Terms of Service
UMBRELLA SQUARED DESIGN GROUP INC. TERMS OF SERVICE
These are Umbrella Squared Design Group Inc. (hereafter referred to as ‘The Company’) standard terms of service for any logo design project. Please read throught these terms and if anything jumps out at you as a potential issue, let me know before the project begins and we can discuss any alterations that might be needed for your particular project.
PAYMENT
Deposits, final payments and delivery
Umbrella Squared Design Group Inc. (hereafter referred to as ‘The Company’) reserves the right to request a 50% deposit prior to commencement of work on any project. If a deposit is requested, an invoice will be generated and delivered via the invoice management software, and payment is expected based on the terms submitted on the above mentioned invoice. Remitting deposit funds shall constitute acceptance of these Terms of Service and formation of a binding contract with The Company.
The Company shall invoice for any and all remaining costs of the project and associated services prior to the release of any logo files or final exports. The Company shall reserve the right to withhold delivery of final deliverables until payment has been received in full.
The Company shall reserve the right to invoice prior to the time detailed should communication be unresponded to for more than 30 days.
Should a payment plan be requested, it shall be accepted only at the sole discretion of The Company. Should The Company accept a payment plan, the specifics of the aforementioned payment plan must be agreed to by all parties in writing.
All payments are to be made within 30 days of issuance of the relevant invoice, save for specifically excluded payments with terms and conditions discussed in advance of the due date.
The Company shall reserve the right to charge for any and all fees incurred relating to commencement of collection and recovery processes for accounts that remain unpaid in excess of 30 days.
FONTS & TYPEFACES
Licensing of any used fonts or typefaces
Any fonts or typefaces that are purchased for the final logo and/or supporting brand identity assets are subject to commercial licensing laws. A font or typeface licence gives only the owner full rights to use the font or typeface as necessary.
As part of the final deliverables of the contract, The Company shall upon request provide the required information of the typefaces used and where they can be acquired. It is the responsibility of clients of The Company to acquire any necessary font licences (paid or unpaid), and the liability of any unauthorised usage of fonts or typefaces resides solely with clients of The Company.
It is against the law for The Company to provide any client a ‘copy’ of any font or typeface that The Company owns or has licenced.
Typically, a font used in a logo will not need to be licensed, as the graphics are converted to vector artwork and can no longer be edited. However, should a font be required to use in artwork for editing purposes, such as for a website or a print presentation, then The Client will need to procure their own licence at their own expense.
These licences can typically be found at:
Fontspring
MyFonts or Fonts.com
Type Network
Creative Market
RESTRICTIONS
Restrictions to the signing of this agreement
These Terms of Service do not confer or bestow the rights or permission to use, modify, alter, replicate or borrow any of the previous ideas, concepts, or sketches that The Company presents. All original preparation materials, including but not limited to: sketches, visuals and unused ideas shown and considered, will remain the intellectual property of The Company.
The Company reserves the right to use any and all unused and previous ideas for future conceptual and client work. Where a previously unused idea or design retains a similar look and style to the finished logo, The Company shall repurpose and style so that the end design is sufficiently different as to not cause conflict.
Unless otherwise agreed and arranged, The Company reserves the right to showcase the finished logo and associated designs in my portfolio and in any number of online galleries/portfolio/showcases/awards as well as in printed literature including books and magazines, now and in the future. Associated designs and artwork can include commercial print design/business card/stationery design/signage/desktop icons/mobile phone and other portable device application icons and imagery.
ANY and ALL supporting artwork and designs required by this project can be used as indicated for personal and professional reasons.
Changes, modifications and adaptations of the finished logo design may be performed at the discretion of the owner, but they shall do so at their own risk, exonerating The Company from any liability that should arise from any modification to the original design.
OWNERSHIP & COPYRIGHT
All preparation materials, sketches, visuals, including the electronic files used to create the project remain the property of The Company. The final artwork and/or digital files will transfer ownership ONLY upon final payment of the project.
If final payment is NOT received as agreed, all designs and concepts will remain the property of The Company until such time as payment is received.
If there are issues with receipt of the final payment(s), The Company reserves the rights to reuse or amend any of these ideas for other clients and/or to be used freely as portfolio concepts.
Should there be any attempt to use, modify, alter, replicate or steal any of the presented concepts or designs without making the agreed-upon final payment(s), The Company shall immediately seek legal counsel and pursue such actions as the law permits.
The Company reserves the right to show any artwork, ideas, sketches created for this project in a portfolio as examples of client work. This is typically composed of, but not limited to, the products generated upon the completion of the project. If you have any specific non-disclosure agreement requirements or other privacy or sensitivity concerns of the final products created, these MUST be disclosed prior to the commencement of the project. Acceptance of the proposal shall constitute that there are no privacy concerns or non-disclosure clauses that were not EXPLICITLY discussed with The Company.
