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Contract

SCHEDULE A

DESCRIPTION OF SERVICES TO BE PROVIDED BY FOLIA

 

Type or Services required by the Client:

Preliminary Design Timeline

Please allow up to 7 business days for your preliminary proof to be created after signed proposal and initial design fees (as detailed in Schedule B) have been submitted. Folia typically begins with designing the main invite/product, and then creates corresponding pieces for your additional inserts after the main invite/product has been approved.

 

Revision Timeline

Minor revisions for example typos, fonts etc. will be delivered within 3-4 business days, major revisions for example design over haul, text change and anything requiring hand-drawn or hand-made Work Product will be delivered within 4-5 business days, unless Folia notifies the Client of otherwise.

 

Number of Revisions

Design revisions are unlimited with Folia as our aim is to ensure the Client is entirely satisfies and happy with the final Work Product! However, more than three design changes from the initial proposed design will be additionally billed. Please see Schedule B for rates.

 

Printing Timeline

Your printing timeline will be dependent on your design and printing methods. Please allow at least 2-3 weeks for printing and production per digitally printed suite. Planning ahead is always recommended. Folia Creatives will provide a detailed printing timeline with your proposal to determine the date at which printing needs to begin. If proofs are not approved on time, then printing timeline will need to be moved ahead. Keep in mind that the easiest way to stay on or ahead of timeline is to keep regular communication and respond to revisions or questions as quickly as possible. Please note, any design changes will affect the timeline.

 

Samples

Physical samples can be provided for digitally printed items if the timeline allows. Luxury printing methods cannot provide exact samples. However, if you would like to see a sample of a general printing method or packaging (keeping in mind it will be in different colors and different design) then that can be typically arranged.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

SCHEDULE B

 

 

PAYMENT TERMS

 

Initial Design Fees

 

The Initial Design Fees is Rs. 12000/- which includes the following:

  • Preliminary design
  • 3 design changes to the Preliminary design or at any point before the final Work Product is approved
  • 1 item taste test (if applicable)
  • 1 physical sample of packaging

 

Payment Structure

Once final proofs of design and product have been approved, a final invoice will be provided. In order to begin production, a 50% down payment is required for Folia to initiate the Clients Work Product.

 

Please note, production will not begin until this payment is received. If this payment is not made in a timely manner, it can result in a delay in delivery which will be the responsibility of the client. The balance 50% payment is required the day before delivery of the final Work Product as approved by the Client. No design changes will be entertained once Folia has completed the Work Product. Please note, the order will be held until full payment is received.

 

Number of Revisions

For minor revisions i.e. change related to font, text, colors, size will be billed at Rs. 1,500 per change. For major revisions i.e. design overhaul or change in materials will be billed at Rs. 5,000 per change. Please keep in mind that additional revisions can affect delivery timeline.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FOLIA CREATIVE SERVICE AGREEMENT

 

THIS FOLIA CREATIVE SERVICES AGREEMENT (the “Agreement”) is made at Karachi on this ____ day of __________, 2020.

 

BY & BETWEEN

 

FOLIA CREATIVE, being a private company duly incorporated and existing under the Companies Act, 2017 and having its registered office at Banglow #76 Hatim Alvi Road, Old Clifton Road Karachi, Pakistan (hereinafter referred to as “Folia”, which expression shall, wherever the context so permits, mean and include its successors-in-interest and assigns) of the ONE PART.

                                                                        AND

 

M/S. _____________, an individual OR private limited Company incorporated and functioning under the laws of Pakistan, having its office at _______, bearing NTN No. ______ (hereinafter referred to as the “Client” which expression shall where the context so admits include its successors-in-interest, legal heirs, representatives and assigns) of the SECOND PART;

 

(Folia and the Client may hereinafter also be referred to individually as a “Party” and collectively as “Parties”).

 

WHEREAS:

  1. Client is desirous of engaging Folia for the purpose of obtaining services as envisaged in this Agreement;

 

  1. Folia is interested in providing the Services to the Client in reliance upon the representations and warranties made herein including inter alia, that Folia is in a position to provide quality Services as envisaged in this Agreement and has the resources, expertise and willingness to provide the Services;

 

  1. The Parties, pursuant to the discussions and negotiations, having agreed on the terms and conditions in accordance with which Folia shall provide the Services, are desirous of reducing the same to writing.

NOW THEREFORE, THIS AGREEMENT WITNESSETH AND IT IS HEREBY MUTUALLY AGREED BY AND BETWEEN THE PARTIES AS UNDER:

  1. Scope of Advertising Services

Folia will provide Client with the Services as detailed in Schedule A of this Agreement, attached hereto. Should Client request Agency to perform additional services beyond what is provided in Schedule A, Agency and Client will negotiate in good faith with respect to the terms, conditions, and compensation for such additional services. Any agreement for additional services will be set forth in writing and considered an addendum to this Agreement.

 

  1. Ownership

All campaigns, products, designs, elements, trademarks, service marks, slogans, artwork, written materials, drawings, photographs, graphic materials, transcriptions, or other materials that are subject to copyright, trademark, patent, or similar protection (collectively, the “Work Product”) produced by Folia are the sole property of Folia and not in any way available for reuse or reproduction by the Client provided: (1) such Work Product is accepted in writing by the Client within two (2) working days of being proposed by Folia; and (2) Client pays all fees and costs associated with creating and, where applicable, producing such Work Product. Work Product that does not meet the two foregoing conditions shall remain Folia’s.

