Ice Nine Terms & Conditions Version 3.1, last updated on September 7th, 2017.
Here's the quick version.
You (the Client), are hiring us (Ice Nine Studios) to produce work for you such as a website, a proposal design, or other design project for the price we outline in our proposal or on our website.
By hiring us, you are agreeing that you have the authority to enter into an agreement on behalf of yourself, your company, or your organization. You'll give us everything we need to complete the project as and when and in the format we need it. You'll review our work; provide feedback and approval in a timely manner too. Deadlines work two ways, so you'll also be bound by dates we set together. You also agree to stick to our payment schedule.
We have the experience and ability to do everything we've promised you and we'll do it all in a professional and timely manner. We'll endeavour to meet every deadline and milestone that's set. You'll have plenty of opportunities to review our work and provide feedback. We'll have regular, possibly daily contact.
We specify in our Fair Use Policy how revisions work. Revisions can not include completely new un-agreed upon elements. We're happy to be flexible. If you want to change your mind or add anything new, that won't be a problem as we'll provide a separate estimate for that.
We specify in our Payments Policy how payment schedules work. All projects quoted at under $3000 USD require full up front payment. For projects over $3000 USD, we specify how our payment plan works.
The final deliverables for most types of work will be provided via Dropbox for 30 Days once the project is complete (except in the case of things like websites and proposals, those you'll have access to in other ways).
By utilizing any of the Ice Nine Services, you accept these terms (and any other terms included in the proposal). Everyone should keep a copy for their records. Our terms will be updated from time to time, so it's a good idea to print or take a screenshot of this page for your records.
Want more details? Here are some of the specifics.
Fair Use Policy
Schedule & Punctuality
In order to ensure that we can do our best work on your project, we have certain practices and internal policies in place to ensure that we stick to the schedules we submit to our clients. That commitment goes both ways, so please make sure to read the following terms to know what we will need from you to deliver your project on time.
We will submit first drafts of the project deliverables according to the timeline outlined in the Project Proposal, effective when you sign the proposal and pay (in full) the invoice we send your way.
To do this, we will need initial direction from you, and all the content required to complete the project, such as text, company logo, and photos.
Upon completion of this stage, we'll ask you to confirm acceptance for the basic design. Once this acceptance is received from the Client, the work necessary to complete the project will continue.
By agreeing to our terms, you are acknowledging that you are be responsible for performing the following in a reasonable and timely manner:
- Coordination of any decision-making with parties other than the Studio.
- Provision of Client Content in a form suitable for reproduction or incorporation into the Deliverables without further preparation.
- Final proofreading
Within 7 business days of the receipt of each deliverable, you will provide us, in writing, of any failure of such deliverable to comply with the specifications as agreed on in the proposal, or of any other objections, corrections, changes or amendments you'd like made to the deliverable.
Any such written notice must be sufficient to identify with clarity the objection, correction, change, or amendment, and the we'll get to work to correct it.
In the absence of any such notice from you within those 7 business days, the deliverable shall be deemed accepted, thus becoming a final deliverable. Any changes and amendments thereafter will be invoiced at our hourly rate of $99 per hour, with a 2 hour minimum.
The Pause Clause
If a client deliverable — such as input, approvals, or payment — is late more than 10 business days the project will be considered “on hold.” Once the deliverable is received and the project is reactivated, it will be rescheduled according to our current workload and availability.
In addition, the project will be subject to a reactivation fee equal to 10% of the remaining balance of the project plus any costs incurred by placing the project on hold (such as website hosting fees).
To be clear, it is imperative that you communicate with us upfront and early if you anticipate significant delays. It may be weeks before we can get your project back in the queue. We understand that there are sometimes extenuating circumstances and we’re happy to work with you in advance to find ways to keep your project on track.
Rounds of Revision
At Ice Nine, we're committed to ensuring that our final deliverable to you provides real results for your business. To that end, we provide an industry-standard 3 rounds of revision for each deliverable. An example of this would include...
- You provide us with a list of revisions for the deliverable (be it copy or design). This list should be complete in that it should contain every edit you'd like in the final deliverable.
- Once you've confirmed your changes, we will implement them and send you an updated deliverable. This concludes the first round of revisions.
- If the deliverable continues to need revisions, we will repeat the process up to two additional times, with each resubmitted deliverable concluding a round of revision.
Any changes requested beyond these rounds of revision will be subject to the fees outlined in our Additional Cost Allowances Policy.
We pride ourselves in providing excellent customer service. To that end, we actively encourage input from our clients during the design process. However, if you request significant changes to a deliverable that already has been built to your specification, please note that our agreement does not include a provision for significant modification or creation of additional work in excess of our original agreement.
If significant modification is requested after a deliverable has been built to your specifications, it is considered an additional deliverable. Some examples of significant project modification at the request of the Client could include:
- Designing a new website layout or structure to accommodate a substantial redesign.
- Recreating or significantly modifying a logo and/or graphic.
- Replacing more than 100 words of body copy to any given page.
