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You have hired 2 Guys Design to create or perform graphic design work. The following sets forth the agreement between us and binds us both. 2 Guys Design believes in transparency in everything we do, so we tried to keep this document as clear as possible. If you have any questions about the intent or implications of anything included here, please ask your designer.
Just so we are clear, 2 Guys Design sometimes goes by “Company,” “We,” “Us,” “Our,” “Designer,” or similar phrases inside this document. When talking about “You,” Your,” “Client,” or “Customer”, that means the person reading this now or those who purchase our Services. Also, ”Services” or “Service” means any text, image, photograph, user-interface, data, or any other content (digital or otherwise) created by Us. “Website” shall mean the www.2GuysDesign.com website as well as any other media form, media channel, mobile website, or mobile application related, owned and operated by, or connected to Us. Supplemental terms and conditions or documents that may be posted on the Website from time to time, are hereby expressly incorporated into this Agreement by reference.
You agree that We have the right to accept, deny, or remove any project, product, and/or user provided content that is found to be contrary to these Terms or to the values and beliefs of the owners of 2 Guys Design. This includes without limitation projects or content that are or depict illegal, obscene, indecent, or defamatory actions. Also, we may refuse or remove service to projects which incite religious, gender, racial, ethnic, or sexual orientation hatred. Information found, or brought to our attention, which appears in our sole judgement to violate the law will be provided to the appropriate authorities. Understand, that even though in line with our Privacy Policy which states we will not give out or sell your personal information to private or public entities, we may be persuaded to do so by law enforcement or governmental inspection.
Company makes no representation that the Website is appropriate or available in other locations other than where it is operated by Company. The information provided on the Website is not intended for distribution to or use by any person or entity in any jurisdiction of country where such distribution or use would be contrary to law or regulation of which would subject Company to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Website from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.
All users who are minors in the jurisdiction in which they reside (generally under the age of 18) are not permitted to register for the Website or use the Company Services.
YOU ACCEPT AND AGREE TO BE BOUND BY THIS AGREEMENT BY ACKNOWLEDGING SUCH ACCEPTANCE DURING THE REGISTRATION PROCESS (IF APPLICABLE) AND ALSO BY CONTINUING TO USE THE WEBSITE. IF YOU DO NOT AGREE TO ABIDE BY THIS AGREEMENT, OR TO MODIFICATIONS THAT COMPANY MAY MAKE TO THIS AGREEMENT IN THE FUTURE, DO NOT USE OR ACCESS OR CONTINUE TO USE OR ACCESS THE COMPANY SERVICES OR THE WEBSITE.
All work performed by Us is custom work. Fee estimates for design services are based upon the set price to complete Phase 1 of the project. Any revisions or additions to the project beyond Phase 1 will be billed as additional services at our current hourly rate.
I.2 Overtime fees are charged at 200%. Overtime is defined as any work that is expedited per the client’s request and agreed to by the Designer.
I.3 Payment is due upon receipt of finished work or upon receipt of an invoice unless otherwise stated. Customer may negotiate an Open Account status with Designer, which may incur late charges and/or interest. Open Accounts are granted by Designer and may be revoked at any time that payments are in arrears (late). Payments are due thirty (30) days after the statement date or as specified in the invoice. In the event that payments are not received by the due date stated on the invoice, a 5% late-fee, or the legally allowable maximum if exceeded, will be assessed every ten (10) business days the payment is not received.Unpaid balances after sixty (60) days are subject to a $50.00 re-billing fee. Returned checks are subject to a $25.00 returned check fee as well as a re-billing fee.
I.4 Client will reimburse Designer reasonable expenses with prior approval for required elements (stock photos, client specified fonts, etc.).This reimbursement may be invoiced prior to the completion of work.
I.5 Projects may require a non-refundable downpayment before work may begin. 2 Guys Design bills You through an online billing account for purchases of products and/or services. You agree to pay Us all charges at the prices then in effect for the products you or other persons using your billing account may purchase, and you authorize Us to charge your chosen payment provider for any such purchases. You agree to make payment using that selected payment method. If you have ordered a product or service that is subject to recurring charges they you consent to our charging your payment method on a recurring basis, without your prior approval from you for each recurring charge until such time as you cancel the applicable product or service. We reserve the right to correct any errors or mistakes in pricing that it makes even if it has already requested or received payment. Sales tax will be added to sales price of purchases as deemed required by Us. We may change prices at any time. All payments shall be in U. S. dollars.
All work performed by 2 Guys Design is custom work performed under standards and specifications stated and attached to this document.Unless otherwise stated, the fee quoted includes the final art for production.The fee stated for graphic design, original, and literary work is based upon a set list of prices which are entitled to change at any time at the discretion of the Designer and without prior notification. Any revisions, additions, or alterations to the services described shall be billed as additional services at our current hourly rate. In addition, You will be responsible for all out-of-pocket expenses with respect to any change in specifications or scope of work after Phase 1 has begun.
