Terms of Business for “Very Creative”
Terms of Business © All Rights Reserved
OUR COMPANY INFORMATION:
Very Creative is the trading name of Mezzanine Creative Ltd. Limited Company Registration No: 6889993. VAT No: 120644549. Mezzanine Creative Ltd: Formally trading as EI DESIGN from 2003.
Dear Valued Clients: In order to maintain the smooth running operations of your account, and so we may offer a consistent level of uninterrupted professional service to your business, we have updated our business terms.
“VC” refers to Very Creative
“Call-out” refers to the act of being called or summoned, mostly in cases when an emergency or urgent assistance is required
“Client” refers to the person requires and subsequently uses the Services as offered by VC, and whose information appears on the contract
“Content” refers to text and/or images placed on a website
“Contract” refers to the verbal and/or written agreement by VC and the Client, to undertake Services as offered by VC up to the agreed-upon completion or Stage
“Email Spamming Law” refers to the legislation that states organizations and business entities should send marketing emails only to those individuals who have expressly given their consent to receive the said emails, except in cases when there is already an established relationship between customer and service/product provider
“Invoice” refers to the bill or invoice issued by VC for Services rendered to the Client
“Liability” refers to the costs, actions, losses, damages, expenses, loss of profits, penalties, demands, loss of or damage to reputation and other losses incurred
“Stage” refers to each distinct phase of a project, as agreed upon by the Client and VC
“Services” refers to the creative design and marketing management work undertaken by VC in behalf of or for Clients
“Third Party Suppliers” refers to companies or persons apart from VC and the Client, which provide any part or all of the Services as offered by VC
VC undertakes to provide services to the client in a totally professional and competent manner. VC is committed to fulfilling all projects within agreed times, schedules, and deadlines, with the superior quality as deemed appropriate for each project as discussed with the Client. In order to achieve a consistent level of service at all agreed times, it will be necessary, at least in the early stages of the projects, to communicate constantly and discuss certain issues with the client.
VC will not disclose, share, or discuss any confidential text content, artwork, design, or client conversations with other persons or companies during the project development phase. Upon completion of a project, VC has the right to show artwork (online or printed) to any other potential clients.
DESIGN-BASED AND ONE-OFF PROJECTS
For any given design proposal, the client is hiring Very Creative based on its expertise. Based on the agreed direction that the designs should take, VC will present designs based on a time-based allowance. The given quote is based on a fixed amount of time in hours. Any additional changes requested will be considered as re-designs, and as such will be chargeable and should be advised to VC prior to project commencement.
Design Stage Payments
For larger design projects – such as website design or branding – the design process is split into a number of agreed-upon Stages. A non-refundable deposit is required prior to commencement. VC will Invoice the Client at the end of each Stage. Payment is to be settled at no later than 10 working days from the Invoice date for each Stage. The project will not proceed to the next stage(s) until previous Stage payments have been settled.
Call-Out Fees or Client Meetings
All face-to-face meetings are chargeable. Meetings at Clients Premises or another location are chargeable at £420.00+VAT (in London, and includes a two-hour meeting). Thereafter, an hourly charge of £70.00+VAT will be applied.
Royalty-free images will be purchased on behalf of the client, E.G. from www.shutterstock.com. Payment will be requested from the client prior to ordering the images. Image research fees will apply. It is the client’s sole responsibility to adhere to the Terms and Conditions of all Image Supply Companies.
VC only works with reputable print companies for Clients’ printing requirements. Print fees are required prior to the commencement of printing. Print fees are always exclusive of the design fees, and as such are quoted separately.
Website Updates and Changes
Clients who have a monthly subscription with VC for website changes agree to a fixed fee per month. Alternatively, if the client prefers to pay for ad-hock changes, they can let us know by email. This fixed website changes fee is inclusive of an allowance of a maximum number of hours per month. These hours will not be carried over to subsequent months; it is thus crucial for clients to make the most out of this allocation on a monthly basis. Such changes are based on changes to existing text (supplied by the client) and images (supplied by the client or VC). Changes may include the creation of additional web pages however, text copy-writing (unique text creation), redesign of page layouts and coding/redevelopment is an exclusive fee.
