Terms & Conditions

Electric And Analog does not believe in B2B (business-to-business) or B2C (business-to-consumer).  We believe in H2H (human-to-human).  With this in mind, we believe communication is the key to working successfully, and should you have any issues with any part of how we do business, or how we operate in general, please reach out to us by emailing hello@weareeanda.com and we will ensure someone gets back to you as soon as possible to address your concerns.

However, legally we’re obliged to create Terms and Conditions for a number of reasons.  Please read on…

This website, which is accessible by visiting the URL’s – www.weareeanda.com and www.electricandanalog.com (hereinafter referred to as the “Website”), has been published by Electric And Analog Pty Ltd. ABN 53 615 805 760.

Please make yourself familiar with the standard terms and conditions of Electric And Analog Pty Ltd (which throughout this document will be referred to as ‘E+A’). It is vital that you (The Client) take time to thoroughly read through and ensure you fully understand these Terms and Conditions and their implications before you commence any project with E+A. Please also note that from time to time E+A may need to alter these Terms and Conditions without notice. E+A reserves the right to change and update these Terms and Conditions at any time. To keep up with such modifications and updates, users are required to refer to this page on a regular basis to check the currently applicable Terms and Conditions. Please contact us if you do not understand any of the terms and conditions in this document.

Commencement of work
Agreement to work with, and submission of a creative brief and payment of deposit to E+A constitutes agreement to these terms and conditions.

Payment Terms
“The Client” agrees to pay a 50% deposit of the quoted amount to commence any creative project, with the balance payable prior to delivery. Once research, resources allocated or design/creative work has commenced on a project, this deposit is non-refundable. In the case of a change of mind by “The Client” this deposit is non-refundable. E+A endeavours to provide creative services that meet and exceed a client’s needs and expectations, but in the event of a “change of mind” (after a project has commenced) by “The Client”, the initial 50% deposit is forfeited, plus a pro-rata payment based upon the time spent. E+A time tracks all work on projects.  Our standard agency hourly rate is $200 AUD (plus GST) per hour.

If the work time exceeds 4 calendar weeks in duration, “The Client” agrees to a progress payment of 50% of the balance per month until the conclusion of the project, with any outstanding amount payable in full upon delivery.

Invoices which are not paid COD will incur a late administration fee of $100 + GST. Accounts which remain outstanding for 14 days after the date of invoice will incur an additional late payment fee equivalent to 5% of the project costs for each week payment is outstanding. If you are having difficulty paying your invoice, please get in touch as soon as you are aware of the issue, so we can discuss a solution that works for you and your business.

Creative work samples
“The Client” also agrees to allow E+A to showcase any/all work created in the course of a project as part of the E+A portfolio of work. Electric And Analog acknowledges the confidential nature of projects and agrees to only display project work once product/site has been publicly launched/commences.

Force Majeure
E+A shall not be liable for any failure or delay in supply or delivery of products/services where such failure or delay is wholly or partly due to any cause or circumstances whatsoever outside the reasonable control of E+A. Including but not limited to war, natural disasters, strikes, lockouts, industrial disputes or unrest, government restrictions or transport delays, fire, power outages, failure attributable to hosting suppliers, breakdown of plant, theft, vandalism, riots, civil commotions, accidents of any kind or act of terrorism.

Fees for service
It is agreed that the fee for creative services shall be the cost estimates provided via email, unless work undertaken exceeds work outlined. If work undertaken exceeds the items specified in the quote, “The Client” agrees to pay appropriate fees for the excess work, outside the scope of the original agreement. Where ever possible the client will be notified of increases in the scope of the project.

