1. STANDARD TERMS AND CONDITIONS
These are our standard terms and conditions for all digital and design services and apply to all contracts and all work undertaken by 2aT Startup for its clients.
Our services. 2aT Startup’s services are limited to design, consulting and digital work. 2aT startup does not offer hosting services, print services or production of any physical product. In the event that we connect you to these services providers all work conducted by third parties will be quoted and billed directly from said party. At 2aT Startup’s discretion, a project management fee may be issued and quoted prior. If this is unclear please contact us prior to payment or approval of invoices.
Notice of term updates. 2aT Startup and/or its representatives reserve the right to add, edit or amend these terms at any given time without notice. 2aT Startup encourages you to check these terms on a regular basis. In order for us to gain a mutual respect and form a great working relationship with our client’s 2aT Startup will endeavour to be as cost-effective as possible and strive to not only meet but exceed our clients’ expectations. In return, we ask that our clients understand that time is our product and when providing you with our services, please expect an invoice. Now that we have the basics covered, it’s time to get serious, 2aT Startup strongly advise that you take the time to read and all mentioned terms outlined on this page, as by accepting our services and paying any invoice you are agreeing to all conditions below and may be held liable in the rare instance that errors occur.
2. FEES, DEPOSITS AND BILLING
A non-refundable deposit of 50% of the invoice is required for any project before any work will be carried out. Final balance is due once the following has been completed:
– Prior to a website going live and final editing and reviews have been conducted and approved by client.
– After final approval of design work (logo, branding, collateral design etc) and before delivery of final files.
– After final approval for campaign launches/social media activation.
Research and preparation time are included in all of 2aT Startups quotes and invoices.
– The 50% deposit is only refundable if we, 2aT Startup, have not fulfilled our duties to deliver the work required under the agreement outlined in the originally signed quote and/or invoice and/or verbal agreement.
– The deposit is not refundable if; you terminate the contract through no fault of ours, or if you (the client) has decided our design style is not suitable for your project after concepts have already been presented, the same terms apply in the rare instance that the brief is met and you simply do not like the designs or our way of working, we may then chose to work with you at our discretion to rectify any issues and/or designs, however no refund will be provided if you have chosen to cancel the project and all remaining payments will be due. 2aT Startup encourages you to provide as much detail as possible throughout the briefing stage.
Payment and invoicing
– Upon the receipt of an invoice, payment is upfront, 7 day term (or 14 days upon negotiation only).
– Non-payment after 14 days plus 3 reminders sent from 2aT Startup will result in no action on any of your requests until the full amount is paid and legal action may be sort thereafter for appropriate compensation.
– Extensions and delays. 2aT Startup will do it’s best to work with the client when extensions are requested. However, should content submissions exceed 28 days and/or deadlines be missed by 28 days or more, 2aT Startup has the right to request final payment prior to competition. A list of outstanding work for 2aT Startup to complete will be provided to client as well a copy of the outstanding invoice.
– Minimum time increments recorded at 0.15 hrs.
– EFT Bank transfers are our preferred method of payment, please quote your invoice number on your transaction. PayPal options are available upon request.
– You have the right to question any item contained within the invoice as sometimes errors can occur and we will endeavour to fix them hastily.
– 2aT Startup base our quotations on our hourly rate of $75 per hour ex gst, however, we usually tailor our services and package to our client needs, timeframes and budgets. Therefore, depending on the scope and type of work required, some fees may increase and in some cases out of goodwill discounts may apply, please keep in mind that no two jobs are ever the same.
– 2aT Startup are opposed to “free pitching” what is free pitching? “Free pitching is the practice of clients asking for unpaid design submissions from one or more studios in order to decide which studio to use. Sounds remarkable? Not as remarkable as the fact that a number of studios actually accept this way of doing business!” Read more from AGDA.com
– Sometimes 2aT Startup and/or its representatives are willing to offer a no obligation free consultation with you to; brainstorm and discuss your vision in order to bring your ideas to life, however, this is where we ask you to understand that time is our product and we will not present an idea to you in competition with another design firm. A price must be agreed upon before we spend our time on any work undertaken at your request. Help support the design industry and say no to free pitching.
