Terms and Conditions of business
- Generally, a fee/budget will be agreed in advance of commencing the work based on estimated total project development time and level of expertise necessary to complete a project. Concept/design projects include development and delivery of usually 2-3 exploratory design concepts AND the first 2-3 rounds of client revisions to initial concepts provided, (if required). We are not restricted to providing 3 concepts/revisions and will generally develop concepts/revisions until client is satisfied with a final one to go to final artwork stage, with additional client revision time added to the initial estimate (beyond first 3), if applicable.
- Experimental work. All work produced, experimentally or otherwise, at customer’s request is billable. This means that we do not undertake to do design or other work speculatively, ( i.e. where the client pays for it only if he/she likes it). All development work has value. If a client requests a job/work, from us, whether it’s a large project or a small one, the client is signifying their agreement to pay for all work and time required to implement the work, and will be invoiced accordingly. Jobs which go unfinished, (normally) due to client delays or for whatever reason, including discontinuation/termination of project by client following it’s initial commencement, will be part-invoiced for all work and time to date on that project. It is our policy to issue interim invoices for each stage (Milestone) of a project delivered. We bill for a minimum charge of 75 Euro + Vat, which covers up to the first hour, usually for new/small jobs. This minimum charge covers our time to activate a new job, covers up to 1 hour and covers administration/accounts time.
- Origination Files: Artefact Ltd retains the exclusive right of ownership of all origination artwork files created by it. It is to be clearly understood, that the client is NOT automatically entitled to the ownership of any Origination Files created by Artefact Ltd. It is our policy that master files are not included in the final price or estimate and are not considered part of the Final Deliverables. Client is entitled to a copy of the Final product only i.e. (the print-ready pdf/publish-ready files) – unless agreed in writing and where an additional fee to release the origination files is agreed separately. Apart from this, to gather up all origination files, link files etc can take considerable time and all our time is billable. Releasing of the origination files can also signal that a competitor will be given the files by client to work with, therefore ending our income revenue. Also, fonts and stock photo images are purchased by Artefact Ltd and are licensed to Artefact Ltd only, at the time of purchase – often for just one specific rights managed usage. Therefore it would be unethical and illegal for Artefact Ltd to release those tools to client or third party as we are not the copyright holders. The same goes for fonts. We do not give copies of copyrighted fonts out to clients or third parties. However, in certain cases we are happy to negotiate a price for the transfer of full copyright of origination files including layered files and are more than willing to help client secure the various image and font licenses to protect themselves from violating a third-party’s copyright.
- Out of Scope Work / Additional Services: It is to be understood that all estimates given are just that ‘estimates’. It may not be possible to give a fixed price because of the evolving nature of most creative projects. We understand that client may want additional content added to a given project or may request additional change requests to a given project, that are outside the scope of the original brief and original price estimate agreed. Changes in client input or direction or excessive change requests will be charged at a mimimum of 75-120 per hour plus VAT. Any work the Client wishes Artefact Ltd / or our strategic third party suppliers to create, which is not specified in the original estimate/agreement will be considered as extra billable time / Out of Scope work. In most cases we will flag this with client in advance and seek agreement on additional billing, before project proceeds further.
- Project Termination: In the event that a given project is postponed or terminated at the request of the client, Artefact Ltd shall have the right to bill pro-rata for work completed up to the date of the temination, while reserving all rights under this Agreement/Terms document. If additional payment is due, this shall be payable within thirty days of the client’s written notification to terminate the project work. In the event of termination, the client shall also pay any expenses incurred by Artefact Ltd and Artefact Ltd shall own all rights to the project file and work done. The client shall assume responsibility for all collection of legal fees necessitated by default in payment. The client and Artefact Ltd are independent parties and nothing in this Agreement shall constitute either party as the employer, principal or partner of or joint venture with the other party. Neither the client nor Artefact Ltd has any authority to assume or create any obligation or liability, either express or implied, on behalf of the other.This Agreement shall be governed by and construed in accordance with the laws of The Republic Of Ireland applicable therein.
- Out of Pocket Expenses: In the course of a project, third party costs (such as the purchase of stock photography images, custom illustrations, couriers, hard copy/digital proofs, travel expenses, accommodation and fuel etc.) may arise and will be added to the invoice at base production hourly rate of 75 Euro + VAT (or higher rate if applicable). VAT will be added to the total invoice at 23%.
- Proofing & Final Artwork: The Client is responsible for the accuracy, correctness and legal/regulatory compliance of all copy, whether supplied by the client or by Artefact Limited or by a third party, and in particular is responsible for proof reading and signing off on final version before approving to send to to repro/print/publishing/online. Proofs of all work may be submitted for customer’s approval, and no responsibility will be accepted for any errors in proofs or final reproduction/publication, which may have been passed/approved by the client. It is the customers responsibility to ensure to proof read and request final hard copy proofs from printer/publisher BEFORE any repro or printing or publishing takes place. Laser proofs or pdf documents are not accurate to the final printed job. We ask that customer request hard copy or ‘ripped’ digital proofs from printers or publication house for final proofing and signoff, or for correction before authorising print runs or (digital) publishing.
