Lainie Willow’s Graphic Design Terms and Conditions.
In these terms and conditions the following definitions apply:
Lainie Willow: Lainie Willow of 16542 Lorelei Lane, Tustin CA 92780
Client: the person, firm or company who purchases Services from Lainie Willow.
Contract: the contract between Lainie Willow and the client for the supply of Services in accordance with these terms and conditions.
Deliverables: all works, materials and products developed by Lainie Willow in relation to the Services in any media including without limitation computer programs, designs, data, diagrams, drawings, brochures, logos, all print and web design artwork and specifications.
Intellectual Property Rights: all patents, rights to inventions, utility models, copyright and related rights, trade and service marks, trade, business and domain names, rights in get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database rights, topography rights, moral rights, rights in confidential information (including without limitation know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered, and including without limitation all applications (or rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which may subsist in any part of the world.
Materials: all materials and content provided by the client to Lainie Willow from time to time in connection with the Services.
parties: Lainie Willow and the client.
Services: the design and/or other services to be provided by Lainie Willow to the client as described in the estimate or quotation.
The client shall ensure that the Materials and/or their use do not infringe the Intellectual Property Rights of a third party or any applicable laws or regulations. Lainie Willow is entitled (in its sole discretion) to refuse to use any Materials.
The client shall indemnify and hold Lainie Willow harmless against all and any damages, liability, demands, loss, expenses and costs (including without limitation legal fees) suffered or incurred by or awarded against Lainie Willow in connection with or arising as a result of any action or claim that the Materials and/or their use infringe the Intellectual Property Rights of a third party or any applicable laws or regulations.
All Intellectual Property Rights and all other rights in the Deliverables (excluding for the avoidance of doubt the Materials) shall be owned by Lainie Willow. Lainie Willow hereby licenses all such rights to the client on a non-exclusive, non-transferable, non-assignable basis (with no right to sub-licence) to such extent as is necessary to enable the client to make reasonable use of the Deliverables and the Services as is envisaged by the parties. If the client does not make any payment to Lainie Willow by the due date or if Lainie Willow terminates the Contract for the client’s material breach or insolvency this licence will automatically terminate. [Lainie Willow makes no representation or warranty that the exercise of the rights granted to the client will not infringe the rights of any third party.]
Any additions to briefs provided will be carried out at the discretion of Lainie Willow and where no charge is made by Lainie Willow for such additions, Lainie Willow accepts no responsibility to ensure such additions are error free and reserve the right to charge an according amount for any correction to these or further additions.
The client agrees to make available as soon as is reasonably possible to Lainie Willow all materials required to complete the work to the agreed standard and within the set deadline.
Lainie Willow will not be liable for costs incurred, compensation or loss of earnings due to the failure to meet agreed deadlines.
Lainie Willow will not be liable or become involved in any disputes between the client and their clients and cannot be held responsible for any wrongdoing eg. Any disputes re content/images that have been provided to us for inclusion on the site.
Lainie Willow will not be liable for any costs incurred, compensation or loss of earnings due to the work carried out on behalf of the client or any of the clients appointed agents.
Lainie Willow will not be liable for any costs incurred, compensation or loss of earnings due to the inclusion of material and information submitted by the client.
Once printed material has been designed and completed the final balance of payment is then due. There are no exceptions to this, i.e If the client decides they no longer want the work, as they have commissioned the work and paid a deposit they are still obliged to pay for the work that has been done. Non payment will result in legal action being taken if necessary. Once full payment is received for print work, it is assumed that the project has been completed to the clients satisfaction and no refunds can be offered.
The client is expected to proof read the print work produced by Lainie Willow before being made generally available for use. This will be signed off whereupon the client becomes liable for any mistakes printed.
Payment of Accounts
A deposit of 50% is required with any standard project before any design work will be carried out. This figure is non-refundable. A deposit is required from any new client before any work is carried out. Work on the project will not commence until this amount has cleared. It is Lainie Willow’s policy that any outstanding accounts for work carried out by Lainie Willow or its affiliates are required to be paid in full, no later than 15 days from the date of the invoice unless by prior arrangement with Lainie Willow.
Once a deposit is paid and work completed the client is obliged to pay the balance of payment in full. We will contact clients via email and telephone to remind them of such payments if they are not received when due. Accounts which remain outstanding for 30 days after the date of invoice, will incur an extra charge of $5 per month of the outstanding amount.
If accounts are not settled or Lainie Willow has not been contacted regarding the delay, access to the related website may be denied and web pages removed, we will then pass such cases to the Small Claims Court to pursue payment, non payment can result in county court judgements (ccj’s) being added to the clients credit rating.
