TERMS AND CONDITIONS
Agreement between Ginsu Graphics and business or individual identified on this agreement.
The client/individual listed below shall be referred to as Client and is subject to the following terms and conditions.
GENERAL WORKING AGREEMENT – This document defines the terms and conditions of our working relationship. All projects or services that Ginsu Graphics may be contracted to produce or provide for Client will be subject to the following:
WORKING/BILLING PHASES – Based on our experience with long-term design projects, we have found that it is mutually advantageous to handle each project in logical working/billing phases.
Concept revisions, extensive alterations, or a change in marketing objectives sometimes makes it impossible to accurately estimate in advance the total cost of a project. Planning the work, cost estimating, and billing in several phases permits Ginsu Graphics or Client to adjust for such revisions/or halt work before completion if a project is postponed or canceled. Any canceled project is billed at a minimum through phases and/or portions of phases that were actually completed by Ginsu Graphics. Deposits for projects not completed due to changes in Client’s plans for any reason are non-refundable regardless of the stage the project is in. For each project, Client will receive a proposal/estimate outlining the project specifications and our proposed scope of services and billing requirements. Each proposal estimate will contain a project budget, which includes estimated fees for professional services and separate itemized costs for anticipated out-of-pocket expenses.
We will begin work upon Client’s approval of the proposal estimate and receipt of required deposit. Your approval (written or oral), or payment of deposit will constitute an agreement between us.
PAYMENT – Client’s agrees to pay Ginsu Graphics in accordance with the terms specified in each proposal estimate. Clients are typically expected to pay 50% of total project cost before work can begin. Unless otherwise specified, all subsequent balances due are payable upon final art approval by the Client and prior to any print work, web site launch or the transfer of design files. Interest on past due balances is 18% per annum or 1.5% per month. We reserve the right to refuse completion or delivery of work until past due balances are paid.
ESTIMATE — Billing will reflect the actual costs incurred including any additional costs as a result of changes, shipping, etc. not reflected in the proposal estimate. Valid for only 30 days from date on estimate. Client requested changes not allotted for or specified in the proposal will be considered an additional service and billed in addition to the original estimate at a rate of $40 per hour. The Client will be notified of any price changes prior to delivery of service. Estimates are based on a reasonable time schedule, and may be revised to take into consideration your “Priority Scheduling” requests requiring overtime and weekends. Knowledge of your deadlines is essential to provide an accurate estimate.
OUT-OF-POCKET EXPENSES – Fees for professional services do not include outside purchases such as, but not limited to, proof printing, photography, color printouts, laminating, illustrations, separations, shipping and handling or courier service. Expenses are itemized on each invoice. Expenses are subject to Florida state sales tax unless 1) You are a nonprofit organization; or 2) the work is for resale and you have submitted a resale certificate to Ginsu Graphics.
REVISIONS AND ALTERATIONS – New work requested by Client and performed by Ginsu Graphics after a proposal/estimate has been approved is considered a revision or alteration. If the job changes to an extent that substantially alters the specifications described in the original estimate, we will submit a proposal revision memo to you, and a revised additional fee must be agreed to by both parties before further work proceeds. Author’s alterations and other copy changes requested after layouts or mechanicals are completed are billed at a rate of $40 per hour.
DUE DATES/PRODUCTION SCHEDULES – Ginsu Graphics agrees to deliver samples of design work within the designated timeframe provided within the proposal. Ginsu Graphics will make every effort to meet agreed upon due dates. The Client should be aware that failure to submit required information or materials necessary to complete the project may cause subsequent delays in the production and could result in significant delays in delivery of finished work. Production schedules will be established and adhered to by both Client and Ginsu Graphics, provided that neither shall incur any liability, penalty or additional cost due to delays caused by a state of war, riot, civil disorder, fire, labor trouble or strike, accidents, energy failure, equipment breakdown, delays in shipment by suppliers or carriers, action of government or civil authority, and acts of God or other causes beyond the control of the Client or Ginsu Graphics. Where production schedules are not adhered to by the Client, final delivery date or dates will be adjusted accordingly. Ginsu Graphics will not be held responsible for delays in expected project completion due to Client failure to produce required elements (including but not limited to copy, logos, artwork, photography, login information, delays due to transfer issues such as email or transfer services, third party permission, deposits or project authorization) necessary to begin or complete project.
NATURE OF COPY – Client agrees to exercise due diligence in its direction to us regarding preparation of materials and must be able to substantiate all claims and representations. You are responsible for all trademark, service-mark, copyright and patent infringement clearances. You are also responsible for arranging, prior to publication, any necessary legal clearance of materials we prepare.
ERRORS AND OMISSIONS – It is the Client’s responsibility to check proofs carefully for accuracy in all respects, ranging from spelling to technical illustrations. Ginsu Graphics is not liable for errors or omissions. Your approval or that of your authorized representative is required on all mechanicals or artwork prior to release for printing or other implementation.
OVER RUNS AND UNDER RUNS – The Client will accept over runs or under runs that do not exceed 10% of the quantity ordered on all jobs. Ginsu Graphics will bill for actual quantity delivered within this tolerance. If the Client requires a guaranteed quantity, the percentage of tolerance must be stated at the time of quotation. Ginsu Graphics is permitted to withhold one “sample piece” from each print job in order to maintain a physical record useful in maintaining consistency with future orders.
PROPERTY AND SUPPLIER’S PERFORMANCE – Ginsu Graphics will take all reasonable precautions to safeguard the property you entrust to us. In the absence of negligence on our part, however, we are not responsible for loss, destruction or damage or unauthorized use by others of such property. We will use our best efforts to ensure quality and timely delivery of all printed (offset, 4 color digital, silk- screened, embossed or otherwise reproduced) pieces. Although we may use our best efforts to guard against any loss to you through the failure of our vendors, media, or others to perform in accordance with their commitments, Ginsu Graphics is not responsible for failure on their part.
