Terms of Engagement
Working with us
Acceptance by Client
Acknowledgment and acceptance of this estimate/proposal either verbally or in writing (including email), is considered permission to commence Work and that you (the ‘Client’) agree to engage business with Magnus Design Office (‘MDO’) - registered to The Eatery Group Pty Ltd.
The “Work” / Scope of Services
The Client engages MDO to provide the services (the “Work”) set forth in this estimate or proposal by an agreed-upon deadline. The Client acknowledges and agrees that failure to submit required information or materials requested by MDO may cause subsequent delays in the Work, for which MDO will not be responsible. The Client and MDO will make a good faith effort to notify the other of any upcoming delays.
Payment Terms
The typical payment arrangement is as follows, unless otherwise agreed in writing:
50% deposit to commence works (non-refundable)
25% progress* (invoice issued half way through Project timeline or after 4+ weeks of a Project being on hold)
25% balance on completion (invoice to be issued at least 7 days prior)
*A progress payment is only required for projects over the value of $5,000, otherwise the payment plan is 50% upfront and 50% on completion, unless otherwise agreed in writing.
By accepting the estimate/proposal, the Client agrees to proceed with the payment options as specified in the quote, unless otherwise agreed.
All new clients are required to pay the full Project value (100%) prior to commencement of works.
If the Project timeline exceeds 30 days past the mutually agreed timeline, the Client agrees to pay a progress payment of works completed to-date with any outstanding amount payable in full upon delivery.
It is important to note that the MDO’s Monthly Payment Plans are not linked to deliverables or milestones and therefore payments are due on or before the due date regardless of the Project’s timeline (unless there is a mutually agreed hold or project postponement). In the event the Project timeline is delayed by more than 30 days, the Client acknowledges that the Payment Terms may need to be renegotiated and additional costs may be applicable if the Client is requesting a hold on payments.
The final balance payment must be settled in full prior to the release of the any final files, reports, assets or advice to the Client or supplier/s.
All prices estimated are in Australian Dollars ($AU) and are exclusive of GST, unless otherwise clearly stated on our quotes and invoices.
Alterations and Authors Corrections
MDO makes every effort to be as cost effective and accurate as possible, but additional inclusions or exclusions may occur due to a change of scope. All MDO estimates include one (1) round of changes (up to and including v2), unless otherwise specified. Any changes exceeding this are considered Authors Corrections and the Parties will work in good faith to adjust the timeline and costs accordingly, if required.
Late Payment Fees and Default
Late Payment Fees
Accounts, which are not paid within the terms stated on the invoice will incur a late administration fee of $25+GST for each invoice outstanding. Accounts, which remain outstanding for 31+ days after the date of invoice may incur an additional late payment fee equivalent to 5% of the project costs for each week payment remains outstanding.
If you are having difficulty paying your invoice by the due date, please notify MDO immediately so we can discuss a solution that can be mutually agreed upon.
Default
Unless prior arrangements have been made, MDO shall consider a Client’s account in default if it remains unpaid for 35 days from the date of invoice, or the Client has stated expressly that they do not intend to pay an invoice. The Client whose account is in default agree to pay MDO’s reasonable legal expenses and third party collection MDO fees in the enforcement of these Terms. MDO reserves the right to reuse or resell work undertaken in the case of payment default. MDO reserves the right to charge 100% upfront for all new projects with Clients who have a history of being in default. MDO shall at its sole discretion suspend any and all services provided to the client and employ debt collection measures until the total outstanding balance has been fully paid. Suspension of such services does not relieve the Client of its obligation to pay the due amount.
Title to Material
MDO retains full ownership of design concepts and materials it produces. In accordance with the Australian Copyright Act (1968), ‘licensing of copyright is subject to a mutual Engagement made between client and designer’. Copyright will remain property of MDO until such time an Engagement is in place. As part of MDO’s terms of business, the copyright license is automatically released to the client on receipt of final payment for the commissioned work, however, any original working files such as Adobe InDesign or Adobe Photoshop layered files are excluded. This granting of copyright does not extend to the use of design proposals and concepts submitted to but not approved for the Work outlined.
Until final payment is received, MDO retains ownership of all but not limited to artwork, concepts, strategies, photography, assets. MDO also reserves the right to certain elements used to create images and artwork including fonts, patterns, stock images, textures, colour palettes and other non-exclusive items.
MDO reserves the right to use all Works produced in the course of the project (including those concepts not selected) for the purposes of promoting MDO.
All services provided shall be for the exclusive use of the Client’s said purposes only. Design or concepts may not be used or altered for other items or projects without permission from MDO.
Supply of Original Working Artwork Files/Assets
MDO owns all physical (working, editable, layered) artwork files, designs, concepts and assets. All finished art estimates include supply of high res PDF file/s or flattened image/s, and does not include the original working assets unless otherwise agreed with the Client. The Client agrees that all ‘Template’ files provided by MDO will be used for the intended usage only and not to create other items using that template file unless mutually agreed in writing.
