4toStudio is pleased to set out its Terms and Conditions, which will apply to the work we do for you. These Terms and Conditions and the Proposal / Quote Estimate supplied to you are the contract between us for providing services to your business.

1. Basis of Contract:

1.1 The Proposal / Quote Estimate constitutes an offer by us to supply the Services to you in accordance with these Conditions. 

1.2 Subject to clause 1.6 of these Conditions, the Proposal shall only be deemed to be accepted when you issue written acceptance of the Proposal to us, at which point and on which date the Contract shall come into existence.  

1.3 The Contract constitutes the entire agreement between 4toStudio and you as Client. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us that is not set out in the Contract. 

1.4 These Conditions apply to the Contract to the exclusion of any other terms that you seek to impose or incorporate (whether by amending the Proposal without our agreement in writing or otherwise), or which are implied by trade, custom, practice or course of dealing. 

1.5  Any Proposal given by us is only valid for a period of 20 Business Days from its date of issue. 

1.6 If and insofar as we have not yet received your written acceptance of the Proposal, the Contract shall be deemed to have commenced as soon as we commence carrying out the Services for you at your request.

2. 4toStudio Role:

2.1. The Services: 4to Studio will provide the services described in the Proposal / Quote Estimate as presented. As an assignment develops, it may be that the scope of the required work changes. Where this is the case, 4to Studio will seek to discuss it with you at the earliest opportunity in order to agree upon any variations to the scope of the Services and the Proposal / Quote Estimate, which may be necessary.

2.2. Authors Corrections. Unless specified in the Proposal / Quote Estimate, we include 2 rounds of changes on all items following the presentation of an initial concept. Revisions briefed thereafter will be charged according to 4toStudio’s standard hourly rate card.

2.3. Information: To maximize 4to Studio effectiveness we must work with you as a team. Often 4to Studio work will be dependent on you (or your other advisers) providing information promptly. To avoid unnecessary verification, 4to Studio will assume all information you provide is complete and accurate unless you tell us otherwise.

2.4. Incidentals: Couriers or printed proofs from external printers if required, to be charged to the client.

2.5. Termination: Should you wish to terminate the contract after the commencement of work, you will be invoiced for work already completed and other third parties fees. There is no reimbursement for upfront payments as those will be taken as cancellation fees.

2.6. Force Majeure: 4to Studio shall not be liable for any delay or failure to perform their obligations where such delay or failure to perform arises from circumstances outside 4to Studio reasonable control.

3. Payment Terms:

3.1. Payment Terms: Invoices shall be settled by bank transfer into 4to Studio’s nominated bank account within 7 days of the date on the invoice unless agreed otherwise. 4to Studio retains ownership of all work until full payment has been made.

3.2. Other Specialist Services: The 4to Studio estimate excludes third-party costs such as photography, illustration, video production, sound recording, etc. unless otherwise included in the estimate. 4to Studio may, unless you instruct us otherwise, seek such specialist services in areas outside our expertise. The costs of such services will be passed on to and quoted accordingly.

4. Scoping:

4.1. In most cases, 4to Studio will provide a scoping document that details the functionality in the work we do for our clients, this includes but is not limited to brand development, website and mobile apps, media content creation, and graphic design or editorial application. Where the client signs and approves this scoping document, any changes beyond the scope will be handled as a new update and priced accordingly.

5. Content:

5.1. Content and Images:  It is your responsibility to provide us with the required information about your business and marketing objectives. 4to Studio takes no responsibility for errors in content supplied by you. Any changes thus incurred may be chargeable at standard rates. Unless specified otherwise, it is your responsibility to provide all necessary text and graphic materials that make up the content of the work. All content must be supplied in a suitable digital format unless agreed otherwise beforehand. Images should be supplied as jpeg, gif, tif, png or psd format. Text should be supplied as a Microsoft Word document. Failure to supply material in an easily accessible format may result in additional cost being incurred for retyping text. Where the content which is provided is in a form where a significant amount of copywriting is required, a further charge may be made.

5.2. Information for charts, graphs, and infographics to be supplied in Excel. If we are required to retype large amounts of content, then additional costs may be incurred.

5.3. Client-supplied images should always be high-res images at 300DPI for print purposes. If they are solely for use on the web, then lower-resolution images are acceptable.  4to Studio will assume that all images supplied to us are owned by the Client or have been purchased from stock libraries and are licensed to the client for use.  We cannot use images taken from Google.

5.4. If you are using images of children that you have taken, then we will assume that you have been given the permission to use these images.

5.5. You grant 4to Studio permission to utilize logos and any other company identity for the purposes of creating the project. You agree to indemnify 4to Studio from any and all claims arising from your negligence or inability to obtain proper copyright permissions for all content supplied.

