Terms & Conditions
The Terms and Conditions governing the obligations and liabilities of BrandCafe Limited (“BCL”) and you (“the Client”) are those set out hereunder together with the terms and conditions set out in the Agreement signed by BCL and the Client.
Terms of Service
In order to use the Service, you may be required to provide information about yourself including your name, email address, username and password, and other personal information. You agree that any registration information you give to BCL will always be accurate, correct, and up to date. You must not impersonate someone else or provide account information or an email address other than your own. Your account must not be used for any illegal or unauthorized purpose. You must not, in the use of the Service, violate any laws in your jurisdiction. Information provided on the Site and in the Service related to small business branding and other information are subject to change. BCL makes no representation or warranty that the information provided, regardless of its source, is accurate, complete, reliable, current, or error-free. BCL disclaims all liability for any inaccuracy, error, or incompleteness in the Content.
Refusal of Service
The Services are offered subject to our acceptance of your order or requests. We reserve the right to refuse service to any order, person or entity, without the obligation to assign reason for doing so. No order is deemed accepted by us until payment has been processed. We may at any time change or discontinue any aspect or feature of the Site or Service, subject to us fulfilling our previous responsibilities to you based on acceptance of your payment.
Each BrandCafé Takeaway Package has a specified timeline: 6-8 weeks for "Basic but Beautiful" branding package and 8-10 weeks for "A Handsome Serving" branding package. In the event that a projects goes beyond the specified timeline for each package, BCL reserves the right to refuse further work on the project until fees for work done so far are paid in full; also, additional fees may be charged after the project timeline has lapsed at an hourly rate of US$150 per hour.
The fees quoted in the Agreement are for professional fees for the work specified. Any revisions or additions to these specifications may result in an increase in fees. The Client is responsible for and will be invoiced for expenses incurred by BCL which are additional to those set out in the Agreement. Such additional expenses will be billed to the Client on a regular basis. BCL’s hourly rate is US$150.
Typical out-of-pocket expenses may include, but are not limited to, the following:
Print Production Management
Custom Website Coding / Programming
Color Laser Printouts & Courier Fees
Custom Illustration & Custom Photography
Translation / Copywriting / Editing
Where BCL supervises or coordinates the services of an outside supplier for such matters as research, special photography, illustration, rendering, translation, model making, etc. for the Client, BCL will submit a quotation for the Client’s approval before commissioning any such work.
The schedule listed in the Agreement is the minimum amount of time required for the scope of the program of work to be done by BCL. Any suspension or delay in the program by the Client will result in a revision of the schedule. If the Client requests the program to be completed in less time or outside normal working hours a surcharge may be levied. The Client will be notified in advance of such a charge.
Legal Advice, etc.
Legal advice relating to trademark searches, name checks, and design registration are not included in the budgets or scope of work quoted in the Agreement. The responsibility for such matters, as well as for the costs and expenses relating thereto, rests solely with the Client.
Unless otherwise indicated in the Agreement (or signed quotation), full payment of the fee for each stage of the program of work is required to be paid before commencement of that step (which in the event of cancellation during that stage is non-refundable).
a. Invoices are payable in the currency specified. All invoices are payable upon presentation.
b. Interest, at the rate of 8% per month, will be charged on any invoices more than 2 weeks late.
c. The fees set out on the Agreement are net insofar as they represent the amount payable to BCL after payment of any stamp duties, levies bank charges and taxes which shall be borne by the Client. The Client shall further bear payment of all charges imposed by the regulatory authorities of the Client’s locale without any claim for set off whatsoever.
Release of Digital Artwork Files
All files will be released to the Client as soon as balance payment is received.
Launch of Website
The Squarespace Website will be launched and ownership of the Squarespace account will be transferred to the Client as soon as balance payment is received.
Our free online brand questionnaire lets you fill in important information about your brand, target audience, industry and selling points, among others. Simply fill in and send it back to us in order to get a free online brand consultation from the team at BrandCafé. This exercise will tell us more about your business and help us kickstart the branding process with you.
a. Confidentiality. BCL will make every effort to maintain the strictest confidence concerning any materials, plans or policies divulged to BCL in the course of its relations with the Client. For the avoidance of doubt, however, BCL reserves the right to use the image of the final design selected by the Client in BCL’s own self-promotional material unless the Client expressly objects to the same, such objection to be raised in writing and delivered to BCL no later than the time of the selection of the final design by the Client. Usage by BCL in accordance with the above terms shall not constitute a breach of copyright in the event that this has been assigned to the Client pursuant to sub-clause (b) hereof.
b. Copyright in Final Design. Ownership of the copyright in the final design prepared by BCL and selected by the Client shall be given to the Client upon full payment.
c. Copyright in Development Material. All designs and materials developed by BCL in the course of the project prior to the final design (and not being identical to it) shall remain the property of BCL who shall retain the copyright in the same.
d. BCL's Artwork, etc. All artwork, proofs and computer files used by BCL to produce the final form of the design (whether it be for a name, mark or any other item whatsoever) shall remain the property of BCL in the absence of any agreement to the contrary between the parties.