In the event the Client must attain the original working files, these can be released under exclusive license to the Client at a fee based on the market rate (Project Value x 3 = Price) on a case-by-case basis, at the discretion of MDO using the following industry standard formula: Eg; If a Brochure is worth $4,000, the cost for releasing working files to the Client would be $4,000 x 3 = $12,000. MDO reserves the right to refuse supply of physical artwork files, depending on the circumstances and the intended usage of such files by the Client.
Font licences are not included and must be purchased separately by the client, unless we have arranged to purchase on behalf of our client (quoted separately).
Industry Recognition and Awards
The Client and MDO must be incorporated as co-contenders in any formal awards or recognition for this Project, in so far as such awards or recognition permits the Client and MDO to be incorporated as co-contenders.
Approval of Final Artwork
While MDO takes all care to avoid errors, MDO accepts no responsibility for typographical errors, spelling mistakes, or incorrect information on any project committed to print or production. It is the Client’s responsibility to proof read and approve all final copy before the production of the artwork. The email verification by the Client shall be conclusive as to the approval of all artwork prior to their release for printing, implementation or installation. No refunds or reprints are given after a final approved design has gone to print due to oversights by the Client’s proof reading.
Print Management
MDO-Managed Printing (recommended)
MDO can provide full print and production management to all our clients, via our non-disclosed list of preferred suppliers who we have built strong and reliable relationships with over the years. MDO will monitor the Client’s project to ensure its produced effectively and efficiently via the best means of colour management, proofing, quality checking, supplier liaison, as well as job monitoring and production. MDO looks after the project from beginning to end, and take full responsibility for any unforeseen issues that may arise during the final production stages, within reason outside of it being an issue caused by the Client. MDO will not take responsibility for the Client’s change of mind, or unreasonable reaction to a particular product finish.
Client-Managed Printing
For Clients who wish to manage print themselves using their own suppliers, MDO accepts no responsibility for the end result. MDO prepares file/s according to industry standards or as provided by the Client/Supplier, but is not responsible for the project or for any unforeseen issues or inconsistencies that may arise. Once the print-ready files are dispatched to the Client or Client’s supplier, it is the Client’s full responsibility to manage the project through to the finished product. In the event a reprint is required, MDO may assist with resupply of artwork files, but will not be liable for any cost incurred to the Client or Clients’ supplier for the reprint. MDO is not liable for any indirect or consequential loss or expense suffered by the Client or Clients’ third party supplier.
Risk and Liability
MDO promises that all services will be performed in line with the Client’s reasonable written instructions and details as outlined in this estimate/proposal. MDO warrants that it will carry out the Services according to proper professional standards to the best of MDO’s skillset and abilities in an effective, timely and professional manner. MDO does not make any other warranties regarding the Services or the Deliverables. The Client uses MDO’s Deliverables at its own risk. The Client promises that any content they provide to MDO is either the property of the Client or that the Client has the permission or license to use such content. Neither party may assign, transfer or sublet any obligation under this Engagement without the written consent of the other. Consent shall not be unreasonably withheld. Unless stated in writing to the contrary, no assignment, transfer or subletting shall release the assignor from any obligation under this Agreement.
Confidential Information
Each Party is likely to disclose information (“Disclosing Party”) to the other (“Receiving Party”) from time to time during the term of this Engagement, which is marked or designated as confidential or proprietary at, or prior to disclosure, or which would appear to be confidential and/or proprietary in nature (“Confidential Information”). The Receiving Party will not disclose such Confidential Information to any person other than as provided for in this Engagement or as necessary to carry out that Party’s obligations under this Engagement. This restriction does not apply to information that (i) the Receiving Party must disclose by law or legal process, (ii) is either already public or enters the public through no fault of the Receiving Party, (iii) is available to the Receiving Party from a third party who is not under any non-disclosure obligation to the Disclosing Party, or (iv) is independently developed by or for the Receiving Party without reference to any Confidential Information of the Disclosing Party.
Termination of this Engagement
Either the Client or MDO may terminate this Engagement: if the other Party is in default of the terms and conditions of this Engagement and fails to remedy the default within twenty (20) Business Days after receiving Notice by email requiring the remedy of the default; OR on giving sixty (60) days’ notice without cause. Termination of this Engagement for whatever cause shall be without prejudice to any rights or obligations that have accrued or are owing prior to such termination, including but not limited to payments of money. Any invoices already paid by the Client (eg; deposit payments) will be forfeited in lieu of compensation to MDO.
Governing Law
This Engagement is governed by the laws of the State of New South Wales (NSW), Australia.
Magnus Design Office
ABN 18 606 966 974
Contact
If you have any questions regarding Magnus Design Office’s Terms of Engagement, please contact:
Melissa Gardner, Owner/Director
Email
Last updated: 20 June 2024.
Magnus Design Office is happy to consider any reasonable term requests.