Following consistent non payment of an invoice a Solicitor will contact the client in question, with a view to taking the matter further and if need be to seek payment through legal procedures, and if necessary court summons.
Returned checks will incur an additional fee of $30 per returned check.
Design Credits (Print Only)
The client agrees to allow Lainie Willow to place a small credit on printed material, exhibition displays, advertisements only when given prior notice by Lainie Willow. This will usually be in the form of a small logo or line of text placed towards the bottom of the page.
Design Credits (Websites Only)
The client agrees to allow Lainie Willow to place a small credit or a link to www.lainiewillow.com 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.
We do not share or sell any of your details with third party companies, without your express permission and we will only email you or contact you about work related matters.
Cancellation of orders may be made initially by telephone contact, or e-mail, however, following this, Lainie Willow will need formal notification in writing to its postal address. The client will then be invoiced for all work completed over and above the non-refundable deposit that will have been made at the time of first ordering. The balance of monies due must be paid within 30 days. Please note: any cancellation which is not formally confirmed in writing and received by Lainie Willow within 14 days of such instruction being issued, will be liable for the full quoted cost of the project.
Full Color Printing
Every effort will be made to obtain the best possible color reproduction on clients work but due to the nature of the process involved Lainie Willow shall not be required to guarantee an exact match in color or texture between the printed results and any proof or existing copy so supplied. Pantone ink matches cannot be produced using the full color process. Any proof copies issued are NOT color accurate and are issued for content checking only.
Anyone who experiences a problem with their web service provided by Lainie Willow should raise the matter directly giving sufficient information to locate the material (such as an url) and clearly outlining the grounds for complaint. Lainie Willow will approach the individual responsible for the material in question with a view to resolving the matter to the satisfaction of the complainant
The formal complaints procedure should only be used where the complainant feels that the nature of the complaint is too serious to be dealt with informally, or where a satisfactory conclusion has not been reached after following the informal procedure
A formal complaint should be made in writing to Lainie Willow, who will acknowledge receipt and ensure that the matter is looked into as soon as possible.
An initial response to any complaint can be expected within seven days of its receipt; a full and considered response to the complaint should be completed within 30 days and any subsequent remedy implemented with the minimum of delay.
Lainie Willow shall not be liable to the client or deemed to be in breach of the Contract by reason of any delay in performing or any failure to perform any of the obligations of Lainie Willow in relation to the Services, if the delay or failure was due to any cause beyond the reasonable control of Lainie Willow. Without prejudice to the generality of the foregoing the following, shall be regarded as causes beyond the reasonable control of Lainie Willow: Act of God, explosion, flood, tempest, fire or accident, War or threat of war, sabotage, insurrection, civil disturbance or equisition, Acts, restrictions, regulations, by-laws, prohibitions or measures of any kind on the part of any government or local authority, strikes, lockouts or other industrial action or trade disputes (whether involving employees of Lainie Willow or any third party), difficulties in obtaining raw materials, labor, fuel, parts or machinery, power failure or breakdown in machinery.
These terms and conditions shall apply to and shall be incorporated into the contract between Lainie Willow and the client for the supply of the Services to the exclusion of any other terms that the client seeks to impose or incorporate or which are implied by trade, custom, practice or course of dealing. No addition to or variation of, exclusion or attempted exclusion of, any of these terms and conditions shall be binding on Lainie Willow unless in writing and signed by a duly authorised representative of Lainie Willow.
No one other than the parties shall have any right to enforce any term of this Contract. If a court or any other competent authority finds that any provision (or part of a provision) of the Contract is invalid, unenforceable or illegal, that provision or part-provision shall, to the extent required, be deemed deleted, and the validity and enforceability of the other provisions of the Contract shall not be affected
This Contract and any disputes or claims arising out of or in connection with it or its subject matter or formation (including without limitation non-contractual disputes or claims) shall be governed by and construed in accordance with US law and the parties irrevocably submit to the exclusive jurisdiction of the courts of The United States of America.
Acceptance of Quotation and Terms and Condition
The placement of an order for design and/or any other services offered by Lainie Willow and validated by the client’s signature on the estimate or quotation form, constitutes acceptance of the estimate or quotation and agreement to comply fully with all these terms and conditions and forms a Contract between the client and Lainie Willow. The client agrees to the supply of the Services in accordance with these terms and conditions, acknowledges that it has read and understood these terms and conditions and agrees to be bound by them.