Brand Articulations B.V.
Terms & Conditions
Acceptance of quotation and payment of deposit will be taken as acceptance of the following terms and conditions. Please ensure you have read and fully understand what is written below. Please contact us if anything is not clear to you.
1.0. All costs provided exclude VAT where applicable and are valid for thirty days from the date of the quotation.
2.0. The costs provided when quoting are guide prices based upon what we anticipate the strategy, creative, time and pro-duction requirements to be based on previous experience and on typical processes, plus client co-operation in provision of content, meeting deadlines and approval. Within reason, addi-tional charges may be payable if there are significant variations to this, although the client would be made aware of this well in advance in writing. Charges are unlikely to deviate from those quoted unless requirements change significantly.
3.0. No creative or development work will commence until the agency has received written approval of the quotation (by hand or by email). For productions a minimum deposit of 50% of the agreed costs (unless otherwise agreed in writing) is re-quired before work starts. This ensures that the agency is fully equipped to provide the very highest levels of service and ex-pertise, from project inception through to completion. This also applies if a project is delivered in ‘stages’, whereby a de-posit will be required before proceeding to each new stage.
4.0. Unless otherwise agreed in writing, the balance of pay-ment will be due in full on project completion (e.g on delivery of printed items, publishing of website, sending of e-shot, etc.): failure to make final payment at this point may result in delays in project delivery.
5.0. If a quotation has been provided where a job will be ap-proached in ‘stages’, each stage will need to be paid in full on completion of each stage, before the agency is able to pro-gress to the next stage. Where a job has been quoted in two halves (initial 50% deposit and final 50% balance) the balance of payment may be charged in full either on completion of the project or over a number of further staged payments at the discretion of the agency.
6.0. If any project exceeds the estimated timeline agreed or extends beyond twelve weeks from approval of quotation (whichever occurs first), the agency reserves the right to in-voice 25% of any outstanding balance, with the remaining 25% payable on completion.
7.0. Any printing, fulfillment, mailing, production or third-party services that are provided by the agency will require a mini-mum up-front payment of 75% (possibly higher in relation to value) of the agreed cost (this figure will be at the discretion of the agency and may in some cases be as much as 100%). Please note that the agency will be unable to proceed to this stage without receipt of or proof of this payment.
8.0. Unless otherwise stated above or previously agreed in writ-ing, all invoices are due within fifteen days of any invoice date. Please note points number 3, 4, 5 and 7 above and how this could have an impact on time scales.
9.0. Unless otherwise agreed in writing, work will usually commence within five working days of deposit receipt. Any anticipated completion date provided by the agency is subject to options chosen and client co-operation in provision of in-formation, resource (logos, images, etc.) and approval. The agency will do its very best to ensure that agreed timelines are adhered to, but please be aware that circumstances, amends requested, or additional requirements may potentially result in delays. Time lines provided are estimated but the agency will not be held liable if the project over-runs due to delays caused by the client passing information or approval, or any third par-ty issues or force majeure (act of God).
10.0. Costs provided allow for presentation of a minimum of two creative options per brief for the client to choose from. In the unlikely event that the client is not satisfied with the first round of presented work, the agency will develop a further round of additional creative development and presentation. If after this third round there is still no agreement on direction, the agency reserves the right to potentially bring to an end any agreement with the client with no refund of deposit or pay-ments made previously (agency has the obligation to deliver, not to perform).
11.0. Costs provided allow for a maximum of three sets of client amends after which time additional charges may become pay-able, although the client would be made aware of this in ad-vance.
12.0. At the end of each stage of the process (including - but not limited to - before sending an item to print or publishing a website, etc.) the client will need to ‘sign-off’ their approval either in person or by email. No further development can be undertaken until the agency is in receipt of written approval confirmation. Any amends to work after signed approved may incur additional charges for further time spent, although the client would be made aware of this in advance.
13.0. Costs provided allow for occasional meetings at key stages for a reasonable length of time between the agency and client. Some meetings may incur additional charges for time spent, although the client would be made aware of this in ad-vance.
14.0. Unless otherwise agreed in writing, projects are subject to a ‘standard disbursement charge’ to cover anticipated costs for in-house colour printing, travel, postage, etc.
15.0. Unless otherwise specified, costs quoted exclude the fol-lowing where relevant: VAT; printing; commissioned illustra-tion, photography or stock images; image retouching; image scanning; copywriting; postage, in-house colour print-outs and travel exceeding that allocated within the ‘standard dis-bursement charge’ above; web hosting (it will often be a pre-requisite to host on one of our competitively priced servers, particularly if a website incorporates an e-commerce or con-tent management system); couriers; other third-party costs incurred (such as merchant bank and payment gateway charges) etc.
16.0. The agency works closely with photographers, illustra-tors, film makers, interior designers and other relevant part-ners to provide an extensive high-quality service offering be-yond immediate in-house capabilities.
17.0. Clients should be aware that due to a variety of factors there will often be variance in colours shown between in-house proofs, colours on screen, printer’s proofs, and final printed items. These factors are determined by the source of the print or visual (each output source e.g the agency printer, the client’s printer, the image setter, the monitor etc. will differ from the other), the types of inks or make-up of colours. As a result of this the agency is unable to guarantee 100% con-sistency and accuracy of colour on all items and may not al-ways be able to achieve the exact result expected by the client.
18.0. Until payment is received in full, all designs, artwork and rights to design and artwork (whether in digital or printed format) remain the intellectual property of the agency. Full copyright and ownership of all ‘commissioned’ work will reside with the agency until full payment has been received, at which point the agency will surrender to the client, all claims of own-ership and full copyright for final work produced (not includ-ing alternative designs, concepts, options, files, images or doc-uments developed throughout the process). This agreement is subject to appropriate credit and acknowledgment appearing and the agency’s right to use the work for self promotion in its portfolio, in presentations, in advertising, in print and online.
19.0. The agency will never knowingly infringe any copyright or trademark and will deliver, to the best of knowledge, creative solutions that are original and unique to the agency. Unless otherwise agreed in writing, it is the responsibility of the client to ensure that no copyright or trademark has been infringed and to make their own application for copyright or trademark with the ‘European Intellectual Property Office’ if required.
20.0. If requested, the agency will (at its discretion) provide the client with end-artwork in its final form (e.g. print-ready PDF; DVD master; outlined EPS file etc.).
However the agency does not by default (and possibly without further charge) provide clients with original artwork or HTML code (for example an InDesign file, layered Photoshop file or HTML source file) or any working or development files, reject-ed concepts and designs, images or documents generated throughout the project. Ownership and copyright of all un-used or rejected files, documents and designs will reside with the agency for non-exclusive future use.
21.0. The agency will not at any time or in any manner, either directly or indirectly, use for our personal benefit or divulge, disclose or communicate in any manner any information that is proprietary to the client. We will act reasonably to protect such information and treat it as strictly confidential.
22.0. The client agrees to indemnify the agency and keep the agency indemnified and hold the agency harmless from and against any claims, actions, proceedings, losses, liabilities, dam-ages, costs, or expenses suffered or incurred in relation to work or services provided. The agency is not liable for any loss that may occur before, during or after the development of projects undertaken. The agency will not be held responsible for any delays, errors or losses arising from any third party.
23.0. The client agrees to alert the agency in writing to any de-fects or problems in relation to work and services provided, within 30 days of the final invoice date. The agency will not be liable for any claims made after this period.
Brand Articulations KvK: 64230538 BTW: NL855576479B01