Terms of business and privacy (GDPR)
OUR TERMS & CONDITIONS OF BUSINESS
Effective 1 June 2018, by approving an estimate, accepting any of our work or continuing to do business with us, it is deemed that you are in agreement to our terms. These supersede all other agreements you may have with us.
The term “Agency” refers to ISLAND8 Design Limited of 9 Southwell Close, Grantham, Lincolnshire, NG31 8PL, United Kingdom. Registered in England at the same address. Company number: 11012316
1) All fees and costs provided exclude VAT where applicable and are valid for 14 days from the date of the estimate (E&OE).
2) The fees and costs stated when we provide an estimate are based upon what we anticipate the creative, time and production requirements to be based on previous experience and on typical processes, plus client cooperation 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 wildly deviate from those estimated unless required scope changes significantly.
3) No work will commence until the agency has received approval of the estimate (verbally or via email) and a minimum advance deposit of 60% to 100% of the agreed costs (unless otherwise agreed in writing) has been received; this ensures our agency is fully equipped to provide the very highest levels of service and expertise, from project commencement to completion. This also applies if a project is delivered in stages, whereby a deposit will be required before proceeding to each new stage and payment of our invoices are made promptly.
4) Unless otherwise agreed in writing, any balance of costs and fees will be payable upon project completion (e.g. on delivery of approved artwork, printed items, launching of website etc): failure to settle our invoices promptly may result in delays to project delivery where we reserve the right to halt any and all work being undertaken for the client.
5) Where an estimate has been provided for a project to be tackled in stages, then each stage will require full payment before the agency progresses to the next.
6) Schedule ‘creep’ – should any project exceed the overall agreed schedule, the agency reserves the right to invoice 25% of any outstanding estimate balance, with the remaining 25% payable on completion.
7) Any printing, production or third-party services that are provided by the agency will require upfront payment of 75% to 100% of any agreed costs, prior to incurring on behalf of the client.
8) Unless otherwise stated above, or previously agreed in writing, all invoices are due within 7 days of any invoice date.
9) Unless otherwise agreed in writing, work will usually commence within 5 business days after receipt of any advance invoice payment. Any anticipated completion date provided by the agency is subject to options chosen and client co-operation in provision of information, resource (brand assets, images, copy / content etc) and prompt approval. The agency will do its very best to ensure that agreed schedules are adhered to, but please be aware that circumstances where the client becomes uncontactable, large numbers of amendments are requested, or additional requests are made; may result in delays. Schedules provided are estimated and the agency will not be held liable if any project is held up due to delays in the client providing requested information, approval, third-party circumstances outside of our Agency’s control, or force majeure / act of God.
10) Depending on the type of project, estimates provided by the agency usually allow for provision of a minimum number of initial concepts with 2 rounds of feedback to allow for collaborative development prior to finalisation. In the unlikely event that the client is not satisfied with the work presented, at the Agency’s discretion, a further round may be provided. Should there be no agreement on direction at this stage; the agency reserves the right to potentially bring to an end any agreement with the client with no refund of any fees paid. An assessment will then be made by the Agency on hours burned / work provided vs estimated fees, in order to agree if any further fees and costs are payable by the client within any sum agreed.
11) Depending on the type of project, estimates provided usually allow for a maximum of 3 rounds of client feedback / amendments; beyond this, additional fees / costs may be payable, although the client would be made aware of this in advance.
12) At the end of each stage of the process (including – but not limited to – sending an item to print, or publishing a website etc) the client will be required to ‘sign-off’ by providing their approval either verbally or via email. No further work will be undertaken until the agency is in receipt of a sign-off at a key stage. Any amendments to work after a sign-off may incur additional charges for further time spent, although the client would be made aware of this in advance. It is the sole responsibility of the client to check all work thoroughly before sign-off. The agency accepts no responsibility for any typos, errors, incorrect information / content or otherwise, after client sign-off.
13) Estimates provided for larger projects allow for occasional meetings at key stages for a reasonable length of time between the agency and client. Some meetings may incur additional charges for time spent or for those called by the client in relation to low-value projects that we deem to be commercially unviable for the agency to service.