Excess work (aka ‘Out of scope’)
This is defined as any work involving additions to the list of items defined in the Estimate document or changes to all pieces of finished artwork after sign-off by an authorised representative of “The Client”. From time to time “The Client” will require extra design requirements during a project, or extra files upon completion of a project. E+A allows for two rounds of minor changes per project free of charge within 10 days of the start of the review period. The review period commences on the same date that the creative work is delivered to The Client by E+A, whether electronically or physically. Minor changes are defined as small changes to text, colours, and design within reason. Minor changes are also defined as changes which take no longer than 3 hours of studio time. The client will be informed that the alterations or changes requested fall outside the scope of the original estimate. If the client wishes these alterations to be made they must agree in writing, and a fee of $200 AUD (plus GST) per hour will be payable.

Should additional design not initially quoted for be requested during the design process, a progress payment will be payable prior to further work being carried out. Otherwise, all additional costs will be added to the final invoice, payable prior to delivery of design files.

Publication and/or release of work performed on behalf of the client by “Electric And Analog” may not take place before cleared funds have been received.

Any booking fees, delivery fees, design commencement fees, or progress payments are non-refundable once work has commenced if the contract is terminated by the client, after work has commenced.

Liability & Litigation
It is agreed that all work and materials provided for “The Client” by Electric And Analog will be free and clear of all liens and encumbrances and may be lawfully used by “The Client” without infringing upon the rights of others including, and without limiting the generality of the foregoing, any copyright trade secret patent or trade mark rights of any third party.

It is agreed that Electric And Analog indemnify and hold “The Client” harmless from and against all claims for injury or death to persons or damage to property (including cost of litigation and legal fees) caused by, arising from or incidental to the services to be performed during the performance of the work outlined, except any such claims which are caused by the negligence of “The Client” or its employees, and it is agreed that we shall notify “The Client” in writing of full details of any such claim.

Under no circumstances shall Electric And Analog be liable to “The Client” for an indirect or consequential loss suffered by “The Client” relying on the information included in the supplies prepared by Electric And Analog including (without limitation) loss of profit, loss of contracts or pure economic loss. Any liability is strictly limited to the direct losses associated with remedial costs of the supplies only, not to include claims for delays, out of sequence working, non-productive overtime, award of costs, etc. Liability to any third party for any reason is specifically excluded unless separately agreed in writing.

Approval of Final Artwork
While Electric And Analog takes all care to avoid errors, Electric And Analog accepts no responsibility for typographical errors, spelling mistakes, or incorrect information on any project committed to print or production. It is the “Client” responsibility to proof read and approve all final copy before the production of artwork. The email verification of the Client’s representative shall be conclusive as to the approval of all artwork prior to their release for printing, implementation or installation. No refunds or reprints are given after a final approved design has gone to print due oversights by “The Client’s” proof reading.

Print Returns And Refunds
It is agreed that Electric And Analog is not responsible or held liable for any errors contained in the final product after the final product has been approved by the client, (approval may be given in writing or verbally), committed to print or posted in view of the public. E+A will not be held responsible for and changes or amendments made after approval. It is the sole responsibility of the client to notify E+A of any such errors during the revision cycle and before the final files have been generated.

In the event of a need to reprint due to errors in content, the client must inform Electric And Analog within 3 days of product acceptance, and must return the product (at the cost of the client) within 10 days of acceptance for assessment.

As with all print projects, payment for re-printed projects MUST be prepaid.

Print – Colour Variations
With all printing there may be some colour variations from what you have seen on screen to what the final product looks like and previous orders. This is due to the nature of CMYK printing and bulk-run printing system. There will be no reprints at the expense of Electric And Analog.

Copyright
Electric And Analog retains full ownership of design concepts and materials it produces. Once a final concept is delivered to a client and full payment is received, complete ownership rights to the concept transfer to the client. Unused concepts remain the property of Electric And Analog. E+A may still use paid-for concepts in its promotional materials and in its design portfolio. Unless the client requests otherwise, Electric And Analog retains the right to display a small byline claiming design credit on works it produces, except for corporate stationery.

This granting of copyright does not extend to the use of design proposals and concepts submitted to but not approved for the work outlined. Until final payment Electric And Analog retains ownership of all artwork and website architecture. Electric And Analog reserve the rights to certain elements used to create your projects including RAW files, fonts, patterns, stock images, textures, colour palettes and other non-exclusive items.

