Matizmo Marketing
TERMS AND CONDITIONS
Introduction
These terms and conditions apply to clients (the Client)
who commission Matizmo Marketing to provide services as set
out below and in accompanying schedules where relevant:
• Design and creation of any kind of branding,
identity, corporate or sales materials, or other online /
offline designs for the Client
• Review of any existing kind of branding, identity,
corporate or sales materials, or other online / offline
designs belonging to the Client
• Search engine services
• Any other services or creative solutionsagreed in
writing, email or any other medium with the client
The engagement is subject to the Order Form and any
specific letter accompanying it signed by both the Client
and an authorised employee of Matizmo Marketing, and to the
terms and conditions of Matizmo Marketing as set out in
this document. The terms and conditions may be varied by
the Order Form and the accompanying letter described above.
1. Generally, for any service commissioned by the Client:
1.1. Matizmo Marketing agrees to keep the business affairs
and information of the Client confidential except where
necessary for the execution of their services for the
Client, authorised as part of the publication of the
Client’s website or by legal requirements.
1.2. The Client undertakes to provide Matizmo Marketing
with all information and assistance reasonably required for
the completion of the agreed tasks, including overall
business objectives and objectives for the Client’s
design work including costs, timescales (and required
functionality if applicable), plus any relevant legal
requirements, pictures, photographs, logos, artwork,
product and service information, personnel and business
background information.
Information and images intended for inclusion in a design
should normally be provided in digital format by email,
existing internet files or CD-Rom. Any additional cost
arising where the information has to be created or
converted to digital format by Matizmo Marketing will be
agreed with the Client beforehand. If digital information
is supplied in a non-standard format, the client will be
responsible for Matizmo Marketing’s reasonable costs
of conversion to a usable format.
If the Client does not provide the above required content,
information, text and images to Matizmo Marketing within
normally a three month timescale from the order date, or a
period mutually agreed with Matizmo Marketing, then Matizmo
Marketing reserves the right to charge the Client for the
time spent on the client’s project at up to a rate of
£60 per hour plus a project cancellation charge of up to
50% of the remaining fees due under the orders then
current.
1.3. All intellectual property rights in materials provided
by the Client for its designs remains the Client’s
property. Subject to this, all intellectual property rights
in software, design work or any other materials provided to
the Client pursuant to this agreement remain the property
of Matizmo Marketing.
1.4. Where Matizmo Marketing provides services on an
ongoing or continuous basis, Matizmo Marketing will provide
the Client with one month’s notice of termination, or
of any changes to relevant prices and conditions.
1.5. Notwithstanding clause 1.4, Matizmo Marketing may
terminate the agreement with the Client at any time:
a. should the Client fail to make a due payment within 15
days of being notified that a due payment has not been
made,
b. should the Client go into liquidation or have a
receiver/administrative receiver appointed over any of its
assets,
c. if the Client is in breach of any term of this agreement
and the breach is incapable of remedy or, if the breach is
remediable, it continues for a period of 15 days after
written notice requiring the breach to be remedied has been
given to the Client
d. if, in Matizmo Marketing’ s sole opinion, the
Client is using Matizmo Marketing services in a way likely
to damage or bring disrepute onto Matizmo Marketing and the
Client does not immediately desist from this use on written
notice from Matizmo Marketing to this effect.
In the event of any of the above terminations, Matizmo
Marketing reserves the right to charge the Client for the
time spent on the client’s project at up to a rate of
£60 per hour plus a project cancellation charge of up to
50% of the remaining fees due under the orders then
current.
1.6. The client may cancel the project at any time for any
reason. In this event, Matizmo Marketing reserves the right
to charge the Client for the time spent on the
client’s project at up to a rate of £60 per hour plus
a project cancellation charge of up to 50% of the remaining
fees due under the orders then current.
1.7. Payment of Matizmo Marketing services will be within 7
days of invoice unless explicitly agreed otherwise in
writing by Matizmo Marketing. Matizmo Marketing reserves
the right to claim statutory interest at 8% above the Bank
of England base rate at the date the debt becomes overdue
in accordance with the Late Payment of Commercial Debts
(Interest) Act 1998.
1.8. Matizmo Marketing may provide any service by means of
third parties at its sole discretion.
1.9. Matizmo Marketing will take every reasonable care to
ensure freedom from errors of any work undertaken for the
Client. The Client warrants the understanding and
acceptance that, as it is not possible to guarantee
computer software products are absolutely error free, the
Client accepts unconditionally that Matizmo Marketing do
not warrant that a design, an output, website or other
software (or any part of it) is error free or that use of
any online, live or software design will be uninterrupted.