– The client will be the owner of the actual end product/collateral and content, the product is deemed finalised when the client has approved the final submission by 2aT Startup. (i.e. the final idea used, logos, brochures, a live website and content contained).
– For more about Website end products please see point 8 under “Websites”.
– For all design work, 2aT and its designers retain ownership of the working design files and all non-final design drafts/concepts. The client only has the right to the approved final files as outlined in our invoices (pdf, png, jpeg etc). The working design files remain the property of 2aT, should a client request the working files, the purchase will be at 2aT’s discretion and a fee of up to 100% of the original project price may occur.
– Whilst all care is taken to provide original artwork, please note that 2aT Startup does NOT offer or provide logo trademarking research, registration services or legal advice. Should you wish to have your work trademarked we strongly recommend using a legal practitioner for this service. 2at Startup and/or its contractors do not assume responsibility or any liability in the event that a name, slogan or design conflicts in any way with an existing name, slogan or design.
– It is highly advisable that clients research and register their own business name with the appropriate registrars before proceeding with any of our design services. In the event that a conflict situation arises, we will provide time (in which we deem appropriate) at our expense to alter the logo in such a way that it no longer conflicts. This may be done up to 3months after completion of the original logo.
– Should 2aT Startup present to you an original idea or design etc and you or another designer use the concept in a similar or identifiable way — without paying for our work, advice or intellectual property or a copyright transfer — this is strictly against our terms and legal action will be taken to prevent further usage.
4. CLIENT INSTRUCTIONS AND SUPPLY OF MATERIALS
– Where the term “content upload” is used on our quotations, estimates, invoices and/ or any verbal or written communications, this term is used under the agreement that the client must supply all materials and information required for us to complete the requested work, materials can include, but is not limited to: written copy, photography, logos or other printed material.
– In the instance that stock images are required, 2aT Startup will include these images costs in your quotation, they may be referred to as “imagery” on your quote or invoice. Should the client not specify they require stock images prior to 2aT Startup quoting the scope of work, purchasing of stock images will be quoted separately and additional expenses will occur, should this happen 2aT Startup will notify you prior.
– If you have any existing logos or other job related logos — it is preferred that they be supplied in Adobe Illustrator or EPS format.
– Where verbal instructions only are received, all care will be taken, but ultimately 2aT Startup shall not be responsible for errors or omissions due to misinterpretation of those instructions. That is why we prefer formal instructions to be given in writing, email, forms or meeting with us where minutes are taken.
4. 1. WEBSITE TIMELINES
– At the beginning of each website project, 2aT Startup and/or its representatives will request an ideal deadline/launch date for the clients website. It is up to the client to provide this date at a minimum of 4 weeks in advance. Whilst all effort is made to meet these deadlines 2at Startup will advise if it is achievable or not prior to moving forward. 2aT Startup will then provide content deadlines to clients where necessary or ask the client to advise when content will be ready in order to create an achievable timeline. If content submission deadlines are not met by the client this can result in additional time being added on to the project timeline. At 2aT Startup’s discretion clients may be billed for ‘time wasted’ if enough notice is not given.
– If no deadline, launch date or content submission dates are provided by client, 2aT Startup may chose to mutually agree to make a start on the project regardless. However, clients must be aware that time will be allocated to their project when possible and no agreement will be made to meet a launch date along the way unless 3 weeks prior notice is given by client. – If clients decide on a launch date during a website build with no agreed launch date they may request the ideal launch date to 2aT Startup. 2aT Startup always endeavors to meet deadlines but it cannot always be guaranteed without prior notice.
5. SIGNOFF AND APPROVALS
– The CLIENT is responsible for final approval of all proofs.
– 2aT Startup request you to “sign off” or “approve” all final jobs, this can include but is not limited to: graphic design, website launch and campaign launches etc.
– Whilst every effort is made to ensure our services are grammatically correct, it is important that the client ensures all designs, content, text and imagery are proofread by yourself or a professional proofreader BEFORE you have approved or signed off on the final product. 2aT Startup, our subcontractors or any of its representatives cannot be liable for any work which is final approved by client. Approvals MUST be given in some sort or WRITTEN communication.
