1. Scope of Work: The scope of work (SOW) will be defined in the project estimate and agreed upon by both parties. Any changes to the SOW must be requested in writing and may result in additional costs and time.
2. Deliverables: The agency will provide the client with the deliverables outlined in the project estimate. All deliverables will be provided in the agreed-upon formats. Any additional formats requested by the client may incur additional charges.
3. Revisions: The project includes three rounds of revisions. Additional revisions beyond this number will be billed at our hourly rate. 
4. Project Timeline: The project timeline will be outlined in the project proposal if applicable. The agency will make reasonable efforts to meet all deadlines. The client acknowledges that any delays in providing feedback, content, or approvals may result in changes to the project timeline.
5. Payment Terms: Invoices are due within 30 days of the invoice date unless otherwise agreed in writing. If you require longer payment terms please inform us before accepting the estimate. Payments can be made via BACS. Late payments will incur a late fee of 1.5% per month on the outstanding amount, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
6. Upfront Payments: For project estimates with a value exceeding £1000, a 50% deposit is required before any work commences. The deposit is non-refundable and will be deducted from the total project fee. The remaining balance is due upon project completion. 
7. Purchase Order (PO) Requirement: For clients who use Purchase Orders (POs), a valid PO number must be provided by the client before any work on the project commences. In the case of time-sensitive projects, the agency may, at its discretion, commence work before receiving a PO number. However, the client must provide the PO number before any deliverables are released.
8. Client Responsibilities and Communication: The client agrees to provide all necessary content, feedback, and approvals in a timely manner to facilitate the project’s progress. Failure to do so will result in project delays. – If the client fails to respond to communication or provide required materials within 14 days of requesting, the agency will notify the client in writing. After 14 days of non-response, the project will be considered on hold due to client delay.
9. Delayed Projects: If a project is delayed or put on hold due to the client’s actions or lack of communication, the agency reserves the right to invoice for the work completed up to that point. The client agrees to pay the invoice within 30 days. The project may be rescheduled at the agency’s discretion, and any additional work required to complete the project will be billed separately.
10. Cancellation and Termination: Either party may terminate the project with 30 days’ written notice. The client will be responsible for payment of all work completed up to the date of termination. If the client cancels the project after work has begun, the payment is non-refundable. Termination must be in writing and is effective upon receipt.
11. Ownership and Rights: Upon full payment, the client will receive ownership of the final deliverables. The agency retains the right to use preliminary designs and final deliverables for portfolio and promotional purposes. All concepts and designs not selected by the client remain the property of the agency.
12. Confidentiality: Both parties agree to keep all confidential information disclosed during the project private and not to share it with third parties without prior written consent. This confidentiality obligation remains in effect even after the project is completed.
13. Force Majeure: The agency will not be liable for any delays or failures to perform due to causes beyond its reasonable control, including but not limited to natural disasters, acts of war, or government regulations.
14. Dispute Resolution: Any disputes arising from this agreement shall be resolved through negotiation in good faith. If the parties are unable to resolve the dispute through negotiation, it shall be submitted to mediation before pursuing any other legal remedies.
15. Indemnity: The client agrees to indemnify and hold harmless the agency from any claims, damages, liabilities, and expenses arising from the use of the deliverables, including any claims related to intellectual property rights or third-party content provided by the client.
16. Limitation of Liability: The agency’s liability for any claim arising out of this agreement shall be limited to the amount paid by the client for the specific project giving rise to the claim. The agency shall not be liable for any indirect, incidental, or consequential damages, including but not limited to loss of profits or data.
17. Governing Law: This agreement shall be governed by and construed in accordance with the laws of England and Wales. Any legal action or proceeding arising under this agreement shall be brought exclusively in the courts of England and Wales.
18. Entire Agreement: This agreement constitutes the entire agreement between the parties and supersedes all prior agreements, understandings, and negotiations, whether written or oral, relating to the subject matter of this agreement. Any amendments or modifications to this agreement must be in writing.

Additional Terms for Website Development and Hosting

1. Website Development: The agency will develop the website according to the specifications outlined in the project estimate. Any changes to the specifications must be requested in writing and may result in additional costs and time. The client agrees to provide all necessary content and feedback in a timely manner.
2. Hosting Services: The agency will provide web hosting services as detailed in the project estimate. Hosting fees are due annually in advance and are non-refundable. The client must provide at least 30 days’ written notice to cancel hosting services.  Any remaining hosting fees will not be refunded if the client terminates the hosting service before the end of the annual term.
3. Domain Registration and Renewal: The agency can assist with domain registration and renewal. The client is responsible for ensuring timely payment of renewal fees to avoid loss of domain ownership. The agency is not liable for any loss of domain due to non-payment of renewal fees.
4. Website Maintenance: The agency offers website maintenance services, including updates, backups, and security monitoring, as detailed in the project estimate.  Unscheduled or emergency maintenance requests may incur additional charges.
5. Technical Support: Technical support is available during regular business hours (Monday to Friday, 9 AM to 5 PM). Support requests can be submitted via email. Urgent support requests outside of regular hours may incur additional charges.

