Terms & Conditions
These terms and conditions apply to work done by KiraCo Creative and are applicable in conjunction with estimates and proposals provided. They override any other terms and conditions. They can be only changed by mutual agreement in writing between KiraCo Creative and the client.
Definitions
The following terms and conditions have the meanings set forth below.
1.1 SERVICES means packages, deliverables, and any other services provided as described in the project description and details.
Services
2.1. Change requests. If a client, by notice to KiraCo Creative issues requests or changes to the project description that require additional Services from KiraCo Creative including, but not limited to, reshooting of content, additional deliverables, KiraCo Creative will require additional fees, which will be mutually agreed upon by both parties prior to us undertaking the additional services.
2.2. KiraCo Creative chooses to complete the Services at our sole discretion and control. KiraCo Creative shall provide the necessary equipment, tools, and materials to complete all services unless otherwise stated.
2.3. Subcontractors. We may engage subcontractors at our own discretion to perform any part of the work for you.
Acceptance of project
By engaging in our services you agree to be bound by these terms of trading. Engaging our services means accepting estimates or proposals to the extent that we perform agreed work for you. We cannot commence work until any estimates KiraCo Creative has provided have been accepted, signed, and returned.
Right to refuse a project
All estimates are provided to you without any obligation on our end. If for a reason, we believe that we cannot carry out a specific project, we can (in writing) refuse the project at any time up to the date upon which you write to accept our estimate and 1 week following that date. If you have made any payment to us prior to the date upon which we refuse the project, we will refund the payment to you in full, less any reasonable administrative costs.
Re-estimates
Estimates are based on a project being accepted by you as specified in the quote. Any estimate which we provide will remain valid for 30 days from the date of the estimate. If you do not accept any of the stages, we reserve the right to re-estimate the project and you will be bound by the new estimate. If you request changes or additional work (to that specified on the approved estimate), the project may require reevaluation and a new estimate should be provided. The proposed delivery date will also be rescheduled to a suitable time with mutual agreement. If the project is canceled or postponed prior to completion, you will be billed for the services and materials incurred up to that point. You are also responsible for increases in materials and third-party services where the increases are beyond our reasonable control.
Intellectual Property
6.1 Ownership. Creative concepts including, pitched ideas, campaign ideas, mood boards, slogans, themes, and production services, shall, upon payment by you to KiraCo Creative in full be your property, except to the extent that any intellectual property rights have been reserved by KiraCo Creative or any third parties engaged by KiraCo Creative. KiraCo Creative reserves the intellectual property rights to all copy and imagery developed and may only be licensed.
6.2 Freedom to use IP and license-backs. KiraCo Creative reserves the right to use any ideas, concepts, and materials provided to you as the client developed during the course of our services to you to other clients in any form.
KiraCo Creative reserves the intellectual property rights on all materials developed during the course of our services to the client for the purpose of self-promotion.
KiraCo Creative retains samples of finished products and retains the rights to display the samples, previously developed concepts, imagery, and examples of work that we produce for a client to further promote our services to the public and our audiences and to enter works in publications, magazines, competitions and/or our website unless you have requested otherwise beforehand, in writing to not do so.
Third-Party Intellectual Property
We are not liable for the unauthorised use or infringement of any third-party intellectual property provided by a client for use in the product/services supplied by KiraCo Creative. The client agrees, by placing an order with us to indemnify us against all claims, proceedings, demands, costs and liabilities arising in connection with any breach of the warranties contained in this clause. If any dispute or claim is made in respect of any infringement or unauthorised use of the intellectual property we may terminate the arrangements with the client by notice to them and without any liability by us to the client or any other persons
Indemnity
The client shall agree to indemnify, defend and hold KiraCo Creative harmless from and against any and all third party claims, liabilities, losses, damages, and/or expenses (including attorney’s fees and costs) arising out of, based on, or in connection with your access and/or use of our website.
Time specifications
All specifications of time submitted during the production process or contained in the quote are estimations only. KiraCo Creative will make every effort to follow them; however, we are not obligated and do not accept any responsibility if we are unable to guarantee delivery in the specified time frame. KiraCo Creative is not responsible for any problems caused by any insistence on delivery or performance earlier than estimated.
Delays
All production schedules are set as estimates prior to commencing a project. To keep within these estimated schedules, it is required that clients provide KiraCo Creative with any materials required on which to undertake a project (eg. brand background information, materials created prior to our engagement) or return signed proofs within a specific time frame. If KiraCo Creative does not receive these by the requested date, we are entitled at our own discretion to add the length of delay to our production time. KiraCo Creative is not responsible for any losses, expenses, or delays caused in such circumstances.