Electric And Analog reserve the right to use stock images in the creation of designs if required. Costs of this will be outlined to the client prior to purchase if not included in the proposal quote.

Other than for the promotional use of Electric And Analog all services provided shall be for the exclusive use of the client’s said purposes only. Designs may not be used for other promotional items, website or printed materials without permission. Upon payment of all invoices, reproduction rights for all approved final designs created by Electric And Analog shall be outlined in the Project Proposal. For additional usage, price will be assessed as needed.

In accordance with the Australian Copyright Act (1968), ‘licensing of copyright is subject to a mutual agreement made between client and designer’. Copyright will remain property of Electric And Analog till such time an agreement is in place. As part of Electric And Analog terms of business, the copyright licence is automatically released to the client on receipt of final payment for the commissioned work. Electric And Analog reserve the right to use all artwork produced, concepts produced in the course of the project (including those concepts not selected) and revisions for the purposes of promoting Electric And Analog in print or digital media portfolios, social media and blogs, except where the client has specifically requested in writing otherwise.

Goodwill
This proposal assumes goodwill from both E+A and “The Client” regarding:

– What can reasonably be achieved in a given time frame
– Making best use of resources to achieve the most effective outcomes

Resending Uploading Files
If a client loses or accidentally deletes the files delivered by E+A at the completion of the project, E+A can re-upload to Dropbox, for a fee of $50 per request (plus GST). Providing the request from the “Client” has been made within 2 years from the date of completion.

Artwork on USB or external Hard Drive
If any client artwork is required on USB or external Hard Drive, an administration fee of $50 AUD (plus GST) plus courier/postage will be payable.

Website design credit
“The Client” agrees to allow E+A to place websites and other designs, along with a link to the client’s site on E+A’s own website for self-promotional purposes.

International Work
Some of E+A clients come from outside Australia. Being a niche market we are global specialists in the field of creative strategy, graphic and web design and as such create work across the world, using contemporary communication methods such as Skype, Dropbox, WeTransfer, Slack, Asana, Hightail, email and chat, along with the more traditional devices such as telephone.

Termination policy
From time to time circumstances beyond the control of either party may result in the need for project cancellation. In the event of the client cancelling a project after a project has commenced, the advance payment (deposit) will be forfeited in lieu of compensation to E+A. This is to cover design and administration time spent, resources purchased and allocated, research time and administration costs. If the project is more than 50% completed (this is determined by E+A and the client by negotiation) a pro-rata payment is payable for time spent up until cancellation notice, at an hourly rate of $200 AUD per hour (plus GST).

If a project is cancelled by Electric And Analog, due to unforeseen circumstances, the deposit will be refunded in full to the client in a timely manner.

In the event of cancellation of the project by the client, ownership of all copyrights and the original artwork and disks shall be returned and retained by the Electric And Analog.

All creative work post-completion alterations
Once any creative project is complete, “Electric And Analog” will provide the client with the opportunity to review the resulting work. “Electric And Analog” will make two sets of minor changes at no extra cost within 10 days of the start of the review period. The review period commences on the same date that the creative work is delivered to The Client by E+A, whether electronically or physically. Minor changes include small textual changes and small adjustments to placement of items on the page. Minor changes are defined as small changes to text, colours, and design within reason. Minor changes are also defined as changes which take no longer than 3 hours of studio time. It does not include changes to images, colour schemes & colour palettes or any navigation features, scene changes, scene flow, soundtracks or re-edits. Any minor changes can be notified and confirmed to “Electric And Analog” by e-mail. “Electric And Analog” will consider that the client has accepted the original draft, if no notification of changes is received in writing from the client, within 10 days of the start of the review period. Payment of invoices is also deemed as acceptance of creative work. An hourly fee after this time for tweak and amendments is payable of $200 AUD per hour (plus GST) if applicable.