– 2aT Startup will not be liable for any errors found once sign off has been issued. Works in progress, not yet approved by client beyond 30 days or in accordance with agreed timelines and deadlines, may be closed off and shall be billed at our discretion. An invoice will be generated for works done to date. The job can be opened up again at a later stage. An invoice will only be relevant than to the new work.
– 2aT Startup will not be liable for any errors found after final edits have been approved by client. Approval consists of any verbal and/or written communication given by the client that, the website, branding and/or social media services are “approved”, approval can also consist of a final invoice payment, should any edits or errors arise prior to final payment or approval client must state this to 2aT Startup.
– In the event that a third party services provider has made ANY edits to services such as website setups or graphic design provided previously by 2aT Startup and/or its representatives, 2aT Startup cannot be held liable for damages that may occur from this.
6. PROJECT TERMINATION
If at any time client chooses not to proceed with the completion of their project after quotes and/or invoices have been signed and/or approved, for whatever reason or fails to give us feedback within 30 days, then 2aT Startup shall be compensated for all work to date.
2aT Startup reserves the right to subcontract any services that we have agreed to perform for you as we see fit.
Backups: You, the client, are responsible for maintaining your own backups with respect to your website, instructions on how to back up your website can be provided upon request. 2aT Startup will not be liable for restoring any client data or client websites except to the extent that such data loss arises out of a negligent act or omission by us.
Launch/finished websites: When a website has been complete/launched the client will be the owner of the actual end product. 2aT Startup may out of goodwill check in regularly on client website to ensure plugins, themes and WordPress applications are up to date and potentially update accordingly. However, ultimately it up to the client to ensure updates are maintained. 2aT Startup is happy to provide instructions on how to keep an eye on required updates upon request. We encourage clients to reach out to us should they need help or notice updates are needed. We never suggest making updates unless the client has knowledge in this area.
– Limited Warranty, website.
2aT Startup provides a limited warranty for websites and systems that are developed and designed by 2aT Startup or Toni-Marie. This warranty is valid for up to 60 days from the date of launch of the website or system or from the date that Toni-Marie determines that the website or system is ready to launch unless otherwise agreed to in writing between the parties. This limited warranty applies to works performed by 2aT or Toni-Marie that are “in scope” for a project scope and contracted project or that are clearly specified in the applicable written quote.
Where applicable for any bug or problem or fault with the noted or reported function or element that is covered by this limited warranty where the function or element is deemed to be “not working” when assessed by 2aT Startup or Toni-Marie against the project scope or the written quote specifications, Toni-Marie will “fix” the bug or problem or fault in the website or system at no cost to the Client where 2aT or Toni-Marie determines that the bug or problem or fault is because of recently completed works performed improperly or incompletely by Toni-Marie during the execution of the works in question.
This warranty is voided if the Client or a third party acting on behalf of the Client is issued with FTP, Website CMS, WordPress, or similar access to the website prior to launch.
2aT Startup and Toni-Marie do not issue website access until the site is launched to avoid warranty becoming void. If access is requested after the website launch, the client understands that any warranty with 2aT Startup or Toni-Marie may become void.
This warranty may also be voided if a Client or a third party acting on behalf of the Client installs any extensions or plugins or additional software into the website at anytime.
Ecommerce and online stores: You, the client, are responsible for complying with all relevant laws relating to e-commerce, and to the full extent permitted by law will hold harmless, protect, and defend and indemnify 2aT Startup and its subcontractors from any claim, penalty, tax, tariff loss or damage arising from your or your clients’ use of Internet electronic commerce.
For more information on online shopping in Australia please visit the ACCC website here.
2aT Startup strongly suggests purchasing of an SSL certificate for all websites and particularly online stores: “SSL (Secure Sockets Layer) is the standard security technology for establishing an encrypted link between a web server and a browser. This link ensures that all data passed between the web server and browsers remain private and integral.”