  1. Term

The term of this Agreement shall commence on the date this Agreement is executed by both parties and shall continue until terminated by either party upon thirty (30) days’ prior written notice, provided that this Agreement may not be terminated by Client following payment of Initial Design Fee (as detailed in Schedule A) and prior to the completion of the Work Product by Folia and ‘full and final’ payment by the Client. Notice shall be provided in writing by either party wishing to terminate the Agreement. During such notice period, Folia’s rights, duties, and responsibilities shall continue.

Upon termination and final payment for the Services, Folia will transfer and/or assign to Client: (1) all Work Product in Folia’s possession or control belonging to Client, subject, however, to any rights of third parties; and (2) all contracts with third parties, including advertising media or others, upon being duly released by Client and any such third party from any further obligations.

  1. Compensation and Billing Procedure

Folia will be compensated and Client will be billed as provided in Schedule B, attached hereto.

  1. Approvals

All proposals and proofs will need to be signed off by the Client via an electronic or written signature, to ensure Client’s commitment to the proposal and proof. Production will not begin until final proofs are signed off on, and Folia is not responsible for any errors that are signed off upon in the final proofs. Please carefully proofread all proofs, and we recommend having another person look over them with you, to catch any potential errors. Once approved Folia will not be able to make any changes. If the Client requires further changes following sign-off, it will be separately billed.

  1. Confidentiality and Safeguard of Property

Client and Folia respectively agree to keep in confidence, and not to disclose or use for its own respective benefit or for the benefit of any third party (except as may be required for the performance of services under this Agreement or as may be required by law), any information, documents, or materials that are reasonably considered confidential regarding each other’s products, business, customers, clients, suppliers, or methods of operation; provided, however, that such obligation of confidentiality will not extend to anything in the public domain or that was in the possession of either party prior to disclosure. Agency and Client will take reasonable precautions to safeguard property of the other entrusted to it, but in the absence of negligence or willful disregard, neither Agency nor Client will be responsible for any loss or damage.

  1. Indemnities

Folia agrees to indemnify and hold Client harmless with respect to any claims or actions by third parties against Client based upon material prepared by Agency, involving any claim for libel, slander, piracy, plagiarism, invasion of privacy, or infringement of copyright, except where any such claim or action arises out of material supplied by Client to Folia. Client agrees to indemnify and hold Folia harmless with respect to any claims or actions by third parties against Folia based upon materials furnished by Client or where material created by Folia is substantially changed by Client. Information or data obtained by Folia from Client to substantiate claims made in advertising shall be deemed to be “materials furnished by Client.” Client further agrees to indemnify and hold Folia harmless with respect to any death or personal injury claims or actions arising from the use of Client’s products or services.

  1. Amendments

Any amendments to this Agreement must be in writing and signed by Folia and Client.

  1. Notices

Any notice shall be deemed given on the day of receipt or the day after it is e-mailed.

Folia:

Attention to: Ms. ------------------        

Address:         

Tel:                 

            Email:

 

Client: 

Attention to: Mr. /Ms. ________      

Address:        ____________             

Tel:                 ______

      Email:

  1. FORCE MAJEURE

Notwithstanding anything to the contrary contained in this Agreement, Folia shall not be required to provide any service, to the extent the provision of such service becomes impracticable as a result of a cause or causes outside the reasonable control of Folia (including, but not limited to, fire, flood, storm, earthquake or other acts of God, riot, war, terrorism, rebellion, or other acts of war or civil unrest, utility outages or interruptions, strike, lockout, any Law, demand or other requirement of any governmental entity, and all other causes outside of Folia’s reasonable control), or to the extent the performance of such services would require Folia to violate any applicable laws, rules or regulations. When affected by any such event, Folia shall: (a) promptly notify Client of the occurrence of such an event and describe in reasonable detail the nature of the event within three (3) days of any such occurrence, and (b) use commercially reasonable efforts to (i) resume performance of its obligations under this Agreement as soon as reasonably practical; and (ii) pending such resumption, to facilitate any commercially reasonable efforts that Client may make to procure alternative services.

  1. SUBCONTRACTING

Client shall not assign, or subcontract this Agreement, any part thereof, and/or the Services hereunder and/or any part thereof to any third party in any manner with any of its rights and obligations without the express written consent of Folia.

 

  1. Governing Law

This Agreement shall be interpreted in accordance with the laws of the Islamic Republic of Pakistan without regard to its principles of conflicts of laws. Jurisdiction and venue shall be solely within the province of Sindh.

IN WITNESS WHEREOF, the Parties above named have executed this Agreement on the day, month and year first above written in the presence of the following witnesses.

 

 

FOR AND ON BEHALF OF

FOR AND ON BEHALF OF

 

 

Folia Creative

Name of Client

 

 

 

 

_____________________________________

Signature

 

 

_____________________________________

Signature

 

 

 

_____________________________________

Name

 

 

_____________________________________

Designation

 

 

_____________________________________

Name

 

 

_____________________________________

Designation