1.10. Matizmo Marketing will take reasonable care to ensure
its assessments and recommendations are soundly based and
aimed at completing the agreed tasks to a professional
standard. Where the Client undertakes actions following
recommendations from Matizmo Marketing the Client accepts
that responsibility for any subsequent outcomes from this
remains with the Client.
1.11. The Client may agree additional work at any stage
with Matizmo Marketing. This may be subject to additional
fees as agreed at the time. The terms and conditions as
outlined here will apply to the additional work unless
explicitly varied by agreement between the two parties.
1.12. Where Matizmo Marketing offers links to other sites
as part of website or online design work, Matizmo Marketing
does not accept any responsibility for the content of those
sites, the owners of which do not necessarily have any
link, commercial or otherwise, with Matizmo Marketing
1.13. If the Client's web hosting company suspends the
hosting or other internet services for the purpose of
maintenance, improvement or repair or if there is any
failure of or fault in the provision of the internet
services for any reason not in the immediate, direct
control of Matizmo Marketing or its agents, Matizmo
Marketing will not be liable for any loss or damage
incurred by the Client, whether direct or indirect
(including, without limitation, loss of profit) and whether
arising in contract, tort or otherwise.
1.14. Subject to the preceding clause, Matizmo
Marketing’s liability for any damages (including,
without limitation, damages for loss of profits) arising in
contract, tort or otherwise, resulting in any way from this
agreement shall be limited, in aggregate over the entire
period of the agreement, to the total amount paid by the
Client to Matizmo Marketing.
1.15. Nothing in these terms and conditions is to be
interpreted as an attempt to limit or exclude Matizmo
Marketing’s legal liability for any personal injury
resulting from Matizmo Marketing’s negligence or to
affect the Client’s statutory rights.
1.16. The Client agrees to indemnify Matizmo Marketing and
will keep Matizmo Marketing fully indemnified against all
loss, damage, costs, claims and expenses arising in any way
from any service or product offered or provided via the
Client’s website or any other online or live design,
and/or any breach of the terms and conditions set out in
this document or associated documents.
1.17. Each provision in this agreement limiting or
excluding liability operates separately and the invalidity
or unenforceability of any provision will not affect the
validity or enforceability of any other provision.
1.18. This agreement is governed by and construed in
accordance with English law. Matizmo Marketing seeks to
clarify carefully and fully in these Terms and Conditions
the obligations of Matizmo Marketing and its clients for
the provision of Matizmo Marketing services. These Terms
and Conditions stand accordingly in lieu of the terms of
the Sale of Goods Act 1979.
1.19. Matizmo Marketing reserve the right to alter these
Terms and Conditions from time to time. By continuing to
accept services from Matizmo Marketing after being notified
by e-mail or otherwise of the altered Terms and Conditions
the Client will be deemed to be bound by the altered Terms
and Conditions.
1.20. All amendments to this agreement, as well as any
other assurances or arrangements, must be made in writing.
Any agreement made on behalf of Matizmo Marketing by its
representatives or agents shall only be binding if agreed
in writing by Matizmo Marketing.
2. Design, creation and maintenance of a website for the
Client:
2.1. The Client commissions Matizmo Marketing to design and
create a website to meet the agreed business needs of the
Client and to submit the design and completed website for
the Client’s approval.
2.2. The website design fee or any outstanding part of it
will be due in full on completion of the website or agreed
stages. The Client undertakes to pay Matizmo Marketing the
agreed design fee promptly on approval of the completed
website or agreed staged development and on the submission
of the associated tax invoice. The Client agrees not to
unreasonably withhold approval of the design, stage
development or completed website.
2.3. The design of the website remains the property of
Matizmo Marketing and Matizmo Marketing may use any aspect
of the site design or coding for other clients. The client
may adopt aspects of the design in other media including
print with the permission of Matizmo Marketing which will
not be unreasonably withheld.
2.4. The Client understands that Matizmo Marketing may use
the published website as a reference site for future
potential clients of Matizmo Marketing and will not
unreasonably withhold permission for this.
2.5. The Client is not restricted to engaging Matizmo
Marketing to undertake site maintenance and amendment. This
may be undertaken by the Client or a third party engaged by
the Client
3. Review of an existing website belonging to the Client:
3.1. The Client commissions Matizmo Marketing to review an
existing website design or operational site with a view to
specifying improvements aimed at meeting the agreed
business needs of the Client. The Client also commissions
Matizmo Marketing to submit quotes for work specified for
the Client’s approval.
3.2. Matizmo Marketing will review the site design, test
the live operational performance and analyse the
performance data provided. Matizmo Marketing will normally
present its conclusions via a meeting and /or written or
emailed report. The report will focus primarily on those
areas where, in the opinion of Matizmo Marketing,
improvement in performance is both possible and desirable.