14) Unless otherwise agreed in writing, projects are subject to a ‘standard disbursement charge’ to cover anticipated costs for any in-house printing, consumables, travel etc. This is usually reflected as part of our hourly rates and will not be detailed as a separate line item on any estimate or invoice.
15) Unless otherwise specified, estimates exclude the following where relevant: VAT at the applicable rate, printing, commissioned illustration, photography, stock images, image retouching, image scanning, copywriting, postage, couriers, travel (exceeding that allocated within the ‘standard disbursement charge’ above), website hosting, hard drives or other portable data drives, software licences, other third-party costs incurred (such as international bank charges where applicable) etc.
16) It is assumed that unless included as briefed scope of work, all copy, images and content will be provided by the client.
17) The agency recommends that clients use our preferred suppliers for any printing and is able to provide competitive quotations. Although clients are not contract-bound to use the agency to provide this service, it is highly recommended for quality control and seamless delivery. Should a client prefer to use their own print supplier, the agency will simply provide artwork directly to the client. Should the agency be required to liaise with a client’s own supplier, we reserve the right to charge for our time in doing so as an additional fee, unless agreed otherwise.
18) In addition to print suppliers, the agency collaborates closely with photographers, illustrators, film makers, interior designers and other complementary partners to provide an extensive offering beyond in-house capabilities.
19) Clients should be aware that due to a variety of factors there will often be variance in colours shown between in-house proofs, on-screen colours, ‘contract’ proofs, and final printed items. These factors are determined by the source of the print or visual, type of ink or technology used in application, type of production / print process, substrate used etc. As a result, the agency is unable to 100% guarantee consistency and accuracy of colour. A scatter proof to test reproduction of design elements and a contract / ‘wet proof’ provided by the print supplier is highly-recommended (at additional cost). Without such a contract proof, the client accepts there may be inconsistencies across work produced and indemnifies the agency and its partner as a result.
20) Until all of the Agency’s fees and costs are paid in full; all designs, artwork and rights to design and artwork (whether in digital or printed format) remain the intellectual property of the agency. Full copyright and ownership of all ‘commissioned’ work will reside with the agency until full payment has been received, at which point the agency will automatically 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, presentations, publicity and marketing. Should a legal ‘transfer of title’ be required by the client, this may be drawn up by our legal advisors at their prevailing rate.
21) The agency will never knowingly infringe any copyright or trademark and will deliver, to the best of knowledge, creative solutions that are original and unique to the agency. 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’s Intellectual Property Office (IPO) and its international counterparts where required.
22) If requested, the agency will (at its discretion) provide the client with end-artwork or assets in their final form (e.g. print-ready PDF; video rushes / masters, InDesign, Illustrator or Photoshop files). The agency does not automatically provide clients with original artwork 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 the agency for non-exclusive future use at its discretion. Should a client require ownership and provision of these, the agency will consider an appropriate fee.
23) The agency will not at any time 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.
24) The client agrees to indemnify the agency 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. The agency shall not be liable for any loss that may occur before, during or after the development and delivery of any project. The agency will not be held responsible for any delays, errors or losses arising from any third party.
25) The client agrees to alert the agency in writing to any defects or problems in relation to any applicable work and services provided, within 7 days of delivery. The agency will not consider any claims made after this period. Furthermore, the agency will not consider any claim in relation to any other work provided to the client unless made within 30 days of the final project invoice. Any claims made will be considered and – if appropriate – forwarded to our legal advisors.
26) For all digital projects, unless specifically stated, the client will retain 100% ownership of the completed asset or website only (ownership is not applicable to proprietary software and programs and source code such as databases, e-commerce and/or content management systems, web application source code or video files unless otherwise agreed).
27) In no event shall the agency, its employees or agents be liable for any direct, indirect or consequential damages resulting from the hosting of websites or data on our servers or that of our partners, not withstanding the provisions of the ICO, GDPR and applicable English Laws.
