The following Terms and Conditions of Service apply to all photography, artwork, graphic design, print and services provided by Ayton West Studio.
All design work is carried out by Ayton West Studio on the understanding that the client has agreed to abide by Ayton West Studio's terms and conditions.
Graphic Design Copyright of all graphic design work is retained by Ayton West Studio including copy, concepts, ideas, proofs and illustrations (unless specifically released in writing) until after all invoices have been settled.
If multiple design concepts are submitted, only one concept is deemed to be given by Ayton West Studio as fulfilling the contract. All other artwork designs remain the property of Ayton West Studio, unless agreed in writing.
Photography The Photographer retains the entire copyright in the Photographs and Works at all times, throughout the World and Where reproduction of Works has taken place and settlement has not been made, the Photographer will make such charges to the publisher of those images as falls within the Copyright, Designs and Patents Act 1988.
TITLE. Title to all Photographs remains the property of the Photographer. When the License to use has expired the Photographs must be returned to the Photographer in good condition within 30 days and any archived digital files destroyed. Title to any materials used in producing the Works is not transferred to the Client upon payment of the invoice.
LICENCE. The License to Use comes into effect from the date of payment of the relevant invoice(s). No use may be made of the photographs before payment in full of the relevant invoice(s) without the Photographer’s express permission in writing. Any permission that may be given for prior use will automatically be revoked if full payment is not made by the due date or if the client is put into receivership or liquidation.
Where restricted in the Agreement, permission to use the Photographs for other purposes will normally be granted upon payment of a further fee to be mutually agreed. Note: A written agreement must be reached with the Photographer before the Photographs may be used for other purposes. Where uses of an image are made which breach the licence to use further charges will be made.
Any reproduction rights granted are by way of licence only and no partial or other assignment of copyright shall be implied. On the Client’s death or bankruptcy or (if the Client is a Company) in the event of the company being sold or transferred or a Resolution, Petition or Order for winding-up being made against it, or if a Receiver or an Administrator is appointed, any licence granted shall immediately cease.
EXCLUSIVITY. Unless agreed to in writing on the License to Use and the Invoice no exclusivity is given or implied to The Agency and/or The Client. The Photographer retains the right in all cases to use or sell the Photographs. Exclusivity will not be unreasonably withheld but only on written agreement with the Photographer before work commences.
Project Acceptance At the time of proposal, Ayton West Studio will provide the customer with a written estimate or quotation. The Terms and Conditions can be read on Ayton West Studio's 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 Ayton West Studio. Alternatively, the client may send an official order in reply to the estimate or quotation which binds the client to accept Ayton West Studio's terms and conditions. No work on a project will commence until either document has been received by Ayton West Studio.
Fees Fees for services to be provided by Ayton West Studio, 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 deposit of 30% of the quoted fee will become immediately due. Work on the project will not commence until Ayton West Studio has received this amount.
Charges for Other Services Charges for any additional services over and above the estimated work, will become fully payable at the time of project acceptance.
Payment The client will be asked to provided artwork sign off before prior to print/artwork/publication. At this time the remainder of the fees due will become payable. Accounts which remain outstanding for 30 days after the date of invoice, will incur an extra charge of 2% per month of the outstanding amount.
Payments may be made by Bacs, cash, cheque, or (for overseas customers), Paypal or previously agreed electronic funds transfer.
Publication and/or release of work done by Ayton West Studio on behalf of the client, may not take place before funds have cleared.
Returned cheques will incur an additional fee of £50 per returned cheque. Ayton West Studio reserves the right to consider an account to be in default in the event of a returned cheque.
Payment in full is required prior to artwork being sent to print.
Default An account shall be considered default if it remains unpaid for 30 days from the date of invoice, or following a returned cheque. Ayton West Studio shall be considered entitled to remove Ayton West Studio's and/or the customer's material from any and all computer systems, until the amount due has been fully paid. This includes any and all unpaid monies due for services, including, but not limited to, hosting, domain registration, search engine submission, design and maintenance, sub-contractors, printers, photographers and libraries.
Removal of such materials does not relieve the customer of it's obligation to pay the due amount. Customers whose accounts become default agree to pay Ayton West Studio reasonable legal expenses and third party collection agency fees in the enforcement of these Terms and Conditions.
Copyrights and Trademarks By supplying text, images and other data to Ayton West Studio for inclusion in the customer's brochure or other medium, the customer declares that it holds the appropriate licences, 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 Ayton West Studio on behalf of the customer, will remain the property of Ayton West Studio and/or it's suppliers, excluding Logo design in which full copyright will be passed to the client upon receipt of full payment.
The customer may request in writing from Ayton West Studio, the necessary permission to use materials (for which Ayton West Studio holds the copyright) in forms other than for which it was originally supplied, and Ayton West Studio may, at it's discretion, grant this. Such permission must be obtained in writing before it will allow any of the aforesaid artwork, images, text, or other data to be used. Ayton West Studio reserves the right to charge fees for additional usage.
By supplying images, text, or any other data to Ayton West Studio, the customer grants Ayton West Studio permission to use this material freely in the pursuit of the design and to utilise the designs in Ayton West Studio's portfolio unless agreed otherwise.
Should Ayton West Studio, 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 Ayton West Studio to remove and/or replace the file.
The customer agrees to fully indemnify and hold Ayton West Studio free from harm in any and all claims resulting from the customer in 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 required to be carried out after acceptance of the draft design will be liable to a separate charge.