Final payment ensures that ONLY the finalised and agreed-upon logo design shall leave the ownership of The Company. Any previous ideas/concepts remain the legal intellectual property, absent any prior written agreement.
TRADEMARKING & COPYRIGHTS
Due to the lengthy and often costly procedures required to initiate any form of trademarking, copyrighting, or legal name searches, The Company is unable to provide any practical help or service with this.
Should there exist a requirement for the logo to be registered as a trademark, then external legal advice must be sought. The Company maintains no legal or other liability for the registration of trademarks, copyrights, or other legal pursuit of the protection of intellectual property.
BRAND NAMING
Acceptance of these terms of conditions shall constitute a full and complete discharge of The Company for any responsibility for ensuring that the names or business title of a company, product, or named service or business asset is legally free and available before work is started. Should any legal issue arise with the naming after the project has been begun, no refunds are possible. By signing the proposal, this condition ensures that The Company bears no legal responsibility for any issue that arises, in whole or in part, of any disputes of ownership or licensing of a name, title, company, product, or other named business asset, either during the project’s duration or after completion of the project.
Please ensure any names intended for use are free and legally safe to use before committing to a logo project. Project name changes during a project are exceptionally costly, challenging to implement, and cause significant delays.
If a change of name is required part way during a project and significant logo exploration work has already been presented, then The Company will at their discretion either: recalculate the total cost of the project to allow for the reworking involved and will, if necessary, bill immediately for a deposit to bring the total deposit required to the 50% figure, or; discharge all further obligations and duties related to the project with no refunds of monies paid. Please ensure that the name you are using has been subject to appropriate checks, is not in use by someone else, and/or does not infringe on any other registered trademark, business name etc.
LIMITATION OF LIABILITY
Loss or damage
Acceptance of these terms and conditions establishes that The Company is not legally responsible for any loss or damage suffered or incurred related to use of any of the services provided, including but not limited to: amendments, errors or omissions in documents, designs, information or any goods or services provided, and use or reliance on any third party content, links, comments or advertisements. The use of, or reliance on, any information or materials produced by The Company, including any amendments or designs is entirely at your own risk, for which The Company shall not be held liable.
Acceptance of these Terms and Conditions shall constitute acknowledgement that such information and materials may contain inaccuracies or errors, and that any and all liabilities of The Company for any such inaccuracies or errors are excluded or eliminated to the fullest extent permitted by law.
The Company shall affirm upon delivery that all designs presented are original intellectual property and will not infringe upon or plagiarise any other work to the best knowledge available. To ensure this, The Company will perform limited checks to ensure that designs or services provided have not unintentionally infringed on any other design, including limited checks against the WIPO database and reverse image checks across search engines. However, The Company shall assume no legal responsibility for any loss or damage suffered or incurred related to legal issues regarding the originality or authenticity of work or services provided. Acceptance of these Terms and Conditions preclude performing independent checks and due diligence regarding plagiarism and originality. Should any concerns arise, it shall become incumbent upon The Client to discuss said concerns with The Company as soon as the aforementioned issues should arise.
CANCELLATION
Cancellation during the project
If a request for cancellation of the project is received after commencement of the project, when ideas, samples, and/or proposals have been submitted, The Company reserves the right to determine how much, if any, of a refund may be distributed.
Should illness or unforeseen circumstances render The Company unable to complete the project in a timely manner, either a portion of the overall budget will be returned and/or efforts will be extended to procure a service provider that will be able to complete the project as needed. Should a refund be determined to be the best course of action, based on bilateral communications between The Company and The Client, the amount to be refunded will be determined based on the aforementioned communications. If any works completed to date can be used for another designer to continue progress, then a percentage will be refunded based on work completed or any other reasonable suggestion will be considered.
Project Suspension
The Company reserves the right to suspend any project if there is unreasonable interference with the project outputs, including but not limited to: lengthy delays in communication and feedback on submitted content creations,
Fair notice and due consideration will be given with a reasonable chance to remedy the situation without resorting to project suspension or termination. Should any suspension or termination of a project or commitment be decided upon at the sole and exclusive discretion of The Company, this decision will not result in any refunds and all designs and work thus developed remains under the full ownership of The Company.
Force Majeure
In the event that The Company is unable to perform any obligation pursuant to these Terms of Service due to an “act of God” or an act of any government, terrorism, riot, war, accident or any deficiency in materials or transportation or any other cause of any nature beyond the control of The Company, such failure shall not be deemed to be a breach of these Terms of Service, provided that adequate notification is provided of the existence and nature of the reason for the nonperformance and delay of services, and performance is resumed immediately upon the conclusion of the relevant force majeure.