Confidentiality
It is agreed that employees of “Electric And Analog” shall not at any time either during the continuance of the work outlined or thereafter, except in the course of their duties, divulge any of the confidential affairs of “The Client” or any of its clients or associated companies to anyone whatsoever without the previous consent in writing of “The Client”.

Late payments & Default
Accounts which are not paid within 15 days will incur a late administration fee of $100 + GST. Accounts which remain outstanding for 30 days after the date of invoice will incur an additional late payment fee equivalent to 5% of the project costs for each week payment is outstanding.

An account shall be considered in default if it remains unpaid for 30 days from the date of invoice or “the client” has stated expressly that they do not intend to pay an invoice by “Electric And Analog”, unless prior arrangements have been made. “Electric And Analog” shall at it’s sole discretion suspend any and all services provided to the client by “Electric And Analog” or it’s subsidiaries (including but not limited to hosting, websites designed files, concepts, artwork, and email) and employ debt collection measures until the total outstanding balance has been fully paid. This includes any and all unpaid accounts due for services ordered, including, but not limited to design, hosting, domain registration, search engine submission, maintenance, sub-contractors, printers, photographers and libraries plus bank interest calculated daily for each day payment is overdue.

Suspension of such services does not relieve the client of its obligation to pay the due amount. Files on external servers, such as hosted e-commerce solutions will be removed and held until payment is made or for 30 days until the client has paid for their invoices in full.

“The Client” whose account is in default agree to pay “Electric And Analog” reasonable legal expenses and third party collection agency fees in the enforcement of these Terms and Conditions.

“Electric And Analog” retains all copyright for work performed until full project costs have been paid. “Electric And Analog” reserves the right to reuse or resell work undertaken in the case of payment default.

“Electric And Analog” accepts no liability or responsibility for loss of income or damage to the client for work removed from third party servers, as a result of non-payment and “The Client” will not take legal action for any situation arising from invoice disputes or removal of the disputed work in such cases

Amendments to these Terms and Conditions
All and any amendments to the terms and conditions outlined in this submission must be provided in writing by “The Client” and signed by an authorised representative of “Electric And Analog” prior to the commencement of work outlined in this submission.

Freelance contractors and confidentiality
All contractors employed by “Electric And Analog” are held to a strict confidentiality and nondisclosure agreement. Contractors of “Electric And Analog” are also bound by a strictly enforced non-solicitation agreement for a period of 36 months after the conclusion of their work with “Electric And Analog”. If this was to be breached by the contractor “Electric And Analog” will take swift and reparatory measures to ensure “The Client” is made aware that the contractor in question is no longer a representative of “Electric And Analog” and acting independently.

Furthermore the unlawful contractor will be prosecuted through legal channels to the full extent of the law in such cases.

“Electric And Analog” aim for complete security of our clients and if we select contractors it is based upon previous work, references, and global checks with previous employers, as well as compliance with strict “Electric And Analog” guidelines of professional behaviour and ethics.

Disclaimer
Artwork, graphic design, strategy, photography, TVC, illustration and marketing are all highly creative and subjective art forms. As such Electric And Analog take every possible care with professional advice offered and any suggested creative concepts and/or their implementation, however Electric And Analog cannot be held responsible for variations between expectation and outcome.

All information contained in this website is intended for general information purposes only. The information is provided by Electric And Analog. We try to keep the information up-to-date and ensure that it is correct, however, we make no warranties of any kind concerning the accuracy, completeness, suitability, reliability, or availability of the information contained in this website, or any products, services, links, or graphics that may be found on this website. Use this information at your own risk. Electric And Analog will not be held liable for any loss or damage, or loss of data from your use of this website, or in connection with this website. This includes indirect or consequential loss or damage. Electric And Analog has no control over websites that are linked to on this website.

Those third party websites are under the control of their owners, and Electric And Analog will not be held liable for your use of those websites. By linking to these sites, we are not endorsing or recommending any information or views expressed in the content on those sites.

Thank you for choosing Electric And Analog as your creative partner.

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