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Terms and conditions

Payment

All invoices are payable within 7 days of receipt of invoice. A $30.00 service charge is payable on all overdue balances for administration fees and reissuing of invoices after 30 days from the date of original invoice. The grant of any license or right of copyright is conditioned on receipt of full payment.

For Work’s estimated in excess of $300.00, a deposit of 50% of the estimated Fee is required prior to work commencing, with an invoice supplied to the Client for the deposit amount.


 Default in Payment

The Client shall assume responsibility for costs outlayed by Ruby Vine Creative in all collections of unpaid fees and of legal fees necessitated by default in payment. Invoices in default will include but are not limited to fees for collection and legal costs.


 Estimates

The fees and expenses shown are minimum estimates only unless an hourly fee has been agreed upon. That fee will be $80.00 per hour and Ruby Vine Creative shall keep the client apprised of a tally of hours within a reasonable period of time. Final fees and expenses shall be shown when invoice is rendered. The fees and expenses shown are minimum estimates only unless the quote and/or invoice is clearly marked Quote, otherwise the above stated hourly fee will be payable on all time over that which was quoted with a minimum in 30 minute increments.


 Changes

The Client must assume that all additions, alterations, changes in content, layout or process changes requested by the customer, will alter the time and cost. The Client shall offer Ruby Vine Creative the first opportunity to make any changes

Expenses

The Client shall reimburse Ruby Vine Creative for all expenses arising from this assignment, including the payment of any sales taxes due on this assignment. The total amount for any expenses incurred, including but not limited to stock photography, artwork and/or material needed for the project, shall be included into the final invoice.

Cancellation

In the event of cancellation of this assignment, ownership of all copyrights and the original artwork shall be retained by Ruby Vine Creative, and a cancellation fee for work completed, and expenses already incurred, shall be paid by the Client. Cancellation fee is based on the hours submitted, if the project is on an hourly basis or a percentage based on the time estimate for the entire job. A 100% cancellation fee is due once the project has been finished, whether delivered to the client or not. If the project is on an hourly basis and the project is cancelled by the client, the client agrees to pay no less than 100% of the hours already billed for the project at the time of cancellation.

 

Credit Lines

Ruby Vine Creative and any other creators shall receive a credit line with any editorial usage. If similar credit lines are to be given with other types of usage, it must be so indicated here.

Releases

The Client shall indemnify Ruby Vine Creative against all claims and expenses, including attorney’s fees, due to the uses for which no release was requested in writing or for uses that exceed authority granted by a release.

Modifications

Modifications of the terms of this agreement must be written and authorized by both parties, involving the implementation of a new version of the agreement as a whole following standard procedures of documentation and approval. 

Assignment of Copyright

  1. The ownership of copyright in all Works produced by Ruby Vine Creative which are not ultimately used remains with Ruby Vine Creative. Ruby Vine Creative also retains copyright in the following:
    1. Draft concepts;
    2. Working notes and any other internal written materials;
    3. Preliminary drafts, drawings illustrations, photographs, and designs;
    4. Preliminary electronic works including website drafts, source code development tools, programs, multimedia applications and programmers’ notes;
    5. Draft videos, sound recordings, outtakes, storyboards, scripts, screenplays, and character lists;
    6. Designs which are rejected by the Client; and
    7. Source files.
  2. No copyright or any other intellectual property rights in the materials will be licensed to the Client until Ruby Vine Creative has been paid in full all of Ruby Vine Creative’s Fee.
  3. Once Ruby Vine Creative’s Fee is paid in full by the Client, Ruby Vine Creative will licence to the Client copyright in the Works, limited to the purpose and media described in the Services set out in the brief.

Ruby Vine Creative’s Fee is based upon this limited licence of copyright. If the Client requires a more encompassing licence or assignment, this must be the subject of further negotiations between the Client and Ruby Vine Creative. An assignment of copyright will only be granted if Ruby Vine Creative provides this in writing.

In all other respects, Ruby Vine Creative retains copyright and all other intellectual property and moral rights (including the right of adaptation) in the Works.

Self-Promotion by Designer

Ruby Vine Creative retains the right to use and reproduce the Works for the purposes of promoting the Designer’s skill, Ruby Vine Creative’s services and display of the Works in Ruby Vine Creative’s portfolio of work.

Moral Rights

In relation to all materials in which copyright subsists produced by Ruby Vine Creative in the course of providing the Services, the Client agrees that it will not engage in acts or omissions that are contrary to any of the present or future moral rights of Ruby Vine Creative under Part IX of the Copyright Act 1968 (Cth).

