Your purchase is a contract for services at an hourly rate/project rate between Maggie Jo + Contractors/Assigns/Associates as necessary for the completion of your order. Maggie Jo + Associates will hereinafter be called “Company”, “Consultant” and/or “Designer” and service purchasers are hereinafter called “Customer” or “Client”. Although Maggie Jo is a registered attorney, services rendered and offered via this site are for artistic design and business strategy services ONLY, and shall not and will not deem an Attorney-Client relationship. Legal advice will not be given unless specifically agreed in a supplementary legal services and retainer agreement in a jurisdiction of active licensure.

 

Any notice required or permitted to be given under this contract for services shall be sufficient if in writing via electronic mail as to customer at the registered address and Maggie Jo via mjh@maggiejo.com. Any change in information must be relayed to the other party to assure contact within seven (7) days of change.

 

Company agrees that, for consideration that is acknowledged below, any works of authorship commissioned pursuant to this Agreement (the "Works") shall be considered “works-made-for-hire” as that term is defined under U.S. Copyright Law. To the extent that any such Work created for Customer by Company is not a work made for hire belonging to Client, Company hereby assigns and transfers to Client all rights Company has or may acquire to all such works with exception to those listed specifically in quotation/order. Company agrees to sign and deliver to Client, either during or subsequent to the term of this Agreement, such other documents as Company considers desirable to evidence the assignment of copyright.

 

Company agrees to provide digital copies of work performed for hire, upon full and proper payment, via cloud drive or electronic mail methods. It is Client/Customer’s duty to back-up all files as received as Company cannot guarantee the future ability to provide copies of work. It is expected that files transferred be downloaded and backed-up by Customer within thirty (30) days of receipt.

 

Client/Customer hereby authorizes Company the ability to utilize works-made-for-hire or any proofs thereof, in electronic or tangible Company portfolios, or supply images thereof in future potential business acquisition discussions, for purposes of marketing Company or for other purposes to sample the work of Company.  A License for the life of the Artist, Company + Associates is granted by Client to Company unless otherwise agreed. 

 

Client hereby accepts that images, writings and other intellectual property created for hire may be capable of trademark and/or copyright registration, but such services/registrations are not included in this contract nor contemplated nor researched with the USPTO or similar entities.  Legal services outside, separate, and apart from this design contract will be necessary if Customer seeks such protections, and such legal services require the retainer of an intellectual property professional duly licensed to practice in state and federal capacities. However, Company may utilize a Trademark symbol (™) in designs, as applicable,  but an “R” or ® symbol will not be utilized unless authorization has been sought and received from the United States Patent and Trademark Office or similar state/international entities, and proof thereof shown.  Copyright symbols, such as ©, may be utilized, as applicable, but do not indicate registration, unless sought and received outside of this contractual agreement for art services and consulting. Company does not warrant or guarantee the works made for hire to be free from any copyright, trademark, service mark or other intellectual property lawsuit.  Company does not conduct USPTO research to verify the originality or novelty of works created.  Coincidental or accidental duplication or similarity is possible, and Company is not responsible for consequences thereof.  It is expected Clients will proof designs and other intellectual property accordingly prior to any publications.

 

Client and, if applicable, retaining party(ies), co-owners/partners/shareholders of corporate Client, are jointly and severally responsible for fees due for services rendered by Company. 

 

Fees will be charged at the rate or project price agreed, and Company agrees that overages will be discussed/billed in advance and are due within 30 days unless otherwise agreed in writing. There are no limitations or opinions as to maximum fees or costs unless agreed.

 

Company will perform the creative and consulting services called for under this agreement, keep Client informed of progress and developments, and respond promptly to Client’s inquiries and communications. Client will be truthful and cooperative with Company; keep Company reasonably informed of developments and of Client’s address, telephone numbers and whereabouts; and make payments required by this agreement in a timely manner.  Client will timely respond to Company’s requests for information and payment. If Client/Customer is non-responsive for 30+ days, this agreement may terminate.  Company’s services under this agreement would also cease when if funding ceases for 30 or more days, or a written request is made by either party to terminate this agreement, or 365 days from the date of initiation unless otherwise agreed in writing.  After 365 days, if Customer/Client has been non-responsive to requests/proofs, the funds are forfeited and the agreement terminates.  In such event, a new purchase will be required to continue services.  Client’s failure to timely act upon requests under this agreement or failure of Client to contact Company regarding a change of communication method preferences resulting in non-communication will result in termination of this agreement in accordance with the aforementioned method (lack of funding for 30+ days, written termination request + 30 days, or 365 days from date of agreement). 

 

Service pricing is guaranteed if utilized within 365 days of payment, otherwise, rates may change at Company’s discretion.

