Yami no Tenshi Designs

1.0 PRICING and PAYMENT

Projects are billed according to the work carried out. Specific fees and payment terms will be detailed in the quote provided to you. As a general rule, Yami no Tenshi Designs request ½ of the quote fees in advance prior to commencement of the work, and the balance on project completion. Final payment is due within 15 days of invoice date unless otherwise noted. A 5% monthly service charge is payable on all invoices over 30 days. Fees are non-refundable. There will be a £15 fee on all rejected cheques “returned to drawer” by the bank, plus any additional bank fees. Client assumes responsibility for all collection of legal fees necessitated by default in payment.

2.0 QUOTES

Yami no Tenshi Designs make every effort to be as accurate as possible on quotes. To receive a project quote, you must submit the exact specifications of the project. In some cases, a range estimate will be given, based on knowledge of the project at the time of the estimate. If, upon receipt of all project elements, Yami no Tenshi Designs determine the scope of the project has been changed from the originally agreed-upon concept, the project may be re-estimated.

Minor revisions are anticipated, but major design/content changes may go beyond the scope of the quote. The client's approval will be obtained for any increases in fees or expenses that exceed the original quote. Final fees and expenses will be shown when the invoice is rendered. Quotes are valid for 30 days from the date the quote is received by the client. Any outsourced fees will be quoted separately.

3.0 EXPENSES

Out-of-pocket expenses will be subject to an industry-standard markup to cover time and costs involved. Unless projected to be costly, they will not be included in the quote. Any expenses expected to be above £50 will be discussed with the client. The client shall reimburse Yami no Tenshi Designs for expenses arising from this project, including but not limited to: photography, fonts, hi-resolution scanning, digital proofs, production expenses, long distance, postage, travel, sales tax (when applicable), messenger services, shipping, hiring of contract writers/designers, software, web hosting, and printing fees. Items generated in-house, such as colour/black & white output and DVDs/CDs, or royalty-free images from the Yami no Tenshi Designs collection, will be billed at a flat rate fee per item, established by the company. Mileage may be billed at the HMRC mileage rate of 10p/mile.

4.0 APPROVALS

The client will be ultimately responsible for final approval of all compositions. It is important to make all final corrections before the project goes live to avoid delays and additional fees. Yami no Tenshi Designs is not liable for any work that has been final approved by the client and made live.

5.0 ORAL AUTHORISATION

Invoices will include (and the client will be obliged to pay) fees or expenses that were orally authorised. Written confirmation of any oral authorisation will normally be required.

6.0 COMPLETION / DELIVERY DATES

Any delay in the completion of a project due to external forces beyond Yami no Tenshi Designs control or actions or negligence of the client, shall entitle Yami no Tenshi Designs to extend the completion / delivery date, upon notifying the client, by the time equivalent of the delay. External forces include, but are not limited to, unusual transportation delays, unforeseen problems at a vendor site, computer / Internet related issues, holidays and bad road conditions. Negligence of the client includes, but is not limited to, content delivery delays.

7.0 CANCELLATION FEES

In the event of cancellation of a project, the ownership of all copyrights and original artwork, including sketches, files of layouts, and any other mock-ups, shall be retained by Yami no Tenshi Designs. Any usage by the client of any of the project elements will result in appropriate legal action.

A cancellation fee for work completed shall be paid by the client. The cancellation fee is as follows: 50% of the total project fee for preliminary work, concepts or comps, 75% of total project fee after preliminary work but before completion, 100% of total project fee for completed work regardless of final approval.

8.0 ADDITIONAL USAGE

If the client wishes to make additional uses of the work, the client shall seek permission from Yami no Tenshi Designs and pay an additional fee to be agreed upon.

9.0 COPYRIGHT RESPONSIBILITY

It is the sole responsibility of the client to ensure that any intellectual property (artwork, code etc.) that they provide is owned by them in accordance with copyright laws. Yami no Tenshi Designs cannot be held responsible for any copyright violations or resulting fees due to assets provided by the client. Likewise, Yami no Tenshi Designs is responsible for any intellectual property supplied by them.

10.0 CREATIVE / INTELLECTUAL PROPERTY

Under copyright law, Yami no Tenshi Designs retain ownership of the original artwork pieces created for the client, although the client shall be the owner of the final product / implementation (i.e. Website). The original artwork may not be reproduced without consent from Yami no Tenshi Designs.

All code parts produced during the work relationship shall be owned by Yami no Tenshi Designs and may be reused in future projects, although the actual implementation (website etc.) of that code is solely the client's, and Yami no Tenshi Designs will not reproduce that same final implementation elsewhere. The client reserves the right to reuse, modify, transfer, or sell their implementation although the code itself cannot be resold without consent from Yami no Tenshi Designs.

11.0 MODIFICATIONS

Modifications to the project agreement must be submitted in writing, and the cost of the modifications will be sent to the client. Upon agreement of the fee, the modifications will be added to the project, and the fee added to the final invoice.

12.0 LIMITATION OF LIABILITY

Yami no Tenshi Designs cannot be held liable for any consequential or special damages, such as profit losses.

13.0 PROMOTIONAL USE

Yami no Tenshi Designs may reproduce any design, artwork or layout in promotional materials such as brochures, mailers, and websites, unless otherwise requested by the client. Yami no Tenshi Designs may use the completed project and any preliminary designs for the purpose of design competitions, future publications of design, educational purposes, and the marketing of Yami no Tenshi Designs services. Where applicable, the client will be given any necessary credit for usage of the project elements.

14.0 CLIENT PERFORMA

See your quote or estimate to determine the client specific responsibilities you have to contribute to the success of the project. In addition, you may be asked to complete other responsibilities in the Project Scope document that may be created once the project begins. It is important that these are executed and your signature binds you to fulfilling these objectives in a timely fashion.

15.0 AUTHORISATION

Written approval or a signature on this document from you, the client, or payment of an invoice issued as a result of a quote or estimate, indicate authorisation from your company for Yami no Tenshi Designs to proceed with the project described within this document. You are stating that you are a legally authorised representative and are committing to pay for all fees incurred in the production of this project and that you agree to the Terms laid out in this document.

16.0 LEGAL FEES

The client shall bear all costs, expenses, and reasonable attorney's fees in any action brought to recover payment under this contract or in which Yami no Tenshi Designs, or it’s employees, may become a party by reason of this contract.