Summary
Definitions
AGREEMENT: This entire Terms & Conditions and the Features of your purchased Product.
FEATURES: The description detailing Package provisions for each Product detail view.
PACKAGE: The chosen price tier - Basic, Plus, Pro - of a Product.
CRITERIA: Clients list of requirements confirmed before starting the Process.
PARTS: Client content, e.g. images and text, provided for the creation of Product.
CONCEPT: Initial design drafts presented to Client to confirm a creative direction.
PROCESS: Master files and preliminary work created by BuzzCandy.Design for development.
PRODUCT: Design service resulting in a commercial form for a designated use.
Governing Law
This Agreement shall be in accordance with the laws of the United States and the state of California without regard to any other jurisdiction’s conflicting law provisions.
Confidential Information
Each party, its agents and employees will keep in strict Confidential Information, unless necessary to create Product and except as required by a government authority.
Payment
METHODS: Accepted forms are bank transfer ( Zelle is preferred / PayPal also accepted ), cash in person, check, credit card, money order – and wire transfer.
SCHEDULE: Standard turnaround is provided. Rush may be available for an additional fee.
PAYMENT: 100% in-advance payment is required to perform the Design Product Service.
DIVIDED PAYMENTS: May be available if requested and pending our agreement.
FINAL PAYMENT: Due prior to delivery of your finished Product. This will include:Client additions and reimbursement for third party materials.
MASTER FILES: For 100% of the purchased Product base fee ( more on Process files )
TAX: Service based products are not taxable.
Client Responsibilities
a) Coordination of content consideration with Client’s key personnel in advance of providing Criteria, Concepts, Revisions and Finalization.
b) Criteria - project requirements, including color, size and schedule.
c) Parts - audio, documents, images, text, video – preferably hi-resolution when possible.
d) Revisions and Finalization – all proofreading and error checking.
e) Licenses acquisition and the expenses of any needed third party materials, such as proprietary fonts, stock imagery.
Additions & Changes
Client shall pay charges for additions or changes outside the scope of the Package purchased, including introduction of new Concepts during Revisions or Finalization, at the rate of $100 per hour or an agreed upon amount and deadlines may be extended. The fee will be included in the Final invoice.
Term
This Agreement commences upon the date of purchase and remains effective until the Product is accepted.
Acceptance
Client shall notify BuzzCandy.Design in writing within five (5) business days of receipt of the Product of failure in workmanship. If the Product has an omission or is not in keeping with the Features and Criteria, corrections will be made in a timely manner as a cure. In the absence of such notice from Client, the Product is deemed accepted. For printed Products the Client grants acceptance with their Finalization approval and printed materials [ product ] will be delivered ‘as is.’ Only major printing errors will be considered for a cure.
Credit
The Product, should BuzzCandy.Design see fit, will bear credit and/or copyright notice.
Archive
BuzzCandy.Design shall have the right to document, photograph or record completed designs or installations of the Product and to display, publish and reproduce these archives in exhibits, portfolios, publications or websites. When printed, one to five quality samples of each published form may be requested and would then need to be provided within five (5) business days.
Parties Relationship
BuzzCandy.Design is a vendor offering design product services available for set prices. BuzzCandy.Design is not an Independent Contractor, nor an employee of Client. Product will not be deemed a work for hire as the term is defined under Copyright Law. BuzzCandy.Design may use third party designers or service providers as Agents.
Representations
Client represents to the best of Client’s knowledge, the Parts do not infringe third party rights. BuzzCandy.Design represents to the best of BuzzCandy.Design’s knowledge, the Product does not infringe third party rights. BuzzCandy.Design is not a licensed architect or engineer.
Indemnification
The parties shall indemnify, save and hold harmless one another from costs, damages, liabilities or losses from a third party’s actions, claims or demands, including by a third party, due to a breach of representations, responsibilities or warranties.
Limitation of Liability
THE PRODUCT IS SOLD “AS IS.” THE MAXIMUM LIABILITY OF BUZZCANDY.DESIGN TO CLIENT SHALL BE LIMITED TO THE NET PROFIT OF SUCH PRODUCT PAID FOR. IN NO EVENT SHALL BUZZCANDY.DESIGN BE LIABLE FOR ANY LOST DATA OR CONTENT, LOST PROFITS, BUSINESS INTERRUPTION OR FOR CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, INDIRECT, PUNITIVE AND SPECIAL DAMAGES.
Dispute Resolution
The parties will attempt to resolve disputes first by negotiation then by mediation. Either party may commence binding arbitration through the American Arbitration Association. The prevailing party is entitled to recover its attorney’s fees and costs. In the event Client uses the Product in any way not permitted, BuzzCandy.Design shall be entitled to equitable relief by way of an arbitrator, injunction or as the court may deem fit.
Termination
This Agreement may be terminated if either party breaches its responsibilities, which is not remedied within five (5) days of written notice. BuzzCandy.Design will be compensated closing payment for the portion of work performed at the rate of $100 per hour. Any amount overpaid will be refunded. If closing payment is not made, BuzzCandy.Design reserves all right to the work completed and no license rights are granted to Client. Upon closing payment, BuzzCandy.Design grants such right and title as provided for in the License & Usage section for Product the Client has paid for.
