Policies & Procedures
This document constitutes the complete and exclusive agreement between you and I concerning any graphic design project I complete for you, and it supersedes all other prior agreements, proposals, and representations, whether stated orally or in writing. We can modify this agreement in writing, if both you and I sign that modification.
I AM AN INDEPENDENT CONTRACTOR
You agree that I am an independent contractor and not your employee. Although you will provide general direction to me, I will determine, in my sole discretion, the manner and ways in which I will create the design(s) for you. The work that I create for you under this Agreement WILL NOT BE DEEMED a “work-for- hire” (employee of the client), as that term is defined under U.S. Copyright Law. Whatever rights I grant you are contained in this Agreement.
ORIGINAL WORK / CONFLICTS / CONFIDENTIALITY
I promise that, except for anything that you gave me to incorporate into the design(s):
- I own the rights that I am giving you under this Agreement, or I have secured such rights to any third-party content incorporated into my final design(s).
- My work does not violate the patent, copyright, trade secret or other property right of any person, firm or entity.
I promise that this Agreement does not conflict with any other contract, agreement or understanding in which I am a party. Finally, I promise that I’ll hold and maintain in strict confidence any confidential information that you provide me (such as proprietary technical or business information), and I will not disclose such information to any third party except as may be required by a court or governmental authority.
YOU HAVE THE RIGHTS TO CLIENT CONTENT
You promise that:
- You own the rights to use anything you give me (“Client Content”);
- Using such Client Content does not violate the patent, copyright, trade secret or other property right of any person, firm or entity. You grant me a nonexclusive, nontransferable license to use, reproduce, modify, display and publish the Client Content solely in connection to my work for you under this Agreement and my limited promotional uses as allowed by this Agreement. You also affirm and represent that this Agreement does not conflict with any other contract, agreement or understanding to which you are a party.
PAY ME FOR MY WORK AND THIRD-PARTY CONTENT
An initial payment will be due before I begin any project. The last payment will be due before I send you any files containing the final design(s) you approve. If you ask me to use any third-party content (such as stock photos) in the design(s), you promise to pay me the actual cost of licensing that third-party content for use in the design(s). You agree that until you pay me in full, you will not acquire the rights or license to use or transfer ownership of any design(s) that I create for you under this Agreement.
PAY ME FOR EXTRA WORK
You agree that if you ask me to make changes or do other work for you that was not originally agreed upon, you’ll pay me a rate of $60.00 per hour for design work and $75.00 per hour for business strategy or consultation services, and these payments will be in addition to all other amounts you owe me under this Agreement. You also agree that if you ask me to do work outside the scope of this Agreement, I am allowed extra time to send you the final files for the design(s). Any alterations made to approved designs outside of the agreed upon revision cycles will be at least $20.00 no matter how simple the request.
RIGHTS BEFORE YOU PAY ME IN FULL
You understand and agree that I own full rights to all original prototypes I create for you under this Agreement. If you don’t pay me in full, you agree that I can complete, exhibit, use and sell the design(s) at my sole and absolute discretion. You also agree that I maintain ownership of all the concepts created before you select the final design(s).
RIGHTS AFTER YOU PAY ME IN FULL
I understand and agree that after you pay me in full, you will own rights (as defined in this Agreement) to the final design(s) that you approve and I create for you. You understand and agree that I own all the concepts/preliminary designs created before you select the final design(s), except for elements in those concepts that are incorporated into the final design(s) that I deliver to you. You will receive rights for the final design(s) only. You agree that I will retain the right to use the final design(s) and all preliminary designs in design competitions, publications on design, educational purposes and in marketing my business. You will be solely responsible to make sure that the design(s) I create for you will be available for you to use in commerce and protected under U.S. trademark law.
YOU PROMISE TO PROVIDE PROPER FEEDBACK
You agree to provide timely feedback so that I can understand your concerns, objections or corrections to the design(s). I agree to listen to your feedback and make changes to the design(s) in response to your feedback. You agree that I cannot send you final files unless you give me timely feedback and approve the final proofs I show you. You promise not to unreasonably withhold acceptance of the final design(s). Finally, you agree that my work on this project will be complete and the Agreement will end after I deliver to you the final files containing the final design(s) that you’ve approved.