Proposals not accepted within 30 days are subject to review.
2. Engagement of Services
The Studio agrees to provide the Client with Services as listed on the Proposal for fees agreed upon as listed on the Proposal, and provision of Deliverables by an agreed-upon deadline.
3. Hours and Availability
The Studio can be reached within business hours: Monday through Friday, 9:00am to 5:00pm CST. The Studio is closed weekends and select holidays.
4. Single Point of Contact
In order to maintain communications organized and project(s) on schedule, the Client will designate in writing a single point of contact that will collaborate with the Studio during the length of the project(s). All project(s) related communications from the Client must come from the Client designated point of contact.
Unless otherwise specified in the Proposal, the Client will make a 50 percent down payment prior to work commencing. Once payment is received by the Studio, projects will be scheduled. The down payment is non-refundable. The remaining 50 percent is payable to the Studio upon completion of the project and before Deliverables are supplied to the Client.
6. Payment Methods
Payments can be made through checks. Checks should be made out to Aesthetic Philosophies LLC.
All invoices are due upon receipt in U.S. Dollars.
8. Late Payments
If an invoice is not paid within 30 days, then a 5 percent late fee applies. If an invoice is not paid within 60 days, then a 10 percent late fee applies. If an invoice is not paid within 90 days, then a 25 percent late fee applies. If an invoice is not paid within 180 days, then the Studio may seek: (a) debt collection services; and/or pursue a civil action in a court of law.
Unless otherwise specified in the Proposal, all Proposals are allowed up to (2) free rounds of changes within the scope of the project. The (2) free rounds of changes must be completed within 30 days of first draft submission. Any additional changes requested by the Client will be charged at prevailing rates, minimum of (1) hour. Any changes outside the scope of the project will require a separate Proposal which will outline new required services, fees, and deadlines.
The Studio shall not be held responsible for missed deadlines caused by unforeseen events including force majeure or delays due to late delivery of Client input, media, materials, or payment.
11. Materials / Maintenance
Any additional costs for materials (e.g. stock photos, sound, or other media) will be invoiced separately. Additional costs for any maintenance or editing done after Client Approval of Deliverables will be charged at prevailing rates, also invoiced separately, minimum of (1) hour.
12. Client Supplied Media
It is the Client’s responsibility to maintain a copy of any and all original files. The Studio is not responsible for accidental damage to media supplied by the Client or for the accuracy of furnished input or final input. Any translating, editing, or programming needed to utilize Client supplied files will be charged at prevailing rates, minimum of (1) hour.
The Client shall inform the Studio in writing before the project begins if any portion of any media or information provided by the Client or if any portion of the project is confidential.
14. Client Approval
The Client will proofread all final work and provide approval in writing. The Client assumes all responsibility for accuracy of content and for any further processes (e.g. printing, silk-screening, publishing, etc.).
15. Ownership of Property
Client acknowledges and agrees that all creative work produced by the Studio shall be the property of Client upon full payment of corresponding invoices. The Studio agrees that the Client will gain full license to reproduce any work. Studio will gain full license to use any work on Studio's portfolio or website unless otherwise specified by the Client, in writing, within 30 days of provision of Deliverables.
16. Independent Contractor Agreement
Studio's relationship with Client will be that of an independent Contractor, and nothing in this Agreement is intended to, or should be construed to, create a partnership, agency, joint venture, or employment relationship. No part of the Studio's compensation will be subject to withholding by Client for the payment of any social security, federal, state or any other employee payroll taxes. Client will annually report amounts paid to Studio by filing a Form 1099-MISC with the Internal Revenue Service as required by law. Studio may perform the services required by this Agreement at any place or location and at such times as Studio shall determine.
17. Governing Law
This Agreement shall be governed in all respects by the laws of the United States of America and by the laws of the State of LOUISIANA. Each of the parties irrevocably consents to the exclusive personal jurisdiction of the federal and state courts located in LOUISIANA, as applicable, for any matter arising out of or relating to this Agreement.
If any provision of these Terms and Conditions is held by a court of law to be illegal, invalid or unenforceable, (a) that provision shall be deemed amended to achieve as nearly as possible the same economic effect as the original provision; (b) the legality, validity, and enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby.
19. Injunctive Relief for Breach
Studio agrees that its obligations under this Agreement are of a unique character that gives them particular value. In the event of Studio’s breach, Client will be entitled to injunctive relief and/or a decree for specific performance, and such other and further relief as may be proper (including monetary damages if appropriate). Similarly, Client's breach of any obligations [i.e. withholding of payment(s)] as outlined herein will result in damage to Studio; and, in the event of such breach, Studio will be entitled to injunctive relief and/or a decree for specific performance, and such other and further relief as may be proper (including monetary damages if appropriate).
Client agrees to indemnify and hold harmless the Studio from any and all claims, demands, losses, causes of action, damage, lawsuits, judgments, including attorneys’ fees and costs, arising out of, the Deliverables supplied by Studio.
Either party may terminate the Agreement at any time through written request. A termination fee for work completed shall be paid by Client, with the fee based on the hours of work completed for existing projects prior to termination notice.
If, after project commencement, Client communication (face-to-face, telephone, or email) stops for a period of 180 days, all projects can be cancelled in writing, by Studio, and ownership of all copyrights shall be retained by the Studio. A cancellation fee for work completed shall be paid by Client, with the fee based on the hours of work completed for existing projects.
Last updated 08/18/2016