Landing Web Page Design and Development
Any landing pages that are created free-of-charge remains the property/ownership of VERY CREATIVE and is used for marketing purposes by VERY CREATIVE only.
Website Updates and Changes
Clients who have a monthly subscription with VC for website changes agree to a fixed fee per month. Alternatively, if the client prefers to pay for ad-hock changes, they can let us know by email. This fixed website changes fee is inclusive of an allowance of a maximum number of hours per month. These hours will not be carried over to subsequent months; it is thus crucial for clients to make th
Client Design Stage Commitment
Based on VC’s expertise, the Client agrees to designate VC to bring forth designs as deemed relevant to the project. The client will have the opportunity to approve each stage of the project. The client is committed to the settlement of the corresponding fee for each finished stage, regardless of the outcome. The client is committed only to the stage that has commenced and to completed works, and not the entire project should the designs be deemed unsuitable.
Any design changes outside of the brief, as requested by the client, are exclusive and chargeable.
VC agrees to work expeditiously to fulfil deadlines.
In order to fulfil arranged deadlines, the client is required to supply all requested information in accordance with a set schedule.
VC reserves the right to re-schedule deadlines if the requested information is not received on time.
VC will not be liable for costs incurred, compensation, or loss of earnings due to the failure to conform to agreed deadlines.
The designer/author (VC) owns the copyright of all the artwork produced, until the time when full payment is settled at the end of the project. Ownership and final artwork will only be passed to the client after the full payment is made. However, working files such as (Adobe Photoshop files) PSDs, AI (Adobe Illustrator), InDesign, and similar working files will be retained as VC property.
All artwork created by VC cannot be used or promoted by a third party marketing/design/print related company in any manner whatsoever.
Stock Images / Royalty-free Images used in the designs are not the property of the client, and the client should refer to the terms of the image supply companies for proper use of the images.
VC reserves the right to advertise or market itself using the designs and/or artwork (printed or online) created for its clients, without the clients’ prior consent.
Associates/Sub-contracting (Design & Marketing)
VC reserves the right to assign preferred subcontractors or associates to projects where deemed appropriate.
For all design projects, VC will submit designs and/or artwork to the client for approval. We require confirmation by email. If approval is given by phone conversation we will do our best to make an email note of this; however, we will not be held responsible for errors arising from phone conversations.
After approval has been given, the client shall have no claim against VC for errors that have initially been approved.
It is the responsibility of the client to determine the suitability of the images and/or text (which may have come from third party sources) to the design project for which they have been intended to be used. VC will not be responsible for any loss of business, profits, or costs as a result of our design work.
VC shall not produce any material which is deemed to be defamatory or illegal.
Agreement of Project Initiation
Once VC’s fees have been submitted, the client is requested to confirm in writing – by email – the agreement to initiate the project.
It is the client’s responsibility to keep a copy of the said email.
A verbal agreement may be accepted for short-term, smaller projects.
Database, Application, and E-Commerce Development
VC will not be responsible for any loss incurred by the use of any software purposely created for the client. While every possible care will be undertaken to ensure the accuracy and safety of the products, it is the client’s ultimate responsibility to ensure that all software is properly functioning before use.
It is the client’s responsibility to conduct tests on any program or application related to a site developed by VC before these can be made available for general use. Where “bugs”, errors, or other issues are found after the site has gone live, VC will endeavour – but is not obliged to do so – to correct these issues to meet the functional standard as outlined in the brief.
VC will aim to ensure that any designed/developed site or application will properly function on the server it is initially installed in, and that it will properly function when viewed on most popular web browsers to an acceptable level. VC cannot guarantee the proper function of all browser software.
Website Hosting – Site Availability
We use reputable hosting providers. VC will not take responsibility if a website does not appear in a web browser, due to issues arising from the hosting company. While VC gives recommendations on hosting companies to perform hosting services, no guarantees can be made as to the interruption or availability of this service. VC will not be liable for losses caused by the malfunction, interruption, or unavailability of this service. VC will not be responsible for the loss of revenue, sales, profits, turnover, consequential, or special loss.