Amendments and rounds of changes
Any amendments made to the original copy, additional materials required at a request, or changes following the commencement of work will incur an additional fee, extra from the estimated amount. KiraCo Creative is not liable for any incorrect information supplied by the client. Any changes, additions, or amendments must be made in writing.
All clients are entitled to one round of changes for materials produced by KiraCo Creative. Any further changes will incur an additional fee and will be charged at an hourly rate.
Proofs
Proofs and drafts will be sent to the clients for inspection. Once inspected, clients will be required to approve them in their entirety by having an authorised individual from the client’s company in the space provided. By doing so, you accept all responsibility for any errors. KiraCo Creative is unable to proceed to the next stage unless proofs are signed. Furthermore, advising us verbally of your approval also deems the client responsible for all errors. Approval of proof means that the client is unable to refuse any finished products and services by KiraCo Creative.
Licensed products
Being the licensee of imagery and content produced by KiraCo Creative, unless permitted in writing, is limited to the use of images in services delivered by KiraCo Creative. Licensed imagery can only be used for the purpose as outlined in the project description and details.
Proofs and drafts will be sent to the clients for inspection. Once inspected, clients will be required to approve them in their entirety by having an authorised individual from the client’s company in the space provided. By doing so, you accept all responsibility for any errors. KiraCo Creative is unable to proceed to the next stage unless proofs are signed. Furthermore, advising us verbally of your approval also deems the client responsible for all errors. Approval of proof means that the client is unable to refuse any finished products and services by KiraCo Creative.
Archiving & Materials storage
KiraCo Creative will retain all artworks, content, imagery, and any other marketing materials produced for 2 years from the date of creation, after which they will be destroyed.
Checking materials
KiraCo Creative relies on the accuracy of information provided by the client. The client is required to check any raw materials prior to providing them to KiraCo Creative and to ensure that to the best of the client’s understanding that
It does not infringe any copyright, trademark, or design
It is not misleading, or deceptive in any way
It is not defamatory or unlawful
All factual information is true
Legal requirements for labeling or products are complied with.
KiraCo Creative will process supplied material on the basis that you fully indemnify us against any breach of warranty made by a client in these Terms & Conditions. This indemnity shall continue after our agreement ends and/or our services to you are completed.
Additional expense
Any unexpected expenses incurred (eg. couriers, print materials etc.) are additional to the quote provided. KiraCo Creative may charge a fee to cover these additional costs incurred as well as any additional administrative costs.
Third party supplies
KiraCo Creative may advise the obtainment for goods or services from third parties. When you have an order for these goods or services, the Client is deemed responsible for their payment. KiraCo Creative is not responsible for the direct dealings with the supplier and must be undertaken by the client. Any print materials by a third party with Intellectual property owned by KiraCo Creative is a responsibility of the Client once delivered to them, however, is not in the ownership of the Client unless payment has been made in full to KiraCo Creative for their Production. KiraCo Creative has the right to repossess the materials and to prevent usage unless payment is made. KiraCo Creative is not responsible or liable to anyone for third party services. KiraCo Creative does not guarantee the availability and timeliness of third party services. Due to fluctuations in costs, KiraCo Creative reserves the right to adjust pricing on Third Party Services costs.
Payment & Compensation
The client must pay KiraCo Creative for the services provided, in accordance with the fees and payment schedule as per the provided project description. Invoices representing work in progress will be issued monthly. The client agrees to pay the invoices within 30 days of the date of the invoice being issued. If any outstanding invoices are not paid, KiraCo Creative reserves the right to not begin, continue or deliver any proofs or finished works.
For KiraCo Creative to commence any project, a 50% upfront deposit is required. A final payment invoice will be delivered upon completion of project, and must be paid in full prior to any delivery of works by KiraCo Creative. Any additional costs incurred will be added to the final payment invoice.
Overdue payment
Any overdue accounts, upon our discretion KiraCo Creative has the right to charge an interest at a 3% rate per month. Any legal costs incurred as a the result of any default by a client will be solely an obligation of the client.
Disputing an invoice.
Any disputes of an invoice must be made in writing within 2 weeks of the invoice being issued by KiraCo Creative.
Termination
KiraCo Creative may terminate an agreement for any reason, with 1 week written notice to the commissioning client. KiraCo Creative shall be entitled to payment for any costs already incurred during the performance of any services. KiraCo Creative shall also terminate the agreement immediately at its discretion with written notification to the client if there has been any breach of of any provision of agreement, or if a client is declared bankrupt or insolvent.
Upon termination of a contractual agreement, KiraCo Creative will return any confidential information to the client and submit a final invoice. Outstanding payment obligations survive any terminations of agreements.