Effective January 1, 2019

Terms of Service

Collectively, Tuesday Grace Designs LLC (“The Designer”) and all other people or businesses (“The Client”) entering this Agreement will be referred to as the "Parties."


Purpose of the Agreement

The Client wishes to hire Designer to provide services relating to the Client’s project as detailed in this Agreement. The Designer has agreed to provide such services according to the terms of this Agreement.

Payment

The total cost ("Total Cost") for all Services is  U.S. dollars, due in full within 15 days of the Invoice Date. 


If the accepted Design Estimate is over $1,000, 50% of the total is due prior to the Services beginning. The Services will only be added to the Designer's schedule once the deposit payment is made. The balance will be invoiced at the completion of the Services and will be due within 15 days of the Invoice Date.


Late Fees

If the Designer does not receive payment from the Client within fifteen (15) calendar days of any payment due date, then the Client will be charged a late fee of 1.5% of the outstanding amount per each day that the Designer does not receive payment.

For example, the Client owes the Designer $1000 due on April 1st and fails to pay by April 15th. On April 16th, Client owes Contractor $1015. On April 17th, Client owes Contractor $1030.23. On April 18th, Client owes Contractor $1045.68, and so on.


Intellectual Property

Copyright Ownership

In the event that any copyrighted work(s) are created as a result of the Services provided by the Designer in accordance with this Agreement, the Designer owns all copyrights in any and all work(s) it creates or produces pursuant to federal copyright law (Title 17, Chapter 2, Section 201-02 of the United States Code), whether registered or unregistered. Any and all products, whether tangible or intangible, produced or created in connection with, or in the process of fulfilling this Agreement, are expressly and solely owned by the Designer and may be used in the reasonable course of the Designer's business.

Permitted Uses of Product(s)

The Designer grants to the Client a non-exclusive license of product(s) produced with and for the Client for personal or corporate use. The Client may not crop, distort, manipulate, reconfigure, mimic, animate, create derivative works or extract portions or in any other manner, alter the Final Art. All copyright, trademarks, design rights and other intellectual property (registered and unregistered) shall remain vested in the Designer. The Client agrees that such proprietary material is solely for the Client’s own personal use. 


Artistic Release

The Client has spent a satisfactory amount of time reviewing the Designer's work and has a reasonable expectation that the Designer will perform the Services in a similar manner and style unless otherwise specified in this Agreement.

Consistency

The Designer will use reasonable efforts to ensure the Client's desired Services are produced in a style and manner consistent with the Designer's current portfolio and the Designer will try to incorporate any reasonable suggestion made by the Client. However, the Client understands and agrees that:

  1. Every client  is different, with different tastes, budgets, and needs;

  2.  The Services are often a subjective art and the Designer has a unique vision, with an ever-evolving style and technique;

  3. The Designer will use its artistic judgment when providing Services for the Client, which may not include strict adherence to the Client’s suggestions;

  4. Although the Designer will use reasonable efforts to incorporate the Client’s suggestions and desires when providing the Client with the Services, the Designer shall have the final say regarding the aesthetic judgment and artistic quality of the Services.


Limit of Liability

The Client agrees that the maximum amount of damages he or she is entitled to in any claim relating to this Agreement or Services provided in this Agreement are not to exceed the Total Cost of Services provided by the Designer.


Loss of Product. In the event that any or all product(s) are lost, such as damage to or loss of a component of the product necessary for final delivery, the Designer shall refund the Client a pro-rated portion of the Total Cost based on the amount of Services that were completed/provided against the amount of Services that were agreed to be completed/provided.


Indemnification. The Client agrees to indemnify, defend and hold harmless the Designer and its affiliates, employees, agents and independent contractors for any injury, property damage, liability, claim or other cause of action arising out of or related to Services and/or product(s) Designer provides to the Client.


Changes

Unless otherwise provided herein, the Client shall pay additional charges for all changes requested by the Client which are outside the Scope of the Services on a time and materials basis, at the Designer’s standard hourly of $50.00 per hour, or in an amount separately agreed upon in writing in advance of the change. Such charges shall be in addition to all other amounts payable under this Agreement despite any maximum budget, contract price or final price identified therein. the Designer may extend or modify any delivery schedule or deadline as required by such Changes. 


Impossibility

Notwithstanding the above, either party may choose to be excused of any further performance obligations in the event of a disastrous occurrence outside the control of either party, such as, but not limited to:

  1. A natural disaster (fires, explosions, earthquakes, hurricane, flooding, storms or infestation); or

  2. War, Invasion, Act of Foreign Enemies, Embargo, or other Hostility (whether declared or not); or

  3. Any hazardous situation created outside the control of either party such as a riot, disorder, nuclear leak or explosion, or act or threat of terrorism.

Failure to Perform Services

In the event the Designer cannot or will not perform its obligations in any or all parts of this Agreement, it (or a responsible party) will:

  1. Immediately give Notice to the Client via the Notice provisions detailed in this Agreement; and

  2. Issue a refund or credit based on a reasonably accurate percentage of Services rendered; and

  3. Excuse the Client of any further performance and/or payment obligations in this Agreement.


General Provisions

The laws of Florida govern all matters arising out of or relating to this Agreement, including torts.

Severability

If any portion of this Agreement is deemed to be illegal or unenforceable, the remaining provisions of this Agreement remain in full force.

Notice

Parties shall provide effective notice (“Notice”) to each other via either of the following methods of delivery at the date and time which the Notice is sent by email.

Merger

This Agreement constitutes the final, exclusive agreement between the parties relating to the  and Services contained in this Agreement. All earlier and contemporaneous negotiations and agreements between the parties on the matters contained in this Agreement are expressly merged into and superseded by this Agreement.

Amendment

The parties may amend this Agreement only by the parties’ written consent via proper Notice.


If you are unhappy about the progress of the project or feel we are not finding an appropriate angle, please discuss this with me. It is crucial that we are both completely clear about the objectives and benchmarks before commencing. I can be reached by email or phone.

By accepting the design service estimate sent by Chelsea Simmons, you are agreeing to the above terms of service. If you have any questions or concerns, please contact me at chelsea@tuesdaygracedesigns.com.