These Terms & Conditions apply to the engagement of services provided by Mela Creative to you (the client). Unless specifically varied by written agreement, these Terms & Conditions shall form part of any contract between Mela Creative and the client in the provision of services (the Work).
1. THE WORK
1.1 The Work provided by Mela Creative includes design concepts, production of final artwork for approval, alteration to existing artwork produced by Mela Creative and copywriting for inclusion in artwork.
1.2 The Work also includes the management and supply of outsourced production including and not limited to print, web development and photography as directed by the client.
1.3 The Work shall be described on the Cost Estimate submitted for client approval.
2. ACCEPTANCE OF SERVICES
2.1 Approval by the client of the Cost Estimate will constitute acceptance by the client of these Terms & Conditions.
2.2 The client shall approve the Cost Estimate by signing and returning the Cost Estimate, supplying a Purchase Order or instructing (verbally or in writing) Mela Creative to commence work.
2.3 On commencement of the Work the client shall agree to pay for the Work in accordance with these Terms & Conditions.
2.4 Request for commencement of any Work without approval of a Cost Estimate shall also constitute acceptance of these Terms & Conditions and be subject to fees deemed appropriate by Mela Creative that are in line with existing rates charged by Mela Creative.
3. VARIATIONS TO THE WORK
3.1 Variations and/or changes (authors) requested by the client after commencement of work shall be treated as Variations and may be subject to an additional fee.
3.2 Cost Estimates do not allow for Variations to original brief or additional work requested. However, up to 3 drafts, within the limits of the original brief, shall be included before Variations made become chargeable.
3.3 Variations include direction(s) or further instruction(s) that are not consistent with initial instruction, alterations to text, layout or sizing or any other alteration that would require additional time spent to deliver the Work. A revised Cost Estimate will be supplied on request.
3.4 Should Variations be made after the client receives final artwork, these will be charged as Corrections in addition to Cost Estimate amounts.
4. APPROVAL OF ARTWORK
4.1 Artwork shall be submitted to the client for approval electronically, as a pdf (portable document format) attachment to an email or in the form of a printed colour proof. Approval shall be made by return email or by signing and returning printed proofs.
4.2 Final artwork shall be supplied to the client in standard pdf for use as per initial instructions. Native files shall not be released to the client or any third party.
4.3 Mela Creative shall require approval from the client before the final artwork is forwarded to third parties for further production as per client instructions.
4.4 Approval of artwork by the client shall indemnify Mela Creative against any future claims to errors in artwork.
5. OUTSOURCED PRODUCTION
5.1 Mela Creative shall manage outsourced production on behalf of the client as agreed on the Cost Estimate.
5.2 Additional outsourced production costs incurred by Mela Creative that are not included on the Cost Estimate will be advised and charged to the client.
5.3 If a proof from a third party is supplied prior to production, Mela Creative shall require approval of this proof by the client.
5.4 Approval of proof by the client shall indemnify Mela Creative against any errors in the file that were not corrected before completion of the outsourced production.
6.1 Any disbursements made by Mela Creative for the client during the course of carrying out the Work not included on the Cost Estimate shall be charged to the client.
7. FEES PAYABLE
7.1 The client shall pay Mela Creative for services provided to them by Mela Creative.
7.2 Fees are payable in accordance with but not limited to the amount shown on the Cost Estimate. Any additional services requested by the client not specified in any Cost Estimate will incur a separate fee (see Variations to the Work).
7.3 A Tax invoice will be issued for the fee payable outlining a description of the service provided, the amount due, including the GST component, and the terms and methods of payment (see Trading Terms).
8. TRADING TERMS
8.1 Our trading terms are outlined on issued Tax invoices. Payment of the total amount set out on the Tax invoice is required 14 days from date of invoice unless otherwise stated on the invoice.
