These Terms and Conditions apply to all artwork, graphic design, print, supply, installation & maintenance of equipment and services provided by inVoke Digital Ltd. It is your duty to understand and comply with these Terms and Conditions.
- Payment
1.1 For Purchase, 50% payment is due at the order stage, with the balance due on delivery.
1.2 For Rental Contracts, first rental payment and a documentation fee of £95 plus VAT are due initially. Each rental payment must be made on the specified due date at the stated intervals.
1.3 Late Payment Interest is 2% interest per month charged on overdue amounts, calculated daily, and you agree to cover all reasonable costs for enforcing the agreement, including administrative fees, debt recovery costs, equipment recovery fees, bank charges, legal and any other costs involved.
1.4 Publication or release of work by inVoke Digital Ltd is subject to full payment clearance.
1.5 Returned cheques will incur a fee of £100 per returned cheque. A returned cheque may result in an account default.
1.6 Breakdown of Fees
- Documentation: One-time inception charge.
- Rental reoccurring charge: Covers equipment rental for the agreement term.
- Settlement: Agreed amount to settle agreement(s).
- Deposit: Advanced payment toward the contract.
- Purchase Price: Applicable if equipment is purchased instead of rented or leased.
- Installation: Covers Installation, and setup.
- Licence: Provides CMS portal login access, server space, templates, playlists, and server maintenance.
- Maintenance: Covers equipment malfunction; excludes any damage, see 3. Below.
1.7 If for any reason an order is cancelled once agreed, a cancellation fee will apply and this fee will be calculated at the discretion of the company.
- Title
2.1 For purchase, ownership will not transfer to the buyer until full payment is received by inVoke Digital Ltd. If payment is not made within the agreed trading terms, the customer grants inVoke Digital Ltd access to their premises to reclaim the goods. This access allows inVoke Digital Ltd or its agents to repossess any unpaid or part paid items.
2.2 Ownership (title) does not transfer to the hirer when goods are rented, hired or leased unless by separate agreement.
- Warranty and Maintenance
3.1 Manufacturer Warranty covers component failure during normal use but excludes: Damage due to misuse, negligence, abnormal conditions, failure to follow instructions, unauthorised alterations or repairs. Support for warranty issues is remote, if site visits are required charges for callouts and time apply.
3.2 Optional Maintenance Contract is available with an annual prepayment or monthly DD, this covers the same terms as the manufacturer warranty in 3.1 and on-site visits are included at no extra cost if the problem is covered under the maintenance contract. If the issue is not covered under warranty, a site visit charge applies.
- Liability & Exclusions
4.1 inVoke Digital Ltd is not liable for any loss/damage from equipment failure and any claims or statements by staff or contractors outside this contract.
4.2 The customer must provide an adequate and properly earthed power supply and Equipment causing interference must be properly shielded.
4.3 Customers must ensure all equipment complies with applicable laws and regulations, including registration with relevant authorities – for example if Planning Permission is required.
4.3 Customers should promptly notify inVoke in writing of any complaints or concerns within seven days of arising.
4.4 Not included: Local authority permissions, landlord consent, any fees or unspecified items, costs for premises or property repairs, redecoration, electrical and networking work, specialist contractors.
4.5 The person signing the contract accepts personal responsibility for its terms.
4.6 Customers are responsible for the safe keeping of equipment upon delivery and must sign for deliveries noting any damage or refusing delivery if packaging is visibly damaged.
4.7 Customers need to ensure an adequate Wi-Fi or LAN connection for proper functionality of the CMS signage system.
4.8 Proper ventilation must be provided by the customer to avoid heat damage to the equipment, which could affect its operation and is not covered under warranty.
- Termination
5.1 If inVoke terminates the agreement, the customer must immediately pay any outstanding debts. Additionally, we may charge for the remainder of the fixed term at a 3% annual discount for early settlement.
5.2 The customer may end the agreement with one month’s notice. If the agreement is terminated early by the customer, they must return any rented equipment and settle the balance of all sums due under the contract together with an early termination fee of £225 plus VAT.
5.3 The company may terminate the contract and reclaim rented equipment if the customer fails to make payments within 10 days of the due date, breaches any terms and fails to remedy the breach within 10 days of notification or becomes insolvent or faces asset seizure.
- Risk and Insurance
6.1 The customer is responsible for any risks related to the equipment until the company reclaims it. The customer must insure the equipment to its full replacement value and cover third-party liabilities with a comprehensive insurance policy. Any payout under this policy will go to inVoke.
6.2 Upon the company’s request, the customer must provide proof of insurance within seven days. Failure to provide proof may result in an indemnity fee.
6.3 If the customer fails to insure the equipment, it constitutes a contract breach, and the company may terminate the agreement.
- General Obligations, Terms & Conditions
7.1 inVoke Digital Ltd disclaims responsibility for any statements or representations that don’t align with those of the Manufacturer. This means only statements conforming to the Manufacturer’s specifications are endorsed.