- Billing: We generally issue invoices in 3 stages – beginning, middle and end of project. Payment terms are strictly 30 days from the date of invoice, unless agreed otherwise in writing. (Artefact Limited reserves the right to charge interest on overdue invoices that have been held without due cause and explanation). First time/new clients of Artefact Limited may be requested to pay a deposit of between 33% – 50% of a project estimate in advance of commencement – particularly if they are start up businesses or smaller enterprises. A final payment may be requested prior to releasing final artwork files or uploading websites to live status etc.
- Marketing Rights: Artefact Limited reserves the right to retain samples of materials produced for it’s clients for use in our portfolio (including online) or for use in marketing/advertising activities unless instructed otherwise by client in advance in writing and all royalty-free library images/stock shots and sound sequences may be used by Artefact Limited or by other suppliers for other projects and clients.
- Artefact Limited reserves copyright title to all goods and designs produced by it and intellectual rights to concepts and copy produced, until all relevant invoices have been paid. It is to be understood that the client does not automatically own any development files or development designs, but only a set of the Finished Artwork file. We reserve the right to dispose of all development files after a period of 3 months.
- Client agrees that Artefact Limited will not be held liable for any consequential loss arising for any reason from any work or service produced by it or from its failure for any reason to produce any material by a specific date etc.
- Third Party Contractors: Client agrees that Artefact Ltd will not be held liable for the quality of service or product supplied/produced to Client by any Third Party contractor, including print companies, web developers or other any other consultants, whether recommended by Artefact Ltd or not on any given project. In such cases Artefact Ltd client (or client representative) agrees to seek compensation directly from the Third Party contractor and not from Artefact Ltd. It is to be understood, that Artefact Ltd cannot guarantee the quality of service or work produced by any third party – including print companies, designers, marketeers, advertising agencies, web developers or hosting companies etc.
- Third Party Web Developers: From time to time or for particular projects, Artefact Ltd will hire/commission/partner with select third party web developers/programmers. In this circumstance we may authorise the third party contractor to liaise directly with Artefact client on all technical/build aspects of the project. It may be the case (but not usually) that it will be the third party contractor that will ultimately bill/invoice the Artefact Ltd client directly for the project work (or part therof). It is to be understood that in these cases it is the third party contractor that is responsible for the quality of the service/product NOT Artefact Ltd. A separate copy of the third party contractor contract may apply and may be sent to client for signed approval in advance of commencing the project.
- Back up Files Disclaimer: It is the client’s responsibility to ensure that they create regular backups of all project documents including website hosting files from the hosting company who hosts their website, and to back up any relevant files. Artefact Ltd accepts no liability other than to refund amounts that we charge for the (creative) services that we provide. Having your important files in two places increases the likelihood that your files will be recoverable in at least one of them. However, there is still a possibility that the files can be lost or destroyed at both places at the same time. The risk of that happening is entirely on the client. Client or their representative is responsible for purchasing any insurance coverage to protect their business or personal information against such loss. This is not included in our price estimates. For example, if you only use a third party website hosting company for website backup, you accept the risk that the backup files can be lost or destroyed, and that there will be no financial compensation for such loss or destruction from Artefact Ltd – as we do not guarantee to hold a copy. You use such backup facilities entirely at your own risk.
Important: it is our policy to delete all development files from our back up systems once that project is completed, usually after a period of 30 days. The recreation of said files or artworks, should they be required after that period, may incur additional costs to remake.
- Confidentiality: We take the confidentiality of our client’s information very seriously. Our client relationships are based on trust, which we greatly value. It is often necessary for clients to disclose confidential information (and vice versa) to facilitate the work on a given project. We are very aware and exceptionally careful to safeguard any confidential information given to us. We are generally happy to sign an NDA (non disclosure agreement) where it is deemed necessary. If a third party consultant is required to work on a client project, we will also ensure that they also sign a NDA, if required.
It will be understood by Artefact Ltd, that if a client proceeds to commission Artefact Ltd (which may include a Third Party Consultant) on a given project, that the client has agreed, understood and is bound by Artefact Ltd’s Terms and Conditions. In accordance with client needs, certain of these terms may be subject to amendment or exclusion by agreement. Such amendment or exclusion must be agreed in writing in advance of the commencement of a project. Artefact Ltd reserves the right to update these terms and conditions at any time and without prior notice.
Sky Business Centre,
57 Clontarf Road
Tel.: (01) 853 7308/833 0081
Fax: (01) 833 0722
Registered in Ireland, No. 319097
Registered office: 91 Sutton Park, Dublin 13
Directors: W. Lyons, S. Manning