28) The Agency reserves the right to commission freelance support or outsource any job if it is felt it is in the best interests of the Client. Any outsourced job remains the property/responsibility of the agency and such services are deemed to be carried out ‘indirectly’ by the Agency.
29) Cancellation after commencement of work. Unless otherwise agreed, the Agency reserves the right to retain all monies paid at the time of cancellation of any contract to compensate us for loss of scheduled work (where we would have turned away other business to service your project / job). Where costs incurred and hours committed and expended by the agency exceed the monies paid at the time of cancellation, the agency reserves the right to invoice for the balance of agreed fees and / or any extra costs as agreed in line with the previously stated terms. Should a debt recovery organisation be instructed, the agency will further add interest in line with legislation and pursue the other party for all additional costs incurred in the collection of the debt owed.
30) Appropriate credit and acknowledgment for work produced by the agency should be attributed to ‘ISLAND8 Design’ where possible (for instance written in small text on the back of a brochure or in the footer of a website) and may be referenced for the agency’s promotional purposes unless otherwise (in exceptional circumstances) prearranged with the client. It is recognised that provision of a credit is not always possible due to design constraints.
31) These terms and conditions of business supersede any previous versions and apply to all present and future projects unless otherwise agreed in writing. The agency reserves the right to change or modify these terms at any stage with immediate effect – including any agreements that pre-date these new terms, so please ensure you check this pager regularly. By agreeing to these terms, your statutory rights are not affected.
32) The Agency holds active policies of Public Liability and Employer insurances as required by Law.
33) The Agency holds active Professional Indemnity insurance with cover of no less than £1,000,000 GBP. Additional levels of cover and specific terms can be provided to clients by the agency (subject to negotiation and agreement by our legal advisors and insurance underwriters) with the cost recharged to the client.
34) These terms and conditions of business shall be governed by and construed in accordance with English law and the parties submit to the exclusive jurisdiction of the English courts.
Last amended: 01 June 2018
GDPR: DATA PRIVACY NOTICE FOR CLIENTS AND SUPPLIERS
This policy and the provisions of the General Data Protection Regulations (GDPR) are designed to protect individual’s information. Business contacts and information are considered to be in the public domain and therefore not covered. The GDPR is in force from 25th May 2018.
ISLAND8 Design Limited (“We”) are committed to protecting and respecting your privacy.
The rules on processing of personal data are set out in the General Data Protection Regulation (the “GDPR”).
Data controller – A controller determines the purposes and means of processing personal data.
Data processor – A processor is responsible for processing personal data on behalf of a controller.
Data subject – Natural person
Categories of data: Personal data and special categories of personal data
Personal data – The GDPR applies to ‘personal data’ meaning any information relating to an identifiable person who can be directly or indirectly identified in particular by reference to an identifier (as explained in Article 6 of GDPR). For example name, passport number, home address or private email address. Online identifiers include IP addresses and cookies.
Special categories personal data – The GDPR refers to sensitive personal data as ‘special categories of personal data’ (as explained in Article 9 of GDPR). The special categories specifically include genetic data, and biometric data where processed to uniquely identify an individual. Other examples include racial and ethnic origin, sexual orientation, health data, trade union membership, political opinions, religious or philosophical beliefs.
Processing – means any operation or set of operations which is performed on personal data or on sets of personal data, whether or not by automated means, such as collection, recording, organisation, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.
Third party – means a natural or legal person, public authority, agency or body other than the data subject, controller, processor and persons who, under the direct authority of the controller or processor, are authorised to process personal data.
2. Who are we?
ISLAND8 Design Limited is the data controller. This means we decide how your personal data is processed and for what purposes. Our contact details are: ISLAND8 Design Ltd, 9 Southwell Close, Grantham, Lincolnshire, NG31 8PL, United Kingdom. For all data matters email email@example.com
3. The purpose(s) of processing your personal data
We use your personal data for the following purposes:
a) To liaise on a day to day basis with our client point of contacts
b) To enable us to administer account matters in relation to ongoing projects and contracts
c) To enable us to provide creative, consulting, digital and design services to our clients
d) To respond to requests from clients and briefs supplied to us
e) To administer our finance, accounting and invoicing systems
f) The supply of any services you request. This may include passing details to third party suppliers with whom we have negotiated or placed an order on your behalf and within the terms of any active non-disclosure agreement, or those appointed by you whom we have been asked to work with on your behalf
g) To meet our legal and regulatory obligations
h) Website usage information is collected using cookies.
