Terms Of Service

Indirect Impact

Terms of Service (TOS)

Effective Date: June 30, 2025

These Terms of Service (“Terms”) govern all design services provided by Indirect Impact (“Designer”) to you (“Client”). By signing the Quote or paying the required deposit, you acknowledge that you have read, understood, and agree to be bound by these Terms in full.

1. Scope of Services and Quotes

1.1 Services include graphic design, logo creation, website design and development, and related work, as detailed in the Client‑approved Quote.

1.2 Designer will deliver a full, itemized written Quote outlining deliverables, timeline, fees, and any third‑party printing or production costs (at cost plus markup).

1.3 The Quote is valid for 30 days. After expiry, pricing, timelines, or terms may be revised.

2. Confirmation & Deposit

2.1 No work begins until the Client:

a) Confirms the Quote in writing; and

b) Pays a non‑refundable deposit equal to 50% of total fees.

2.2 Submission of the deposit constitutes acceptance of these Terms and the Quote in its entirety.

3. Payment Terms

3.1 The remaining balance is due upon Project completion and prior to delivery of final files or website launch.

3.2 Invoices unpaid after 14 days incur interest at 1.5% per month (or maximum allowable by law), plus any collection costs.

3.3 All payments are in U.S. dollars. Accepted methods: [list here].

4. Client Responsibilities & Timeliness

4.1 Client must respond to requests for feedback or approvals within 7 business days.

4.2 Client delays pause timelines and may incur additional fees or project termination.

5. Revisions & Change Orders

5.1 Included Revisions: Two (2) rounds per Project (graphics/logos or websites), excluding minor color/font tweaks.

5.2 Additional Revision Fees:

a) Graphics/Logos: If original fee ≤ $300, $45–$300 per extra revision. If > $300, percentage of original fee (as quoted).

b) Websites: Percentage of total Project fee (as quoted).

5.3 Change Orders: Any work beyond original scope (new features, major layout changes) requires a written Change Order—documenting scope, fees, and timeline. No work on Change Orders begins until approved and paid.

6. Cancellation & Kill Fees

6.1 Deposits are non‑refundable.

6.2 If Client cancels after work begins, Client pays for all work completed plus a kill fee (20% of total Project cost, unless otherwise quoted).

6.3 Prepaid third‑party expenses are chargeable; Designer retains all work product until full payment of outstanding fees and kill fee.

7. Ownership & Intellectual Property

7.1 Until full payment, Designer retains all rights, title, and interest in work product, including source files and deliverables.

7.2 Full payment triggers transfer of a non‑exclusive, perpetual license to use final deliverables as specified.

7.3 Designer reserves the right to display work in its portfolio and marketing materials.

7.4 Client must obtain licenses for any third‑party assets supplied.

8. Copyright & Unauthorized Use

8.1 No transfer of copyright or license occurs until full payment. Any use of unpaid or unauthorized deliverables is infringement and breach of contract.

8.2 Designer may pursue injunctive relief, statutory damages (up to $150,000 per work), and recover attorney’s fees for infringement under U.S. and international law.

9. Warranty Disclaimer

9.1 Services and deliverables are provided “as-is” without warranties of merchantability, fitness for purpose, or non-infringement, except as expressly stated.

10. Limitation of Liability

10.1 Designer’s liability is capped at total fees paid. Designer is not liable for indirect, incidental, or consequential damages.

10.2 Some jurisdictions prohibit limiting implied warranties; liability limits apply to the maximum extent allowed by law.

11. Governing Law & Dispute Resolution

11.1 These Terms are governed by Nevada law, without conflict-of-law rules.

11.2 Disputes will be resolved by binding arbitration under the Federal Arbitration Act, in Clark County, Nevada, before a single arbitrator. Each party bears its own fees unless the arbitrator decides otherwise.

11.3 Either party may seek provisional remedies (injunctions) in court to protect intellectual property pending arbitration.

12. Entire Agreement & Amendments

12.1 These Terms, together with the Quote and any Change Orders, constitute the entire agreement.

12.2 Amendments must be in writing and signed by both parties. Designer may update Terms for new projects; existing projects remain governed by the Terms in effect at deposit.

By signing the Quote or paying the 50% deposit, the Client confirms they have read, understood, and agree to these Terms of Service in full.