Additional Terms for Photography Services

1. Photography Sessions: The agency will provide photography services as outlined in the project estimate. The client agrees to provide a suitable environment and necessary permissions for the photoshoot. Any changes to the schedule or location must be communicated in advance and may incur additional fees.
2. Image Delivery: The agency will deliver the final edited images in the agreed-upon formats following the photoshoot. Raw files will not be provided to the client.
3. Usage Rights and Licensing: Upon full payment, the client will receive an exclusive, non-transferable license to use the final images for the agreed-upon purposes. The agency retains copyright of all images and reserves the right to use them for portfolio and promotional purposes. Additional usage rights may be negotiated for an additional fee.
4. Rescheduling and Cancellation: If the client needs to reschedule or cancel a photography session, they must provide at least five days notice. Sessions rescheduled or canceled with less than five days notice may incur a cancellation fee of 50% of the total session fee.

Additional Terms for AVIDD+

1. Overview
   Our AVIDD Retainer packages offer clients access to our design, development, and creative services at a fixed monthly rate, based on a 12-month commitment.
   
2. Retainer Packages and Scope
   Retainer hours can be used for creative and technical work including design, web development, and other agreed services. Work is logged and billed in 15-minute increments. Tasks will be estimated and scheduled for approval prior to commencement.
   
3. Rollover Policy
   Each retainer level includes a specific rollover allowance. Rollover is valid only within the limits stated above. Unused hours beyond the rollover period expire and are not refundable or transferable. No hours may roll over beyond the length of the contract.
   
4. Booking and Availability
   With the retainer hours scheduled in advance, we aim to accommodate your requests promptly. However, delivery timelines remain subject to our current workload and will be agreed on a per-task basis.
   
5. Overage
   If you exceed your monthly hours, the overage will be automatically deducted from the following month’s allowance only.
   
   If future hours are insufficient or fully allocated, we will bill additional time at our standard rate.
   
6. Reporting
   We will track time used and provide usage summaries on your own dedicated online dashboard. These reports help monitor how your retainer is performing and whether your current level is appropriate.
   
7. Invoicing and Payment
   Retainers are invoiced monthly in advance. Payment terms are 30 days from invoice date. Late payment may result in a pause in services until the account is brought up to date.
   
8. Termination
   Retainer levels 2 – 4 are subject to a twelve (12) month contract term, with a minimum commitment of three (3) months.
   If the Client chooses to terminate within this initial three-month period, the remaining fees for the full minimum term will become immediately payable.
   Following the initial three months, either party may terminate the agreement with thirty (30) days’ written notice.
   AVIDD reserves the right to terminate the agreement with thirty (30) days’ written notice in the event of a material breach of these terms or ongoing payment issues.
   
9. End-of-Term Review
   There is no automatic renewal. We will contact you towards the end of your contract to review the arrangement, discuss performance, and make any adjustments to the level or scope before renewal.
   
10. Sustainability Commitment
    For eligible packages, we plant trees and fund verified CO₂ offsets through trusted environmental partners. Annual totals are based on estimated contributions made on your behalf during the 12-month period.
    
11. Exclusions
    The following are not included in your retainer and will be quoted separately if needed:
    – Hosting or domain registration
    – Licensing fees (e.g., fonts, plugins, stock assets)
    – Urgent or weekend/out-of-hours work
    – Third-party or supplier charges
    
12. Intellectual Property
    You will own final deliverables once all payments are received. We retain the right to showcase work in our portfolio unless otherwise agreed.
    
13. Confidentiality
    We respect the confidentiality of your business and projects. Any sensitive information shared with us will remain confidential and will not be shared with third parties without your consent.
    
14. Standard Terms Apply
    These retainer terms supplement, and do not replace, our standard Terms and Conditions. Any matters not explicitly covered here – including (but not limited to) liability, dispute resolution, and general service terms – will be governed by our standard Terms, available on request or via our website.
    
15. Non-Retainer Work
    Any work outside the agreed scope of your retainer – whether due to exceeding hours, project type, or nature of the request – will be quoted and billed separately at our standard rate of £85/hour, unless otherwise agreed in writing.
    
    The retainer discount only applies to hours included within your active package.
    
16. Fixed pricing
    Your retainer pricing for levels 2 – 4  are fixed for the duration of the 12-month agreement. We will not increase your monthly fee during this period.