Project Terms & Conditions
We work well with our Clients because our relationships are based on honesty and trust, but all work needs guidance in the form of Project Terms and Conditions. Here are ours – please read them because it’s important that you know what we charge for and why we charge it, why certain copyright files are not released by us and also what charges you might incur for late payment, additional work or copyright releases.
If you have questions, we’ll be happy to address them. We look forward to co-creating with you!
The Outsiders Co.
The following Project Terms and Conditions of Service apply to all products and services provided by The Outsiders Co. Pte. Ltd. (hereinafter referred to as The Outsiders Co.) and in the event of any dispute are governed by the laws of Singapore. All work is carried out by The Outsiders Co. on the understanding that the Client has agreed to our Project Terms and Conditions. Copyright is retained by The Outsiders Co. on all design work including ideas, words, pictures, visuals and illustrations unless specifically released in writing and after all costs have been settled.
If a choice of designs is presented and one is chosen for your project, only that solution is deemed to be given by us as fulfilling the contract. All other designs remain the property of The Outsiders Co., unless specifically agreed in writing.
These Project Terms and Conditions can be read at any time on this website.
1. PROJECT ACCEPTANCE
At the time of proposal, The Outsiders Co. will provide the Client with a written estimate or quotation by email. All rates quoted are specific to the project scope and must not be carried over into any other concurrent projects handled by The Outsiders Co.
A copy of the written estimate or quotation is to be signed and dated by the Client to indicate acceptance and should be returned to The Outsiders Co.
Alternatively, the Client may send an official purchase order in reply to the estimate or quotation which binds the Client to accept our Project Terms and Conditions, or an email acknowledging acceptance of the quotation. For the avoidance of doubt, the The Outsiders Co.’s Project Terms and Conditions are what govern the job, not any conditions on the Client’s purchase order.
2. PROJECT CHARGES
Charges for services to be provided by The Outsiders Co. will be set out in the written estimate or quotation that is provided to the Client. At the time of the Client’s signed acceptance of this estimate or quotation, indicating acceptance of the Project Terms and Conditions, a non-refundable payment of 50% of the quoted fee will become immediately due.
Unless agreed otherwise with the Client, all services require an advance payment of a minimum of fifty (50) percent of the project quotation total before the work commences or is supplied to the Client for review. The remaining fifty (50) percent of the project quotation total will be due upon completion of the work prior to upload to the server or release of materials.
For prolonged projects i.e. exceeding three (3) months and beyond, The Outsiders Co. will bill for all work done periodically unless otherwise agreed with the Client.
3. SOURCE FILES
We will supply proofs and PDF files as appropriate for printing, or other graphic files as detailed in the job scope or request. Charges for design work do not cover the release of our copyright design source files, including but not restricted to .indd, .psd, .ai, .png, .fla or other source files or raw code; if the Client requires these files for transfer to an in-house or other designer, they will be subject to a separate quotation or ‘buy-out’ charge. ‘Buy-out’ charges vary from project to project and will be determined on a needs basis.
4. CHARGES FOR SHORT TURNAROUND SERVICES
The acceptance of projects requiring quicker turnaround times are subject to The Outsiders Co.’s availability and should not be presumed unless specifically obtained in writing. An additional thirty (30) percent to two hundred (200) percent on top of the standard fee will be applied for such express services. The percentage of such fees will be determined based on the complexity and/or urgency of the project.
5. CHARGES FOR OTHER SERVICES
Charges for any additional services requested during the project that are over and above the estimated time or out of scope, will become fully payable (100% of the quoted amount) at the time of estimate or quotation acceptance.
The Client will be provided with an Approval Form (aka Sign-Off Sheet) or Proof Email, and an Invoice prior to final publication. At this time, the remainder of the amount due will become payable and the Client will also be required to sign and return the Approval Form or signify approval by email to The Outsiders Co.