7.2 If the installation is delayed or cannot be completed for any reason, inVoke accepts no liability.
7.3 If installation is delayed or cannot be completed due to issues with the network, electricity supply, or contractors engaged by the customer, inVoke Digital Ltd reserves the right to charge for any extra costs incurred due to these delays.
7.4 Customers may not move the equipment without explicit written permission from inVoke Digital Ltd, ensuring the equipment’s location and condition remain under the company’s control.
7.5 inVoke Digital Ltd is not liable for claims related to the equipment’s condition, quality, or usability, nor for any consequential damages, including loss of earnings or profits if the equipment becomes unusable for any reason.
7.6 Customers are prohibited from assigning, mortgaging, charging, or subletting the agreement. However, inVoke Digital Ltd reserves the right to transfer, assign, or charge the agreement’s benefits to any third party at its discretion, with an assurance that customer rights will not be compromised by such an assignment.
7.7 Notices sent by any method including email or post to a business address are considered received within 48 hours of sending.
7.8 English law governs this agreement, and disputes will be subject to the jurisdiction of English courts.
7.9 The written details in this contract override any prior verbal or written statements by any party. The contract represents the entire agreement, and no other representations outside of this document are valid.
This contract includes all agreed terms and conditions, with modifications only valid if documented and signed by both parties. No external written or verbal terms apply.
7.10 The Contracts (Rights of Third Parties) Act 1999 does not apply, meaning third parties cannot enforce terms in this contract.
7.11 If multiple individuals form the client’s business, each is individually and collectively responsible for fulfilling the agreement.
7.12 The supplier’s issuance of an invoice signifies acceptance of the agreement by the client.
7.13 All prices exclude VAT, which will be added at the current rate.
7.14 inVoke Digital Ltd, may amend rates and terms at any time without notice.
7.15 References to “inVoke Digital Ltd”, “inVoke”, “Us”, “We”, “Our”, “The Company” or “Supplier” are interchangeable and mean the same thing.
7.16 “You,” “Your,” “Client,” “Customer,” “Purchaser,” “Lessee,” and “Renter” all refer to the same party.
7.17 Upon termination of the lease or Rental agreement, you may either return the goods supplied in good, undamaged condition or hereby agree to pay us for all associated costs including collection costs.
7.18 You hereby grant us the right to inspect the equipment supplied under this contract at any time during your normal working hours or at any other reasonable time.
7.19 You agree to take full responsibility for the equipment or service supplied, including:
- a) Selecting it and ensuring its suitability for your needs in all respects.
- b) Ensuring it remains on the premises specified unless relocated with our written consent.
- c) Maintaining the equipment in good working condition and using it according to the manufacturer’s instructions. It is vital you ensure adequate ventilation surrounding the screens and keep the fans and vents dust free.
- d) Bearing the risk of any loss or damage, regardless of the cause.
- General Design
8.1 Any design work produced by inVoke is under the assumption the client agrees to the company’s terms and conditions. This sets the foundation for all future work.
8.2 All designs created by inVoke Digital Ltd, including copy, concepts, ideas, proofs, and illustrations, animations, productions etc, are the intellectual property of the company. The only exception is if the company explicitly releases these rights in writing. This ensures that inVoke retains ownership over the creative work unless a separate agreement is made.
8.3 If inVoke Digital Ltd submits multiple design/ production concepts to the client, only one of these concepts will be considered as fulfilling the contract. The other designs, even if submitted, remain the property of the company unless the client has received written permission to use or acquire them.
- Project Acceptance
9.1 InVoke Digital Ltd will provide the customer with a written contract at the time of order, and the terms can be reviewed on our website.
9.2 The customer must sign and return the Contract to indicate acceptance. Alternatively, and additionally confirmation by email and or Text in response to the estimate will also bind the customer to the terms. No work will start until InVoke Digital Ltd receives the signed contract or order.
- Design Fees
10.1 The design fees are outlined in the written contract, estimate, or quotation. A 50% non-refundable deposit of the quoted fee is due when the customer accepts the contract or estimate. Work will not commence until InVoke Digital Ltd receives this deposit.
- Charges for Other Services
11.1 Any charges for additional services beyond the estimated design cost are due at the time of project acceptance.
- Default
12.1 An account is considered in default if payment is not received within 10 days of the invoice date or if a cheque is returned. In this case, inVoke Digital Ltd is entitled to remove all material from all systems until the full payment is made. This includes but is not limited to unpaid amounts for services such as CMS subscription, hosting, domain registration, design, maintenance, etc.
12.2 Removal of materials does not relieve the customer from the obligation to pay. If an account goes into default, the customer agrees to cover inVoke’s legal expenses and other costs, including those related to third-party collection agencies.
- Copyrights and Trademarks
13.1 When the customer provides text, images, or other data, they declare they hold the necessary copyright and/or trademark permissions for such materials. Ownership of these materials remains with the customer or the rightful owner.
13.2 Any artwork, images, or text created by inVoke will remain the property of inVoke Digital Ltd or its suppliers. You agree the company may also use photos and videos of the installation(s) for marketing and promotional purposes on its website, social platforms, printed material and any other means.
