GENERAL SERVICE TERMS & 

CONDITIONS 

The following are a list of Terms & Conditions agreed upon Between Unfaded referred to as ‘Unfaded’, and any client as represented on any invoice supplied by Unfaded, referred to as The client. 

1. Services Rendered 

1.1. Scope of Service 

Unfaded will deliver all items as outlined in the Invoice Presented. The client will have two or more weekly opportunities to review the work and provide feedback. If, at any stage, the client is not happy with the direction of the work, the client will pay Unfaded in full for everything Unfaded have produced up to that point and then cancel this contract. 

1.2. Disclaimer 

Unfaded cannot guarantee that its work will be error-free and therefore cannot be liable to the client or any third party for damages, including loss of profit, lost savings or any other incidental, consequential or special damages, even if the client have advised Unfaded of them. 

2. Mutual Cooperation 

2.1. Unfaded agrees to fulfill and exceed all expectations on the deliverables listed in the Invoice. The client therefore agrees to aid Unfaded in doing so by making available needed information pertaining to the client and to cooperate with Unfaded in expediting the work in a timely manner. 

Unfaded will not be held responsible for any delay in services carried out as a result of the client’s failure to meet deadlines. 

3. Changes for Services Performed 

3.1. Requests above and beyond those listed in the budget may be considered out-of-scope and an amendment to the budget will be recommended. Projects that go dormant for longer than 45 days will incur fee to resume work at the discretion of the client. 

4. Terms of Payment 

4.1. Billing Schedule 

It is important that the client pay the invoices that Unfaded sends promptly. The client agrees to honour the payment schedule to maintain a positive working relationship and keep the project moving forward. 

A Deposit request of 50% will be invoiced to the client upon acceptance of the quote.

The remainder of the invoice will be charged to the client upon delivery of the project. 

4.2. Client Agreement to Pay 

The client agrees to pay every invoice according to the payment terms outlined on the invoice. In the event payment is not made within the allocated time frame, Unfaded will charge a late payment fee of 1% per month on any overdue and unpaid invoices from the client. In addition, Unfaded reserves the right to stop work until payment is received. 

4.3. Collection Costs 

In the event that Unfaded incur legal fees, costs and disbursements in an effort to collect any invoices, in addition to interest on the unpaid balance, the client agrees to reimburse Unfaded for these expenses. 

5. Cancellation of Plans 

5.1. The client retains the right to modify, reject, cancel or stop any and all plans or work in process. However, the client agrees to reimburse 

Unfaded for all costs and expenses incurred by Unfaded prior to the change in instructions, and which relate to non-cancellable commitments, and to defend, indemnify and hold Unfaded harmless for any liability relating to such action. Unfaded agrees to use their best efforts to 

minimize such costs and expenses. 

6. Responsibility of Unfaded & The Client 

6.1. Unfaded’s Responsibility for Releases 

Unfaded shall obtain releases, licenses, permits or other authorization to use testimonials, copyrighted materials, photographs, art work or any other property or rights belonging to third parties obtained by Unfaded for use in performing services for the client (if applicable). 

6.2. The Client’s Responsibility For Releases 

The Client guarantees that all elements of text, images, or other artwork provided to Unfaded is either owned by the client, or that the client has the relevant permission to use them. 

Then when the final payment is cleared, copyright will be automatically assigned as follows: 

The client owns the visual elements created by for this project. Unfaded agrees to provide source files and finished files to the client. It is the sole responsibility of the client to keep any source files and/or finished files supplied by Unfaded in a safe location. Unfaded will not be required, nor expected to keep a copy of the source files and/or finished files.

6.3. The Client’s Responsibility for Accuracy 

The client shall remain responsible for the accuracy, completeness and propriety of information concerning the client’s company and its services that are furnished to Unfaded verbally or in writing in connection with the performance of this Agreement. 

7. Confidentiality 

7.1. Unfaded acknowledges its responsibility, both during and after the terms of its appointment, to use all reasonable efforts to preserve the confidentiality of any proprietary or confidential information or data developed by 

Unfaded for the client or disclosed by the client to Unfaded. 

8. Term and Termination 

8.1. Period of Agreement and Notice of Termination 

This Agreement shall become effective as of the date of the invoice and shall continue until terminated by either party upon not less than 60 days notice in writing given by either party to the other. 

8.2. Termination for Cause 

Either party to this Agreement may terminate if the other party defaults in the performance of any of its material duties and obligations and the default is not cured within thirty (30) days of the receipt of notice of said default, or if the default is not reasonably curable within said period of time, unless the defaulting party commences cure within said period of time and diligently proceeds to cure the default. 

In addition, either party may immediately terminate this Agreement by giving written notice to the other party if the other party is insolvent or has a petition brought by or against it under the insolvency laws of any jurisdiction, if the other party makes an assignment for the benefit of the creditors, if a trustee, or similar agent is appointed with respect to any property or business or the other party, or in the case of the client, if the client materially breaches its obligations to make payment pursuant to this Agreement. 

8.3. Payment for non-cancellable materials? 

Any non-cancellable materials, services, etc., that Unfaded has properly commuted to purchase for the client (either specifically or as part of a plan such as models, locations and/or external services) shall be paid for by the client, in accordance with the provisions of this Agreement. Unfaded agrees to use their best efforts to minimize such liabilities immediately upon written notification from the client. Unfaded will provide written proof, upon request of the client, that any such materials and services, are non-cancellable. 

8.4. Materials Unpaid For 

If upon termination there exist any materials furnished by Unfaded or any services performed the Unfaded for which the client has not paid in full, until such time as the client has paid Unfaded in full, the client agrees not to use any such materials, in whole or in part, or the product of such services. 

8.5. Transfer of Materials 

Upon termination of this agreement, provided that there is no outstanding indebtedness then owing by the client to Unfaded, Unfaded shall transfer, assign and make available to the client all property and materials in its possession or control belonging to the client. The client agrees to pay for all costs associated with the transfer of materials. 

9. General Provisions 

9.1. Governing Law 

This Agreement shall be governed and construed in accordance with the laws of the State of Queensland. 

9.2. Representations and Warranties 

The parties each individually represent and warrant that each has full power and authority to enter this Agreement and to perform all of their obligations hereunder without violating the legal or equitable rights of any third party. 

9.3. Entire Agreement 

Except as otherwise set forth or referred to in this Agreement, this 

Agreement constitutes the sole and entire Agreement and understanding between the parties hereto as to the subject matter hereof, and 

supersedes all prior discussions, agreements and understandings of every kind and nature between them as to such subject matter. 

If any provision of this Agreement is held to be illegal, invalid, or unenforceable under any present or future law, then the provision will be fully severable. In such instance, this Agreement will be construed and enforced as if the illegal, invalid, or unenforceable provision had never comprised a part of this Agreement, and the remaining provisions of this Agreement will remain in full force and effect.