The customer also agrees that Ayton West Studio holds no responsibility for any amendments made by any third party, before or after a design is published.
Licensing Any design, copywriting, drawing, idea or code created for the customer by Ayton West Studio, or any of it's contractors, is licensed for use by the client on a one-time only basis and may not be modified, reused, or re-distributed in any way or form without the express written consent of Ayton West Studio and any of its relevant sub-contractors.
All design work where there is a risk that another party may make 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. Ayton West Studio will not be held responsible for any and all damages resulting from such claims. Ayton West Studio is not responsible for any loss, or consequential loss, non-delivery of products or services, of whatever cause. The customer agrees not to hold Ayton West Studio responsible for any such loss or damage. Any claim against Ayton West Studio shall be limited to the relevant fee(s) paid by the customer.
Data Formats The client agrees to Ayton West Studio's definition of acceptable means of supplying data to the company.
Text is to be supplied to Ayton West Studio in electronic format as standard text (.txt), MS Word (.doc) on CD-ROM, or via e-mail.
Images which are supplied in an electronic format, are to be provided in a format as prescribed by Ayton West Studio via CD-ROM, or electronic data format. Images must be of a quality suitable for use without any subsequent image processing, and Ayton West Studio will not be held responsible for any image quality which the client later deems to be unacceptable. Ayton West Studio 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.
Project Duration Any indication given by Ayton West Studio of a project's duration is to be considered by the customer to be an estimation. Ayton West Studio cannot be held responsible for any project over-runs, whatever the cause. Estimated project duration should be deemed to be from the date that cleared funds of the deposit are received by Ayton West Studio.
Project Completion Ayton West Studio considers theproject complete upon receipt of the customer's sign off. Other services such as printing, display panel production, filmwork, website uploading, publishing etc either contracted on the client's behalf constitute a separate project and can be treated as a separate charge.
Website Design Only Once web design is complete, Ayton West Studio will provide the customer with the opportunity to review the resulting work. Ayton West Studio will make one set of minor changes at no extra cost within 14 days of the start of the review period. Minor changes include small textual changes and small adjustments to placement of items on the page. It does not include changes to images, colour schemes or any navigation features. Any minor changes can be notified to Ayton West Studio by e-mail or fax and confirmed by post.
Ayton West Studio will consider that the client has accepted the original draft, if no notification of changes is received in writing from the customer, within 14 days of the start of the review period.
Design Credits The customer agrees to allow Ayton West Studio to place a small credit on printed material, exhibition displays, advertisements and/or a link to Ayton West Studio's own website on the customer's website. This will usually be in the form of a small logo or line of text placed towards the bottom of the page.
The customer also agrees to allow Ayton West Studio to place all designs and photographs on Ayton West Studio's own website for portfolio and demonstration purposes and to use any designs in its own publicity unless agreed otherwise.
Rights of Refusal Ayton West Studio will not include in its designs, any text, images or other data which it deems to be immoral, offensive, obscene or illegal. All advertising material must conform to all standards laid down by all relevant advertising standards authorities. Ayton West Studio also reserves the right to refuse to include submitted material without giving reason. Any images and/or data that Ayton West Studio does include in all good faith, and then finds out that it contravenes these Terms and Conditions, the customer is obliged to allow Ayton West Studio to remove the contravention without hindrance, or penalty. Ayton West Studio is to be held in no way responsible for any such data being included.
Cancellation Cancellation of orders may be made initially by telephone contact, or e-mail, however, following this, Ayton West Studio will need formal notification in writing to the company's postal address. The client will then be invoiced for all work completed over and above the non-refundable deposit that will have been made at the time of first ordering. The balance of monies due must be paid within 30 days. Please note: any cancellation which is not formally confirmed in writing and received by Ayton West Studio within 14 days of such instruction being issued, will be liable for the full quoted cost of the project.
Disclaimer Ayton West Studio makes no warranties of any kind, express or implied, for any and all products and/or services that it supplies. Ayton West Studio will not be held responsible for any and all damages resulting from products and/or services it supplies. Ayton West Studio is not responsible for any loss, or consequential loss of data, or non-delivery of products or services, of whatever cause. While we take reasonable steps to investigate the materials we recommend, we accept no responsibility for the performance or quality of materials or any consequential loss arising from their failure. The customer agrees not to hold Ayton West Studio responsible for any such loss or damage. Any claim against Ayton West Studio shall be limited to the relevant fee(s) paid by the customer.
Ayton West Studio reserves the right to use the services of subcontractors, agents and suppliers and any work, content, services and usage is bound by their Terms and Conditions. Ayton West Studio will not knowingly perform any actions to contravene these and the client also agrees to be so bound.
Ayton West Studio and its clients agree to comply with Printers Terms and Conditions which include disclaimers for non-completion on time and the flexibility to supply quantities within 10% of the total ordered. Ayton West Studio recommend that if an exact quantity is required, then 10% extra is added to the quantity and extra time made available should the job be delayed.
General These Terms and Conditions supersede any previous Terms and Conditions distributed in any form. Ayton West Studio reserves the right to change any rates and any of the Terms and Conditions at any time and without prior notice.
Acceptance of Quotation and Terms and Conditions The placement of an order for design and/or any other services offered by Ayton West Studio and validated by the customer's signature on the estimate or quotation, constitutes acceptance of the estimate or quotation and agreement to comply fully with all the Terms and Conditions and forms a Contract for Business between the signatory and Ayton West Studio.