Business practice and terms of engagement
The following outlines our normal business practice and terms of engagement. We are happy to negotiate over terms prior to appointment.
The commission and brief shall be confirmed in writing by you before proceeding, the service and fees being stated, together with an estimate of cost for the various stages. No work will be commenced without a written agreement.
We undertake to abide by the Code of Professional Conduct of the Chartered Society of Designers.
We undertake not to disclose any confidential information obtained from you concerning your business methods, know-how and affairs without your prior approval. We shall ensure that our staff and any sub-contractors involved in the commission shall be bound by the same conditions of confidentiality.
4.1 Our fees for the work set out in our proposals are as stated in our proposal.
4.2 These do not include any work that may be necessary as a result of:
• changes to your brief
• acceleration of the work at your request
• author’s corrections (ie alterations to copy which you have prepared or approved) for which additional fees will be payable.
These will be worked out on a time basis at our hourly charged rates. Presently those rates are:
Consultancy £100 per hour
Copywriting £50 per hour
Design £75 per hour
Proofreading £30 per hour
Artwork £40 per hour
These rates will hold good until April 2015.
4.3 With regard to photography, illustration, typesetting, printing, provision of dummies or other goods or services:
where they are stated in our proposal to be acquired by you directly from an outside supplier, our fees do not include the cost of such items, which you must settle direct with the outside supplier concerned;
in all other cases our fees will include the cost of such items, subject however, to our right to increase our fees to reflect any increase in our own suppliers’ charges as a result of any of the matters described in 4.2 above or of variations in their labour or material costs.
4.4 You will also pay all of our out-of-pocket expenses reasonably and properly incurred in carrying out your work. These expenses will include without limitation matters such as accommodation and travel costs, courier charges, photocopying, postage, facsimile charges and telephone costs etc. We are entitled to add a percentage (currently 18 per cent) to these costs to cover additional costs.
4.5 VAT will be added to all of our fees, costs and expenses.
5.1 Unless otherwise agreed, charges may be invoiced on an interim basis (either in advance or in arrears) at any time or times.
5.2 Invoices must be paid in full within 21 days of their date, failing which:
we may charge interest on the outstanding balance at the rate of 4 per cent above Lloyds Bank plc’s base rate from time to time with effect from the expiry of that period;
all invoices issued to you will become immediately due and payable and themselves liable to an interest charge as described above;
we will be entitled immediately to stop all work being carried out for you at that time.
5.3 Until we have been paid in full, we will retain ownership of all material supplied or produced by us or on which our work is recorded.
6. Checking the work
6.1 It is your responsibility to ensure that work created by us is available for your use free from the claims of others. We will not be undertaking any trademark or other searches or conducting any research about this and therefore cannot accept responsibility for the infringement of the intellectual property rights of any third party.
6.2 You will be responsible for checking and approval of work and materials supplied or submitted. It would be helpful if you would ensure that work and material is checked quickly. If you have not informed us within three days (and confirmed in writing within 7 days) after work and materials are sent to you for approval of any corrections needed or other complaint, we will be entitled to treat them as approved and accepted.
6.3 It is your responsibility to ensure that the work complies with the laws of the country for which it is intended.
7.1 Copyright in our work shall remain our property, unless otherwise agreed in writing. However, once all our fees and charges have been paid in full (but not until then), you will have an exclusive licence to use the work for the purposes specified in your brief. You may not use the work for any other purpose.
7.2 No modifications or alterations to any designs or other work created for the commission may be made without our consent. Any agreed modifications or alternations shall only be carried out by or under our supervision and shall be paid for at our then prevailing rates. In the event of any reprints being obtained by you these shall not differ in any way from the originals supplied, without our consent.
7.3 We are proud of our work and would therefore like to reserve the right to be identified as the author of it. In addition we would ask you to ensure that all copies of work in which we have copyright, carry a notice of this in customary form approved by us in advance.
7.4 We will at all times be entitled to use the work for illustration purposes in promoting our own business.
8. Other matters
8.1 Where any goods or services are stated in our proposal to be acquired by you directly from an outside supplier, you authorise us to place orders with these suppliers on your behalf as agent.
8.2 You will be responsible for all materials as soon as they have been despatched to you and will be liable for their loss and for any damage to them.
8.3 In the case of printed materials, you will accept variations in quantity of 5 per cent over or under for single colour work and 10 per cent for other work. We shall of course pass on any resulting variations in costs.
8.4 We will do everything we can to complete work by the times we agree with you. However, we cannot accept liability for any loss, damage, costs, claims or liabilities arising from any delay unless this is specifically agreed between us in writing.
8.5 In the event of our work containing a mistake, which is our fault, we will of course put it right. However, we do not accept responsibility for any direct, indirect, consequential or financial loss, damages, costs, claims or liabilities suffered by you or any third party.
8.6 Any agreement between us and you shall terminate (a) if either party commits a breach of it and fails to remedy the breach within 14 days after receiving notification in writing from the other party specifying the breach and requiring its remedy (b) if the other party commits any act of bankruptcy or commences any proceedings for winding up (other than for the purposes of amalgamation or reconstruction) or if any Administrator, Receiver or Liquidator is appointed for the whole or any part of the business of such party.
8.7 For the avoidance of doubt, on termination or postponement of the commission or any part of it, for any reason we shall be entitled to full remuneration for the work completed to the date of termination or postponement, together with all costs, expenses and loss of profit on the contract. If any of the intellectual property rights in any of the commissioned work have been assigned to you, such rights shall in the event of any such termination or postponement automatically revest in and shall be assigned to us and you will sign all documents and do all such acts in order to fulfil the same.
8.8 Headings in this document are for convenience only and shall not affect its meaning.
I agree to the above terms of engagement.
See also fine art at rogerliley.com