If you select your own vendors, other than those recommended by us, you may request that we coordinate their work. If at all possible, we will attempt to do so, but we cannot in anyway be held responsible for quality, price, performance or delivery. Additional fees may be incurred for handling, transfer or shipment of designs, design materials or time coordinating when dealing with your third party vendor.
ASSIGNMENT OF WORK — Ginsu Graphics reserves the right to assign other subcontractors to a project at their discretion to ensure quality of service, product and on-time completion.
LIEN – All materials or property belonging to the Client, as well as work performed, may be retained as security until all just claims against the Client are satisfied.
RIGHTS OF OWNERSHIP – Once a project is paid in full and delivered by Ginsu Graphics, assignment of reproduction rights of the design for the use(s) described in the proposal will take affect.
According to the Copy right Law of 1976, the rights to all design and art work, including but not limited to photography and or illustration created by independent photographers or illustrators retained by Ginsu Graphics, or purchased from a stock agency on your behalf, remain with the individual designer, artist, photographer or illustrator. Unless a purchase of “All Rights” (A Buyout) is negotiated with Ginsu Graphics you may not use or reproduce the design or the images therein for a purpose other than the one(s) originally stipulated. If you wish to use the design we have created and/or the images within it for another purpose or project, including a reprint or exhibition, you must contact us to arrange the transfer of rights and any additional fees before proceeding. If printing or other implementation is done through your vendors, you agree to return to us all our artwork (files, slides, prints, drawings, separations, etc.) within two weeks, and provide us with printed samples of each project.
We reserve the right to photograph and/or distribute or publish for our firms promotional and marketing needs any work we create for you, including mock-ups, unused drafts and comprehensive presentations, as samples for our portfolio, firm news letter, brochures, slide presentations and similar media. We agree to maintain related project files for a period of 6 months beyond the delivery of a job. Thereupon, we reserve the right to discard them.
WEB DESIGN — Unless otherwise stated prior to contract agreement, Ginsu Graphics reserves the right and Client agrees to allow all pages of project site to state “Created by Ginsu Graphics” or logo, date of creation, and link to ginsugraphics.com in the footer section of project site. Upon completion of site, Ginsu Graphics will transfer ownership of the project site over to the Client and Client agrees to maintain “Created by Ginsu Graphics” or logo, date of creation, and link to ginsugraphics.com in the footer section of project site for the duration of the sites existence and cannot be removed without prior written consent of Ginsu Graphics, even in the event a new firm takes over maintenance of the project site. In addition, Ginsu Graphics will maintain administrative login and access privileges for the purposes of site maintenance and warranty issues. Web site creation or maintenance does not include annual purchase price of domain url or web hosting unless otherwise stated in the proposal estimate.
PRINTING/SHIPPING — Ginsu Graphics is a printing and shipping reseller and has established exclusive relationships with wholesale printing suppliers. Ginsu Graphics will not consent to direct communication between the Client and printing supplier. Any materials printed by a third party represented by Ginsu Graphics operate independently of Ginsu Graphics or it’s Clients and Ginsu Graphics cannot be responsible for actions or consequences of the third party printer that may directly or indirectly effect our Client. While it is in Ginsu Graphics and the Clients best interest that we provide the best quality product at the lowest possible price from a variety of vendors or manufacturers, we cannot guarantee the lowest price or price matching without written proof from a competitor selling or reselling the same type, quality and quantity of product. In an effort to provide the best price and quality, products may be ordered from different suppliers and Ginsu Graphics cannot be responsible for differences in color output, finishes or quality of finished products. Printers use different inks, different color calibration systems, finish materials and different equipment to produce their products and results may vary. Please note that colors represented in digital format will vary due to inconsistencies in monitor types, brands and calibrations and are not representative of colors that should be expected from printed materials. Should the Client require specific color match output on printed materials this must be expressed prior to agreement of estimated price for a project.
Unless otherwise noted in the project proposal, Ginsu Graphics will use standard ground shipping for all projects and shipping times vary depending upon the location of the supplier. Expedited shipping or any shipping changes incurring extra cost will be billed to the Client in addition to the originally estimated shipping charges. In the event an incorrect address has been provided to Ginsu Graphics and a reshipment or redirected shipment is required, any additional cost will be billed to the Client. Ginsu Graphics cannot be responsible for shipping delays due to supplier/shipper, weather, calamity, natural disaster, loss of shipment or any unforeseen circumstances.
Ginsu Graphics cannot be responsible for any printing errors of any kind resulting from Client provided artwork.
TERM AND TERMINATION – The term of this agreement will continue for work in progress until terminated by either of us for any reason upon thirty (30) days written notice. If you should direct us at any time to cancel, terminate or “put on hold” any previously authorized purchase, we will promptly do so, provided you hold us harmless for any cost incurred as a result. Upon termination of this agreement, Ginsu Graphics will transfer to Client all your property and materials in our control and for which you have paid. Client will indemnify and hold Ginsu Graphics harmless for any loss or expense (including attorney ’s fees), and agree to defend Ginsu Graphics in any actual suit, claim or action arising in any way from our working relationship. This includes, but is not limited to assertions made against Client and any of its products and services arising from the publication of materials that we prepare and you approve prior to publication.
ADDITIONAL PROVISIONS – The validity and enforceability of this agreement will be interpreted in accordance with the laws of the State of Florida applicable to agreements entered into and performed in the State of Florida. This agreement is our entire understanding and may not be modified in any respect except in a written executed amendment to this agreement.
If we must retain attorneys to collect our invoices, we will be entitled to reasonable attorney’s fees, court costs, and interest at the maximum rate permitted by law.