Fresh Canvas – Terms of Service, Payment & Website Terms

1. Introduction

These Terms and Conditions apply to your use of the website (including any sub-domains) and any services provided by Fresh Canvas (located at 101 Wood Lane, 2 Television Centre, Soho Works, London, W12 7FR). By using our website or engaging our services, you agree to these terms.

If you do not agree to these Terms, you should not use this website or our services. Users must be at least 18 years of age to use our website or engage our services.

2. Mutual Agreement

What Both Parties Agree To Do

By engaging Fresh Canvas, you (THE CLIENT) agree to:

• Provide all necessary text, images, and information required for the project in the requested format and within agreed timelines.
• Review work, provide feedback, and approve work in a timely manner.
• Adhere to the payment schedule outlined in this agreement.
• Understand that failure to provide required feedback or materials within a specified timeframe may result in project delays and additional costs.
• Take responsibility for securing any necessary licenses, approvals, or rights for content provided to Fresh Canvas.
• Acknowledge that Fresh Canvas cannot be held liable for third-party assets, stock images, AI-generated content, or legal claims related to their use.
• Assume full liability for ensuring that any content, including text, images, videos, trademarks, or designs you provide, does not infringe on third-party copyrights or trademarks. If a claim arises, you agree to indemnify Fresh Canvas from any legal actions.

We, Fresh Canvas, agree to:

• Deliver work to professional industry standards.
• Meet agreed deadlines, provided the client has supplied required materials and approvals on time.
• Maintain the confidentiality of any client information shared during the project.
• Inform the client in advance if any project timeline adjustments are necessary due to unforeseen circumstances.
• Provide clear communication regarding any potential risks, licensing restrictions, or legal obligations tied to project assets.
• Retain the right to refuse projects that are unethical, illegal, or misaligned with our company values.

3. Services We Offer

Fresh Canvas provides a range of creative services, including but not limited to:

• Branding
• Graphic Design
• Fashion Design
• Web Design & Management
• E-commerce Development
• Hosting & SSL Certificates
• PowerPoint Presentations
• Printing
• Photography & Video Production
• Marketing Services

For service inquiries, contact us at hello@freshcanvas.co.uk.

4. Payment Terms

4.0 Proposal Validity

• All proposals issued by Fresh Canvas are valid for 7 days from the date of issue. If the client does not accept the proposal within this timeframe, Fresh Canvas reserves the right to revise or withdraw the proposal.

4.1 General Payment Terms

• All invoices are issued electronically and must be paid within 7 days of the invoice date via BACS unless specified otherwise.
• All proposals are quoted in GBP (£). International payments must be converted at the transfer date’s rate, with any fees covered by the client.
• Fresh Canvas reserves the right to pause all project work until outstanding payments are cleared.
• Any disputes regarding invoices must be raised within 7 days of the invoice issue date.
• Work will not commence until payment terms are met in full.
• If additional work is required outside the agreed scope, a separate invoice will be issued before proceeding.

4.2 Payment Terms for New Clients

• Invoices under £5,000: Payment must be made upfront to confirm the project.
• Invoices over £5,000: 50% deposit upfront, balance payable upon project completion.
• Alternative payment arrangements may be considered for long-term clients at our discretion.

4.3 Subscription Services

• Payments for subscription services are collected via Stripe or GoCardless on a monthly or annual basis.
• Failure to pay within 3 days of a failed payment notice will result in service suspension.
• Cancellations for subscription services require 30 days’ written notice before the next billing cycle.

4.4 Late Payments & Non-Payment Clause

• Interest may be charged on overdue amounts as per the Late Payment of Commercial Debts (Interest) Act 1998.
• We reserve the right to suspend project work until outstanding payments are settled.
• Clients are responsible for any legal or administrative costs incurred in recovering overdue payments.
• Non-Payment & Debt Recovery: If an invoice remains unpaid beyond 30 days, Fresh Canvas reserves the right to escalate the matter legally and then refer to a debt recovery agency. Any additional fees incurred during the recovery process, including legal fees and collection agency costs, will be passed on to the client.
• Suspension & Termination: If payment is not received within 30 days, Fresh Canvas may suspend ongoing work, revoke access to delivered files, and terminate any associated contracts without further notice. A reactivation fee may apply to resume the project.
• Chargebacks & Disputes: Clients agree not to initiate chargebacks for completed work. Any disputes must be resolved directly with Fresh Canvas. If a chargeback is initiated without valid cause, Fresh Canvas reserves the right to pursue legal action and recover costs, including administrative fees.

5. Hosting & Third-Party Services Disclaimer

• Fresh Canvas is not responsible for third-party hosting provider failures, software updates, or security breaches beyond its control.
• Clients are responsible for renewing hosting and SSL certificates unless a maintenance contract is in place.
• Fresh Canvas is not liable for third-party service disruptions, integrations, or plugin failures affecting website performance.
• Any website downtime caused by hosting issues, domain expiration, or third-party service failures is the client’s responsibility.

6. Force Majeure Clause

• Fresh Canvas shall not be liable for any delay or failure to perform obligations due to causes beyond its reasonable control, including but not limited to natural disasters, pandemics, cyberattacks, government actions, or supplier failures.

7. Intellectual Property & AI-Generated Content

• Clients must comply with all third-party licensing agreements for stock assets or AI-generated content.
• Fresh Canvas is not liable for any copyright claims arising from third-party content used at the client’s request.
• Upon full payment, all digital assets and deliverables created for the client will be transferred to the client.
• Fresh Canvas retains ownership of any design frameworks, proprietary methods, and reusable templates used during the project.
• Fresh Canvas retains ownership of any unused, unapproved, or preliminary designs and reserves the right to use them for future projects unless otherwise agreed.
• Clients are responsible for maintaining licenses for any third-party assets (e.g., premium fonts, plugins) used in their projects after delivery.

8. Confidentiality & NDAs

• Fresh Canvas will not disclose client information without prior consent.
• NDA agreements are available upon request.
• Both parties agree to maintain confidentiality for 12 months after project completion.

9. Termination by Fresh Canvas

• Fresh Canvas reserves the right to terminate a project immediately if:
  • The client engages in fraudulent, unethical, or abusive behavior.
  • The client repeatedly fails to meet payment deadlines or breaches contract terms.
  • The working relationship becomes unworkable due to excessive revisions, communication breakdown, or scope creep.
  • Any unlawful activities are discovered related to the project.

10. Dispute Resolution & Governing Law

• This agreement is governed by England and Wales laws.
• Any disputes shall first be attempted to be resolved through good faith negotiations before pursuing legal action.
• Clients waive the right to bring legal claims in jurisdictions outside of England & Wales.

11. Contact Information

For any queries, email hello@freshcanvas.co.uk.

By using our website or engaging our services, you confirm that you have read, understood, and agreed to these terms.