MONTHLY ADVERTISING & ONLINE MARKETING MANAGEMENT
Google AdWords Pay-Per-Click (or other similar Account) Access and Ownership
VC will manage clients’ account(s) on their behalf, starting with the setup of the specified and agreed-upon account. The content of the account is the intellectual property of VC.
Should the client wish to manage the account, or to pass the management of the AdWords account to another company, all setup information and content will be removed accordingly.
VC uses a distinctive marketing approach, which includes and is not limited to: the marketing campaign, keywords, adverts, and other strategies.
Accounts activated and managed by VC (such as Google Adwords, BING, and other similar advertising campaigns) cannot be accessed by the client directly. VC can provide setup information as requested. The account should not be accessed by third parties or entities which may have business interests in managing the Google, BING, or similar advertising campaigns.
Client Contract Period
For online marketing management contracts, a simple 1-month’s cessation notice is required.
Should the client decide to cease or pause the marketing campaign, this can be requested immediately, with VC taking action within 48 hours from the time of the request. However, VC will still bill the client one month from the request date.
Contract Pausing (Pay-per-Click)
Should the client wish to pause Pay-Per-Click accounts at any given time, a confirmation of this request is required by email. VC will pause the third party budgets (e.g. for Google or BING) accordingly; however, VC’s monthly marketing fees will continue uninterrupted during these periods. Optimisation and account maintenance will continue during these pause periods.
Should the client wish to discontinue the online Marketing Agreement, the client is required to make payment for the period encompassing that particular 3-month contract time frame. A simple 1-month’s prior notice is required for the cancellation of a subsequent 3-month contract.
Furthermore, upon cessation of the contract between the Client and VC, all content from the client’s online marketing account will be removed. The removal of all content upon cessation of the contract is also done to ensure that VC’s marketing strategies are protected and not compromised in any manner. In effect, the client’s AdWords account (previously set up by VC) will be closed, and the client will have to initiate the opening of a new AdWords account.
Experienced VC writers will meticulously do the necessary research, and will subsequently write text articles/blog posts that are as unique as possible to meet clients’ requirements.
There may be instances when clients may ask VC to make Blogs live on Blog sites and websites prior to checking them. In such instances, it is still the sole responsibility of the client to check the content for errors and information accuracy. VC does not take responsibility for any legal issue, loss of profit, or damage which may result from an erroneous website and/or blog content.
Email Newsletter Contracts (E-flyer)
It is the client’s responsibility to provide all text content (as well as image content where applicable) by email to VC for the email campaigns to commence – unless the contract includes content/copywriting services to be provided by VC upon agreement with the Client. Contract periods will continue regardless.
Website Content (for Website Updates Contract)
It is the client’s responsibility to supply regular text content by email unless text copywriting is included in the contract with VC.
Google Pay-Per-Click (or similar third-party advertising campaigns) budgets will be sent to the client via email, as “agreed budget” following a verbal discussion and agreement with the client. VC may not wait for an “agreed” response email from the client to avoid negative effects on the marketing campaign’s performance if a verbal agreement has already been made, in which case VC does not take responsibility for budget amounts. It is the client’s responsibility to keep a record of the agreed budgets, which may change as per the client’s request.
For changes to advertising budgets (Google Adwords, Bing Ads and Facebook Advertising etc), the client should provide explicit instruction by email (We do not accept instruction by SMS, WhatsApp or any other form of messaging). The client should give at least 5 working days notice before changes are applied by Mezzanine Creative Ltd. We endeavour to respond within 24 hours, but if no response has been received in 48 hours, the client should re-email or phone us on 020 8123 8333 to confirm the budget changes. The client will not assume that a budget will be changed until we respond and confirm by way of an email. Very Creative is not liable for budget discrepancies if there has been no prior confirmation.
The client shall have no claim against VC for errors once initial client approval has been given.
VC aims to achieve a successful and efficient marketing campaign for the client. However, the marketing campaign will be a direct reflection of the quality of service offered by the client, and it is the client’s responsibility to turn enquiries into actual bookings/sales.
