These Standard Terms and Conditions provide the basis for a good working relationship between Nic Symes Design Co. (“Nic Symes”) and you (the “Client”). These terms form an integral part of the agreement between Nic Symes and the Client.

 

Copyright & Ownership

 

Except for the retained rights described in the paragraph below, all services provided and all materials Nic Symes produces on your behalf will become your property upon full payment of our invoices.

 

Nic Symes retains the right to:

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• use work produced for the Client as part of its portfolio materials in both its online and offline portfolios;

• add your firm to our client list; and

• use your work in design competitions, publications, exhibitions, or other promotional purposes.

 

Any material or ideas prepared or submitted to you that you choose not to produce or for which you have not paid our invoices, within 60 days of submission to you, will remain Nic Symes’s property (regardless of whether the physical embodiment of creative work is in your possession in the form of copy, artwork, plates, recordings, films, tapes, etc.) and may be submitted to other clients for their use, provided that such submission or use does not involve the release of any confidential information regarding your business or methods of operation.

 

Authority

 

The Client and Nic Symes each represent that they have full power and authority to enter into this agreement and that this agreement is binding upon the Client and Nic Symes, and enforceable in accordance with its terms.

 

Entire Agreement

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This agreement represents the entire agreement between the Client and Nic Symes, and may only be changed or modified in writing and with the approval of both parties.

 

Assignment

 

Neither the Client nor Nic Symes may assign or transfer their interest in this agreement without the written consent of the other.

 

Timelines

 

Schedules or time estimates are subject to change upon notification in writing by either party. Unless otherwise stated, the amount of written notice to be given by either party shall be two weeks.

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Disbursements

 

In addition to our fees, you agree to pay either Nic Symes or the provider directly for third party charges we incur to complete the projects defined under Marketing Services. Third party charges will be treated as disbursements and will be billed separately.

 

Fees & Alterations

 

Any revisions, additions, or alterations to the project modifying the terms of the agreement as the Services to be performed and not included in any fee specified, shall be billed as additional services. Such additional services shall include, but shall not be limited to, changes in the extent of work, changes in the complexity of any elements of the project, and any changes made after approval has been given for a specific stage of design, documentation, or preparation of artwork.

 

Rushed or Prolonged Work

 

Any work required in advance of an agreed schedule or timetable, any shortening of the contract period, or additional fees and expenses incurred during a project due to Client delays or extensions shall be charged and paid for at an additional rate of 50% of Nic Symes’s hourly rate.

 

Client Approval

 

The Client will appoint a single representative of the Client with full authority to provide necessary information required by Nic Symes and to provide approvals.

 

The Client will be required to proofread and approve all elements of final designs. Approval must be provided before production can continue and artwork is released. Corrections, if required, will be identified on proofs, artwork, facsimiles, or digital proofs and submitted for Nic Symes to revise and resubmit for client approval. Final approval is required on every project and must be marked “Approved” with the name or initials of the individual who is authorised by the Client to approve artwork for release and production.

 

Email authorisation from you will constitute authorisation and approval to carry out work defined in the Marketing Services.

 

Quality of Source Materials Supplied by Client

 

Additional charges will apply when materials are submitted by the Client in a form that prevents them from being readily used and applied at recognised professional standards. An example would be to recreate a low-resolution logo image file into a vector file.

 

Production

 

In those instances where the Client assumes responsibility for production, printed proofs, copies, prototypes and mock-ups must be approved by Nic Symes prior to use. Nic Symes shall be available at reasonable times to provide advice during the production period and for approval of minor modifications of the project (hourly rates will apply). 

 

When Nic Symes is engaged in a supervisory function and assumes responsibility for production on behalf of the Client, the Client agrees to abide by the decisions made by Nic Symes.

 

Payment Schedule

 

Unless otherwise noted, the Client’s payment schedule is tied to the project’s milestones as per below:

 

• 50% deposit upon contract acceptance

• 50% balance due upon delivery of the final design

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Delayed Payments

 

Nic Symes’s accounts will include taxes on fees and disbursements that are applicable by law and our accounts are due and payable upon receipt. If our accounts are not paid within 30 days of their receipt, interest will be charged on the outstanding balance at the monthly rate of 5%, compounded monthly, until they are paid.

 

Design Credits

 

The Client agrees that Nic Symes is entitled to claim authorship of the design, and will be permitted editorial credits to nicsymes.com on all published or manufactured work. The Client must obtain Nic Symes’s consent in writing before Nic Symes’s name is reproduced in any finished product or other published material by the Client.

 

Samples & Copies

 

The Client may provide Nic Symes with a number of samples or photographs of each printed or manufactured design. These samples will represent the highest quality of work produced.

 

Termination

 

This agreement may be terminated in writing if either the Client or Nic Symes commits a breach and fails to remedy the breach within 14 days of receiving written notification from the other party specifying the breach and requiring its remedy.

 

This agreement may be terminated for any reason by either the Client or Nic Symes, if a written notification is provided within 30 days.

 

On termination of this project, or any part of it, for any reason, the Client will pay Nic Symes for the work completed to date, along with all expenses incurred on the project. Any advance of fees provided will be credited against the amount due.

 

In the event of termination, Nic Symes will retain all copyright even if the fees agreed to in advance have included the assignment of the copyright.

 

Indemnity

 

The Client will provide accurate and complete information and materials to Nic Symes, and warrants and guarantees that all materials are owned by the Client or that the Client has all necessary rights (including copyright and waiver or moral rights) in such materials, to allow Nic Symes to use them for the project.

 

We will use our reasonable best efforts to guard against any loss to you caused by the failure of media, suppliers, or others to perform in accordance with their commitments, but we will not be responsible for any such loss or failure on their part, or any destruction or unauthorised use by others of your property.

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Nic Symes is not responsible for errors or omissions in any work produced as per the Client’s approval, and no financial responsibility is assumed by Nic Symes for errors or damages resulting from such errors.

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Nic Symes will not be responsible for delays in delivery caused by acts of God, strikes, fires, floods, or any other similar circumstances beyond Nic Symes’s control.

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You agree to indemnify Nic Symes, its employees, contractors and agents against all third-party claims (including, without limitation, reasonable lawyers’ fees) arising from or relating to any content or materials provided to Nic Symes by you or in relation to the use by you, or anyone else, of materials produced by Nic Symes at your request.

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All indemnification obligations shall survive the termination of our services or the termination or expiration of the Marketing Services Retainer.

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Applicable Law

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This agreement and all terms and conditions will be governed and construed in accordance with the laws of the Republic of South Africa.

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