Terms of business

We will always do our best to meet your expectations and deliver the results you want. But it is important to have things written down so we know how our professional relationship will work and what will happen if something goes wrong. Our Terms of Business are in plain English so that everyone understands what we are agreeing to. We want a long-term, mutually beneficial, professional relationship with you.

What do both parties agree to?

You ([customer name]), located at [customer address] agree to hire Us (The Forge Partnership Ltd, registered in England and Wales number 13334955) under these Terms of Business to deliver the goods and services set out in any accompanying or future proposal, estimate or quotation (the Proposal). You agree that all goods and services we deliver to you will be under these Terms of Business unless we change them and send you a copy.

You

• You have the authority to sign Proposals we send to you and by doing so enter into contract on behalf of yourself, your company, or your organisation.
• You will give us everything we need to complete the project as and when we need it.
• You will give us any digital files we need in a format we can work with.
• You will review our work, provide feedback and approval in a timely manner too.
• Deadlines work both ways. So you will also be bound by dates we set together.
• You agree to honour the payment schedule set out in the Proposals we send to you. If there is no payment schedule in a Proposal, you agree that we will invoice you each month for work we have done for you during that month and you agree to pay all invoices within 15 days.

Us

• We have the experience and ability to do everything we have agreed with you.
• If you want us to do something we do not have enough experience with, we will discuss it with you.
• We will undertake everything we have agreed with you in a professional and timely manner.
• We will endeavour to meet every deadline that is set.
• We may use suitably experienced and skilled subcontractors to help us complete work.
• We will maintain the confidentiality of everything you give us.
• We will make sure that work we do for you is regularly backed up.

Feedback and cancellation

You will have regular opportunities to follow our progress, review our work and provide feedback. If at any stage you are not happy with the direction our work is taking, tell us and we will try to put it right. We hope you will not, but if you prefer you can pay us in full for everything we have produced until that point and cancel your contract with us.

Consultancy

When we consult for you we always aim to advise you how best to achieve your goals and requirements. We will also tell you about any implications that we are aware of concerning decisions or choices of actions that you may take based on our opinions.

As part of our consultancy service we may recommend you use third-party software or services. While we are careful which third-party software or services we recommend, we do not make any guarantee or offer any warranty to its suitability for any given purpose.

Changes and revisions

Flexible projects

We prefer to work in short, very well defined cycles. The time and fee estimates in our Proposals are usually based on the amount of work we think is needed to accomplish everything you have told us you want to achieve in the first cycle.

If you change your mind or add anything new to the current work cycle, we will provide a separate time and fee estimate for that. Any changes or additions can be made in the next work cycle if they are still business priorities for you.

Fixed projects

If we are working with you under a fixed-price and fixed-deliverable contract, you can still change your mind or add new requirements to the project. We will provide a separate time and fee estimate for changes or additions.

Rates and fees

Our Proposals will usually include an estimate of the fee for delivering the goods and services outlined in the Proposal. We calculate fees based on our daily studio rate at the time we undertake the work, unless we agree otherwise. Services delivered during Unsocial Hours (before 8.30am and after 6pm weekdays; 24 hours on Saturdays, Sundays and Bank Holidays) are charged at 1.5x our hourly studio rate.

Payments

Our payment terms are 15 days unless we agree otherwise. Deposit payments are required before the project commences unless we agree otherwise. You can pay invoices by electronic transfer, credit or debit card, standing order, or direct debit.

Under the Late Payment of Commercial Debts (Interest) Act 1998, we reserve the right to charge interest on invoices that become overdue, calculated at 8% of the outstanding invoice amount plus the Bank of England Base Rate.

We retain ownership of any product, data or materials we deliver to you until your final payment of our invoice has cleared.

Copyrights

You guarantee that all elements of text, images, or other artwork you provide are either owned by yourselves, or that you have permission to use them. When your final payment has cleared, copyright will be automatically assigned as follows:

• You will own any final visual elements that we create for the project. We will give you source files and finished files.
• You own all elements of text, images, software and data you provided, unless someone else owns them.
• We will own the unique combination of visual elements and software developed that constitutes a complete deliverable. We will license its use to you, exclusively and in perpetuity for this project only.
• We reserve the right, with your permission, to display and link to your project as part of our portfolio.

Legal notes

Neither you nor we can be liable to the other for losses caused by delays or failures beyond reasonable control (acts of God, regulations, war, accident, fire, riots, strikes, illness, transportation difficulties, power or internet failure, etc.).

While we test our work, we cannot guarantee that it will be error-free. We cannot be liable to you or any third-party for damages, including lost profits or savings.

You cannot transfer your contract with us to anyone else without our permission. This contract stays in place and need not be renewed. If for some reason one part of this contract becomes illegal, invalid or unenforceable, the remaining parts of it remain in place.

Although the language is simple, the intentions are serious and this contract is a legal document under exclusive jurisdiction of English and Welsh courts.