Terms and Conditions: It’s not the small print. It’s the necessary to keep everything in line.
1 – Definitions
1.1. In these Terms and Conditions, the term ‘Client’, shall mean any company, partnership, firm or individual who is seeking design services from Ryan Cornelius Design, and whose name is set out at the foot of these Terms and Conditions.
1.2. The term ‘Supplier’ shall mean any company who supplies work to Ryan Cornelius Design, for example, print or web-design.
1.3. The Term Ryan Cornelius Design may also be referred to in these Terms and Conditions as ‘we’, ‘our’ or ‘us’.
2 – Conditions of payment
2.1. The initial consultation is free of charge, further hours required before the Client reaches a decision to proceed will be charged at £35 an hour.
2.2. Prior to further work continuing the client will pay 30% of the full total (including VAT where applicable) as a confirmation that work should continue and be accepted upon completion subject to the satisfaction of the client. Ryan Cornelius Design reserves in its absolute discretion, the right to levy this fee, which shall remain due and payable by the Client, where in opinion of Ryan Cornelius Design, the Client is unreasonably refusing to accept any design proposal put forward to it.
2.3 A contract 50% completion payment of 40% must be received at a point calculated by Ryan Cornelius Design. Payment must be made within 7 days for work to commence. It will be at the discretion of Ryan Cornelius Design to proceed or postpone the remainder of the contract until payment has been received.
2.4. Final payment must be received within 30 days from the date of receiving the invoice. In cases of overdue accounts, we will exercise our statutory rights under the Late Payment of Commercial Debts (Interest) Act 1998. In this respect, interest at the rate of 3 per cent above base rate per 14-day period will be added to the amount owed and this shall be compounded in each 14-day period on any outstanding balance from the date of the invoice until the date of receipt of payment in full. Also, please be advised that, in accordance with European Directive 2000/35/EC, a debt recovery fee of £50 will be charged. You will be liable to pay to us any additional costs fees or charges we may incur in connection with enforcement of any amount owed by you to us including but not limited to Court Fees and legal expenses.
2.5. Strictly upon receipt by us from the Client of full payment of any outstanding invoice, the copyright and, where applicable, any trademark rights, and patents, will pass directly to the Client who will thereafter have full control of all work prepared by us for the Client under the terms of the Agreement between us. Until this time, the Client may not use in any way the designs without written consent from Ryan Cornelius Design. The service is based on intellectual property rights and Ryan Cornelius Design retains absolute copyright of designs, actionable in law for any breach thereof. When copyright passes to the client, it is expressly agreed between the parties that Ryan Cornelius Design still maintain intellectual property over the work and shall be able to use it for promotional reasons for example, but not limited to, use on our website; in our portfolio; to show other clients examples; and in promotional literature. Ryan Cornelius Design
2.6. The full cost includes but may not necessarily be limited to: the design costs, any print or web costs, VAT, and 10% of the print costs for print management.
Ryan Cornelius Design will endeavour to provide high quality services to the client at the agreed cost. We shall use reasonable endeavours to complete the services as expeditiously as possible, or meet such other dates as agreed by the Parties. However, time shall not be of the essence: for any times for when the services are to be performed, whether given or agreed to by us; or for the length of time that any of the services are to take, whether specified by us or otherwise.
3. The Client will provide, by email or in writing all the information required by us in order to complete the work, such as name(s), contact details, information about the business, information about an event or other necessary information, and in some cases copy for brochures, annual reports and any similar material. Where the Client would like their copy written for them, Ryan Cornelius Design can arrange for this to be done on their behalf at an agreed additional cost.
4. Ryan Cornelius Design take no responsibility and their shall be no liability on the part of Ryan Cornelius Design for the written content of the work. The client will have various opportunities at every stage to check the content for spelling errors and/or inaccurate information. It is the Client’s responsibility to ensure that all information is correct before the work goes to print.
5. Ryan Cornelius Design makes no guarantees that the work they undertake will be successful for the Client, although results do show that design works and as Ryan Cornelius Design maintain a high standard in all that they do this is highly likely. Therefore, if the designs are deemed unsuccessful, no refunds will be given and all and any fees and costs shall be payable by the Client.
6. Should the Client, for whatever reason, chooses to cancel design work, Ryan Cornelius Design will not be held responsible for the decisions or circumstances of the Client and the Client will be require to pay Ryan Cornelius Design in full for all work undertaken up to that point, in the same manner as completed design work. Please see the conditions of payment in Condition 2 above.
7. If for whatever reason the Client should feel the need to put design work on hold for more than 14 days, then Ryan Cornelius Design should be notified in writing. The Client must then pay half of the outstanding balance and will pay the rest upon completion of the work.
