Terms of Business
Hypergroup Limited Terms of Business
- Project commencement: Hypergroup requires written confirmation (accompanied by a Purchase Order where applicable) from the Client in order to proceed with a project. By instructing Hypergroup to proceed with a project, it is understood that the Client agrees to pay Hypergroup’s costs as laid out in this estimate and that the client has read and accepts the Terms and Conditions detailed below.
- Invoicing procedure: Hypergroup’s invoicing procedure is based on an initial deposit plus staged payments. An invoice will be raised for the deposit and on completion of each stage as defined in the estimate. If agreed, payments may also be taken via credit/debit card or Direct Debit.
- Refunds: Refunds are not given unless the Project has been cancelled in writing. The amount refunded will be calculated in accordance with clause 13.
- Estimates: If this form is used for an estimate or assignment proposal, the fees and billable expenses shown are minimum expenses only. Final fees and Billable Expenses shall be shown when invoice is rendered. The Client’s approval shall be obtained for any increases in fees or expenses that exceed the original estimate by twenty percent (20%) or more.
- Terms of payment: Payment is due on the completion of the project and is to be made within fourteen (14) days of the date of the invoice.
- Interest on late payment: Interest is chargeable at the discretion of Hypergroup at the rate of 4.5% a month, and will be calculated 15 days from the date of invoice.
- VAT: All estimated costs are subject to VAT, which will be applied at the current rate.
- Ownership: Hypergroup will retain the intellectual property rights of all concepts thought of and devised during the project. All original artwork, in any media, including digital files, created during the project remain the property of Hypergroup. Ownership of and/or copyright of the final artwork with the exception of photography, illustration, specially drawn fonts and printer’s film and plates (see Photography, Illustration and Print below) will pass to the client upon completion of a project and full payment of all work undertaken by Hypergroup and its subcontractors has been received. Hypergroup retains rights to use the completed project and any preliminary designs for the purpose of design competitions, future publications on design, educational purposes and the marketing of Hypergroup’s business. Where applicable the client will be given any necessary credit for usage of the project elements.
- Photography, illustration and print: Copyright of photography, illustration, specially drawn fonts and printer’s film and plates may only pass to the client following special negotiations with the photographer, illustrator, repro house or printer. It should also be noted that, unless exclusive copyright is agreed at the start of a project, commissioned photography or illustration may only be used for a specific project and all material remains the property of the photographer or illustrator. If the client wishes to use the imagery for other projects, further usage fees or exclusive copyright must be negotiated with the photographer or illustrator separately.
- Client Alterations: There shall be no charges to the Client for revisions or corrections or additions made necessary by errors on the part of Hypergroup. Any other changes requested by the Client shall be considered Client’s Alterations if they are requested after the acceptance of the project design. Any changes and additions not due to the fault of Hypergroup and requested by the Client before the approval of one of the project designs are not considered Client’s Alterations. The Client shall be responsible for making additional payments at the rate noted herein for any Client’s Alterations and any other changes in original assignment requested by the Client. However, no additional payment shall be made for changes required to conform to the original assignment description. The Client shall offer Hypergroup the first opportunity to make any changes. Client Alterations are charged at the rate of GBP £75 per hour.
- Meetings: All meetings between Hypergroup and the Client will be charged for unless otherwise agreed or specified. Meetings will be charged according to their duration (GBP £100 minimum). Telephone calls, emails and letters will not be charged for unless specified.
- Production approval: Hypergroup requires written approval of final artwork before releasing any material for production or manufacturing.
- Project cancellation: In the event of a client wishing to cancel a project, Hypergroup must be notified in writing. The client is to pay for all work undertaken by Hypergroup up to receipt of written cancellation (including any external costs incurred). Copyright of work undertaken by Hypergroup and paid for by the client will be transferred at the discretion of Hypergroup.
- Warranty of originality: Hypergroup warrants and represents that, to the best of its knowledge, the work assigned hereunder is original and has not been previously published, that all work or portions thereof (except library photography/illustration) obtained through the undersigned from third parties is original and that the work prepared by Hypergroup does not contain any scandalous, libellous, or unlawful matter. This warranty does not extend to any uses that the Client or others may make of Hypergroup’s product which may infringe on the rights of others. The client expressly agrees that it will hold Hypergroup harmless for all liability caused by the client’s use of Hypergroup’s product to extent such use infringes on the rights of others.
- Limitation of liability: The Client agrees that it shall not hold Hypergroup or its agents or employees liable for any incidental or consequential damages which arise from Hypergroup’s failure to perform any aspect of the Project in a timely manner, regardless of whether such failure was caused by intentional or negligent acts or omissions of Hypergroup or a third party. Furthermore, Hypergroup disclaims all implied warranties, including the warranty of merchantability and fitness for a particular use.
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