6. Confidentiality:

6.1. Confidentiality: Save as required by law, 4to Studio will keep your documents and affairs confidential at all times, unless you permit disclosure or the relevant circumstances are already in the public domain. 4to Studio may, however, disclose your documents and affairs to:

(i) Such of your other service providers as you inform 4to Studio are involved in any assignment on which 4to Studio is instructed;

(ii) 4to Studio affiliates or related parties; and

(iii)  any other service provider to whom 4to Studio may properly delegate aspects of any assignment in order to provide a full range of services to you.

7. Intellectual Property:

7.1. Freedom to use Ideas and IP: 4to Studio may develop or use for other clients any ideas, concepts, source code, information or know-how reflected in any of the materials provided to you (in whatever form) or otherwise developed during the course of providing services to you.

7.2. Ownership of Materials and Intellectual Property: All products, creative works, plans for designs, unique campaign ideas, slogans, copy themes, preliminary sketches, layouts, copy, artwork, production services, public and other marketing material (whether on paper, computer disk, by email or in some other digital format) accepted by the Client, shall, upon you paying 4to Studio agency in full for the relevant materials, be your property, except to the extent that any intellectual property rights therein have been reserved by 4to Studio or third parties engaged or employed by 4to Studio.

7.3. Portfolio Rights. 4to Studio retains the right to showcase your project on their website and design portfolio for the sole purpose of promoting our work.

7.4. Copyright on Working Files. 4to Studio owns the legal copyright of our working files. Working files are our intellectual property and this can be and is not limited to design concepts, design elements, infographics, fonts, and imagery. Working files are not released as part of our projects. If you wish to be supplied with working files, then this needs to be requested and we will supply a quote for this release.

7.5. Copyright License: A copyright licensing with specific terms, scope, exclusivity, means of compensation, and a list of creative work to be licensed shall be added to the Proposal / Quote Estimate.

8. Indemnity:

8.1. All services may be used for lawful purposes only. You agree to indemnify and hold 4to Studio harmless from any claims resulting from your use of our service that damage you or any other party.

9. Liability:

9.1. Our total liability to you in contract or in tort arising in connection with this contract shall not exceed the total price paid by you. We shall have no liability for loss of profits, business, revenue, goodwill, or anticipated savings or for any other indirect or consequential loss.

10. Variation:

10.1. These Terms and Conditions (and/or the contents of any agreement to which they relate) may be varied or superseded at any time by agreement in writing between us. Any such variation shall not affect any rights or obligations of either of us that may already have accrued, unless otherwise specifically agreed.

11. Contradictory Clause / Precedence 

11.1. If these Conditions and the Proposal should contain conflicting conditions, the conditions of the Proposal shall prevail. 

12. Recruitment Ban

12.1. Neither party shall, during the term of the Contract and within one year of termination of the Contract, employ persons who are or were involved in performing the Contract on behalf of the other party or conduct negotiations with these persons about employment, other than in consultation with the other party. If a party employs one or more persons who were involved in performing the Contract on behalf of the other party during the afore-mentioned period, despite the ban referred to above, such party undertakes to pay to the other party at least the recruitment costs incurred by that party for the purposes of recruiting one or more replacement workers.

13. No Partnership 

13.1.Nothing in the Contract is intended to, or shall be deemed to, constitute a partnership or joint venture of any kind between any of the parties, nor constitute any party the agent of another party for any purpose. No party shall have authority to act as agent for, or to bind, the other party in any way. 

14. Third Parties

14.1. Save where expressly provided in the Contract, a person who is not a party to the Contract shall not have any rights under or in connection with it.

15. Use of Internet

15.1 The parties may communicate with each other via electronic mail. The parties recognise the risks associated with the use of electronic mail, including but not limited to, distortion, delays, interception, manipulation and viruses. The parties hereby declare that they shall not hold each other liable for any damage incurred by either of them as a result of the use of electronic mail. This also applies to the use of electronic communication between us and – irrespective of the form – third parties, including but not limited to the tax authorities.

15.2 The parties shall do or omit all that can reasonably be expected of them to avoid such risk. If a party should be in doubt as to the content of an email message received, the content of the message originating with the sender shall be decisive. 

16. Time limit for making claims

16.1 Except where otherwise provided in the Contract, your right to make any claim under the Contract shall lapse after six months from the date of the occurrence of the damage to which such claim relates occurred, or came to your attention (whichever is later), and in any event after five years from the date of occurrence of the damage to which such claim relates. 

17. Waiver of Rights 

17.1 A waiver of any right under the Contract is only effective if it is in writing and shall not be deemed to be a waiver of any subsequent breach or default. No failure or delay by a party in exercising any right or remedy under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor preclude or restrict its further exercise. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy. 

17.2 Unless specifically provided otherwise, rights arising under the Contract are cumulative and do not exclude rights provided by law. 

18. Severance 

18.1 If a court or any other competent authority finds that any provision of the Contract (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed deleted, and the validity and enforceability of the other provisions of the Contract shall not be affected. 

18.2  If any invalid, unenforceable or illegal provision of the Contract would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.