VC will charge £70.00 per hour, with a minimum charge of half an hour.
Thereafter, Clients will be charged by the half hour at a rate of £35.00 per every 30 minutes.
This fee is subject to review at the beginning of each year. The client will be notified in advance of any fee changes.
All face-to-face meetings are chargeable.
The hourly fee outlined above typically applies to the following types of work carried out by VC (non-exhaustive list):
- Design (print design including text creation & layout design, website design, web banner adverts & email newsletters)
- Administration Tasks
- General Research & Marketing
- Project Management (EG: Overseeing printing or signage manufacturing/installation)
- Consultations/meetings or visits to the client (Please read: Call-out Fees section below)
- Marketing Management
Fee Proposals & Quotations
Fee proposals & quotations have a validity period of 1 month. The fixed quotations are based on the agreed-upon time allowance. Any additional time required will be advised beforehand, and a new quote will be provided by email.
Marketing Management – Payments
- A deposit is required prior to commencement.
- Payment is required upon receipt of invoice. This means that payment must be received no later than 7 working days within invoice date to avoid any disruption of our services to your business.
- Payment Methods: a) By Standing Order (Setup recurring Monthly Payments at the start of each Month)
Our Bank Details:
Name: Mezzanine Creative Ltd
Sort Code: 30-92-89
Account No: 02066530b) Direct Debit
A Direct Debit Mandate Form will be provided
- Should payment not be received within 7 working days, we will request immediate credit card payment on the 8th day.
- Should payment not be received on time, we will apply a “temporary work stoppage” until payment is received.
Ad-hock and Creative / Design Project – Payments
- Payments to be made by bank transfer (Please see the previous section)
- Or by Cheque:
Payable to: Mezzanine Creative Ltd
Address: 290 The Avenue, West Wickham, Kent BR4 0ED.
- An initial payment of 50% of the quoted work value is required prior to the commencement of work, by any of the above payment methods.
- Remaining 50% is required upon completion. Final payment must be settled within 5 working days of work completion.
- VC will charge an interest rate of 5% per month after the 30-day payment term expires.
Payments for Printing and all third party products such as Point-of-Sale signs
- Full payment is required prior to the commencement of work.
RIGHT TO UPDATE TERMS AND CONDITIONS
We have the right to make changes to our Terms and Conditions at any time, without prior notice. Clients will be notified of changes, as the Terms are public in nature to allow clients to check and access these business terms at any given time.
CLIENTS’ WORK ON VERY CREATIVE WEBSITE
By default, Very Creative reserves the right to display work (including website design, graphic design, photography or video-based projects) completed for clients on its website, www.verycreative.com.
Should the client wish for these works to be removed from the website, or if they do not wish for certain items to be displayed, an email should be sent to Email us here>. The request will be acted on, and the works will be removed accordingly within 5 working days from the VC website.
WARRANTIES AND LIABILITY
VC warrants that the Services provided will be in accordance with the details and specifications as agreed upon with the Client and will be delivered as such.
We will not accept responsibility for mistakes resulting from telephone instructions. We always require clients to send an email, and where possible we will reply and confirm instructions by email as well. Emails are crucial for documentation purposes, and for clearer communication; miscommunication is avoided, or at least greatly minimised, with written/email copies of correspondences. If errors are made, the client is required to respond by email. VC will not be liable for errors arising from unclear, unwritten communications resulting from telephone conversations.
VC reserves the right to re-schedule deadlines if the requested information is not received on time as requested from the client.
VC will not be liable for costs incurred, compensation, or loss of earnings due to the failure of the client to conform to agreed deadlines.
After approval has been given, the client shall have no claim against VC for errors that have initially been approved.
It is the responsibility of the client to determine the suitability of the images and/or text (which may have come from third party sources) to the design project for which they have been intended to be used.
Third Party Suppliers
VC is not liable for any legal issues arising from third party authorisation issues in the use of text and/or images – including trademarks, patent, design, or infringement of copyright – supplied by the client for any purpose whatsoever.
VC is not liable for loss/issues arising from third party suppliers that may affect the client’s business, website, or other works. Third parties include but are not limited to printing companies, web hosting companies, photographers, video production companies, and domain hosting providers.