Acceptance

  1. Ruby Vine Creative will deliver the Works to the Client:
    1. upon completion of the Works; or
    2. otherwise in accordance with the milestones set out in the brief.
  2. Following receipt of the Works the Client agrees within 7 days of delivery to examine the Works and to give Ruby Vine Creative notice of acceptance or rejection of the Works or advise Ruby Vine Creative of the changes or revisions which the Client requires to be made. All changes or revisions will be charged to the Client by Ruby Vine Creative on a time and materials basis.
  3. The day upon which the Client gives Ruby Vine Creative notice of acceptance of the Works is deemed to be the Delivery Date.

    Expansion of the Scope of Work

Work falling outside of the scope of the Services requested by the Client, either orally or in writing, will incur charges additional to Ruby Vine Creative’s Fee. Work falling outside of the scope of the Services includes, but is not limited to:

  1. additions to the list of Works;
  2. alterations to text supplied by the Client for use in the Works;
  3. additional drafts required in the provision of the Services;
  4. changes to the Client’s instructions or the brief;
  5. changes to any of the Works after the Delivery Date;
  6. additional consultations; and
  7. conversion, adjustment or manipulation of images;

Client’s Undertakings and Warranties

By acknowledging this Agreement the Client undertakes and warrants that:

  1. the Client will ensure that the Works are proofed for any spelling, punctuation and grammar errors in the proof supplied by Ruby Vine Creative prior to final Works being issued. While Ruby Vine Creative will exercise care in proof reading Works, Ruby Vine Creative accepts no responsibility for errors in content once final Works have been submitted to the Client;
  2. the Client will exercise control over the Works. Ruby Vine Creative will exercise reasonable care, honesty and diligence in providing the Services. The Client nonetheless warrants that it is responsible for ensuring that the Works are not contrary to law, including:
    1. ensuring that the Works do not infringe the copyright or moral right of any person in relation to any material the Client has provided to Ruby Vine Creative;
    2. ensuring that the Works do not infringe the trade mark rights of any person, including by undertaking trade mark searches where appropriate;
    3. ensuring that the Works are not by law defamatory of any person;
    4. ensuring that the Works are not obscene, blasphemous, offensive or discriminatory; and
    5. ensuring that the Works do not constitute conduct that is in breach of the provisions of the Competitions and Consumer Act 2010 (Cth) or that gives rise to an action in passing off, including by undertaking trade practices clearances where appropriate;
  3. the Client must ensure that all statements purporting to be facts in the Works are true and correct and that no advice or instructions in the Works will if followed or implemented by any person cause loss, damage or injury to them or any other person;
  4. the Client will use and publish the Works at its own risk.
  5. the Client will indemnify Ruby Vine Creative against all claims arising from Ruby Vine Creative’s use of any information or documents supplied by the Client or for any act or thing done by the Ruby Vine Creative on the Client’s instructions or with the Client’s approval.

Liability

  1. Although Ruby Vine Creative will take all care in providing the Services, it accepts no liability to the fullest extent of the law regarding:
    1. any consequential loss, damage or injury, however it may arise;
  2. any punitive, additional or exemplary damages;
    1. If Ruby Vine Creative is found to be liable for any claims, losses, damages, costs or injuries arising out of this Agreement, the quantum of the sum of all liability or liabilities is strictly limited to the value of this Agreement.

Confidentiality

  1. Each party agrees not to disclose to any third party anything about this Agreement or any of its contents unless:
    1. it has the prior written consent of the other party; or
    2. it is required to do so by law; or
    3. a third party needs to know the information in order to perform this Agreement;
  2. Ruby Vine Creative agrees that during the term of this Agreement it may have access to the Client’s Confidential Information, and agrees to both during and after the Term maintain the Confidential Information and to prevent its unauthorised disclosure to or use by any other person, firm, or company, unless or until authorised in writing to disclose any Confidential Information by the Client;
  3. Ruby Vine Creative agrees that it must not, both during and after the Term, make improper use of the Client’s Confidential Information to gain directly or indirectly an advantage for itself or for any other person or to cause detriment to the Client;
  4. The Client agrees that during the term of this Agreement it may have access to Ruby Vine Creative’s Confidential Information, and agrees to both during and after the Term maintain the Confidential Information and to prevent its unauthorised disclosure to or use by any other person, firm, or company, unless or until authorised in writing to disclose any Confidential Information by Ruby Vine Creative;
  5. The Client agrees that it must not, both during and after the Term, make improper use of Ruby Vine Creative’s Confidential Information to gain directly or indirectly an advantage for itself or for any other person or to cause detriment to Ruby Vine Creative;
  6. In the event of a breach of this clause the Parties agree that damages are not an adequate remedy, and will not contest any application for an urgent interlocutory injunction relating to such a breach and will pay all costs incurred by the other party in bringing any such applications on a solicitor-client basis.