Waiver
Failure to enforce any right or remedy any breach shall not be construed as a waiver of such rights.
Modifications
This Agreement may be modified by the parties. Modifications must be in writing.
Notices
Notices are to be transmitted in writing and are effective upon confirmation of receipt.
Force Majeure
BuzzCandy.Design will give notice to Client of its inability to perform and will propose revisions to the schedule for completion of the Product upon occurrence of Force Majeure Event, such as act of God, death, earthquake, fire, illness, incapacity, labor dispute, public enemy or local, state federal, national or international law, governmental order or regulation or events beyond BuzzCandy.Design’s control.
Parts
Parts shall remain the sole property of Client or its respective suppliers. BuzzCandy.Designis granted a non-exclusive, nontransferable license to display Parts with new Product for publishing examples of design and production flow.
Process
BuzzCandy.Design retain rights of ownership and to display or sell materials created in the Process. This includes, though not limited to, art work, collage, photography, production, sound, video, writing and master files which may be used to construct the Product: film negative, photographer’s files, master audio and video recordings and master digital files. Master files and process work are available for 100% of the purchased Product fee and are provided with Exclusive Unlimited License with Modification rights.
License & Usage
Upon completion of the Product, and expressly subject to full payment, BuzzCandy.Design grants to Client the rights for Product as set forth below. Any additional uses not identified herein require an additional license and fee.
A) MOBILE · NEWSLETTERS · SIGNATURES · SOCIAL POSTS ADS · WEBSITES
NON-EXCLUSIVE UNLIMITED LICENSE WITH MODIFICATION RIGHTS: BuzzCandy.Design hereby grants to Client the non-exclusive, perpetual and worldwide license to adapt, display, modify, reproduce and use the Product within the scope defined.
B) ARCHITECTURAL MODEL · LOGOS · PHOTOGRAPHY · PRODUCTION · VIDEO · WRITINGS
ASSIGNMENT: BuzzCandy.Design hereby assigns to Client interest, right and title, including without limitation copyright and other intellectual property rights to the Product.
C) ART WORK · COLLAGE
EXCLUSIVE LICENSE WITH NO MODIFICATION RIGHTS: BuzzCandy.Design hereby grants to Client the exclusive, perpetual and worldwide right and license to use, reproduce and display the Design Product in its finished form only within the scope defined. Client may NOT animate, create derivative works, extract portions, reconfigure or alter the Product. Client may crop and/or resize as needed.
D) DATABASES * · ARCHITECTURAL DESIGN PLANS
NON-EXCLUSIVE LIMITED LICENSE WITH NO MODIFICATION RIGHT: BuzzCandy.Design hereby grant to Client the non-exclusive license with limited usage rights to display and use the Product in its finished form only within the scope defined. Client may NOT crate derivative works, extract portions, reconfigure, reverse engineer or alter the Product.
* Maximum number of users is 250
E) ANNUAL REPORTS · BROCHURES · BUSINESS CARDS · CARDS · FLYERS · FORMS · GUIDES · POSTERS · STATIONARY
EXCLUSIVE LIMITED LICENSE WITH NO MODIFICATION RIGHTS, LIMITED PRINTS INCLUDED: BuzzCandy.Design hereby grants to Client the exclusive license with limited usage rights to display and distribute the Product in its finished printed form only within the scope defined. Client may NOT animate, create derivative works, extract portions, reconfigure, reproduce or alter the Product.
F) ADS · BOOKS · PACKAGING · PROGRAMS · SIGNAGE § · T-SHIRTS †
EXCLUSIVE LIMITED LICENSE WITH NO MODIFICATION RIGHTS, DIGITAL FILE FOR LIMITED PRINTING ONLY: BuzzCandy.Design hereby grants to Client the exclusive license with limited usage rights to reproduce, display and distribute the Product in its finished printed form only within the scope defined. Client may NOT animate, create derivative works, extract portions, reconfigure or alter the Product, and its “final art / print ready / digital file” state is NOT to be used for electronic worldwide distribution.
Maximum Print Run 10,000
§ Maximum Signs is 10
† Maximum T-shirts is 1,000
G) MAGAZINE · PRESENTATIONS
EXCLUSIVE LIMITED LICENSE WITH NO MODIFICATION RIGHTS, ELECTRONIC DISTRIBUTION ONLY: BuzzCandy.Design hereby grants to Client the exclusive license with limited usage rights to reproduce, display and distribute the Product in its finished electronic form only within the scope defined. Client may NOT animate, create derivative works, extract portions, reconfigure, print for sale or alter the Design Product. Digital final art is for electronic worldwide distribution only.
Liquidation
Client’s use of the Product shall be limited to the usage rights granted herein. Unlicensed use of the Product by Client outside the scope of the rights granted here requires compensation equal to 100% of the purchased Product base price. In the event of the non-payment, BuzzCandy.Design shall be entitled to pursue remedies under law and equity. If Client would like to use the Product outside of the defined scope, contact BuzzCandy.Design in advance to make proper arrangement and payment.