Any invoice queries must be submitted by email within fourteen (14) days of the invoice date. Accounts which remain outstanding after the due date of invoice, will incur late payment interest charge as per indicated amount on the invoice terms and conditions, from the date due until the date of payment.
Payments may be made by online bank transfer, credit card (Visa, Mastercard) or debit card.
Payments made by cheque must be previously agreed and may be subject to an administration charge. Cheques should be sent by registered mail.
Publication and/or release of work done by The Outsiders Co. on behalf of the Client, may not take place before cleared funds have been received.
Returned cheques will incur an additional fee of SGD100 per returned cheque. The Outsiders Co. reserves the right to consider an account to be in default in the event of a returned cheque.
An account shall be considered default if it remains unpaid after the due date of invoice, or following a returned cheque. The Outsiders Co. shall be entitled to remove The Outsiders Co.’s and/or the Client’s material from any and all computer systems, until the amount due has been fully paid. This includes any and all unpaid monies due for services, including, but not limited to, hosting, domain registration, search engine submission, design and maintenance, sub-contractors, printers, photographers and libraries.
Removal of such materials does not relieve the Client of its obligation to pay the due amount.
Customers whose accounts become default agree to pay all The Outsiders Co.’s reasonable legal and accounting expenses and third-party collection agency fees in the enforcement of the debt and these Project Terms and Conditions.
8. COPYRIGHT AND TRADEMARKS
By supplying text, images, and other data to The Outsiders Co. for inclusion in the Client’s website or other medium, the Client declares that it holds the appropriate copyright and/or trademark permissions. The ownership of such materials will remain with the Client, or rightful copyright or trademark owner.
Any artwork, image, or text supplied and/or designed by The Outsiders Co. on behalf of the Client, will remain the property of The Outsiders Co. and/or its suppliers unless otherwise agreed in writing. A licence for use of the copyright material is granted to the Client solely for the project defined in the scope or request and not for any other purpose.
The Client may request in writing from The Outsiders Co., the necessary permission to use materials (for which The Outsiders Co. holds the copyright) in forms other than for which it was originally supplied, and The Outsiders Co. may, at its discretion, grant this and may charge for the additional usage. Such permission must be obtained in writing before any of the aforesaid artwork, images, text, or other data is used.
Any software, code, plugin or other third-party material used in a web or digital project remains the property of the creator and any ongoing licence fees or fees for upgrades are the responsibility of the Client, not The Outsiders Co. By supplying images, text, or any other data to The Outsiders Co., the Client grants The Outsiders Co. permission to use this material freely in the pursuit of the design.
Should The Outsiders Co., or the Client supply an image, text, audio clip or any other file for use in a website, multimedia presentation, print item, exhibition, advertisement or any other medium believing it to be copyright and royalty free, which subsequently emerges to have such copyright or royalty usage limitations, the Client will agree to allow The Outsiders Co. to remove and/or replace the file on the site.
The Client agrees to fully indemnify and hold The Outsiders Co. free from harm in any and all claims resulting from the Client in not having obtained all the required copyright, and/or any other necessary permissions.
The Client agrees that either of the following situations will be liable to a separate charge:
a. changes required over and above the estimated work, or in addition to the agreed scope;
b. the Client makes changes to the supplied copy; and/or
c. changes required to be carried out after acceptance of the draft design.
The Client also agrees that The Outsiders Co. holds no responsibility for any amendments made by any third-party, before or after a design is published.
Any design, drawing, copywriting, idea or code created for the Client by The Outsiders Co., or any of its contractors, is licensed for use by the Client on a one-time only basis and may not be modified, re-used, or re-distributed in any way or form without the expressed written consent of The Outsiders Co. and any of its relevant sub-contractors.
All design work – where there is a risk that another party may make a claim, should be registered by the Client with the appropriate authorities prior to publishing or first use or searches and legal advice sought as to its use.
The Outsiders Co. will not be held responsible for any and all damages resulting from such claims.
