all evidence of entering a contract prior to invoicing. The invoice equals acceptance by the LA (or third-party supplier) of the Client’s offer to purchase services from the LA and this acceptance of work is a valid contract between the Client and LA regardless of whether the Client receives the invoice.
Any other services on the order that have not been included in the quotation/invoice do not form part of the contract. The Client agrees to check that the details of the quotation/invoice are correct and should print and keep a copy for their records.LA is liable to withdraw from the contract at any time prior to acceptance.
Additional work requested by the Client that is not specified in the agreed quotation or changes/updates are required after a phase of the project has been signed off by the client, is subject to an additional quotation/invoice by LA on receipt of specification. If the work is needed as part of an existing project, then this may affect the time scale and overall delivery time of the project.
The Client agrees to provide any needed information and content required by LA in good time to enable the LA to complete a design or website work as part of an agreed project.The Client cannot terminate a contract unless they have made full payment up to the end of the current stage of the project.
The client agrees to:
• Provide LA within a reasonable timescale – all content that is requested to complete the project including text, images and any other information.
• Review LA’s work on the project, provide feedback (if required), and sign off approval in a timely manner.
• Give advanced notice of any confidential information to be presented by email, written or verbal between both parties that is pertinent to the project. These correspondences are to be marked as ‘confidential’ in the email subject or clearly stated on any written documents.
LA agrees to:
• Carry out services in a professional and timely manner.
• Make a reasonable number of revisions to the project until the client is satisfied with the project or at such time as both parties feel an agreement is likely to be reached. However, no more than 2 major revisions (LA reserves the right to define what constitutes a ‘major revision’) shall be made to the project. Additional revisions or design work applied to the project will be charged separately at the hourly rate.
Website development
All websites are designed and developed to function across all major web browsers in both desktop and mobile versions (‘mobile’ as a term covers both phone and tablet devices). LA cannot guarantee complete and/or long-term functionality across all major browsers, platforms or mobile devices due to updates/ upgrades enacted by their respective vendors.
LA cannot guarantee compatibility with browser software that has not received its most recent system update.
Material
LA reserves the right to refuse to handle:
1. Any media that is unlawful or inappropriate.
2. Any media that contains a virus or hostile program.
3. Any media that constitutes harassment, racism, violence, obscenity, harmful intent or spamming.
4. Any media that constitutes a criminal offence, or infringes privacy or copyright.
Projects: print material
It is the Client’s responsibility to check all content for print material, before going to print. The files will only be sent to print when approval has been received by email or letter as a notice of evidence. The designer cannot be held responsible for any errors in content if it has already been approved and granted to go to the printers as it is an irreversible procedure once the printers process the files.
Payment
All quoted prices are exempt from VAT.The payment schedule will be agreed in advance and set out on the project confirmation.For graphic design projects, 50% of the fee will be invoiced upon the client signing the confirmation and prior to the commencement of the project. The second 50% of the balance will be invoiced upon project completion.
For website projects, the first 50% of the website fee will be invoiced following the client’s sign-off of the homepage design and prior to the commencement of the build of the website. The second 50% and the annual hosting fee balance will be invoiced upon project completion.
In the event that any concepts or designs are not used, or a website is cancelled prior to it going live, LA reserve the right to charge the client up to 100% of the agreed costs. The scale of the charge will be dependent on what stage the project is at when the cancellation takes place – stages shall be measured using hours spent by the designer on the project as a metric.
In all cases, the client on the project confirmation will be invoiced and solely responsible for payment, unless otherwise agreed in writing prior to commencement. In the case of non-payment by the client, LA reserves the right to invoice the 'ultimate client' (i.e. designer/manufacturer/owner of the product in question). The client should notify all parties affected or potentially affected by this clause as no usage of assets is permitted by any person or company until all fees have been paid to LA in full.
All invoices must be paid in full within 7 days of the invoice date (including weekends), except where agreed at LA’s discretion.
LA reserves the right to decline further work on a project if invoices are outstanding with the Client after 7 days of supply.
LA reserves the right to remove its work for the Client from the Internet if payments are not received within 7 days after the project is complete.If final payment is not received within 7 days after the invoice is issued, LA has the right to add an 8% daily charge for every day beyond the 7-day window to the outstanding balance.
If the project runs beyond 8 weeks and the hold-up of completion of the project is from the Client, the Client may be asked by LA to make another instalment from the outstanding balance prior to final payment due to loss of earnings.
Any project that involves print material must be paid prior to print, to cover the cost of print with an external company.website support and hosting fees
Support and hosting contract lengths are 12 months unless otherwise agreed in writing. Costs for this are invoiced at the commencement of the period and are non-refundable should the service be cancelled prior to the end of the contract.Hosting fees are quoted annually and may increase due to increases from our suppliers. LA cannot be held responsible for any such increases but will give the client 30 days’ notice of any subsequent increase.