Any information supplied by one party to the other marked as “confidential” must be used only for the purposes of this agreement and must not be disclosed to other parties without the discloser’s written consent. This does not apply to information that is publicly available or that the recipient already properly knew, developed, or received independently. When this agreement terminates, 2 Guys Design must return to Client any and all materials containing confidential information. Confidentiality obligations survive termination of this agreement.
Upon receipt of full payment, the Designer grants to the Customer the right to exactly reproduce and use the work delivered and commissioned hereunder in connection with Customer’s business or organization without restriction to time. Customer’s right to such usage of the work as a whole shall be exclusive, except that Designer retains for itself, its successors, and assigned the right to use all works produced by Designer in advertising as examples. All rights not expressly granted hereunder are reserved to Designer. If Customer wishes to make any additional uses of the work, Customer agrees to seek permission from Designer, and make such payments as may be agreed to between the parties. Copyright is synonymous with “created by” therefore copyright belongs to Designer.
IV.2 Upon receipt of full payment (including fees and additional charges if applicable), finished produced materials (brochures, booklets, stationery, etc.) or image files (ads, logos, etc.) delivered to Customer shall become the property of Customer. Once paid in full by Client, these finished produced materials will be royalty-free. This license is perpetual and irrevocable except as provided in the “Early Termination” section. HOWEVER, the ownership and rights in and attendant to original artwork, including but not limited to the final work and all preliminary sketches, elements, drafts, and other preliminary materials created by Designer shall remain with Designer. Customer’s rights to use said work are limited to those stated herein. Customer does not have any right to additional digital files created by Designer. This allows designer to post final commissioned pieces in portfolios, advertisements, literature, etc. at the sole discretion of Designer without further notification to Client for the purpose of self-promotion. You will not remove, conceal, or alter any copyright notice, byline information, disclaimer, restriction, or other notice posted in connection with the Services or any portion thereof.
Customer agrees and warrants that all materials provided by Customer to Designer for use or incorporation into the work specified hereunder, including but not limited to photographs, artwork, name(s), trade-names, trademarks, slogans, text, and graphics, are either the property of Customer or Customer has the right to use or include said materials in the work without infringing upon the rights of any other persona or entity. Customer further agrees to indemnify and hold Designer harmless from and against any and all claims, losses, or damages including reasonable attorney’s fees and costs incurred in the defense of such.
Customer will receive the final design for review and approval through the client log-in section and/or by email. If changes to the content or design is requested, they will be be completed within the bounds of Phase 1, but still bound by the total revisions maximum, and a new proof will be presented to the customer. Upon receiving the customer’s approval to print, files will be sent to the Printer. Designer will not be held responsible (financially or otherwise) for errors after the customer’s approval to print has been received. Any charges after reprinting will be the sole responsibility of the customer and will be billed at the standard hourly rate. The Customer will be responsible for all printing costs which are in addition to the stated design charges. Please note, at this time Designer does not perform most printing duties in-house and hires third parties for printing services. It is the Customer’s right to decline printing and accept digital versions to be printed at a later time.
In Web Design projects, Designer shall place on the work in a non-intrusive location and fashion a Designer credit line, or Byline, that reads but is not limited to:
Lovingly designed by 2 Guys Design,
Springfield, IL • www.2GuysDesign.com
Customer agrees to retain this Designer credit line in its location and not to tamper with or remove it. If Customer removes or modifies this credit line without consent of the Designer, Customer will be subject to a $75 violation fine which will recur every ten (10) days after notification until the Designer credit line is returned by Customer.
Customer reserves the right to terminate this contract before completion of work by Designer by giving notice thereof. Stated set price becomes null, however Customer shall pay Designer for all hours expended on the project up to and including the date of termination at the current hourly rate with a one-hour minimum. Customer shall further reimburse Designer for all out-of-pocket expenses incurred during work on terminated project. Let it be fully understood that if a project is prematurely terminated no design work (final or otherwise) will be due to Customer when work is terminated before the work is completed. Let it be further understood that upon early termination, any license Client has to the work is immediately revoked.
2 Guys Design and its Services may contain links to third-party websites or other services. This Linked Content is not under our control and we are not responsible for the Linked Content.
2 Guys Design is an independent contractor, not an employee of Client. 2 Guys Design is solely responsible for all taxes, withholdings, insurance, and any other obligations that may apply to an independent contractor.
If the performance of any part of these Terms by either party is prevented, hindered, delayed or otherwise made impracticable by reason of any flood, riot, fire, theft, vandalism, judicial or governmental action, labor disputes, act of God, or any other causes beyond the control of either party, that party shall be excused from such to the extent that such performance is prevented, hindered, or delayed by such causes.