- Creating sections for a Proposify template after the template content (copy) has already been approved.
If significant modification is requested by the Client, an invoice with estimated costs will be submitted for Client approval and payment prior to changes being done.
By using our services, you guarantee that all elements of text, images or other artwork you provide are either owned by your good selves, or that you have permission to use them.
By doing so, you're granting us a license to use, reproduce, and modify your content in connection with the delivery of our services.
We reserve the right to assign certain subcontractors to projects to ensure the right fit for the job as well as on-time completion. We warrant all work completed by subcontractors for this project.
When your final payment has cleared and the project is complete, copyright will be automatically assigned as follows:
- You'll own the visual elements that we create for this project. We'll give you the finished files and you should keep them somewhere safe as we're not required to keep a copy.
- You'll own the rights to use any stock elements for the final deliverable. For example, a stock photograph licensed for your website may be used for that website, but you will be required to pay any licensing fees to use that image in your other marketing materials.
- You own all elements of text, images and data you provided, unless someone else owns them.
We love to show off our work and share what we've learned with other people, so we reserve the right to discuss, display, and link to your project as part of our portfolio and to write about it on websites, in magazine articles, and in books.
Since we work with subcontractors on projects, and they will also have the same rights to reference and display your project in their respective portfolios.
In the case of projects that may contain sensitive and/or proprietary data, such as a Proposify proposal, we will never share information that is obviously sensitive and/or proprietary (for example, pricing tables). If there are specific sections of your proposal that you anticipate will contain sensitive information, please let us know ahead of time and we will plan accordingly.
All projects quoted at under $3000 USD require 100% upfront payment. No exceptions. Additional costs (if any) associated with modifications to the scope of work will be invoiced separately at a significant project milestone.
For projects quoted at over $3000 USD, we understand that it's not always possible to pay in one go. Thus, on request, we provide the option to make two 50% payments - the first is due before we start working on your project, and the second is due before we turn over the final deliverable. By using our services, you agree that any work we've done for you does not belong to you in any way until your account is completely paid up.
We also reserve the right to place projects on hold until payment has cleared. Any missed deadlines or delays caused by the lack of prompt payment are your sole responsibility, and should a pattern of poor conduct be established, we reserve the right to terminate your project and invoice you for any hours worked, billed at our full rate of $99 per hour.
We understand that life happens! If a payment delay is anticipated, please contact us immediately so we can adjust accordingly. We hope this never happens, but if collection proves necessary, you responsible for paying all fees incurred by that process.
Payments can be made by Credit Card via Stripe, and through a variety of other methods using PayPal.
All PayPal payments should be sent to:
Additional Cost Allowances
If you would like to purchase extra assets for your project, we'll be happy to include that in the project proposal. Once that's been signed and finalized, you are responsible for reimbursing us for any additional project costs (at your request) that are not delineated in the initial project quote. Examples of this could include:
- Purchase of specific fonts at your request.
- Purchase of specific photography at your request.
- Purchase of other third-party services at your request.
- Rounds of revisions beyond our standard three rounds.
Additional services or alterations outside the scope of the proposal will be quoted as needed at a base rate of $99 per hour, with a 2 hour minimum.
You represent to us and unconditionally guarantee that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to us for inclusion and/or use producing the deliverables are owned by you, or that you have permission from the rightful owner to use each of these elements, and will hold harmless, protect, and defend the Studio and its subcontractors from any claim or suit arising from the use of such elements should it turn out that you did not in fact, have permission.
Additionally, you agree that no material submitted as a proposal nor for publication will contain anything leading to an abusive or unethical use of our services. Abusive, obscene, and/or unethical materials include, but are not limited to: pornography, obscenity, nudity, violations of privacy, computer viruses, harassment, illegal activity, spamming, advocacy of illegal activity, and any infringement of privacy.
We reserve the sole right to determine what is abusive, obscene, and/or unethical practice.
It is also understood that we will not publish content nor perform any action at your request which we have reason to believe may lead to the harm of another person.
Just like a parking ticket, you can't transfer this agreement to anyone else without our permission. These terms stay in place and need not be renewed. Although we do our best to keep the language simple, the intentions are serious and these are legally binding terms under the exclusive jurisdiction of Nova Scotia, Canada.
We can't guarantee that our work will be error-free and so we can't be liable to you or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if you've advised us of them.
We are an independent consulting company, not your employees. We will provide services under your general direction but we will determine the manner and means by which the services are accomplished.
Working together does not create a partnership nor joint venture, and neither party is authorized to act as agent nor bind the other party, except as expressly stated in a proposal. All rights granted to you are contractual in nature and are wholly defined by the express written agreement of the parties and the various terms and conditions of our proposals.
Although project ownership transfers to you once the final project payment has cleared, we will always retain the right to include the deliverables and all draft designs in our portfolio.
Finally, if any provision of these terms shall be deemed unlawful, void, or for any reason unenforceable, then that provision is severable from the rest of our terms and will not affect the validity and enforceability of any remaining provisions.