Last updated: 24th June 2024
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By subscribing to any Design Foundry plan, you agree to the following:

This Project Terms and Agreement ("Agreement") is entered into between Connor Joseph McCarthy (ABN: 13 757 230 873), hereinafter referred to as the "Contractor," and “Client,” being the user subscribing to the service.

1. Scope of Work

1.1 Project Description: The Contractor will provide services as described in the project proposal and any subsequent specifications agreed upon by both parties.

1.2 Payment Agreement: The payment for services rendered will be based on a monthly Fixed Price. The Client agrees to pay the full fixed amount of the chosen Design Foundry plan before the commencement of requests/work.

1.3 Turnaround Time: We will endeavor to deliver requests within a 24-48 hour timeframe; however, this is not always the case and may take longer.

1.4 Revisions: The Client is entitled to unlimited revisions within the scope of the original request. Revisions outside the scope may incur additional charges.

2. Payment Terms

2.1 Payment: The Client agrees to make the full payment of the chosen Design Foundry plan before the commencement of requests/work.

2.2 Refunds: Once payment has been made, refunds are not offered, not in part or in full. The membership for the month paid will continue until the expiration.

2.3 Late Payments: If payments are not received by the due date, the Contractor reserves the right to suspend services until payment is received.

3. Ownership and Usage Rights

3.1 Intellectual Property: Upon full payment for the services provided, the Client shall own all intellectual property rights to the completed projects/tasks. Until full payment is received, the Contractor retains ownership of any materials, code, or designs created.

3.2 Marketing and Advertising: The Client grants the Contractor permission to use the completed project for marketing and advertising purposes, including but not limited to portfolio showcases, social media, advertisements, and website displays.

3.3 Mutual NDA: All parties agree to maintain the confidentiality of proprietary or sensitive information, including but not limited to pricing, business strategies, trade secrets, and personal data.

3.4 Labels: In the event where works involve website development, the Client grants the Contractor permission to add the linking text items "Built by C.Joseph Studio" or “Built by Design Foundry,” which link to their respective websites, to the footer of the website and agrees not to remove unless the website is rebuilt by another party or without written consent.

4. Property Rights

The Contractor retains the rights to any concepts or ideas that are presented but not chosen by the Client for inclusion in the final project.

5. Cancellations

5.1 Termination: Either party may terminate this Agreement in writing with no notice.

5.2 Payment Upon Cancellation: In the event of termination by the Client, all requests or works will continue up until the end of the current billing period. All prior payments are non-refundable. If a cancellation is made part-way through a billing cycle, the payment made for that billing cycle is not refundable.

5.3 The Contractor reserves the right to terminate this Agreement with no notice. If the Contractor terminates this Agreement partway through a billing cycle, a refund will be issued for the time of the subscription not used, and the agreement will terminate immediately.

6. Dispute Resolution

6.1 Mediation: Any disputes arising from this Agreement will first be subject to mediation, with both parties attempting to resolve the dispute amicably.

6.2 Arbitration: If mediation fails, the dispute will be settled by binding arbitration in accordance with the rules of the Australian Centre for International Commercial Arbitration (ACICA).

7. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of Queensland, Australia.

8. Entire Agreement

This Agreement constitutes the entire understanding between the Contractor and the Client and supersedes all prior agreements, whether written or oral, including past months of Design Foundry membership.

9. Period of Engagement

This engagement starts when the remittance is made and will be valid for 30 days, until which the subscription will automatically renew through our partner, Ignition. A reminder email will be sent to you reminding you of the renewal. If you do not want the subscription to renew, you can cancel by contacting connor@thedesignfoundry.com.au.

10. Outsourced Services

We may involve third-party contractors or outsourced service providers in providing various aspects of the work undertaken. These services may include:

• Web Design or Development, including custom code
• Copywriting
• Design of any kind

11. Force Majeure

Neither party will be liable to the other for any delay or failure to fulfil their obligations under this agreement if that delay and/or failure arises from causes beyond their control, including but not limited to fire, floods, acts of God, acts or regulations of any government or supranational authority, war, riot, terrorist activities, strikes, lockouts, and industrial disputes.

12. Electronic Communications

The Client agrees that we will communicate with each other by electronic means such as e-mail, SMS, Slack, Asana, etc. We and you each recognize that e-mail and the internet are inherently insecure and that emails and data can become corrupted, are not always delivered promptly (or at all) and that other methods of communication may be appropriate. In addition, the internet is prone to viruses. We and you each recognize these hazards and so each of us will be responsible for protecting our own systems and interests and neither of you nor we will be responsible to the other on any basis for any loss or damage in any way arising from the use of electronic communication.

13. Billing

Design Foundry services are billed upfront, before any work is commenced. GST is included in the final price and can be found on the invoice.

14. Privacy Act

We may collect Personal Information about your representatives, your clients and others when we provide services to you. If we do, you agree to work with us to ensure that we both meet the obligations that we each may have under the Privacy Act 1988 (Cth) (as amended) (Privacy Act). The obligations may include notifying the relevant person to whom the personal information relates who we are and how we propose to use their personal information. Where you have collected personal information, you confirm that you have collected the personal information in accordance with the Privacy Act, that you are entitled to provide this personal information to us and that we may use and disclose the personal information for the purpose/s we provide our services to you. We will handle personal information in accordance with the Privacy Act.

15. Release of Liability

To the fullest extent permitted by law, the Client agrees to release, indemnify, and hold harmless the Contractor, its officers, employees, and agents from and against any and all claims, demands, liabilities, damages, losses, or expenses (including attorney's fees) arising out of or in connection with the services provided under this Agreement. This release includes, but is not limited to, claims arising from negligence, breach of contract, or any other legal theory.

16. Confirmation of Terms

By sending a remittance for the Design Foundry plan, you indicate that it is in accordance with your understanding of the arrangements. This letter will be effective until a new terms agreement is advised.

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