Terms and Conditions
Last updated on [September 19, 2024]
The following Terms and Conditions of Service apply to all products and services provided by The VillaWest (hereinafter referred to as VillaWest, VillaWest Designs) and in the event of any dispute are governed by the laws of the United States of America.
All work is carried out by The VillaWest on the understanding that the client has agreed to our terms and conditions.
PROJECT ACCEPTANCE
At the time of the proposal, VillaWest will provide the customer with a written estimate or quotation by email. These Terms and Conditions can be read at any time on the VillaWest website.
A copy of the written estimate or quotation is to be signed and dated by the customer to indicate acceptance and should be returned to VillaWest.
Alternatively, the client may send an official purchase order in reply to the estimate or quotation which binds the client to accept our terms and conditions, or an email acknowledging acceptance of the quotation.
For the avoidance of doubt, the VillaWest Terms & Conditions are what govern the job, not any conditions on the customer’s purchase order.
Design Charges
Charges for design services to be provided by VillaWest will be set out in the written estimate or quotation that is provided to the customer. At the time of the customer’s signed acceptance of this estimate or quotation, indicating acceptance of the Terms & Conditions, a non-refundable payment of 50% of the quoted fee will become immediately due.
Unless agreed otherwise with the Client, all design services require an advance payment of a minimum of fifty (50) percent of the project quotation total before the work commences or is supplied to the Client for review. The remaining fifty (50) percent of the project quotation total will be due upon completion of the work prior to upload to the server or release of materials.
SOURCE FILES
We will supply proofs and PDF files as appropriate for printing, or other graphic files as detailed in the job scope or request.
Charges for design work do not cover the release of our copyright design source files, including but not restricted to indd, PSD, AI, png, file or other source files or raw code; if the Client requires these files for transfer to an in-house or another designer, they will be subject to a separate quotation or ‘buy-out’ charge.
Charges for Other Services
Charges for any additional services requested during the project that are over and above the estimated time or out of scope will become fully payable (100% of the quoted amount) at the time of estimate or quotation acceptance.
PAYMENT
The customer will be provided with an Approval Form or Proof Email, and an Invoice prior to final publication. At this time the remainder of the amount due will become payable and the customer will also be required to sign and return the Approval Form or signify approval by email to VillaWest.
Any invoice queries must be submitted by email within 14 days of the invoice date.
Payments may be made by cash, online transfer (PayPal or CashApp), credit card (Visa, Mastercard), or Debit Card.
Publication and/or release of work done by VillaWest on behalf of the client may not take place before cleared funds have been received.
COPYRIGHTS AND TRADEMARKS
By supplying text, images, and other data to VillaWest for inclusion in the customer’s website or another medium, the customer declares that it holds the appropriate copyright and/or trademark permissions. The ownership of such materials will remain with the customer or rightful copyright or trademark owner.
Any artwork, images, or text supplied and/or designed by VillaWest on behalf of the customer will remain the property of VillaWest and/or its suppliers unless otherwise agreed in writing. A license for use of the copyrighted material is granted to the customer solely for the project defined in the scope or request and not for any other purpose.
The customer may request in writing from VillaWest the necessary permission to use materials (for which VillaWest holds the copyright) in forms other than for which it was originally supplied, and VillaWest may, at its discretion, grant this and may charge for the additional usage. Such permission must be obtained in writing before any of the aforesaid artwork, images, text, or other data is used.
Any software, code, plugin, or other third-party material used in a web or digital project remains the property of the creator, and any ongoing license fees or fees for upgrades are the responsibility of the client, not VillaWest.
By supplying images, text, or any other data to VillaWest, the customer grants VillaWest permission to use this material freely in the pursuit of the design.
Should VillaWest or the customer supply an image, text, audio clip, or any other file for use in a website, multimedia presentation, print item, exhibition, advertisement, or any other medium believing it to be copyright and royalty-free, which subsequently emerges to have such copyright or royalty usage limitations, the customer will agree to allow VillaWest to remove and/or replace the file on the site.
The customer agrees to fully indemnify and hold VillaWest free from harm in any and all claims resulting from the customer not having obtained all the required copyright, and/or any other necessary permissions.
ALTERATIONS
The customer agrees that changes required over and above the estimated work, or in addition to the agreed scope, or where the client makes changes to the supplied copy or changes required to be carried out after acceptance of the draft design, will be liable to a separate charge.
The customer also agrees that VillaWest holds no responsibility for any amendments made by any third party, before or after a design is published.
Design Project Completion
VillaWest considers the design project complete upon receipt of the customer’s signed Approval form or sign off email.
Other services such as printing, display panel production, film work, website uploading, publishing, etc. either contracted on the client’s behalf constitute a separate project and can be treated as a separate charge.
LICENSING
Any design, copywriting, drawing, idea, or code created for the customer by VillaWest, or any of its contractors, is licensed for use by the client on a one-time-only basis and may not be modified, reused, or redistributed in any way or form without the express written consent of VillaWest and any of its relevant sub-contractors.
All design work – where there is a risk that another party makes a claim, should be registered by the client with the appropriate authorities prior to publishing or first use or searches and legal advice sought as to its use.
VillaWest will not be held responsible for any and all damages resulting from such claims.
VillaWest is not responsible for any loss, or consequential loss, non-delivery of products or services, of whatever cause.
The customer agrees not to hold VillaWest responsible for any such loss or damage.
Any claim against VillaWest shall be limited to the relevant fee(s) paid by the customer.
DATA FORMATS
The client agrees to VillaWest’s definition of acceptable means of supplying data to the company.
Text is to be supplied to VillaWest in electronic format as standard text (.txt), MS Word (.docx), or via email / FTP or shared folder.
Images that are supplied in an electronic format are to be provided in a format as prescribed by VillaWest via email / FTP. Images must be of a quality suitable for use without any subsequent image processing, and VillaWest will not be held responsible for any image quality which the client later deems to be unacceptable.
VillaWest 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, color correction, and alteration of images.
DESIGN PROJECT DURATION
Any indication given by VillaWest of a design project’s duration is to be considered by the customer to be an estimation. VillaWest cannot be held responsible for any project overruns, whatever the cause.
Estimated project duration should be deemed to be from the date that cleared funds are received by VillaWest for the initial payment or by the date confirmed in writing by VillaWest.
Rights of Access for Website Construction
The client agrees to allow VillaWest all necessary access to computer systems and other locations, as required, in order to complete a website project and until all due funds are cleared, including the necessary read/write permissions, usernames, and passwords.
The customer also agrees to allow VillaWest access to any computer systems, usernames, and passwords required to remove data and/or sites for failure to comply with these Terms and Conditions.
The customer agrees to supply VillaWest with all necessary materials, electronic or otherwise, required to create and complete the project, and to supply them in a timely manner.
