Terms and Conditions for Graphical Identity
1. Prologue: Semiotx, Inc (dba Peter Fraterdeus Studios, Designer) will provide typographic and design services pursuant to the development of a new graphical identity for (Client) as well as the implementation of that identity in a specified number of project layouts. Note that printing is not included in this quote.
2. Retainer: The total time being less than or equal to 20 hours at $125.00/hr, The cost, to be paid in advance, shall be $2500.00 (Twenty-five Hundred Dollars). This shall include up to three drafts, and final rendering of the graphical identity, and the final implementation renderings of the layouts. If necessary, due to additional drafts or revisions requested by the client, requiring time beyond the initial 20 hours, an additional retainer of $600 per four hours will be billed ($150/hr)
3. Timely Communication: The Client agrees to provide timely replies and feedback as requested by Designer during the design process. This feedback is critical to producing a final graphical identity which satisfies within reasonable expectations, all of the Client’s prerequisites!
4. Excluding Work-for-Hire: You agree that your rights to the work produced shall not exclude our right to display, show or exhibit the product for promotional or marketing purposes (ie on our website, Facebook page, etc), within reasonable limits. Any design, artwork or creative material which we produce on your behalf is licensed non-exclusively by us to you, and shall not be considered 'work-for-hire'. We may, at our discretion, re-use and repurpose such design elements, imagery, and creative solutions, without limitation or notification. If absolutely exclusive use is required, additional licensing or purchase of rights may be required.
5. Additional Costs: If our costs increase due to changes in the job specification, or other unforeseen reasons, we will amend the project quote, and may require an additional deposit to proceed with the job.
6. Approve the Digital Proof: If we are providing design services, when the design is finalized, we will send you a digital proof (in Adobe PDF format) which you must approve before the job goes to press. Color matching for the press is "as close as possible." Color inks on colored stock are often hard to plan, but we pride ourselves on making the best effort possible!
7. Client accepts responsibility for proofing: Your approval of the digital proof, if required, also confirms that Semiotx, Inc. will not be liable for any typographical, spelling or design errors. Changes requested after approval, but prior to the press run, will be allowed with a 75% surcharge.
8. Delivery Time & Rush Jobs: Delivery time is generally 15-20 business days after receipt of your approved signed or prepaid work order. Rush jobs can often be scheduled within 10-15 business days with a 50% surcharge. Extra-rush jobs from 5-10 business days may be arranged with 100% surcharge.
9. No Refunds: No refunds are given, outside of extraordinary circumstances, and only as described in these Terms and Conditions.
10. Cancellation by Us for any reason: We can not be responsible for unforeseen circumstances, work-stoppages, 'acts-of-God' or whomever, which may make it impossible for us to complete your job in a reasonable amount of time. Our complete obligation to you may be discharged in its entirety by our refund of your deposit, without prejudice, and disclaiming any secondary consequences or costs that you may incur.
11. Cancellation by Client for any reason: If you decide to cancel the job prior to any part of it going to press, you agree to forfeit your deposit. Cancellations after the job has gone to press will not be accepted. If you have received a discount for pre-payment, any refund will be calculated against the full non-discounted price.
12. Nothing stated on the website shall be considered a binding agreement on us. We are not obligated to accept any job, and our refund of your deposit at our discretion will release us from any further obligation to you whatsoever.
We reserve the right to correct typographic and other errors.
13. You agree that you are accepting the terms outlined herein and/or in our written estimate or quotation by either:
A. authorizing us to place a charge for the non-refundable deposit on your credit-card, or
B. delivering the non-refundable deposit in the form of cash, check, PayPal or other instrument.
14. You agree that the record of correspondence, including estimates and acceptance of estimates by email, will provide sufficient and incontrovertible evidence of the Specifications of Work Contracted, and become part of this agreement by inclusion.
Semiotx, Inc maintains records of all correspondence and transactions on its various computers and servers for this purpose.
In case of conflicting terms, a signed, written agreement will govern.
15. Disputes will be addressed through good-faith negotiation or arbitration, prior to any action at law.
16. Limitations of liability: You understand and agree that under no circumstances shall Semiotx, Inc ("Semiotx", also d/b/a "Fraterdeus Design Studio", or "fraterdeus.com") or any of its officers, directors, employees, members, agents or representatives be liable for any direct, indirect, consequential or punitive losses or damages of any kind (including loss of artwork, data, profits or business or monies invested in events or services), defects, negligence or any other theory in any way relating to the performance and provisioning of any of our products or services. Your sole remedy is to stop using said product or service and obtain a refund as stated/executed and in conformity with these Terms and Conditions. Additionally, regarding the reliability, timeliness and /or performance of any third party companies such as Federal Express, UPS and the US Postal Service or other parties, such limitation of liability shall apply to prevent recovery of actual, indirect, consequential, exemplary and punitive damages. WITH RESPECT TO ERRORS OR NEGLIGENCE ON THE PART OF SEMIOTX, INC, THE FULL EXTENT TO WHICH SEMIOTX, INC MAY BE FOUND LIABLE IS LIMITED TO THE TOTAL PRICE PAID FOR THE ORDER, PRODUCT AND/OR SERVICE.
17. No Warranties: All Semiotx, Inc products and services, including but not limited to, third party vendor materials such as envelopes, glue and other paper products, are offered "as is" and without express or implied warranties or guarantees of any kind. No statement from any Semiotx, Inc officers, directors, employees, members, agents or representatives shall create or imply any additional warranty other than that expressly set forth in these Terms and Conditions.
All legal issues arising from or related to the use of Semiotx, Inc products and services shall be construed in accordance with the laws of the state of Illinois. The state and federal courts of Illinois shall be the exclusive forum and venue to resolve any disputes arising out of or relating to these Terms and Conditions or any user's (or any third party's) use of the products and services. Any controversy or claim arising out of or relating to these Terms and Conditions shall be conducted in the courts located in the city of Galena, Illinois, in accordance with the laws of the state of Illinois. In the event Semiotx, Inc must resort to legal action to enforce any obligation, Semiotx, Inc will be entitled to recover actual damages together with reasonable attorneys' fees and costs.
This Terms and Conditions document replaces all previous versions of Semiotx, Inc's terms and conditions. Placement or purchase of any Semiotx, Inc products and/or order of goods or services shall constitute your knowledge of, agreement with and acceptance of these Terms and Conditions, and that these are binding contractual obligations by and for you.
If any provision of this Agreement is held illegal or unenforceable in a judicial proceeding, such provision shall be severed and shall be inoperative, and, provided that the fundamental terms and conditions of this Agreement remain legal and enforceable, the remainder of this Agreement shall remain operative and binding on the Parties.
The final contract may amend the terms outlined above. This document shall be included by reference in each estimate, quotation or work-order.
For purposes of contract law, any contract shall be made between you and Semiotx, Inc, a Delaware Registered Corporation with its headquarters in Galena, Illinois.
Contact Peter Fraterdeus, President, at Semiotx, Inc, PO Box 248, Galena, IL 61036 Phone: (563) 447-0736
These terms may be changed without prior notice.
The current terms are always available at http://www.fraterdeus.com//trade-terms
Other pro forma terms may be included here from time to time.
Typical terms of contract as used in the design trade, including limitation on International Conventions and contract with government bodies, are hereby included by reference.
See Graphic Artists' Guild Contracts for typical language.
Current as of 27 April 2015