e. Artwork other than BCL's. Copyright in photographs, illustrations and original works of art not created by BCL shall be retained by the creators of the works concerned. Subject to the agreement of the creators concerned, the right to use such images may be granted to the Client for a fee to be negotiated with the creator. For the avoidance of doubt, however, the fee so negotiated shall be for the user of the image on one occasion only, for example in one issue of a regular publication, unless expressly agreed to the contrary.
f. Copyright of Third Parties. The logo designs created by BCL are so created in the belief that they do not infringe upon the rights of others. However BCL cannot warrant that its Client will be free from liability with regards to claims by others due to the complexity of the laws and regulations governing such rights and the virtual impossibility of searching names and designs worldwide without incurring considerable expenditure on behalf of the Client. The Client shall indemnify BCL from all liability in respect of such claims and recommends that the Client consults its own legal counsel as to both availability, user, and registerability of the proposed designs, logos, identities and other materials.
g. Images supplied by the Client. BCL accepts no responsibility for obtaining the right to use images supplied by the Client. The Client assumes full responsibility for securing the right to use these images.
h. Non-exclusivity. The Client recognizes and agrees BCL may currently provide, may have provided in the past, and may in the future provide, services to other corporations and organizations including those directly competing with the Client.
Our Intellectual Property
The Site and Service contain intellectual property owned by BCL, including trademarks, copyrights, proprietary information, and other intellectual property. You may not modify, publish, transmit, participate in the transfer or sale of, create derivative works from, distribute, display, reproduce or perform, or in any way exploit in any format whatsoever any of the Site or Service Content or intellectual property, in whole or in part, without our prior written consent. We reserve the right to immediately remove you from the Service, without refund, if you are caught violating this intellectual property policy.
a. Acceptance. The offer of services at the fees quoted by BCL remains open for a period of 30 days from the date that the written proposal is sent out to the Client. BCL reserves the right to amend or vary fees or service details on acceptance communicated to it after the said period of 30 days.
b. Modifications. If it is necessary for the Client to modify the scope of the project at any time during its course, or to suspend or delay the program of work beyond a period of sixty (60) days (or where the Agreement in this regard provides for a period other than 60 days then such period as is therein specified) after the date agreed for the completion of the program of work or the relevant step thereof, as the case maybe, BCL reserves the right to review the fees quoted and the services described and to charge for any increase in costs accordingly.
c. Client Approvals. Clients are asked to proof-read carefully and give approval at each stage of design, final artwork and final proofs prior to production. No production/printing will be undertaken without the Client’s explicit approval. Additional charges may be incurred if there are any changes to specifications of a step or a part of a step of a program of work after the Client has approved that step. Such changes may result in delay in the date of delivery in which event BCL shall not be liable to the Client for any loss arising therefrom.
d. Cancellation. If it is necessary for the project to be cancelled at any time for any reason during the course of the program of work such cancellation by the Client shall not be valid unless communicated in writing to and received by BCL whereupon the Client will be charged for the full professional and production fees of the fee stage of the project reached. Any deposit payment will not be refunded. The Client shall be responsible for full reimbursement to BCL of all approved outside supplier’s costs and other expenses incurred or in respect of which BCL has committed itself to liability prior to receipt of the cancellation notice.
e. Delay. BCL will endeavor to meet the schedule listed in the Agreement but will not be liable in the event that the program of work is delayed due to circumstances beyond BCL’s control. If the project schedule is delayed more than 1 month, BCL reserves the right to requote.
f. Full Disclosure. The fees listed in the Agreement have been calculated on the basis that the Client has made full disclosure of its requirements and of all potential problems that may exist.
g. Sub-contracting etc. For the avoidance of doubt, it is understood by the Client that the work being undertaken will be services carried out either by BCL or undertaken on behalf of BCL by outside suppliers and that BCL's only liability in respect thereof shall be as follows:
In the event of services supplied by BCL being proven not to have been carried out to a reasonable standard, or alternatively where both parties hereto agree that such is the case, BCL’s maximum liability shall be to carry out such additional services as are reasonably necessary to rectify to the agreed standard;
In the event of the work undertaken by outside supplier(s) being proven not to have been carried out to a reasonable standard, or alternatively where both the parties hereto agree that such is the case, then BCL's maximum liability shall be to procure that such suppliers carry out such additional services as are reasonably necessary to rectify to the agreed standard.
The terms and conditions stated herein, together with the Agreement signed by the Client and BCL shall constitute the entirety of the terms agreed by the parties hereto and any variation or termination of the same shall be valid only if agreed in writing and signed by each of the parties hereto.
In the event of any conflict between the terms of the Agreement and these Terms and Conditions, these Terms and Conditions shall prevail unless express provision to the contrary is made in the Agreement.
We may at any time amend these Terms and Conditions. Such amendments are effective immediately upon notice to you by us posting the new Terms and Conditions on this Site. Any use of the Site or Service by you after being notified means you accept these amendments. We reserve the right to update any portion of our Site and Service, including these Terms and Conditions, at any time. We will post the most recent versions to the Site and list the effective dates on the pages of our Terms and Conditions.
Last updated: July 2017