TERMS & CONDITIONS

ORQA DESIGN 2025

  1. Definitions
    "Orqa Design" refers to ORQADESIGN
    "Services" means all goods and/or services supplied by Orqa Design to the Client, whether detailed in a quotation or commissioned by the Client. This includes additional goods/services Orqa Design, at its sole discretion, deems necessary due to Client instructions, omissions, inaccurate Materials, or other causes attributable to the Client.
    "Materials" means any documents, data, files, designs, images, or information provided by either party to the other.
    "Client" refers to the individual, company, or organisation who accepts a quotation from Orqa Design or commissions Services. Where multiple persons form the Client, their liability is joint and several.
  2. Application
    These terms govern all contracts between Orqa Design and the Client and override any conflicting terms proposed by the Client unless explicitly agreed in writing.
  3. Pricing
    All prices quoted are inclusive of VAT (if applicable) at the prevailing rate. Quotations remain valid for 30 days. Additional charges may apply for changes to the brief, additional Services, corrections, or expedited delivery.
  4. Invoicing & Payment
    Orqa Design reserves the right to invoice at any stage of project delivery. All invoices are payable immediately upon issue, without deduction or set-off, unless otherwise agreed in writing.
  5. Late Payments
    Overdue amounts will incur interest at 2% per calendar month, accruing daily, until full payment is received. This does not affect Orqa Design’s right to recover costs or suspend work.
  6. Intellectual Property
    The Client retains ownership of their Materials. Orqa Design retains ownership of its Materials, including concepts and unpaid work, unless otherwise agreed in writing. The Client is granted a licence to use Orqa Design’s Materials strictly for the intended purpose of the Services.
  7. Confidentiality
    All Materials marked as confidential by either party must be treated as such unless they are in the public domain or become so through no fault of the receiving party.
  8. Client Warranties
    The Client warrants that their Materials do not infringe third-party rights and indemnifies Orqa Design against any resulting claims, losses, or damages.
  9. Copyright Assignment
    Upon full payment and written request, Orqa Design will assign copyright in commissioned Materials to the Client, subject to clause 14 and any agreed terms.
  10. Originality
    Orqa Design warrants that all original work will not knowingly infringe third-party rights. Conceptual designs are not intended as final artwork unless expressly agreed.
  11. Preliminary Work
    All preliminary ideas and concepts are the property of Orqa Design and treated as Services under these terms, even if created prior to contract confirmation.
  12. Third-Party Rights
    Unless otherwise agreed, Orqa Design is not responsible for conducting trademark, design, or IP rights searches.
  13. Third-Party Ownership
    Original works by illustrators, photographers, or stock image providers remain the property of the creator or licensor. The Client's use is subject to the agreed licensing terms.
  14. Service Warranty
    Orqa Design will deliver Services with reasonable care and skill, following the agreed specification and timeline. Third-party goods are subject to their original warranties, which may be assigned to the Client where possible.
  15. Client-Supplied Materials
    Orqa Design is not liable for delays, errors, or costs arising from incomplete, incorrect, or late Client Materials.
  16. Limitation of Liability
    Except for death or personal injury caused by negligence, Orqa Design’s liability is limited to the contract value. Orqa Design shall not be liable for indirect, consequential, or loss of profit claims.
  17. Force Majeure
    Orqa Design is not liable for delays or non-performance due to circumstances beyond its reasonable control.
  18. Subcontracting
    Orqa Design may subcontract any part of the Services and retain commissions from referrals to third parties.
  19. Advertising
    Orqa Design is not liable for issues relating to third-party advertising placements outside of its control. Irrecoverable costs will be chargeable to the Client.
  20. Printed Materials
    Contracts involving printed materials are also subject to the British Printing Industries Federation’s Standard Conditions, where not inconsistent with these terms.
  21. Termination
    Either party may terminate the contract with written notice if the other breaches these terms and fails to remedy within 30 days, or becomes insolvent, bankrupt, or subject to administration.
  22. Communication
    Orqa Design cannot guarantee receipt of email communications. Critical matters should be confirmed by recorded delivery, personal delivery, or other traceable method.
  23. Entire Agreement
    These terms, along with any agreed specifications, form the entire agreement. No variations are valid unless agreed in writing. All other implied terms are excluded as far as the law permits.
  24. Jurisdiction
    These terms shall be governed by and interpreted in accordance with English law. Disputes shall be subject to the non-exclusive jurisdiction of the English courts.