8. Until work is completed and paid for, the copyright remains with Ryan Cornelius Design. The client will, during this time, be provided with visuals in various formats, for example pdf, or printouts. The Client may not use any design work without the written consent of Ryan Cornelius Design. The service is based on intellectual property rights and Ryan Cornelius Design retain absolute copyright of these, actionable in law for any breaches thereof.
9. Ryan Cornelius Design outsources work to different printers and web designers, depending on who, in the absolute discretion of Ryan Cornelius Design is most suitable for the job. For each job, quotations are collected and the most appropriate supplier is used. Ryan Cornelius Design does not accept any responsibility for the work of their suppliers. The suppliers are responsible for their own work and therefore any disputes regarding work other than design should be raised with the supplier. The Client may request the terms and conditions of any supplier.
10. Save as provided above, Ryan Cornelius Design agrees to supply the Client with the design work by the agreed time. This means that they agree to have all work completed to allow for printing time, web site creation or other needs. However, should they complete the work allowing time for these and the supplier does not meet the deadline, the supplier is responsible, not Ryan Cornelius Design, and all complaints should be passed on to them.
11 – Loss or theft of work
11.1. Should Ryan Cornelius Design lose work due to events such as theft, fire or any other cause not within the control of Ryan Cornelius Design, then Ryan Cornelius Design take responsibility for loss of work and the client is not expected to pay. If possible and with agreement with the client, Ryan Cornelius Design would continue the work and complete it to the best of our abilities by the deadline, which may be changed through discussion with the client. Ryan Cornelius Design does not want to compromise on quality.
11.2. Ryan Cornelius Design has a backup system in place in case of loss of work. This should mean that in the event of a fire, theft or other cause not within the control of Ryan Cornelius Design, the bulk of the work should be backed up, meaning that only a days work would be lost.
11.3. Should completed work be stolen from Ryan Cornelius Design, Ryan Cornelius Design accepts no responsibility for improper use of designs resulting from this. The premises have an alarm system in place, which should deter theft.
12. Should there be an issue with technology which in any way affects the work undertaken, Ryan Cornelius Design shall use its best endeavours to solve the problem quickly and effectively, with the minimum disruption to work. Ryan Cornelius Design do not take responsibility for loss of work in this way as any loss would be minimal, and the fault of the technology. All technology is checked regularly to make sure that it is safe and meets working expectations.
13 – Right to cancel work
13.1. Ryan Cornelius Design may cease to complete the design work at their discretion without a contractual commitment or liability being made by either party, prior to the contract being signed.
13.2. After the contract has been signed, Ryan Cornelius Design reserves the right in its absolute discretion to cancel completion of work for whatever reason. The circumstances surrounding cancellation may mean that the responsibility falls to either party.
13.2.1. If the responsibility falls to Ryan Cornelius Design, for example, reaching over capacity, the client would not be expected to pay for any work undertaken, unless further hours work were carried out at a charge of £35 an hour, prior to signing the contract. This sum should be paid in full.
13.2.2. If the responsibility falls on the client, then the full amount will require to be paid in full for all work undertaken up to that point, in the same manner as completed design work. See Paragraph 3.
13.3 In all and every circumstance Ryan Cornelius Design liability to the Client will be limited to the value of the agreement in terms of the cost for the provision of work. In no circumstances shall Ryan Cornelius Design be liable to the Client for any indirect or consequential loss whatsoever, and howsoever arising.
14. Should a client become bankrupt and have a Receiving Order made against them, or make any arrangements with their creditors, or being a limited liability company go into liquidation (other than a voluntary liquidation for the purposes of amalgamation or reconstruction) or have an administrative receiver appointed, or an administrative order is made against client or their assets or the client enters into an agreement with its creditors or is unable to pay its debts as they become due, the contract with such a client shall terminate forthwith, and the cost will become due and payable forthwith and such termination shall be without prejudice to any claim of Ryan Cornelius Design against the client in respect of any antecedent breach.
15. In the event of any dispute over the interpretation of these Terms and Conditions as a result of them being translated into a foreign language, the English version shall be taken as authentic.
16. This Agreement contains the whole agreement between the Parties in respect of the subject-matter of agreement and supersedes and replaces any prior written or oral agreements, representations or understandings between them relating to such subject-matter. The parties confirm that they have not entered into this Agreement on the basis of any representation that is not expressly incorporated into this Agreement. Nothing in this Agreement excludes liability for fraud.
17. The proper law of the contract shall be English Law and all disputes as to the construction of the application of these terms and conditions or the rights and liabilities of any person hereunder shall be determined by the English courts.