Please read these
Terms & Conditions carefully, as they set out our and your legal
rights and obligations in relation to our services.
1. Definitions and interpretation
1.1 In these Terms of Business:
“Business Day” means any week day, other than a bank
or public holiday in England;
“Business Hours” means between [09:00] and [17:30]
on a Business Day;
“Charges” means the charges specified in the Job description;
“Confidential Information” means:
(a) any information supplied by
one party to the other party (whether supplied in writing, orally
or otherwise) marked as “confidential”, described as
“confidential” or reasonably understood to be confidential;
(b) the terms (but not the existence)
of each Engagement (which information is confidential to each party);
“Customer” means the customer for Services under an
Engagement as specified in the Specification;
“Customer Materials” means all works and materials
provided by or on behalf of the Customer to Space Creative for use
in the production of, or incorporation into, the Deliverables;
“Deliverables” means the deliverables as outlined in
“Designer” means Space Creative, a limited business
incorporated in England and Wales. Company reg no. 5025894, having
its registered office at Equitable House, 55 Pellon Lane, Halifax
“Effective Date” means in relation to an Engagement,
the date when Space Creative receives a copy of the Specification
relating to that.
“Engagement” means a contract between Space Creative
and the Customer for the supply of Services and the delivery of
Deliverables incorporating these Terms of Business and a Specification,
and any amendments to such a contract from time to time;
“Force Majeure Event” means an event, or a series of
related events, that is outside the reasonable control of the party
affected (including power failures, industrial disputes affecting
any third party, changes to the law, disasters, explosions, fires,
floods, riots, terrorist attacks and wars);
“Hourly Rate” means the Space Creative hourly labour
rate (at £45) or as specified in the Specification.
“Intellectual Property Rights” means all intellectual
property rights wherever in the world, whether registered or unregistered,
including any application or right of application for such rights
“Services” means the graphic design services supplied
by Space Creative to the Customer under an Engagement, details of
which are set out in the Specification .
“Specification” means the specification of services
document issued by Space Creative to the Customer detailing the
scope of the Services, Deliverables and other matters relating to
an Engagement; and
“Term” means the term of an Engagement.
1.2 In these Terms & Conditions,
a reference to a statute or statutory provision includes a reference
(a) that statute or statutory provision as modified, consolidated
and/or re-enacted from time to time; and
(b) any subordinate legislation made under that statute or
1.3 The Clause headings do
not affect the interpretation of these Terms & Conditions.
1.4 In these Terms & Conditions,
“persons” include companies, partnerships, limited liability
partnerships, unincorporated associations and trusts.
1.5 The ejusdem generis rule
is not intended to be used in the interpretation of these Terms
& Conditions; it follows that a general concept or category
utilised in these Terms & Conditions will not be limited by
any specific examples or instances utilised in relation to such
a concept or category.
Each Engagement will come into force on its Effective Date and
will continue in force until the Services agreed in the Detailed
Specification have been completed, upon which it will terminate
3.1 Space Creative will supply the Services to the Customer and
deliver the Deliverables to the Customer in accordance with the
terms of each Engagement.
3.2 Space Creative may sub-contract the provision of the Services
(without the prior written consent of the Customer)
3.3 Space Creative may suspend the provision of the Services
and/or withhold the Deliverables without prior warning, if the Customer
fails to pay by the due date any amount to Space Creative.
3.4 Space Creative will own the full copyright on all deliverables should
the Customer withhold payment. The Customer does not have any rights
to the unpaid for deliverables.
3.4 Space Creative reserve the right to invoice for all work
done to date at monthly intervals.
4. Customer obligations
4.1 The Customer will promptly
provide to, or procure for, Space Creative any:
(a) co-operation, support and
(b) designs, drawings, files, information
(c) third party co-operation;
(d) governmental, legal or regulatory
licences, consents or permits;
reasonably necessary to enable the Designer to discharge its obligations
under any Engagement.
4.2 The Customer must provide
feedback on preparatory design work promptly, and in any event in
accordance with any timetable agreed between the parties.
4.3 The Customer grants to
Space Creative a worldwide, royalty-free, non-exclusive licence
to use the Customer Materials during the term of an Engagement solely
for the purposes of that Engagement.