Blackbird Marketing Ltd Terms and Conditions
Acceptance of quotation will be taken as acceptance of the following terms and conditions. Please ensure you have read and fully understand what is written below. Please contact us if anything is not clear to you.
1. All quotations are valid for thirty days from the date of the quotation.
2. The costs provided when quoting are guide prices based upon what we anticipate the strategic, creative, time and production requirements to be based on previous experience and on typical processes, plus client co-operation in provision of content, meeting deadlines and approval. Within reason, additional charges may be payable if there are significant variations to this, although the client would be made aware of this well in advance. Charges are unlikely to deviate from those quoted unless requirements change significantly.
3. No work will commence until we have received written approval of a quotation.
4. For some projects, quotations may indicate a schedule of payments. For example, where one third of the bill is payable upon acceptance of the written estimate; the second third is due upon approval of the first creative submission; and the final third must be paid within 30 days of completion of the assignment. In these instances Blackbird Marketing reserves the right reserves the right not to commence work on the assignment until the first payment has been received.
5. If any phase of the assignment is delayed for longer than 30 days for reasons outside our control we reserve the right to invoice for work completed to date.
6. Blackbird Marketing reserves the right to request a minimum up-front payment of 75% for any printing, fulfilment, mailing or third-party services that we provide (this figure will be at the discretion of the agency and may in some cases be as much as 100%).
7. Unless otherwise stated above or previously agreed in writing, all invoices are due for payment within thirty days of any invoice date.
8. For clients with monthly fee arrangements, the agreement can be terminated by the agency or the client with a minimum of one full calendar month’s notice.
9. Where applicable, mileage will be charged at £0.45 per mile.
10. Blackbird Marketing will do our very best to ensure that agreed timelines are adhered to, but please be aware that circumstances, amends requested, or additional requirements may potentially result in delays. Timelines provided are estimated but Blackbird Marketing will not be held liable if the project over-runs due to delays caused by the client passing information or approval, or any third party issues or force majeure (act of God).
11. Creative project costs provided allow for a maximum of three sets of client amends after which time additional charges may become payable, although the client would be made aware of this in advance.
12. At the end of each stage of any creative development process (including – but not limited to – before sending an item to print or publishing a website etc) the client will need to ‘sign-off’ their approval either in person or by email. No further development can be undertaken until the agency is in receipt of written approval confirmation. Any amends to work after signed approved may incur additional charges for further time spent, although the client would be made aware of this in advance.
13. Project costs provided allow for occasional meetings at key stages for a reasonable length of time between the agency and client. Some meetings may incur additional charges for time spent, although the client would be made aware of this in advance.
14. It is assumed that unless otherwise stated, most copy and images will be provided by the client, although Blackbird Marketing will contribute to this (through headlines, and top-line messages etc) as a natural part of the creative process. Blackbird Marketing is able to provide a full copywriting service or copy advice, as well as illustration and photography at an additional cost if required.
15. Where third party services are commissioned, e.g. illustration or photography, prior to engaging the third party we will notify you in writing whether Blackbird Marketing is: (1) sub-contracting the services and providing you with an umbrella service in which case we will invoice you for the services; or (2) merely introducing you to the third party, in which case you will be contracting directly with the provider and will therefore be invoiced by them.
16. Clients should be aware that due to a variety of factors there will often be variance in colours shown between in-house proofs, colours on screen, printer’s proofs, and final printed items. These factors are determined by the source of the print or visual (each output source e.g the agency printer, the client’s printer, the image setter, the monitor etc will differ from the other), the types of inks or make-up of colours (even Pantone colours can vary significantly and often surprisingly depending on what stock or substrate they are printed on), the type of print process (short-run digital, longer-run litho printing), the substrate (paper, card, plastic etc) used, individual preferences (ambient light, personal computer settings etc) and several other reasons. As a result of this Blackbird Marketing is unable to guarantee 100% consistency and accuracy of colour on all items and may not always be able to achieve the exact result expected by the client. In the case of printed items, the only true guide as to what is likely to be produced, is to request a ‘wet-proof’ on the actual intended substrate with the actual inks to be used, although this will incur additional cost. However as long as the client accepts there may be inconsistencies across work produced, this step may not be necessary. Blackbird Marketing does not accept any responsibility for colour variations as a result of these indeterminate factors.
17. Until payment is received in full, all designs, artwork and rights to design and artwork (whether in digital or printed format) remain the intellectual property of Blackbird Marketing. When full payment has been received, the agency will surrender to the client, all claims of ownership and full copyright for final work produced (not including alternative designs, concepts, options, files, images or documents developed throughout the process). Blackbird Marketing reserves right to use the work for self promotion in its portfolio, in presentations, in advertising, in print and online. Where Blackbird Marketing has commissioned photography, illustration or other items originated by a third party, the ownership of these items may belong to the third party and not to Blackbird Marketing.
18. Unless otherwise agreed in writing, it is the responsibility of the client to ensure that no copyright or trademark has been infringed and to make their own application for copyright or trademark with the ‘UK Intellectual Property Office’ if required.
19. Blackbird Marketing will not at any time or in any manner, either directly or indirectly, use for our personal benefit or divulge, disclose or communicate in any manner any information that is proprietary to the client. We will act reasonably to protect such information and treat it as strictly confidential.
20. The client agrees to indemnify Blackbird Marketing and keep the agency indemnified and hold the agency harmless from and against any claims, actions, proceedings, losses, liabilities, damages, costs, or expenses suffered or incurred in relation to work or services provided. The agency is not liable for any loss that may occur before, during or after the development of projects undertaken. The agency will not be held responsible for any delays, errors or losses arising from any third party.
21. The client agrees to alert the agency in writing to any defects or problems in relation to work and services provided, within 30 days of the final invoice date. The agency will not be liable for any claims made after this period.
22. For all web related projects, unless specifically stated, the client will retain 100% ownership of the web page design only (ownership is not applicable to proprietary software and programs or source code, such as databases, e-commerce and/or content management systems, web application source code or flash files/animations).
23. Where we are commissioned to host a client’s website, Blackbird Marketing uses a third party web hosting service. Although the standard of our hosting packages are high, the agency is unable to guarantee 100% up-time (as no web host would) nor accept any responsibility for any error, omission or misrepresentation in relation to the websites hosted or for any loss, damage, cost or expense (whether direct, indirect, consequential or otherwise) suffered by any user of the websites hosted. The agency makes no warranties or representations of any kind that hosting will be uninterrupted, error-free or that the website or the server that hosts the website are free from viruses or other forms of harmful computer code. In no event shall the agency, its employees or agents be liable for any direct, indirect or consequential damages resulting from the hosting of websites.
24. Blackbird Marketing will endeavour to ensure that any developed/designed site or application will function correctly on the server it is initially installed in and that it will function correctly when viewed with the web browsing software Microsoft Internet Explorer Version 10 and to an acceptable level with Firefox, Safari and Chrome. Blackbird Marketing can offer no guarantees of correct function with all browser software.
25. These terms and conditions of business supersede any previous versions and apply to all present and future projects unless otherwise agreed in writing. Blackbird Marketing reserves the right to change or modify these terms at any stage but will inform clients in writing if this happens. By agreeing to these terms, your statutory rights are not affected.