8.2 A Tax invoice will be issued to the client at the completion of the Work carried out.
8.3 Statements will be issued to the client, listing all outstanding invoices.
8.4 In the event of any Work estimated to take longer than 6 weeks, at any time before the Work is completed, one or more Tax invoices may be issued for a portion of the estimated cost.
9. SPECIAL TRADING TERMS
9.1 For all new Work for a client that Mela Creative has not previously carried out work for or a client that does not have credit granted by Mela Creative, an initial Tax invoice equivalent to 50% of the estimated cost will be issued and is payable before commencement of any work.
9.2 Any Tax invoice issued for additional fees incurred throughout the course of the Work must be paid before work can progress any further.
9.3 A Tax invoice for the balance of the estimated cost, plus any additional fees that have not already been charged, will be issued on completion of the Work and is payable before the Work can be released to the client (COD) or as previously arranged.
9.4 In the event that such new Work is less than $2000 in value, no initial payment is required. However, a Tax invoice will be issued for the full amount on completion of the Work and is payable before the Work can be released to the client (COD).
10. PAYMENTS & LATE PAYMENT
10.1 The method of payment is either by cheque made payable to Mela Creative Pty Ltd or by electronic funds transfer directly into our bank account as specified on the Tax invoice issued.
10.2 If payments are not received by 14 days past the due date, the amount outstanding may, at the discretion of Mela Creative, attract a service fee of 10%.
10.3 Late payment service fees shall be added to the client’s account balance and will be shown on the subsequent statement issued. This fee is payable immediately and will continue to accrue until such time that the outstanding amount plus any outstanding service fee is paid in full.
11.1 All services provided by Mela Creative will attract 10% GST. This amount will be itemised on Tax invoices issued.
12.1 Any Work created by Mela Creative is subject to copyright. Copyright in all design concepts presented to the client shall be the exclusive property of Mela Creative.
12.2 On receipt of full and final payment for the Work, Mela Creative grants to the client a non-exclusive ongoing copyright licence to use final artwork approved by the client for the purpose for which it was created. Until such time that copyright licence is granted, the Work shall not be reproduced, adapted or communicated by the client.
12.3 The client is responsible for conducting any trademark or other searches to ensure that the Work created by Mela Creative does not inadvertently infringe copyright or trade mark rights of pre-existing material.
12.4 The client shall be under no obligation to use the licensed Work, however must not sub-license or assign rights in the Work without the prior written consent of Mela Creative.
12.5 Mela Creative may, for a premium, negotiate a contract with the client to assign copyright ownership of the Work to the client.
13.1 Mela Creative warrants that the Work created is original and appropriate for the purpose for which it was created.
13.2 Mela Creative warrants that any stock library image supplied to the client does not infringe copyright when used for the purpose for which it was supplied. The client is responsible for ensuring that any future use of such image by the client does not infringe any copyright.
13.3 The client warrants that it has copyright in or a licence to authorise Mela Creative to reproduce any material supplied by the client for the purpose of producing the Work. Mela Creative will not reproduce, adapt or communicate material for the client that is known to Mela Creative to infringe the copyright of a third party, without the client obtaining the prior written consent of the copyright owner.
13.4 The client shall indemnify Mela Creative against any direct or indirect future claims arising in relation to breach of copyright by the use of Work supplied by Mela Creative.
13.1 Until such time that payment is made in full, the Work shall remain the property of Mela Creative.
13.2 Non-payment of Tax invoices and/or late payment service fees constitutes an infringement of our copyright should the Work be reproduced, adapted or communicated by the client in any form.
13.3 Legal action may be taken by Mela Creative to recover monies owed for services rendered and unlicensed use of Work.
14. TERMINATION & DISPUTES
14.1 Dissatisfaction with the service provided by Mela Creative should be advised verbally or in writing as soon as possible to allow resolution of any disputes before completion of the Work.
14.2 Should dispute result in termination of services, a pro rata Tax invoice will be issued for Work already completed and is payable by the client.
14.3 Disputes relating to Tax invoice amounts should be made in writing within 7 days of receipt of Tax invoice.