With the exception of any external organisations listed below we will not sell or share any personally identifiable information collected by us to any third party:
a. HM Revenue & Customs (as required by Law)
We will retain all given information on the following basis:
All information required to administer our accounts system, including bank account details, are stored online with HSBC (bank) and QuickBooks who have their own compliance processes to ensure the security of personal data.
We do not collect personal information to use for in email marketing.
All other contact details and information will be retained indefinitely either on a local hard drive or in paper form stored in locked filing cabinets or as such time as a client ceases to retain our services or a contact wishes to longer receive any contact from ISLAND8 Design Ltd.
Cookies are text files placed on your computer to collect standard internet log information and visitor behaviour information. This information is used to track visitor use to the website and to compile statistical reports on website activity.
4. The categories of personal data concerned
With reference to the categories of personal data described in the definitions section, we process the following categories of your data; Personal data; Client contact names, business telephone numbers and emails only
5. What is our legal basis for processing your personal data?
Our lawful basis for processing your general personal data:
a. We may enter your details into our third party accounting service provided by QuickBooks and our nominated accountancy professional advisors.
b. We hold information from suppliers in the interest of our clients to be able to provide services to them. We may also pass client information to a supplier in the discharge of our contracted obligation which we will notify to the client.
6. Sharing your personal data
a. Your personal data will be treated as strictly confidential, and will be shared only with third parties responsible to enable the function of our business such as our accountant.
b. We keep your personal data for no longer than reasonably necessary in order to keep historical project information and/or related costs or matters of dispute arising from projects we have delivered. Once we cease a client/supplier relationship we will destroy all personal information after a period of 12 months. We may retain minimal information for historical accounting purposes.
7. Providing us with your personal data
We require your personal data as it is a requirement necessary to enter into a contract and allow us to perform our duties under reasonable client/supplier terms.
8. Your rights and your personal data
Unless subject to an exemption under the GDPR, you have the following rights with respect to your personal data:
– The right to request a copy of the personal data which we hold about you
– The right to request that we correct any personal data if it is found to be inaccurate or out of date;
– The right to request your personal data is erased where it is no longer necessary to retain such data;
– The right to request that we provide you with your personal data and where possible, to transmit that data directly to another data controller, (known as the right to data portability), (where applicable i.e. where the processing is based on consent or is necessary for the performance of a contract with the data subject and where the data controller processes the data by automated means);
– The right, where there is a dispute in relation to the accuracy or processing of your personal data, to request a restriction is placed on further processing;
– The right to object to the processing of personal data, (where applicable i.e. where processing is based on legitimate interests (or the performance of a task in the public interest/exercise of official authority); direct marketing and processing for the purposes of scientific/historical research and statistics).
We do not transfer personal data outside the EEA.
9. Automated Decision Making
We do not use any form of automated decision making via a third party or software.
10. Further processing
If we wish to use your personal data for a new purpose, not covered by this Data Privacy Notice, then we will provide you with a new notice explaining this new use prior to commencing the processing and setting out the relevant purposes and processing conditions.
12. How to make a complaint
To exercise all relevant rights, queries or complaints please in the first instance contact our Data Protection Officer by emailing firstname.lastname@example.org
If this does not resolve your complaint to your satisfaction, you have the right to lodge a complaint with the Information Commissioners Office on 03031231113 or via email https://ico.org.uk/global/contact-us/email/ or at the Information Commissioner’s Office, Wycliffe House, Water Lane, Wilmslow, Cheshire, SK9 5AF, England.
Last amended: 01 June 2018
9 Southwell Close, Grantham, Lincolnshire, NG31 8PL
+44 (0) 7593 709 713
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