“Terms and Conditions | Geel Tech - Agreement for Services”

Terms and Conditions Between Geel Tech and the Client

This document sets out the terms and conditions under which Geel Tech will provide services to the Client. This document, together with the Quotation, forms the contract between the parties.

 

Definitions and Interpretation

In this document, capitalized terms are defined terms and will have the following meanings:

• Geel Tech Labor Charge: The costs Geel Tech charges the Client for its labor and professional services with respect to a Service Guarantee Project, excluding Third Party Costs or disbursements incurred by Geel Tech in delivering the Service Guarantee Project.

• Business Day: Means a day from Sunday to Thursday when Geel Tech is open for business, excluding national or state public holidays.

• Client: Refers to the person, firm, or company who purchases the services from Geel Tech.

• Contract: Means the agreement between Geel Tech and the Client, executed upon the Client’s acceptance (by conduct or written confirmation) of the Quotation for the supply of services as constituted by these terms and conditions and the Quotation.

• Contract Price: Refers to the price stated in the Quotation, which may vary from time to time in accordance with the Contract.

• Deliverables: Refers to the agreed files or materials as outlined in the Quotation.

• Intellectual Property: Refers to all present and future rights conferred by statute, common law, or equity in or related to copyrights, trademarks, designs, patents, circuit layouts, plant varieties, business and domain names, inventions, and other intellectual activity results in the industrial, commercial, scientific, literary, or artistic fields, whether or not registrable or patentable.

• Project: Refers to the project described in the Quotation.

• Services: Refers to the services to be provided by Geel Tech under the Contract, including the Project and Deliverables, along with any additional services Geel Tech provides or agrees to provide to the Client.

• Service Guarantee: Refers to a Project delivery guaranteed time commitment as set out in Clause 7.

• Third Party Costs: Refers to any costs incurred or committed to be incurred by Geel Tech in delivering a Service Guaranteed Project other than Geel Tech Labor Charges.

• Quotation: Refers to the document entitled Quotation issued by Geel Tech, which outlines, among other things, the description of the Services, Project, Deliverables, the commencement date for the Project, timeline, and relevant charges.

 

1. The Contract and Cancellation

The contract between Geel Tech and the Client consists of these terms and conditions and the Quotation.

 

The contract will prevail over any inconsistent terms or conditions contained, or referred to, in the Client’s purchase order, confirmation of order, acceptance of a Quotation, or any other documents provided by the Client.

 

A valid and binding agreement is formed between the parties once the Client signs the Quotation. However, if the Client does not sign the Quotation but provides verbal or written confirmation to proceed, the Client will be deemed to have read and accepted these terms and conditions and agrees to be bound by them.

 

Geel Tech may issue confirmation to the Client regarding the Contract, but the lack of confirmation does not affect the validity or enforceability of the Contract.

 

Quotations are valid for 14 days from the date of issue unless otherwise agreed by Geel Tech and provided Geel Tech has not previously withdrawn it.

 

Cancellation Policy

Subject to the provisions regarding the refund of deposits in Clause 4, the Client may cancel a Project up to three clear Business Days before the Project is due to commence by notifying Geel Tech in writing.

 

For the avoidance of doubt:

• Three clear Business Days means that the notice must be received by Geel Tech exactly on or before 9 am on the third Business Day before the Project is due to commence.

• It is the Client’s responsibility to ensure that the notice of cancellation is received by Geel Tech within the required timeframe.

• If there is any doubt regarding the delivery of the cancellation notice, it will be presumed that the notice was not received by Geel Tech.

 

If the Client cancels a Project in compliance with the time frame outlined, Geel Tech will not refund the deposit paid. If the Client cancels the Project in violation of this timeframe, the deposit will be forfeited.

 

The Client acknowledges that:

• The cancellation of a Project within less than three clear Business Days will result in damages to Geel Tech.

• The forfeiture of the deposit is not a penalty but is compensation to Geel Tech as a reasonable estimate of the damages incurred due to the late cancellation.

 

2. Reschedule Fee

If the Client delays the commencement of the Project by more than two weeks, for example, by not providing requested instructions, information, or Client materials, Geel Tech may cease working on the Project and provide written notice. If this occurs:

• Geel Tech will invoice the Client for Services performed up to the date of termination and any applicable expenses incurred or due to incur before termination.