PAYPAL and woo commerce: Sites setup via WordPress will include a woo commerce plugin and PayPal integration. 2aT Startup and/or its representatives are not responsible for these third-party plugins. 2aT Startup does not offer Paypal account set up as part of their services. Paypal business accounts are always set up by the client, we strongly encourage you to read Paypal’s terms and conditions here when setting up your account.
Security: Online stores and websites are setups to the best of 2aT Startups knowledge and in the instance that sensitive information is encrypted or captured from your site such as: customer address details, credit card information or transactional payment etc by criminals, hackers or scammers 2aT Startup cannot be held liable. It is up to the customer to ensure their site is fully secure and protected and if unsure to ask 2aT for security advice. Which is why we will encourage added security such as an SSL certificate installation.
We encourage clients to regularly check on both their required website updates through their WordPress CMS (Administration area) and payment systems such as PayPal.
Hosting: All hosting is setup using our preferred supplier, 2aT Startup act as a “middleman” when setting up your hosting service. Our preferred supplier is Netregistry. 2aT Startup is not liable for any hosting issue that may arise, however, we will provide as much support as possible should any issues occur. 2aT Startup strongly advises you read Netregistry’s terms and conditions here. 2aT Startup is not commissioned nor do we make any profit when charging clients for hosting fees, these fees are paid directly to Netregistry. 2aT Startup is not a representative of Netregistry.
Should a client opt to use their own preferred hosting (ie: GoDaddy etc) 2aT Startup and/or its representatives take no responsibility for hosting issues. Should hosting issues occur please contact your hosting supplier directly. Should our work be interrupted due to hosting issues and cause time delays the project will be stopped and additional time may be billed at our discretion.
It is up to the client to ensure their hosting fees and invoices are paid on time and accordingly. 2aT Startup and/or its representatives take no responsibility if clients hosting invoice is not paid on time. Not paying a hosting invoice can sometimes result in hosting providers to suspend or cancel your site, in the event that this happens you may lose your site content. Which is why we encourage you to do site backups and export site content regularly. In the event that your site content and/or theme, page built etc are lost and you wish to have 2aT Startup setup your site again, you will be invoiced accordingly.
10. SOCIAL MEDIA
Packages mentioned on our social media packages page are guidelines only, package price will vary depending on client needs. 2aT Startup will confirm actual price with you prior to starting any monthly subscriptions.
Any advertising credit mentioned on client packages can include boosting credit and/or facebook & instagram ads. Should a client wish for posts to be boosted, the boosting amount will be deducted from agreed credit, unless client arranges for their credit card details to be attached to 2aT Startup’s Facebook business manager.
Should upgrades or downgrades be requested during a monthly subscription, the new package will be effective on the following month.
Social media packages can be opted out of at any time, however, 1 weeks notice is required and should a client wish to cancel a subscription at no fault of ours no refund will be given. If a client cancels a subscription prior to monthly billing cycle they will be billed for the remainder of that month and subscription will end from the end of that billing cycle.
9. LIABILITY LIMIT
2aT Startup’s liability for any job shall be limited to design and to any service that attracts our service fee. 2aT Startup cannot be held liable for any consequential or special damages such as profit losses or general advice misinterpretations.
10. PROMOTIONAL USE
2aT Startup may reproduce and alter any work that we have produced for its/our own promotion: any design, artwork or layout in promotional materials such as our own brochures, mailers, or on our website. This will be solely to promote our own services.
If you do NOT want your project(s) to appear in our promotional materials please send a written request to the director: email@example.com
IMPORTANT SIDE NOTES
2aT will commit all resources necessary to complete your job, efficiently, within budget and deadlines. For any proven errors, breakdowns or malfunctions that were solely our fault, we will work with you to either rejectify the job or neogiate a fair outcome.
Everything is subject to negotiation, common sense and fairness.
If you ask us to do something in a professional scope, expect an invoice as our time is our product.
We look forward to working with you, if you have any questions or concerns please don’t hesitate to contact us. Have a good day!
This document is subject to copyright – all rights reserved © 2aT Startup 2018.
Last updated 1 September 2020.