The Outsiders Co. is not responsible for any loss, or consequential loss, non-delivery of products or services, of whatever cause. The Client agrees not to hold The Outsiders Co. responsible for any such loss or damage.
Any claim against The Outsiders Co. shall be limited to the relevant fee(s) paid by the Client.
11. DATA FORMATS
The Client agrees to The Outsiders Co.’s definition of acceptable means of supplying data to the company.
Text is to be supplied to The Outsiders Co. in electronic format as standard text (.txt), MS Word (.docx) or via email/FTP or shared folder. Images which are supplied in an electronic format are to be provided in a format as prescribed by The Outsiders Co. via email/FTP.
Images must be of a quality suitable for use without any subsequent image processing, and The Outsiders Co. will not be held responsible for any image quality which the Client later deems to be unacceptable. The Outsiders Co. cannot be held responsible for the quality of any images which the Client wishes to be scanned from printed materials.
Additional expenses may be incurred for any necessary action, including, but not limited to, photography and art direction, photography searches, media conversion, digital image processing, or data entry services, colour correction and alteration of images.
12. PROJECT DURATION
Any indication given by The Outsiders Co. of a project’s duration is to be considered by the Client to be an estimation. The Outsiders Co. cannot be held responsible for any project overruns, whatever the cause.
Estimated project duration should be deemed to be from the date that cleared funds are received by The Outsiders Co. for the initial payment or by date confirmed in writing by The Outsiders Co.
13. COPYWRITING OR COPY EDITING COMPLETION
The Outsiders Co. considers the copywriting or copy editing project complete upon delivery of the final draft. Other services such as printing, website uploading, publishing, etc. either contracted on the Client’s behalf constitute a separate project and can be treated as a separate charge.
14. DESIGN PROJECT COMPLETION
The Outsiders Co. considers the design project complete upon delivery of the final artwork file. Other services such as printing, display panel production, film-work, website uploading, publishing, etc. either contracted on the Client’s behalf constitute a separate project and can be treated as a separate charge.
15. BRANDING PROJECT COMPLETION
The Outsiders Co. considers the branding project complete upon delivery of the agreed upon branding document, and receipt of the Client’s acknowledgement via email or other written format.
16. WEBSITE DESIGN ONLY
The Outsiders Co. requires that the design is approved by the Client before coding of a site commences. Once the design(s) for the web site are approved by the Client, coding will commence; any changes to navigation items, colours, structure or content that require changes to the template will incur an additional charge.
Once web design is complete, The Outsiders Co. will provide the Client with the opportunity to review the resulting work. The Outsiders Co. will make one round of minor changes at no extra cost within fourteen (14) days of the start of the review period. Minor changes include small textual changes and small adjustments to placement of items on the page. It does not include changes to images, colour schemes or any navigation features. Any need for such minor changes can be made known to The Outsiders Co. by email.
The Outsiders Co. will consider that the Client has accepted the original draft, if no notification of changes is received in writing from the Client, within fourteen (14) days of the start of the review period.
17. RIGHTS OF ACCESS FOR WEBSITE DEVELOPMENT
The Client agrees to allow The Outsiders Co. all necessary access to computer systems and other locations, as required, in order to complete a website project and until all due funds are cleared, including the necessary read/write permissions, usernames and passwords.
The Client also agrees to allow The Outsiders Co. access to any computer systems, usernames and passwords required to remove data and/or sites for failure to comply with these Project Terms and Conditions.
The Client agrees to supply The Outsiders Co. with all necessary materials, electronic, or otherwise, required to create and complete the project, and to supply them in a timely manner.
18. DOMAIN REGISTRATION
The Outsiders Co. cannot guarantee the availability of any domain name. Where The Outsiders Co. is to register a domain name on behalf of a Client it will endeavour to do so but the Client should not assume a successful registration.
19. HOSTING WEBSITES
The Outsiders Co. offers a limited hosting service through an outsourced virtual server. The Outsiders Co. does not guarantee continuous service and will accept no liability for loss of service, whatever the cause.