By using Our Services, you represent and warrant that:
XII.2 You also agree to: (a) provide true, accurate, current, and complete information about yourself as prompted by Our registration from and (b) maintain and promptly update registration data to keep it true, accurate, current, and complete. If you provide any information that is untrue, inaccurate, not current, or incomplete, or We have reasonable ground to suspect that such information is untrue, inaccurate, not current, or incomplete, We have the right to suspend or terminate your account and refuse any and current or future use of our Services (or any portion thereof).
XII.3 We reserve the right to remove or reclaim or change a user name you select if we detrain appropriate in our discretion, such as when the user name is obscene or otherwise objectionable or when a trademark owner complains about a username that does not closely relate to user’s actual name.
The content on our Website (“Company Content,” “Our Content”) and the trademarks, service marks, and logos contained therein (“Marks”) are owned by or licensed to Company, and are subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Our Content includes, without limitation, all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics. All Company graphics, logos, designs, page headers, button icons, scripts, and service names are registered trademarks, common law trademarks, or trade dress of Company in the United States and/or other countries. Company’s trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company.
XIII.2 Company Content on the Website is provided to you “AS IS” for your information and personal use only and may to be used, copied, reproduced, aggregated, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purpose whatsoever without the prior written content of the respective owners. Provided that you are eligible to use the Website, you are granted a limited license to access and use the Website and the Company Content and to download or print a copy of any portion of the Company Content to which you have property gained access solely for your personal non-commercial use. Company reserves all rights not expressly granted to you in and to the Website and Company Content and Marks. Third Party Websites and Content 2 Guys Design and its Services may contain, or You may be sent through our Services, links to third party websites or other services. This Linked Content is not under Our control and we are not responsible for such Linked Content.
This agreement will be between the Client and 2 Guys Design and neither is allowed to delegate, transfer, or assign it to a third party without the written consent of the other. This is the parties’ entire agreement on this matter, superseding all previous negotiations or agreements. It can only be changed by mutual written consent.
IXV.2 In the event that anything included in this document is found to be contrary to local, state, or federal laws by a court of competent jurisdiction, Designer shall yield to those infringed laws. All other terms included in this document excluding those which infringe local, state, or federal laws shall remain in full force and effect.
This agreement shall be governed by the laws of the State of Illinois, USA. No suit or other action arising out of this agreement may be brought except in courts of Sangamon County, State of Illinois, The United States of America. The prevailing party in any litigation arising out of this agreement shall be entitled to an award of reasonable attorney fees and costs. In no event, shall any claim, action, or preceding by You related in any way to the Website, or Our Services be instituted more than one (1) year after the cause of action arose.
XV.2 Informal Resolution. To expedite resolution and control the costs of any dispute, controversy, or claim related to this Agreement (“Dispute”), You and Company agree to first attempt to negotiate any Dispute (expect those Disputes expressly provided below) informally for at least thirty (30) days before initiating any arbitration or court proceedings. Such informal negotiations commence upon written notice from one person to the other.
XV.3 Binding Arbitration. If You and Company are unable to resolve a Dispute through informal negotiations, either You or Company may elect to have the Dispute finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party shall be final and binding on the other. YOU UNDERSTAND THAT ABSENT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO USE IN COURT AND HAVE A JURY TRIAL. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”) and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes (“AAA Consumer Rules”), both of which are available at the AAA website www.adr.org. The determination of whether a Dispute is subject to arbitration shall be governed by the Federal Arbitration Act and determined by a court rather than an arbitrator. Your arbitration fees and your share of arbitrator compensations shall be governed by the AAA Consumer Rules and, where appropriate, limited by the AAA Consumer Rules. Except where otherwise required by the applicable AAA rules or applicable law, the arbitration will take place in Sangamon County, State of Illinois, The United States of America. Except as otherwise provided in this Agreement, You and Company may litigate in court to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgement on the award entered by the arbitrator.
Your use of the Company Services includes the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY AND TO PAY FOR USCH AGREEMENTS AND TRANSACTIONS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO RELATING TO THE COMPANY SERVICES, INCLUDING NOTICES OF CANCELLATIONS, POLICES, CONTRACTS, AND APPLICATIONS. In order to access and retain your electronic records, You may be required to have certain hardware and software, which are your sole responsibility.
XVI.2 Electronic Signatures
Users are allowed on 2 Guys Design to transmit and receive valid electronic signatures in the United States under the Electronic Signatures in Global and National Commerce Act (E-Sign Act) of 2000 and the Uniform Electronic Transactions Act (UETA) of 1999 as adopted by individual states. Users’ signatures and identities are not authenticated on 2 Guys Design.
From time to time, these Terms of Service are updated to reflect current work practices and terminology. The current version may always be requested via email.
These terms and conditions were last updated on December 29, 2018.
