Definitions
In these conditions ‘the Customer’ means the person, firm or company who commissions the services of RatArt Graphic Design ‘the Company’. By commissioning the Company to undertake work ‘the project’ on their behalf, the Customer agrees that these Terms and Conditions of Trading define our working relationship. All projects, services or goods that the Company may be contracted to produce or provide for the Customer will be subject to the following:

Fees
For each project, the Customer will receive an estimate outlining the project specifications and estimated fees for our time based on our current hourly rate and, where appropriate, any goods and professional services commissioned by us in order to complete the project. We will begin work upon the customer’s written or oral approval of the estimate and this will constitute an agreement between us. The Customer agrees to pay the Company in accordance with the terms specified in each proposal/estimate. Estimates are valid for 30 days from the date on the estimate.

Payment
Unless otherwise agreed, first-time Customers will be required to pay 50% of the project cost before work can begin, all subsequent balances due are payable upon artwork approval. Customers with certified credit history with the Company will be required to pay 50% of the project cost at specified mid-stage and all subsequent balances upon artwork approval. Payment to be received no later than 30 days NETT from invoice date unless credit terms agreed. We understand and will exercise our statutory right to interest and compensation for debt recovery costs under the late payment legislation if account not settled according to agreed credit terms. Interest will be charged at the current reference rate + 8% at every 30 days for invoices exceeding 30 days. We reserve the right to refuse completion or delivery of work until past due balances are paid. The Customer shall pay the Company’s costs, charges and expenses directly or indirectly incurred in obtaining or otherwise enforcing payment of outstanding accounts.

Revisions and alterations
New work requested by the Customer and performed by the Company after a proposal/estimate has been approved is considered a revision or alteration. If the job changes to an extent that substantially alters the specifications described in the original estimate, we will submit a revised proposal/estimate to you, and both parties must agree to a revised additional fee before further work proceeds. Author’s alterations and other copy changes requested after layouts or mechanicals are completed are billed at our standard hourly rates. Overtime and rushed orders Estimates are based on a reasonable time schedule, and may be revised to take into consideration your ‘priority scheduling’ requests requiring overtime and/or weekend working. Knowledge of your deadlines is essential to provide an accurate estimate. In addition, our suppliers may mark up their charges in respect of work required in a hurry.

Exclusion of liability
Under no circumstances whatever shall the Company be liable for losses special to the particular circumstances of the Customer, indirect or consequential loss including loss of profits, damage to property or wasted expenditure. Without prejudice to the other provisions of these conditions, the Company’s liability shall not exceed the total of the contract fees for the project. The fees for any project are based on the assumption that the liability of the Company and Customer are as set out herein. Nature of copy and property belonging to others The Customer agrees to exercise due diligence in its direction to us regarding preparation of materials and must be able to substantiate all claims and representations. The Customer is responsible for all trademark, copyright and patent infringement clearances and is responsible for arranging, prior to publication, any necessary legal clearances, licenses, usage or royalty payments.

Property and suppliers performance
The Company will take all reasonable precautions to safeguard property entrusted to us. In the absence of negligence on our part, however, we are not responsible for loss, destruction or damage or unauthorized use by others of such property. We will use our best efforts to guard against any loss arising from the failure of our suppliers, media, or others to perform in accordance with their commitments; the Company is not responsible for failure on their part. We cannot in any way be held responsible for quality, price, performance or delivery of materials made or supplied by others where the work has been placed directly by the Customer or his agents.

Lien
All materials or property belonging to the Customer, as well as work performed, may be retained as security until all just claims against the Customer are satisfied.

Rights of ownership
Once a project has been delivered by us and is fully paid for by the Customer, the Company will assign the reproduction rights of the design for the use(s) described in the proposal. According to copyright law, the rights to all design and artwork, including by not limited to photography, music and or illustration created by independent photographers, artists or illustrators retained by the Company, or purchased from a stock agency on behalf of the Customer, remain with the individual designer, artist, photographer or illustrator. Unless a purchase of ‘All Rights’ (a Buyout) is negotiated on behalf of the Company, you may not use or reproduce the design, work or the property therein for a purpose other than the one(s) originally stipulated. If you wish to use the design we have created and/or the images within it for another purpose or project, including a reprint or exhibition, you must contact us to arrange the transfer of rights and the payment of any additional fees before proceeding. We reserve the right to photograph and/or distribute or publish for our firm’s promotional and marketing needs any work we created for you, including roughs, visuals, mock-ups and presentations, as samples for our portfolio, newsletter, brochures, presentations, website and for entry for awards. We will endeavour to store files on computer disks for a period of 6 months beyond the delivery of a job. Thereupon, we reserve the right to discard them without notice.

Limitation
The Customer will indemnify and hold the Company harmless for any loss or expense (including legal fees) and agree to defend the Company in any actual lawsuit, claim or action arising in any way from our working relationship. This includes, but is not limited to claims made against the Customer and any of its products and services arising from the publication of material that we prepare and the customer approves before publication.

Force majeure
Production schedules, storage of files and property belonging to the Client will be established and adhered to by both Customer and the Company, provided that neither shall incur any liability, penalty or additional cost due to delays caused by a state of war, riot, civil disorder, fire, industrial dispute or strike, accidents, energy failure, equipment breakdown, delays in shipment by suppliers or carriers, action of government or civil authority, and acts of God or other causes beyond the control of the Customer or the Company. Where production schedules are not adhered to by the Customer, final delivery date or dates will be adjusted accordingly.

General
The validity and enforceability of this agreement will be interpreted in accordance with the laws of England but the Company reserves the right to bring proceedings in connection with this contract in any other court of competent jurisdiction. Failure by the Company to enforce any of these conditions shall not be construed as a waiver of that condition or any other condition.