The Outsiders Co. may request that Clients change the type of hosting account used if that account is deemed by The Outsiders Co. to be unacceptable because of poor service, lack of bandwidth or in any other way insufficient to support the website.
Fees for hosting on The Outsiders Co.’s virtual server are due at the commencement of any period of service and are non-refundable. Fees due to third-party hosting organisations are the responsibility of the Client and The Outsiders Co. are not liable for their payment, nor for the renewal of domain names, which are the sole responsibility of the Client/domain owner.
20. RIGHTS OF REFUSAL
The Outsiders Co. will not include in its designs, any text, images or other data which it deems to be immoral, offensive, obscene or illegal. All advertising material must conform to all standards laid down by all relevant advertising standards authorities. The Outsiders Co. also reserves the right to refuse to include submitted material without giving reason. In the situation where any images and/or data that The Outsiders Co. does include in all good faith, and subsequently discovers is in contravention to such Project Terms and Conditions, the Client is obliged to allow The Outsiders Co. to remove the contravention without hindrance, or penalty. The Outsiders Co. is to be held in no way responsible for any such data being included.
The Client agrees to allow The Outsiders Co. to place a small credit on printed material exhibition displays, advertisements and/or a link to The Outsiders Co.’s own website on the Client’s website. This will usually be in the form of a small logo or line of text placed towards the bottom of the page.
The Client also agrees to allow The Outsiders Co. to place websites and other designs, along with a link to the Client’s site on The Outsiders Co.’s own website for demonstration purposes and to use any designs in its own publicity and portfolios.
Cancellation of orders may be made initially by telephone contact, or email. However, following this, The Outsiders Co. will need formal notification in writing to the company’s postal address. The Client will then be invoiced for all work completed over and above the non-refundable deposit that will have been made at the time of first ordering.
The balance of monies due must be paid within thirty (30) days. Please note: any cancellation which is not formally confirmed in writing and received by The Outsiders Co. within fourteen (14) days of such instruction being issued, will be liable for the full quoted cost of the project.
The Outsiders Co. makes no warranties of any kind, expressed or implied, for any and all products and/or services that it supplies. The Outsiders Co. will not be held responsible for any and all damages resulting from products and/or services it supplies. The Outsiders Co. is not responsible for any loss, or consequential loss of data, or non-delivery of products or services, of whatever cause. While we take reasonable steps to investigate the materials we recommend, we accept no responsibility for the performance or quality of materials or any consequential loss arising from their failure. The Client agrees not to hold The Outsiders Co. responsible for any such loss or damage. Any claim against The Outsiders Co. shall be limited to the relevant fee(s) paid by the Client.
The Outsiders Co. reserves the right to use the services of sub-contractors, agents and suppliers and any work, content, services and usage is bound by their terms and conditions. The Outsiders Co. will not knowingly perform any actions to contravene these and the Client also agrees to be so bound.
The Outsiders Co. and its Clients agree to comply with printers’ terms and conditions which include disclaimers for non-completion on time and the flexibility to supply quantities within ten percent (10%) of the total ordered. The Outsiders Co. recommends that if an exact quantity is required, then ten percent (10%) extra is added to the quantity and extra time made available should the job be delayed.
These Project Terms and Conditions supersede any previous terms and conditions distributed in any form. The Outsiders Co. reserves the right to change any rates and any of the Project Terms and Conditions at any time and without prior notice.
25. ACCEPTANCE OF TERMS AND CONDITIONS AND QUOTATION
The placement of an order for design and/or any other services offered by The Outsiders Co., by email, verbally or in writing, is deemed to be in acceptance of these Project Terms and Conditions.
An estimate validated by the Client’s signature on the estimate or quotation form, or by email, constitutes acceptance of the estimate or quotation and agreement to comply fully with all the Project Terms and Conditions and forms a Contract for Business between the signatory and The Outsiders Co.