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CONFIDENTIALITY

  • All terms and conditions of this Agreement and any confidential information must be kept confidential, unless the disclosure is required pursuant to process of law.

  • Disclosing or using this information for any purpose beyond the scope of this Agreement, or beyond the exceptions set forth above, is expressly forbidden without the prior consent of the Parties.

  • The Parties agree that the confidentiality clause in this Agreement will remain active and in power even upon the termination of this Agreement.

INTELLECTUAL PROPERTY

  • The Designer agrees that any intellectual property provided to him/her by the Client will remain the sole property of the Client, including, but not limited to, copyrights, patents, trade secret rights, and other intellectual property rights associated with any ideas, concepts, techniques, inventions, processes, works of authorship, confidential information or trade secrets.

  • The Designer will refrain from using such intellectual property upon the termination of this Agreement.

GOVERNING LAW

  • This Agreement shall be governed by and construed in accordance with the laws of ________________.

ALTERNATIVE DISPUTE RESOLUTION

  • Any dispute or difference whatsoever arising out of or in connection with this Agreement shall be submitted to arbitration/mediation/negotiation (circle one) in accordance with, and subject to the laws of ________________.

AMENDMENTS

  • The Parties agree that any amendments made to this Agreement must be in writing, where they must be signed by both Parties to this Agreement.

  • Accordingly, any amendments made by the Parties will be applied to this Agreement

ASSIGNMENT

  • The Parties hereby agree not to assign any of the responsibilities in this Agreement to a third party, unless consented to by both Parties in writing.

ENTIRE AGREEMENT

  • This Agreement contains the entire agreement and understanding among the Parties to it with respect to its subject matter, and supersedes all prior agreements, understandings, inducements and conditions, express or implied, oral or written, of any nature whatsoever with respect to its subject matter. The express terms of the Agreement control and supersede any course of performance and/or usage of the trade inconsistent with any of its terms.       

REPRESENTATION AND WARRANTIES

  • The Parties agree and disclose that they are fully authorised to enter this Agreement. Both Parties’ performances and obligations are not to violate the rights of any third party or else violate other, if any, agreements made between them and/or any other organisation, person, business or law/governmental regulation.

DISCLAIMER OF WARRANTIES

  • The Designer warrants to complete the Services listed in this Agreement as per the Client’s requirements and specifications. However, the Designer does not represent or warrant that such services provided in this Agreement will create additional sales, exposure, brand recognition, profits or other benefits.

  • In addition to the above, the Designer holds no responsibility towards the Client in the event that the delivered work does not lead to the Client’s desired results.

LIMITATION OF LIABILITY

  • Under no circumstances will either party be liable for any indirect, special, consequential, or punitive damages (including lost profits) arising out of or relating to this Agreement or the transactions it contemplates (whether for breach of contract, tort, negligence, or other form of action) in the event that such is not related to the direct result of one of the Parties’ negligence or breach.

SEVERABILITY

  • In the event that any provision of this Agreement is found to be void and unenforceable by a court of competent jurisdiction, then the remaining provisions will remain in force in accordance with the Parties’ intention.

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