[1]
All costs provided EXCLUDE VAT where applicable and are valid for thirty days from the date of the quotation.

[2]
The costs provided when quoting are guide prices based upon what we anticipate the creative, time and production requirements to be based on previous experience and on typical processes, plus client co-operation in provision of content, meeting deadlines and approval. Within reason, additional charges may be payable if there are significant variations to this, although the client would be made aware of this in advance. Charges are unlikely to deviate from those quoted unless requirements change.

[3]
No creative or development work will commence until Cold Digital Agency has received approval of the quotation (by verbal agreement, by hand or by email) and a minimum deposit of 30% of the agreed costs (unless otherwise agreed in writing). This ensures that Cold Digital Agency is fully equipped to provide the very highest levels of service and expertise, from project inception through to completion. This also applies if a project is delivered in ‘stages’, whereby a deposit will be required before proceeding to each new stage. Once a 30% deposit is paid and work has begun this becomes non refundable. Unless otherwise agreed in writing from Cold Digital

[4]
Unless otherwise agreed in writing, the balance of payment will be due in full on invoice of project completion (e.g publishing of website, sending of Logo Design etc): failure to make final payment at this point may result in delays in project delivery. Payments should be made within 14 days of invoice. Failure to pay within the allocated time can result in an additional charge of 10% added to each project invoice.

[5]
If any project exceeds the estimated timeline agreed or extends beyond twelve weeks from approval of quotation (whichever occurs first), Cold Digital reserves the right to invoice 25% of any outstanding balance, with the remaining payable on completion.

[6] Any printing, fulfilment, mailing or third-party services that are provided by Cold Digital will require a minimum up-front payment of 100% of the agreed cost (this figure will be at the discretion of Cold Digital and may in some cases be as much as 100%). Please note that Cold Digital will be unable to proceed to this stage without receipt of or proof of this payment.

[7]
Unless otherwise stated above or previously agreed in writing, all invoices are due within 14 days of any invoice date.

[8]
Unless otherwise agreed, work will commence within seven working days of deposit receipt. Any anticipated completion date provided by Cold Digital is subject to client co-operation in provision of information, resources (such as logos, images, content etc) and approval. Cold Digital will do its best to ensure that agreed timelines are adhered to, but please be aware that circumstances, amends requested, failed supply of requested content or additional requirements may potentially result in delays. Timelines provided are estimated and Cold Digital will not be held liable due to delays caused by client passing information or approval, or any third party issues or force majeure (act of God).

[9]
Costs provided allow for presentation of a minimum of two creative options per brief for the client to choose from. In the unlikely event that the client is not satisfied with the first round of presented work, Cold Digital will develop a further round of additional creative development and presentation. If after this third round there is still no agreement on direction, Cold Digital reserves the right to potentially bring to an end any agreement with the client with no refund of deposit or payments previously made.

[10]
At the end of each stage of the process (including – but not limited to – before sending an item to print or publishing a website) the client will need to ‘sign-off’ their approval either in person or by email. No further development can be undertaken until Cold Digital is in receipt of written approval confirmation. Any amends to work after signed approval may incur additional charges for further time spent, although the client would be made aware of this in advance. [11]
Unless otherwise specified, costs quoted exclude the following where relevant: VAT; print; commissioned illustration, photography or stock images; image retouching; image scanning; copywriting; postage, in-house colour print-outs and travel; web hosting (it will often be a prerequisite to host on one of our servers, particularly if a website incorporates an e-commerce or content management system); couriers; other third-party costs incurred (such as merchant bank and payment gateway charges) etc.

[12]
It is assumed that unless otherwise stated, most copy and images will be provided by the client, although Cold Digital will contribute to this (through headlines, and top-line messages etc) as a natural part of the creative process. Cold Digital is able to provide a full copywriting service or copy advice, as well as illustration and photography at an additional cost if required.

[13]
Cold Digital works closely with sign manufacturers, installers, photographers, illustrators, film makers, interior designers and other relevant partners to provide an extensive high-quality service offering beyond immediate in-house capabilities.

[14]
Until payment is received in full, all designs, artwork and rights to design and artwork (whether in digital or printed format) remain the intellectual property of Cold Digital. Full copyright and ownership of all ‘commissioned’ work will reside with Cold Digital until full payment has been received, at which point Cold Digital will surrender to the client, all claims of ownership and full copyright for final work produced (not including alternative designs, concepts, options, files, images or documents developed throughout the process). This agreement is subject to appropriate credit and acknowledgment appearing and the agency’s right to use the work for self promotion in its portfolio, in presentations, in advertising, in print and online.

[15]
Cold Digital will never knowingly infringe any copyright or trademark and will deliver, to the best of knowledge, creative solutions that are original and unique to Cold Digital. Unless otherwise agreed in writing, it is the responsibility of the client to ensure that no copyright or trademark has been infringed and to make their own application for copyright or trademark with the ‘UK Intellectual Property Office’ if required. Cold Digital cannot be held liable for infringements by any third party or freelance designer.

[16]
If requested, Cold Digital will (at its discretion) provide the client with end-artwork in its final form (e.g. print-ready PDF; outlined EPS file etc). However Cold Digital does not by default (and possibly without further charge) provide clients with original artwork or HTML code (for example an InDesign file, layered Photoshop file or HTML source file) or any working or development files, rejected concepts and designs, images or documents generated throughout the project. Ownership and copyright of all unused or rejected files, documents and designs will reside with Cold Digital for non-exclusive future use.

[17]
Cold Digital will not at any time or in any manner, either directly or indirectly, use for our personal benefit or divulge, disclose or communicate in any manner any information that is proprietary to the client. We will act reasonably to protect such information and treat it as strictly confidential.

[18]
The client agrees to indemnify Cold Digital and keep the agency indemnified and hold the agency harmless from and against any claims, actions, proceedings, losses, liabilities, damages, costs, or expenses suffered or incurred in relation to work or services provided. Cold Digital is not liable for any loss that may occur before, during or after the development of projects undertaken. Cold Digital will not be held responsible for any delays, errors or losses arising from any third party.

[19]
The client agrees to alert Cold Digital in writing to any defects or problems in relation to work and services provided, within 30 days of the final invoice date. Cold Digital will not be liable for any claims made after this period.

[19]
Although the standard of our hosting packages are high, the Cold Digital Agency is unable to guarantee 100% up-time (as no web host would) nor accept any responsibility for any error, omission or misrepresentation in relation to the websites hosted or for any loss, damage, cost or expense (whether direct, indirect, consequential or otherwise) suffered by any user of the websites hosted. Cold Digital makes no warranties or representations of any kind that hosting will be uninterrupted, error-free or that the website or the server that hosts the website are free from viruses or other forms of harmful computer code. In no event shall Cold Digital, its employees or agents be liable for any direct, indirect or consequential damages resulting from the hosting of websites on our servers.

[20]
Appropriate credit and acknowledgment for work produced by Cold Digital should be attributed to Cold Digital where possible (for instance written in small text on the back of a printed item or at the bottom of a website) and may be referenced for the agency’s promotional purposes unless otherwise (in exceptional circumstances) prearranged with the client.

[21]
These terms and conditions of business supersede any previous versions and apply to all present and future projects unless otherwise agreed in writing. Cold Digital reserves the right to change or modify these terms at any stage with immediate effect. By agreeing to these terms, your statutory rights are not affected.