Service Agreement for Branding.

This is what my terms and conditions of service would look like before we start working together.

This Agreement (“Agreement”) is made and entered into by You (“Client”), and “Helix Design Studio” of “Helix” or “Helen Palmer” with respect to clients commission of “Helix’s “Services” (as defined below). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows: 

1. Services Contracted 

Helix shall provide the services of a brand / graphic designer for the design and production and delivery to the Client of deliverables agreed by E-mail or via the Notion Portal (collectively, the “Deliverables”) (the “Services”). 

MINI PACKAGE DELIVERABLES;

Full Logo Suite - consisting of a variety of logos fitted to unique purposes

Brand Type Faces - Typefaces are pulled from a catalogue of free commercial typefaces designed to compliment your brand design.

Colour Palettes - A collection of colour designed to compliment your brand design. All colour information is given also.

Brand Illustrations and Patterns - Custom graphic imagery reinforces brand messaging in a memorable way.

Brand Cheat Sheet - designed to indicate how to utilise your brand assets.

MIDI PACKAGE DELIVERABLES;

Full Logo Suite - consisting of a variety of logos fitted to unique purposes

Brand Type Faces - Complimentary typeface/s to run alongside branding to maintain balance indicating a clear font hierarchy.

Colour Palettes - A collection of colour designed to compliment your brand design. All colour information is given also.

Brand Illustrations and Patterns - Custom graphic imagery reinforces brand messaging in a memorable way.

Brand Guide - designed to indicate how to utilise your brand assets in depth.

MAXI PACKAGE DELIVERABLES;

Full Logo Suite - consisting of a variety of logos fitted to unique purposes

Brand Type Faces - Complimentary typeface/s to run alongside branding to maintain balance indicating a clear font hierarchy.

Colour Palettes - A collection of colour designed to compliment your brand design. All colour information is given also.

Brand Illustrations and Patterns - Custom graphic imagery reinforces brand messaging in a memorable way.

Social Media Suite - Custom and unique to your brand templates. Helping to maintain consistency via social media / Instagram.

Brand Strategy Guide - showcasing your brand foundations, target audience, competitor analysis and more.

Brand Guide - designed to indicate how to utilise your brand assets in depth.

2. Fees 

Client shall pay Helix the agreed fees in GB pound sterling (the “Fees”) as agreed by the parties, indicated by their unequivocal agreement by e-mail (“E-mail”). Unless otherwise agreed by Helix, applicable fees shall be “£” fee. This invoice is to be paid within 14 days of the payment link recipet date via the Notion Portal or Helix reserves the right to charge interest for late payment in accordance with UK law. Payments must be by payment link provided by Helen Palmer via Stripe unless otherwise agreed. Where any work is cancelled after an order has been confirmed, Fees shall remain due and payable for any Services already performed on a time spent basis in accordance with the above rates. 

3. Ownership 

Upon full payment of the applicable Fees, Helen Palmer shall immediately execute the assignment agreed. Unless otherwise agreed, the Deliverables shall NOT include any design source files, including but not limited to Indd, Psd or Ai, and other source files. If the Client requires these files (for example for transfer to an in-house or other designer) they will be subject to a separate quotation or ‘buy-out’ charge which will be quoted by Helix and must be payable before the files will be provided to Client. 

4. No Obligation to Use 

Client is not obligated to use the Deliverables in any manner whatsoever. 

5. Publicity 

Client will use reasonable efforts to accord Helix appropriate credit whenever possible in connection with any use by Client of the Deliverables where it is reasonable and customary to do so for example with a footnote on the Client’s website; provided, however, that no failure by Client or any third party to comply with the provisions of this paragraph will constitute a breach of this Agreement.  

6. Representations and Warranties 

Helen Palmer hereby warrants, represents and agrees that she has the right and power to enter into and fully perform this Agreement and grant the rights granted herein and to be granted in the Assignment. 

7. Exclusion of Liability/Indemnity by Client 

To the maximum extent permitted by applicable law, Helen Palmer shall not, under any circumstances be liable to client for any special, incidental, indirect, punitive or consiquential damages of any kind, arising out of, or in connection with this agreement, nor any loss of business or loss of profits, regardless of the form of action, whether in contract, tort (including negligence), strict liability or any other legal or equitable theory, even if Helen Palmer has been advised of the possibility of such damages. Except for the indemnity given in the assignment (once executed by Helen Palmer) Helen Palmer’s liability shall be limited to the fees paid by the client under this agreement. 

8. Status of Helix 

In rendering services hereunder, Helix will act as an independent contractor. As an independent contractor, Helix will have no authority, express or implied, to commit or obligate Client in any manner whatever, except as specifically authorised from time to time in writing by an authorised representative of Client. Nothing contained in this Agreement will be construed or applied to create a partnership, agency or employment relationship. 

9. Confidentiality 

This Agreement shall bind the parties hereto as from the Effective Date until (1) termination in accordance with this Agreement or (2) once the Deliverables have been provided to and accepted by the Client and the Assignment has been signed by Helen Palmer; whichever is the sooner (the “Term”). Termination of this Agreement shall not affect the rights granted to the Client. Each party may terminate this Agreement immediately on notice by e-mail (with confirmation by phone call) but upon such termination Fees shall remain due and payable to Helix for any Services already performed on a time spent basis in accordance with the rates set out in Section 2. 

10. Term and Prior Termination 

This Agreement shall bind the parties hereto as from the Effective Date until (1) termination in accordance with this Agreement or (2) once the Deliverables have been provided to and accepted by the Client and the Assignment has been signed by Helen Palmer; whichever is the sooner (the “Term”). Termination of this Agreement shall not affect the rights granted to the Client.  

11. Governing Law and Dispute Resolution 

This Agreement shall be construed and enforced exclusively under the laws of England and Wales Helix hereby consents to and submits to the jurisdiction of England and Wales with respect to all disputes, claims or other matters arising out of and/or relating to this Agreement. 

12. Miscellaneous 

(a) The failure of either party to enforce any provision or condition contained in this Agreement at any time will not be construed as a waiver of that condition or provision nor will it operate as a forfeiture of any right of future enforcement of the condition or provision. 

(b) Should any part of this Agreement be rendered void, invalid or unenforceable by any court of law for any reason, such invalidity or unenforceability shall not void or render invalid or unenforceable any other part of this Agreement and the balance of this Agreement will remain in full force and effect and be enforced as if such void, invalid or unenforceable provision were not contained herein. 

(c) The parties agree to execute and deliver such additional documents or instruments as may be necessary or appropriate to carry out the terms of this Agreement. 

(d) This Agreement contains the entire understanding of Helix and Client relating to its subject matter and supersedes all prior or contemporaneous written or oral agreements, representations, understandings, and/or discussions between Helix and Client relating hereto except for the parties’ unequivocal agreement via e-mail of fees and deliverables only, agreed following the Effective Date of this Agreement. 

(e) No representations, terms or warranties (express or implied) have been relied on by either party or shall be incorporated into this Agreement except those expressly set forth herein. No modification, amendment, waiver,termination or discharge of any of the terms or provisions hereof shall be binding upon either party unless confirmed by a written instrument signed by both parties. 

(f) No term of this Agreement is intended to confer a benefit on, or be enforceable by, any person who is not a party to the Agreement, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise. 

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate by their representatives thereunto duly authorised on the date and year first above written. 

By ticking the “I agree” box to this form within Notion you are signing in agreement to the (above) agreement.