Terms and Conditions

The following Terms and Conditions of Service apply to all products and services provided by Quiet City Design. All work is carried out by Quiet City Design with the understanding that the client has agreed to Quiet City Design’s terms and conditions.

Updated: February 2015

Billing

All work is billed in 15 minute increments at an hourly rate with a minimum of 1 hour billed per invoice. All clients will be billed $80.00 per hour.

All assignment of work requested of Quiet City Design will be billable unless Quiet City Design indicates otherwise by email or in writing.

Charges for services to be provided by Quiet City Design will be set out in a written estimate or quotation that is provided to the client. At the time of the client’s signed acceptance of this estimate or quotation, indicating acceptance of the Terms & Conditions, a deposit (specified below) will become immediately due. Work on the project will not commence until Quiet City Design has received this amount.

For projects with less than 30 days turn-around, a deposit of $200.00 or 50% of the estimate (whichever is lower) is due at the beginning of the project with the balance due within 30 days OR the entire project is considered 100% COD.

For long-term projects (more than 1 month turn-around, or on retainer) a deposit of $200.00 is due at the beginning of the project. On the last day of each month, an invoice is generated for the time spent on the project during that month. Invoices are due within 30 days (by the issuing of the next month’s invoice). When the project is completed, the final invoice is generated on the day of completion, and due within 30 days of the date issued.

Charges for any additional services beyond the scope of the project proposal will become fully payable at the time of estimate or quotation acceptance. If the client requests the project work be accelerated, or provide last minute author’s alterations, additional overtime or rush charges above Quiet City Design’s standard rate may be charged.

Ontario’s Harmonized Sales Tax (13%) applies to all invoices for fees and expenses related to professional services rendered. All rates and quotations are exclusive of taxes. Accordingly, the appropriate amount of taxes will be shown separately on the invoice, with the tax registration number, so that the Purchaser will have the information required to claim an input tax credit to the extent allowed by legislation.

Invoicing

Invoices for active projects are sent monthly on the 1st of each month, billing for the work completed during that month. Invoices will be sent via email in PDF format, unless a different format or delivery method has been requested. All invoices are due within 30 days of the date on the invoice, except short turn-around projects designated COD.

It is the client’s responsibility to make sure Quiet City Design has their current email address and that their email account is working properly to accept emails from Quiet City Design. All changes to a client’s contact information must be submitted in writing or via email.

Payments may be made by cash, cheque, Money Order or previously agreed electronic funds transfer.

Returned cheques will incur an additional fee of $35.00 per returned cheque. Quiet City Design reserves the right to consider an account to be in delinquent in the event of a returned cheque.

Delinquent Accounts and Late Fees

An account shall be considered delinquent if it remains unpaid after 30 days from the date of invoice, or following a returned cheque. A delinquent account will incur a late fee of 5% per month. This includes any and all unpaid monies due for services, including, but not limited to, graphic design, illustration, hosting, domain registration, design and maintenance, sub-contractors, printers, photographers and libraries.

Clients whose accounts become delinquent agree to pay Quiet City Design any and all legal expenses and third party collection agency fees in the enforcement of these Terms and Conditions.

Quiet City Design reserves the right to remove the client’s material from any and all computer systems until final payment is made.

Projects

At the time of proposal, Quiet City Design will provide the client with a written estimate or quotation. The Terms and Conditions can be read on Quiet City Design web site.

A copy of the written estimate or quotation is to be signed and dated by the client to indicate acceptance and should be returned to Quiet City Design. Alternatively, the client may send an official order in reply to the estimate or quotation which binds the client to accept Quiet City Design’s terms and conditions. No work on a project will commence until either document has been received by Quiet City Design.

The client agrees that changes required over and above the estimated work, or required to be carried out after acceptance of the draft design, will be liable to additional charges.

The client also agrees that Quiet City Design holds no responsibility for any amendments made by any third party, before or after a design is published.

Project Completion

Any indication given by Quiet City Design of a design project’s duration is to be considered by the client to be estimation. Quiet City Design shall use commercially reasonable efforts to meet all project schedules and requested delivery time frames agreed upon in the proposal. Estimated project duration should be deemed to be from the date that cleared funds are received by Quiet City Design for the initial payment or by date confirmed in writing by Quiet City Design.

Quiet City Design considers the design project complete upon receipt of the client’s signed approval. Other services such as printing, display panel production, film work, web site uploading, publishing, etc, either contracted on the client’s behalf constitute a separate component of the project and can be treated as a separate charge.

Quiet City Design and the client must work together to complete the project in a timely manner. Quiet City Design will make every effort to make corrections or changes to design work based on the client’s feedback. The client agrees not to hold Quiet City Design liable for any consequential losses associated with project delays, for any reason.

Data Formats

The client agrees to Quiet City Design’s definition of acceptable means of supplying data to the company. Text is to be supplied to Quiet City Design in electronic format as standard text (.txt), MS Word (.doc) on CD-ROM, or via e-mail.

