HARDUS DESIGN CC
Registration number 2009/230106/23
Hereinafter referred to as DINK or the company
TERMS AND AGREEMENT
The following terms and conditions are applicable to all services provided to the client by DINK
Client
1. We will begin work upon client’s approval of the written quotation. Your approval (written or oral) will constitute an agreement between us.
2. Payment shall be effected by the client on the basis of a fifty percent (50%) deposit upon acceptance of a quotation. We reserve the right to refuse completion or delivery of work until past due balances are paid.
3. Unless stated otherwise all prices quoted are exclusive of VAT and are valid for 30 days from the quotation date. Due to the fluctuating Rand against foreign currencies our prices are subject to change without notice. Firm costs will stand on receipt of official order and deposit unless stated otherwise
(within the validity period).
4. Billing will reflect the actual costs incurred. Client requested changes will be billed additionally. New work requested by client and performed by company after a quotation 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 quotation, we will submit a proposal revision memo to you, and both parties must agree to a revised additional fee before further work proceeds. Author’s alterations and other copy changes requested after layouts or mechanicals are completed are billed at standard
hourly rates.
5. Should the client fail to timeously effect payment to the company for any service rendered to it, and/or any other amount owed by the client to the company, then the client shall be liable for and shall pay in interest on all amounts outstanding from the date that each payment fell due, until date of
payment by the client, both days inclusive. Interest shall be calculated at a rate of 3% above the prime bank rate. If the client is found in breach of contract, the client shall pay costs on an attorney and own client scale.
6. 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.
7. Fees for professional services do not include outside purchases such as, but not limited to, printing, photography, colour printouts, laminating, illustrations, separations, shipping and handling or courier service. Expenses are itemized on each invoice. If consultant or supervisory services are required in out-of-town locations, we will bill lodgings, meals, and transportation at cost. Reimbursement for mileage is calculated at current allowable rates.
8. The person signing the acceptance of the terms and conditions or the person authorising the purchase order warrants that he/she is a duly authorized representative of the client and authorized to accept the terms and conditions to purchase or hire goods and/or services from the company and that
the client is hereby bound to the terms and conditions as stipulated in this quotation.
9. 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, servicemark, copyright and patent infringement clearances. You are also responsible for arranging,
prior to publication, any necessary legal clearance of materials we prepare.
10. It is the client’s responsibility to check proofs carefully for accuracy in all respects, ranging from spelling to technical illustrations. The company is not liable for errors or omissions. Your signature or that of your authorized representative is required on all mechanicals or artwork prior to release for printing or other implementation.
11. The company 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, 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, the company is not
responsible for failure on their part.
12. 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 and comprehensive presentations, as samples for our portfolio, firm news letter, brochures, slide presentations and similar media. We
agree to store mechanical boards and computer disks for a period of 6 months beyond the delivery of a job. Thereupon, we reserve the right to discard them.
13. 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, the company will transfer to client all your property and materials in our control and for which you have paid. The client will indemnify and hold the company harmless for any loss or expense (including attorney ’s fees), and agree to defend the company in any actual suit, claim or action arising in any way from our working relationship. This includes, but is not limited to assertations made against client and any of its products and services arising from the publication of materials that we prepare and you approve before publication.
14. Production schedules will be established and adhered to by both client and the company, 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 the company. Where the client does not adhere to production schedules, final delivery date or dates will be adjusted accordingly.
15. Neither party shall be entitled to cede, delegate, assign, or in any other manner dispose of any of its rights or obligations in terms of this contract, without the prior written consent of the other party.
16.1 Failure or neglect by either party to, at any time, enforce any of the provisions of this contract shall not, in any manner, be construed to be a waiver of any of that party’s rights in that regard and in terms of this contract.
16.2 Such failure or neglect shall not, in any manner, affect the validity of this contract, or prejudice the right of that party to institute subsequent action.
17. The client is required to give the company a notification period of 7 working days, should the client wish to terminate a contract for design and/or production and the client will be liable for all costs incurred up to the date of cancellation.
18. Any amendments to this agreement shall only be valid and enforceable if reduced to writing and signed by both parties hereto.
19. The client acknowledges that the company has been entrusted with the undertaking of design services on its behalf and agrees to accept the services provided by the company as being accurately and professionally executed, processed and generated. The company shall not be held liable for any
inaccuracies or faults or the consequences thereof, although the company shall at all times strive to eliminate and prevent any such inaccuracies or faults.
20. The client acknowledges and agrees that if at any stage it is in default of any or more of the terms and conditions, then the company may at its sole discretion elect to suspend performance of the company obligations until the client complies in full with all of the client’s obligations, including, without limitation, those relating to payment.
21. The signing of a design services agreement or acceptance of any written quotation by or on behalf of the client shall constitute a valid and enforceable agreement between the parties. Until so signed, the company shall be under no obligation to perform in any way. No variation or consensual
termination shall be of any force or effect until reduced to writing and signed by or on behalf of both parties. No reduction in the agreed-upon fee for the provision of design services or undertaking of a specific task by the company shall be granted to the client under any circumstances, including, but not limited to, alterations in the client’s requirements. There are no understandings or agreements between the client and the company, nor have any warranties been given or representations made by or on behalf of the company except as contained in the design services agreement or accepted quotation.
No indulgence which the company may afford the client in respect of any aspect of a design services agreement or an accepted quotation, shall constitute or be deemed to be a negation of the company’s rights or shall preclude it from exercising such rights in full.