Liaison between VC and print companies are conducted on behalf of the client. All issues arising from print quality are to be dealt with between the client and the printing company. VC will not be responsible for print quality issues unless specifically identified as a design concern.
VC will not be liable for any compensation, loss of earnings, or costs incurred due to the work carried out on behalf of the client or any of the agents as appointed by the clients. VC will not be held liable for any compensation, loss of earnings, or costs incurred arising from the unavailability of the website, its software, servers, or any material provided by its agents.
Claims and complaints from the client will only be considered if duly received in writing by VC within 10 working days upon delivery.
VC will not take responsibility if a website does not appear in a web browser, due to issues arising from the hosting company. While VC gives recommendations on hosting companies to perform hosting services, no guarantees can be made as to the interruption or availability of this service. VC will not be liable for losses caused by the malfunction, interruption, or unavailability of this service. VC will not be responsible for the loss of revenue, sales, profits, turnover, consequential, or special loss.
VC is covered by professional indemnity insurance.
The Client agrees to indemnify and keep indemnified VC against and from any and all damages, claims, costs, proceedings, losses, actions, lost profits, and any other liabilities incurred by VC resulting from any breach of contract, breach of and/or omission of statutory duty arising as acted out by the Client.
CODE OF CONDUCT (FOR CLIENTS)
The client will agree to abide by the agreed-upon terms and conditions as stated in the contract between Client and VC.
Should Client see a need to pause or stop the campaigns initiated and managed by VC, Client is required to place this request for cessation/pause by writing – through an email to be sent to Email us here>, for immediate consideration.
Client agrees to work with close communication and coordination with VC, to achieve the goals set for Services to be rendered.
Client agrees that upon completion of a project, VC has the right to show artwork (online or printed) to any other potential clients.
Client agrees to settle payments within the agreed upon time frame. Failure to do so may result in project delays, interest being placed on top of the amount to be settled, or temporary work stoppage of the VC campaign.
Client agrees to provide due approval for projects, upon VC’s submission of the required services. Client acknowledges that any changes requested after approval is given to VC will incur an additional charge.
Client agrees to conduct the necessary tests on programs and applications developed by VC, before these can go live and available for general use.
Client agrees to provide, in a timely manner, all the necessary information and data to VC crucial for the seamless continuation of services.
Client acknowledges that the end of an online marketing management contract with VC will result to the Google AdWords account to be closed and that a new one will need to be set up separately.
Client agrees to regularly check VC business terms and conditions, which may be changed at any given time by VC.
Client agrees that no changes shall be made to accessible accounts as managed by VC (such as Google or Yahoo) without prior notice.
Client agrees to provide the necessary information within the agreed-upon deadline, to aid the smooth flow of the project timeline.
Claims and complaints from the Client will only be considered if duly received in writing by VC within 10 working days upon delivery. The client is encouraged to send an email to Email us here> to be considered and acted upon accordingly. VC aims to provide excellent customer service, and will always be available to discuss clients’ concerns either by email or by phone.
Email Spamming Law
Emails and Email Newsletters sent to persons on behalf of the client will be sent strictly based on the permission of these persons. (e.g. only if they have provided their consent to VC or to the client to receive emails). Any emails provided to VC by the client are assumed to be legitimate emails of persons who either have subscriptions to emails/newsletters, or expressed their wishes to receive emails from the client.
By Law, any emails sent should include an option to unsubscribe from the service. Therefore, VC advises that Emails do not come directly from the client. VC will not be responsible for those emails sent directly by the client. VC will strictly not use the client’s email database for any other purpose or disclose the information on the email database to other persons or companies.
Jurisdiction and Governing Law
Claims or disputes in connection with the Services rendered by VC to its Clients, including those that arise out of the contract as agreed upon by the said parties, are under the jurisdiction of and are governed in accordance with the law of England.
Clients and VC agree that any claims or disputes arising out of the Services and the agreed upon terms & conditions will be settled in accordance with the exclusive governance of the courts of England.
Terms of Business © All Rights Reserved