 

Client/Customer understands that this service agreement contemplates remote contractual service completion and any costs for travel, printing, advertising fees, fines, production costs, etc. will be the additional responsibility of Client/Customer unless discussed/included in advance. If payment is required for printing or other services, separate funding may be requested to do such.  At the request of Company, Client will be responsible for supplying the necessary payment information.  Any and all funds required for costs shall be provided by Client up front.  No contractual relationships will exist between third parties and Company on the behalf of Client unless otherwise agreed in writing signed by both parties. Travel required by Client needs will be discussed as needed with the understanding that Client shall cover costs necessary to perform work under this agreement unless otherwise agreed.

 

In the event that fees/costs are billed to Client/Customer, unpaid fees and costs will bear interest at the rate of fifteen (15%) percent per month beginning on the thirtieth (30th) day after the date in which funds are due to Company.  Company may stop all work and withdraw authority to utilize products/works-made-for-hire if payment terms in this agreement are violated in any manner.  Any fees demanded that are unpaid after 60 days will affect Client/Customer’s ownership of the works-made-for-hire. In such scenario, works-made-for-hire will become the property of Company on the 61st day following the due date. After 60 DAYS PAST DUE: Payment will be presumed uncollectable, and your intellectual property rights to unpaid work will be relinquished.  Any use thereof can and will be prosecuted to the fullest extent as theft of intellectual property for which you will not own a license nor copyright nor trademark.  Failure to pay in excess of 60 days following the due date of billing will render any artwork to be the property of Company to be used, transferred, altered, publicly shared as sample work and all other legal uses as owner of the works. 

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If Company receives a returned check or chargeback for any reason, Client/Customer acknowledges the following: 1) Company has the right to stop all work for Client immediately; 2) Company requires that the amount due be covered via certified funds transfer or credit card payment within 3 business days from the date of the returned check; 3) In addition to any other outstanding balance on Client’s  account, a $200 fee to cover bank charges and inconvenience charges will be assessed to Client and due to Company within 3 business days; and 4) At the discretion of Company, any further payments on Client’s account may be required to be made via upfront credit card payment, cash or certified funds only.

 

Consulting, marketing information, design tutorial, advertising advice, and other similar advice given under this agreement are subjective and advisory in nature and no guarantees, express or implied are created herein.  Art and consulting advice may not be novel and the methodologies are not guaranteed in any way to produce a specific result. 

 

Except as expressly provided herein, the provisions of this Agreement shall be severable and the invalidity of any provision or portion thereof shall not affect the validity of the other provisions of this Agreement.

 

This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and no change, modification, amendment, or waiver will be effective except by written agreement signed by both Parties.  This Agreement cancels and supersedes all previous agreements between the Parties relating to the subject matter covered by this Agreement.

 

Nothing in this Agreement shall be construed as creating or giving rise to any rights in any third parties or any persons other than the Parties herein.

 

The prevailing party in any action to enforce this contract will be awarded reasonable attorney’s fees and costs incurred in that action or proceedings or in efforts to negotiate the matter. If Company files suit against Customer/Client, or retains legal counsel for the collection of any sums due under this Agreement, Customer/Client shall pay all reasonable attorney fees together with court costs for efforts expended in having to collect those sums or associated with such action.  Jefferson County, Louisville, Kentucky shall be the venue for any such action.  Furthermore, if Client fails to correct financial debts with Company, Client may not utilize artwork received and Company shall have a retaining lien on all documents, property or money in its possession for the payment of all sums due to Company from Client.  In the event that Client fails to abide by this agreement and fails to pay all fees and costs as required, Company may file a notice of charging lien and may file a motion with the court asking that a lien be placed on any property to be awarded to Company for services rendered and that the Court determine and order fees and costs to be paid.

 

The validity, construction, interpretation and enforceability of this Agreement and the capacity of the Parties shall be determined and governed by the laws of the Commonwealth of Kentucky. Any requirements imposed under applicable law or regulation as in effect from time to time, shall, where inconsistent with any provision of this Agreement, be controlling and shall govern the rights of the Parties hereto.  Any such provisions under applicable law or regulation which will supersede or invalidate any provisions hereof shall not affect the validity of this Agreement and the remaining provisions hereof, unless such a change would prevent the accomplishment of the objectives and purposes of this Agreement as set forth herein.

 

The effective date for this agreement will be the date when services are ordered by Client/Customer and payment is received by Company.

 

This agreement requires a contractual obligation of payment from both – the individual ordering services and the corporation, if applicable, for which services are to be provided.  Thus, payment failure will expose Client/Customer to both personal and corporate liability for unpaid or unperformed duties under this contract.  By personally guaranteeing this document, Client expresses his or her intent to make payment regardless of corporate liquidity, or face legal actions as an individual.

 

By ordering services, making payment, engaging in quotation consultation and the editing process, Client/Customer acknowledges agreement and acceptance of the above contractual terms. Client/Customer receives a copy of this agreement by processing an order via maggiejo.com and is deemed to be fully informed and accepting of said terms by processing payment and moving forward with services.