13.3 If the customer wishes to use materials designed by inVoke in ways other than originally agreed, they must get written permission from inVoke Digital Ltd. The company may grant or deny this request at its discretion.
13.4 By providing materials (images, video, text, etc.) to inVoke, the customer gives permission to use these materials freely for design process and also in its portfolio, unless otherwise agreed.
13.5 If the customer or inVoke Digital Ltd supplies material (for example images, video or text) that is thought to be royalty-free but is later found to have copyright issues, inVoke Digital Ltd may replace or remove the material.
13.6 The customer agrees to indemnify inVoke Digital Ltd from any claims or issues that arise from not having obtained the necessary copyright or permissions for the materials they supply.
- Alterations
14.1 If the customer requests changes beyond the original estimate or after the draft design has been approved, these will incur additional charges.
14.2 inVoke Digital Ltd is not responsible for any changes made by third parties to the design before or after it is published.
- Licensing
15.1 Any work (productions, animations, designs, copywriting, code, etc.) created for the customer is licensed for specific use on their screens and social platforms, the customer cannot modify, or redistribute this work without written permission from inVoke Digital Ltd.
15.2 If there is any risk of another party claiming ownership or rights over the design, the customer is responsible for registering the design with the relevant authorities, seeking legal advice, and ensuring proper use. inVoke Digital Ltd is not liable for any damages or legal claims related to the design’s use.
15.3 The CMS licence fee covers services like login access, server space, content storage, templates, playlists, subaccounts, and server maintenance.
- Data Formats
16.1 The customer agrees to provide data in the format specified by inVoke Digital Ltd.
16.2 Text data must be supplied in electronic formats such as .txt, .doc, on CD-ROM, USB drive, or via email etc.
16.3 Image data should be provided in a format prescribed by inVoke Digital Ltd and must be of appropriate quality. The company is not responsible for any image quality issues that the customer may later find unsatisfactory.
16.4 Any additional work such as photography, image processing, or data entry will incur extra expenses.
- Design Project Duration
17.1 The duration of a design project given by inVoke Digital Ltd is an estimate, not a guarantee and the company is not liable for delays in the project, no matter the cause. The project duration starts after the customer’s deposit payment is cleared.
- Design Project Completion
18.1 The project is considered complete when the customer gives their official approval or “sign-off.”
18.2 Any additional services like Vinyl wrapping, Logo application, Fabricating stands and enclosures, printing, production of display panels, filming, website uploading, publishing, etc., are considered separate projects and may incur additional charges.
- Design Credits
20.1 The customer agrees to allow inVoke Digital Ltd to place a credit on all productions (such as a logo, QR code, and text) on Design Clips, animations, printed materials, advertisements, or other client content, typically at the bottom of the page.
20.2 inVoke Digital Ltd may display the customer’s designs, content, productions and use photos and videos of the installation(s) on its website, social platforms etc. as part of its portfolio and use them for inVoke’s promotional purposes.
- Rights of Refusal
21.1 inVoke Digital Ltd reserves the right to exclude any content deemed immoral, offensive, obscene, or illegal in its designs. This includes adhering to relevant advertising standards.
21.2 The company also reserves the right to refuse any submitted materials without explanation. If content is included initially but later found to contravene standards, the company can remove it at no cost or penalty to them, the customer agrees to this.
21.3 inVoke Digital Ltd disclaims responsibility for any materials included that later breach the aforementioned standards.
- Cancellation of Design Work Orders
22.1 If a client cancels an order for any reason the company will charge the full quoted cost of the project.
- Disclaimer
23.1 inVoke Digital Ltd disclaims any statements, express or implied, regarding the products or services provided, they are not responsible for damages, loss, or non-delivery of products/services.
23.2 The company may use subcontractors, agents, and suppliers, whose terms and conditions will also apply. inVoke Digital Ltd is not responsible for their actions, and the client agrees to abide by their terms as well.
- Acceptance of Quotation and Terms and Conditions
24.1 When a customer places an order with inVoke and signs or agrees the order, estimate, or quotation, it indicates that they accept the terms and conditions and form a contract with inVoke Digital Ltd. This contract is between the signatory personally, the business they represent, and the company.
- Privacy Policy
25.1 This policy explains how inVoke Digital Ltd uses and protects any personal information provided to it. This policy is available on its website.
25.2 The company is committed to protecting your privacy. If personal information is required, it will be used according to this privacy statement.
25.3 The privacy policy may be updated periodically. Users should check this page regularly for any changes. The policy has been effective since 1st May 2015.
- Links to Other Websites
26.1 The website may contain links to other websites where inVoke Digital Ltd has no control over those sites, therefore, the company is not responsible for the privacy and security of any information provided on those external sites, and users should themselves check the privacy policies of those sites.
- Controlling Your Personal Information
27.1 inVoke Digital Ltd will not sell, distribute, or lease your personal information to third parties, however, may pass it on to lease finance companies to support your lease proposal. The company uses your information solely to respond to inquiries or quote requests.