• If the Client wishes the Project to continue, they must pay a reschedule fee of $750 plus GST.

 

3. Description of the Project and Delivery of Services

Geel Tech agrees to develop the Project and deliver the Services in accordance with the terms outlined in the Quotation provided.

 

4. Client’s Reviews and Additional Revisions

The Client must submit any revisions within 28 days of receiving drafts. Geel Tech will accept a maximum of two rounds of revisions from the first draft:

• First round: Major revisions such as restructuring over 40% of footage or significant design changes.

• Second round: Smaller refinements such as spelling corrections.

 

Any work beyond these revisions will be considered additional work subject to extra charges, as outlined in this clause.

 

Any additional revisions outside the scope of the Quotation will be billed at studio rates, and approval in writing is required before work begins.

 

5. Payment

The Client must pay 50% of the price quoted in the Quotation upon signing or providing instructions for the Project to proceed.

 

Upon completion of the Project, the Client must pay the full price as detailed in the Quotation, together with any additional revisions, on or before the due date listed on the final invoice. Failure to make timely payment will entitle Geel Tech to delay or stop any work under the Services until payment is made in full.

 

6. Raw Artwork and Source Files

The Client is solely responsible for the storage, backup, and archiving of raw footage or data files. Geel Tech accepts no responsibility for backup of these files.

 

7. Project Backup and Archival

Geel Tech will retain an archive of all working files for up to 12 months from the Project’s commencement. After this period, Geel Tech is authorized to discard any materials.

 

8. Delivery of the Project

Geel Tech will make reasonable efforts to complete and deliver all final deliverable files no later than the date indicated in the Quotation or as agreed via email, provided all pre-payments and requested instructions and materials have been received.

 

Geel Tech is not liable for any delay due to actions or negligence of the Client, third-party delays, or circumstances beyond its control.

 

9. Proofs

Geel Tech will provide proofs for the Client’s approval at each stage of production. If revisions are required, they must be submitted in writing and may incur additional costs based on difficulty and time involved.

 

10. Ownership of Artwork and Source Files

Ownership of any intellectual property in the Deliverables and Project remains with Geel Tech, which grants the Client a non-transferable, royalty-free license to use the materials for the Project.

 

Geel Tech retains all rights to the original artwork, including but not limited to text, graphics, layouts, and any other elements of the Project.

 

11. Purpose Test and Liability

The Client acknowledges that the instructions provided to Geel Tech were specific and described the intended purpose and industry for the Services. Geel Tech is not liable if the Project is used for a purpose or in an industry not disclosed to Geel Tech.

 

12. Consequences of a Breach

If the Client fails to make any payments as per the agreed terms, Geel Tech may:

• Terminate the Contract,

• Withhold files, artwork, source code, or other materials,

• Pursue legal action to recover outstanding amounts and associated costs,

• Charge interest at 15% per annum or as allowed by law.

 

13. Confidentiality

Both parties agree to maintain the confidentiality of all documents and information related to the development of the Project, excluding the Client’s Proprietary Material, and not disclose it to any third party without prior written consent.

 

14. Screen Credits

For any material where screen credits are included, credit must be given to Geel Tech and relevant staff or as agreed.

 

15. General Provisions

• Governing Law: The Contract is governed by the laws of Jordan.

• Binding Effect: The Contract is binding upon both parties and their respective successors.

• Waiver: Any waiver of a breach of the terms does not affect the right to enforce future breaches.

• Good Faith: Both parties agree to act in good faith throughout the term of this Contract.

• Indemnification: The Client agrees to indemnify Geel Tech for any claims arising from the use of the Client’s materials.

• Payment: The Client agrees to cover all costs incurred for the recovery of overdue amounts.

 

16. Changes to Terms

Geel Tech may modify the Contract terms at any time, and such changes will become effective once published on Geel Tech’s website. Continued use of the Services constitutes acceptance of the new terms.

 

This version aims to be clearer, more concise, and easier to understand, while also improving legal compliance. Let me know if you need further revisions!