Once a website is live, in the event of non-payment of the hosting fee, the site may be taken offline or reverted to a non-domain site.The hosting period will commence from when the build of the website starts due to the suppliers' terms (custom fonts and functionality cannot be used without active hosting therefore limiting how much of the build can be completed).
Domain names and hosting
LA can, at its discretion, but is not obliged to, offer domain name registration and hosting via a third-party service.The Client agrees that registration of a domain name does not provide endorsement of the right to use the name. The Client is responsible for ensuring they have due title to the domain name. LA holds no liability and the Client hereby agrees to indemnify and hold harmless LA from any claim resulting from the Client’s registration of a domain name.
The domain name is registered in the Client’s own name, with the address and contact details of LA. The Client should be aware that a domain name is registered with a third party and as such the Client shall agree to fully abide by the terms and conditions set out by the third party for such services.
The Client agrees to take all legal responsibility for use of third-party domain name and hosting services and supply truthful details to the third-party services.
The Client agrees that information submitted for registration of domain names is then available to the general public via the Nominet Whois system. However, Clients who are using their website for non- trading purposes may ask the third-party registrar for their contact information not to be included in the Nominet Whois system.
The Client is liable to pay LA for any domain name registrations and the initial set-up of the hosting if included as part of the website build.
Any support relating to the domain name, hosting and email services is between the Client and the third-party service.
Any other domain name and hosting services or costs not included by LA, including but not limited to further domain name registration fees, domain name transfer charges, yearly domain name renewals, hosting charges, yearly hosting renewals, hosting upgrades, extra disk space, bandwidth and any other related or hidden charges, are to be paid by the Client to the third party services.
The Client agrees to pay the domain name and hosting fees as soon as required by the third party. Any modifications needed to the domain name or hosting services are to be made between the Client and third-party service.
The Client agrees that if at any time their contact details, including email address, change, it is their responsibility to contact the third party and update their contact details. Failure to do so may mean that renewal invoices for the domain name and hosting services are not received by the Client.
Payment for the domain name and hosting services is to be made immediately upon receipt of an invoice from the third-party service. Failure to comply with the payment terms may result in the Client’s domain name becoming available to another party and/or the website and email services becoming unavailable.
The Client agrees to take full responsibility for all usage of the domain name, hosting and email services and to fully abide by the terms and conditions set out by the third party for such services.
Copyright
The copyright to the markup, CSS files, other code that may have been used by LA for the client, or certain images that LA may have supplied to or for the client are licensed in connection with this project and will be licensed solely to the client. The client owns the copyright and all files attached to this project.
LA reserve the right as the Company responsible for the design and/or development to place a small and unobtrusive link at the bottom of the client’s website as a credit.
As the design company, LA also reserves the right to display and link to completed projects as part of their portfolio, and to write about the project on other websites, in magazine or ezine articles, books, and written or digital publications of any design and source. Please inform LA in advance of the website going live if this is unacceptable.
Exclusion Fees
A special fee will be negotiated when the booking is in conjunction with a brand which precludes work for competing brands. It is the client’s responsibility to check whether conflicting work has been done. LA can work for a competitor unless an exclusion fee is negotiated.
Complaints
Any cause for complaint should be reported to LA when it arises. Complaints cannot be considered in retrospect.
Jurisdiction
These terms and conditions for booking and all other matters connected with the booking are governed by English Law and any dispute will be settled in accordance with that law by a court in England.
If legal representation is required to resolve a dispute, all costs incurred shall be claimed from the client in addition to late payment fees in accordance with The Late Payment of Commercial Debts Regulations 2002, (UK late payment legislation act 1998).
General
LA reserves the right to negotiate within the structure of these terms and conditions.These terms and conditions are without prejudice to any claim against the client.
As a supplier of services, these terms and conditions take precedence over terms and conditions that may be received from the client even when those terms and conditions have a similar clause to this.
Interpretation
LA reserves the right to terminate a project with a Client at any time without prior notification if it finds the Client in breach of these Terms and Conditions. LA shall be the sole arbiter in deciding what constitutes a breach. No refunds will be given in such a situation.
Where one or more terms of this contract are held to be void or unenforceable for whatever reason, any other terms of the contract not so held will remain valid and enforceable at law.
By accepting a quotation or making a payment of invoice to use the services supplied, the Client acknowledges to have read, understand, and accept the Terms and Conditions of this Agreement and agrees to be legally binding by these Terms and Conditions.
LA reserves the right to alter these Terms and Conditions at any time without prior notice.
Contact
Lily Arundell
hello@lilyarundell.co.uk