this a copy of a terms and conditions contract i have wrote this would also have to be signed by myself and the client when designing something for them
THIS
AGREEMENT is made on ______________ (insert date) between:
Surtur designs –
Freelance Designer company and
(ii) ______________________________________________
Standard Terms and Conditions for Commissioned work and
Project Management
1.
Interpretation
1.1
Definitions, In these Conditions, the following definitions apply:
Charges:
the charges payable by the Client for the supply of the Services in accordance
with clause 6.
Conditions:
these terms and conditions as amended from time to time in accordance with
clause 13.8.
Contract:
the contract between surtur designs and the Client for the supply of Services
in accordance with these Conditions.
Client:
the person or firm who purchases Services from surtur designs.
Deliverables:
the deliverables set out in the Service Estimate.
Surtur designs IPR: any Intellectual Property
Rights which are owned, developed or created by surtur designs and do not
relate exclusively to the Services and/or the Deliverables.
Intellectual
Property Rights: all patents, rights to
inventions, utility models, copyright and related rights, trade marks, service
marks, trade, business and domain names, rights in trade dress or get-up,
rights in goodwill or to sue for passing off, unfair competition rights, rights
in designs, rights in computer software, database right, topography rights,
moral rights, rights in confidential information (including know-how and trade
secrets) and any other intellectual property rights, in each case whether
registered or unregistered and including all applications for and renewals or
extensions of such rights, and all similar or equivalent rights or forms of
protection in any part of the world.
Services:
the design services, including the Deliverables, to be supplied by surtur
designs to the Client as set out in the Service Estimate.
Service
Estimate: the description or
specification of the Services and Deliverables and estimate of charges provided
in writing by surtur designsto the Client and attached to these Conditions.
Surtur designs
: means surtur designs c/o 15 Fernleigh Road, Old
Swan, Liverpool, L13 5SN England UK
2.
Basis of contract
2.1
Acceptance and signature of the Service Estimate constitutes an offer by
the Client to purchase Services in accordance with these Conditions.
2.2
An offer made by the Client under clause 2.1 shall only be deemed to be accepted when the Service
Estimate is signed by surtur designs and the Client at which point and on which
date the Contract shall come into existence.
2.3
The Contract constitutes the entire agreement between the parties. The Client
acknowledges that it has not relied on any statement, promise or representation
made or given by or on behalf of surtur designs which is not set out in the
Contract or the Service Estimate.
2.4
Any drawings, research, written ideas, descriptive matter or advertising
issued by surtur designs prior to the
date of this Contract are issued or published for the sole purpose of giving an
approximate idea of the Services described in them. They shall not form part of
the Contract or have any contractual force and any Intellectual Property Rights
in them shall remain the property of surtur designs except to the extent they are specifically
licensed or assigned to the Client under this Contract as part of the Services
or the Deliverables.
2.5
These Conditions and the terms of the Service Estimate apply to the
Contract to the exclusion of any other terms that the Client seeks to impose or
incorporate, or which are implied by trade, custom, practice or course of
dealing.
3.
Supply of Services
3.1
Surtur designs shall use reasonable endeavours to supply the Services to
the Client in accordance with the Service Estimate and these Conditions in all
material respects.
3.2
Surtur designs shall use all
reasonable endeavours to meet any performance dates specified in the Service
Estimate, but any such dates shall be estimates only and time shall not be of
the essence for performance of the Services surtur designs shall, where
reasonably practicable, give to the Client not less than three days' notice of
any expected delay.
3.3
Surtur designs warrants to the Client
that the Services will be provided using reasonable care and skill.
3.4
Sutur designs assumes no
responsibility for testing prototypes against any safety standard (including
without limitation any safety standard promulgated by the British Standards
Institute or the European Union) and the Client is responsible for ensuring
that the selected design and prototype/s is/are fit for purpose and comply with
all relevant legislation before producing or manufacturing the design in
quantity for procurement.
4.
Client's obligations
4.1
The Client shall:
4.1.1
ensure that any information it provides to surtur designs for the
purpose of producing the Service Estimate or otherwise is complete and
accurate;
4.1.2 co-operate with surtur designs in all matters relating to the Services;
Signed by
Date:
Signed by the client
Date:
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