Images which are supplied in an electronic format are to be provided in a format as prescribed by Quiet City Design via e-mail or online file-sharing services. Images must be of a quality suitable for use and Quiet City Design will not be held responsible for any image quality which the client later deems to be unacceptable. Quiet City Design cannot be held responsible for the quality of any images which the client wishes to be scanned from printed materials.

Additional expenses may be incurred for any necessary action, including, but not limited to, photography and art direction, photography searches, media conversion, digital image processing, or data entry services.

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Ownership & Rights

If a choice of design is presented, only one solution is deemed to be given by Quiet City Design as fulfilling the contract. All other designs remain the property of Quiet City Design, unless agreed in writing that this arrangement has been changed.

The client content, including all pre-existing trademarks, shall remain the sole property of the client or its respective suppliers, and the client or its suppliers shall be the sole owner of all rights in connection therewith. The client hereby grants to Quiet City Design a non-exclusive, non-transferable license to use, reproduce, modify, display and publish the client content solely in connection with Quiet City Design’s performance of the services and limited promotional uses of the deliverables as authorized in this agreement.

Upon completion of the services, and expressly subject to full payment of all fees, costs and out-of-pocket expenses due, Quiet City Design grants to the client the rights to the final art as set forth in the proposal. Any additional uses not identified herein or reselling of the artwork is not permitted without prior written consent.

By supplying text, images and other data to Quiet City Design for inclusion in the client’s project, the client declares that it holds the appropriate copyright and/or trademark permissions. The ownership of such materials will remain with the client, or rightful copyright or trademark owner.

Any artwork, images, or text supplied and/or designed by Quiet City Design on behalf of the client, will remain the property of Quiet City Design and/or its suppliers. The client agrees to fully indemnify and hold Quiet City Design free from harm in any and all claims resulting from the client in not having obtained all the required copyright, and/or any other necessary permissions.

Accreditation/Promotions

Quiet City Design retains the right to reproduce, publish and display the final design in Quiet City Design’s portfolios and web site, and in galleries, design periodicals and other media or exhibits for the purposes of recognition of creative excellence or professional advancement, and to be credited with authorship of the final design in connection with such uses. Either party, subject to the other’s reasonable approval, may describe its role in relation to the project and, if applicable, the services provided to the other party on its web site and in other promotional materials, and, if not expressly objected to, include a link to the other party’s web site.

Rights of Refusal

Quiet City Design will not include in its designs any text, images or other data which it deems to be immoral, offensive, obscene or illegal. All material must conform to all standards laid down by all relevant standards authorities. Quiet City Design also reserves the right to refuse to include submitted material without giving reason. Any images and/or data that Quiet City Design does include in all good faith, and then finds out that it contravenes these Terms and Conditions, the client is obliged to allow Quiet City Design to remove the contravention without hindrance, or penalty. Quiet City Design is to be held in no way responsible for any such data being included.

Cancellation

Cancellation of orders may be made initially by telephone contact, or e-mail, however, following this, Quiet City Design will need formal notification in writing to the company’s postal address. The client will then be invoiced for all work completed over and above the non-refundable deposit that will have been made at the time of first ordering. The balance of monies due must be paid within 30 days. Please note: any cancellation which is not formally confirmed in writing and received by Quiet City Design within 14 days of such instruction being issued, will be liable for the full quoted cost of the project.

Disclaimer

Quiet City Design may modify any of the terms and conditions contained in this agreement, at any time and at its sole discretion, by posting a change notice or a new agreement on its web site. Modifications may include, but not limited to, changes in the scope of available services and product prices. If any modification is unacceptable to the client, their only recourse is to terminate this agreement. The client’s continued Participation with Quiet City Design following a posting of a change notice or new agreement on the site will constitute binding acceptance of the change.

Quiet City Design makes no warranties of any kind, express or implied, for any and all products and/or services that it supplies. Quiet City Design will not be held responsible for any and all damages resulting from products and/or services it supplies. Quiet City Design is not responsible for any loss, or consequential loss of data, or non-delivery of products or services, of whatever cause. While we take reasonable steps to investigate the materials recommend, Quiet City Design accepts no responsibility for the performance or quality of materials, or any consequential loss arising from their failure. The client agrees not to hold Quiet City Design responsible for any such loss or damage. Any claim against Quiet City Design shall be limited to the relevant fee(s) paid by the client.

Quiet City Design reserves the right to use the services of sub-contractors, agents and suppliers and any work, content, services and usage is bound by their Terms and Conditions. Quiet City Design will not knowingly perform any actions to contravene these and the client also agrees to be so bound.

Quiet City Design and its clients agree to comply with printers’ Terms and Conditions which include disclaimers for non-completion on time and the flexibility to supply quantities within 10% of the total ordered. Quiet City Design recommends that if an exact quantity is required, then 10% extra is added to the quantity and extra time made available should the job be delayed.

Acceptance of Quotation and Terms and Conditions

The placement of an order for design and/or any other services offered by Quiet City Design and validated by the client’s signature on the estimate or quotation form, constitutes acceptance of the estimate or quotation and agreement to comply fully with all the Terms and Conditions and forms a Contract for Business between the signatory and Quiet City Design.

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