3.3. The agreed Review fee or any outstanding part of it
will be due in full immediately on submission or
presentation of the findings of the review and of the
associated tax invoice.
4. Marketing & Branding Consultancy:
4.1. The Client commissions Matizmo Marketing to review and
/or undertake agreed aspects of its marketing and/or
branding and identity and to recommend changes as
appropriate.
4.2. Matizmo Marketing will report verbally or in writing /
email as agreed.
4.3. The agreed Marketing fee or any outstanding part of it
will be due in full immediately on submission or
presentation of the findings of the review and of the
associated tax invoice.
5. Design, creation and ongoing design development for the
Client:
5.1. The Client commissions Matizmo Marketing to design and
create specified materials to meet the agreed business
needs of the Client and to submit the design/s for the
Client’s approval.
5.2. The design fee or any outstanding part of it will be
due in full on completion of the final artwork or material
outputs or agreed stages. The Client undertakes to pay
Matizmo Marketing the agreed design fee promptly on
approval of the completed works or agreed staged
development and on the submission of the associated tax
invoice. The Client agrees not to unreasonably withhold
approval of the design, stage development or completed
works.
5.3. The design of the work - of whatever kind, medium and
output - remains the property of Matizmo Marketing Creative
Solutions. The client may adopt aspects of the design in
other media including print and online presences devised by
other agents or agencies with the permission of Matizmo
Marketing which will not be unreasonably withheld.
5.4. The Client understands that Matizmo Marketing may use
any published works as a reference and/or as portfolio
materials for future potential clients of Matizmo Marketing
and will not unreasonably withhold permission for this.
5.5. The Client is not restricted to engaging Matizmo
Marketing to undertake design amendment. This may be
undertaken by the Client or a third party engaged by the
Client.
6. Review of existing brands, identities and branded and
designed materials belonging to the Client:
6.1. The Client commissions Matizmo Marketing to review
existing brands, identities and branded and designed
materials with a view to specifying improvements aimed at
meeting the agreed business needs of the Client. The Client
also commissions Matizmo Marketing to submit quotes for
work specified for the Client’s approval.
6.2. Matizmo Marketing will review the existing brands,
identities and branded and designed materials and analyse
the work fully to establish how far current designs are fit
for purpose. Matizmo Marketing will normally present its
conclusions via a meeting and /or written or emailed
report. The report will focus primarily on those areas
where, in the opinion of Matizmo Marketing, improvement is
both possible and desirable.
6.3. The agreed Review fee or any outstanding part of it
will be due in full immediately on submission or
presentation of the findings of the review and of the
associated tax invoice.
7. Search Engine Services
7.1. The Client commissions Matizmo Marketing to undertake
work on the client’s web site with a view to
increasing its exposure to search engines and /or
registration with search engines.
7.2. Matizmo Marketing will report verbally, in writing or
email as agreed to recommend and agree the work to be
undertaken.
7.3. The agreed fee or any outstanding part of it will be
due in full immediately on the main submission to search
engines or earlier by agreement and on presentation of the
associated tax invoice.
7.4. Where a post registration report and resubmission of
failed entries has been commissioned, this will normally be
undertaken within 3 months of the main submission.
7.5 The Client authorises Matizmo Marketing to contact and
where appropriate pass information to third parties in the
Client’s name as its agent in the course of its
accepted duties.
REQUIREMENTS FOR ANY MATERIALS PROVIDED BY CLIENT
All materials should be presented on:
CD, Firewire drive, USB drive, sent by e-mail, ore made
available for online download or FTP.
Text
Text materials should be presented in the following
formats:
• ASCI Text (TXT)
• Microsoft Word Document (DOC)
• Microsoft Excel Document (XLS)
• Rich Text Format (RTF)
• Hyper Text Markup Language (HTML)
• Portable Document Format (PDF)
Video
Video materials should be presented in the following
formats:
• QuickTime Video (MOV)
• MPEG Video (MPG)
Audio
Audio materials (stereo or mono) should be presented in the
following formats:
• Wave (Microsoft) (WAV)
• MPEG Audio (MP3)
Graphic materials
Graphic materials should be presented in the following
formats:
• TIFF Image (TIF)
• Windows Bitmap (BMP)
• JPEG (JPG)
• Photoshop (PSD)
• CompuServe Bitmap (GIF)
• PNG Image (PNG)
• Corel Draw (CDR)
• Adobe Illustrator (AI)
• Encapsulated PostScript (EPS)
Additional Requirements
• If in providing materials have been utilized special
fonts it is necessary to provide us with these fonts
• Hand-written text info will not be accepted