DESIGN PROJECT BILLING POLICIES

ExperienceMillennial.com is a division of Experience Millennial LLC, a limited liability company (collectively, “Experience Millennial”). This page explains the Experience Millennial terms and conditions for the Design services provided on or in connection with the services provided by ExperienceMillennial.com (the “Services”).

By investing in the Services, accessing the information, resources, services, products, and tools Experience Millennial provides, you understand and agree to accept and adhere to the following terms and conditions as stated in this policy (“Agreement”) along with the terms and conditions as stated in our Terms of Service ( https://experiencemillenial.com/terms-service) and our Terms and Conditions (https://experiencemillennial.com/terms-conditions/).

Acceptances

Client agrees to cooperate and to provide Experience Millennial with everything needed to complete the Services as, when and in the format requested by Experience Millennial.

Experience Millennial has the experience and ability to do everything agreed to for Client and will do it all in a professional and timely manner. Experience Millennial will endeavor to meet every deadline that’s set and to meet the expectation for Services to the best of its abilities.

Warranty

Experience Millennial warrants that: (i) the Services will be performed in a professional and workmanlike manner and that none of such Services or any part of this Agreement is or will be inconsistent with any obligation Experience Millennial may have to others; (ii) none of the Services or Inventions or any development, use, production, distribution or exploitation thereof will infringe, misappropriate or violate any intellectual property or other right of any person or entity (including, without limitation, Experience Millennial); (iii) Experience Millennial has the full right to provide Client with the assignments and rights provided for herein; (iv) Experience Millennial shall comply with all applicable laws in the course of performing the Services and (v) if Experience Millennial’s work requires a license, Experience Millennial has obtained that license and the license is in full force and effect.

EXCEPT AS SET FORTH IN THIS ATTACHMENT, EXPERIENCE MILLENNIAL DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SUITABILITY, COMPLETENESS OR RESULTS TO BE DERIVED FROM THE WORK.

EXCEPT AS SET FORTH HEREIN, ALL DELIVERABLES ARE DELIVERED ON AN “AS-IS” BASIS.

Confidentiality & Non-Disclosure

Each party shall maintain, in the strictest confidence, all Confidential Information (as defined in the next sentence) of the other party. “Confidential Information” means all (i) nonpublic information (at the time of disclosure) disclosed by one party to the other party under this Agreement, provided such information is marked or indicated by the disclosing party to be confidential; (ii) and any information which ought reasonably be considered confidential with regard to the circumstances surrounding disclosure, whether or not such information is marked “Confidential”.

In the event a party is required to disclose Confidential Information pursuant to a judicial or other governmental order, such party shall, to the maximum extent permitted by law or opinion of counsel, provide the other party with prompt notice prior to any disclosure so that the party or its client may seek other legal remedies to maintain the confidentiality of such Confidential Information. Each party receiving Confidential Information shall be responsible for any breach of this provision that is caused by any of its employees, affiliates, representatives or agents and such party agrees to indemnify and hold harmless the other party from and against any liabilities, claims, damages, losses, costs and expenses resulting, directly or indirectly, from any breach by a party, or any of its employees or independent contractors, of any provision of this Agreement. The obligations of this Section shall survive termination of this Agreement for a period of 3 years.

Ownership and Licenses

Experience Millennial agrees that the deliverables and materials developed pursuant to this Agreement (including, without limitation, all presentations, writings, ideas, concepts, designs, text, plans, and other materials that Experience Millennial conceives and develops pursuant to this Agreement, including all materials incorporated therein whether such materials were conceived or created by Experience Millennial individually or jointly, on or off the premises of Client, or during or after working time) shall be treated as if the development of such deliverable constitutes a “work for hire” and shall be owned by Client upon payment of all fees due to Experience Millennial pursuant to this Agreement.

In the event that any such material is considered not to be a “work made for hire,” Experience Millennial hereby assigns all ownership (whether represented or not by a registered patent, copyright, trade secret) and other proprietary or rights, title and interest in such deliverables and materials to Client, and agrees to execute such documents as Client may reasonably request, in order to assist Client in obtaining and protecting such rights.

Experience Millennial agrees that Experience Millennial has no interest in any materials that Experience Millennial submits to Client, including, without limitation, any security interest therein, and hereby releases to Client any interest therein (if any) which may be created by operation of law. Except as otherwise agreed to in writing and as necessary in the performance of this Agreement, Experience Millennial shall have no rights to license, sell or use the deliverables or materials developed under this Agreement, or any portion thereof.

Non-Solicit

Experience Millennial agrees that during the period in which it is providing Services and for one year thereafter, Experience Millennial will not encourage or solicit any employee, vendor, client or contractor of Client to leave Client for any reason.

Relationship of Parties

Nothing contained in these Policy shall be construed to create a partnership, joint or co-venture, agency, or employment relationship between Experience Millennial and Client. Both Parties agree that Experience Millennial is, and at all times during this Agreement shall remain, an independent contractor.

Quotes

Quotes are valid for 90 days.

General Billing

To the extent the Services or any portion thereof is made available for any fee, you will be required to provide Experience Millennial information regarding your form of payment (collectively, “Payment Instrument”). Acceptable Payment Instruments for design services include bank direct deposit.

You represent and warrant to Experience Millennial that such information is true and that you are authorized to use the Payment Instrument. You will promptly update your Account information with any changes (for example, a change in your billing address) that may occur to the following email: Hello@ExperienceMillennial.com.

Term & Termination

Either Party may terminate this Agreement at any time, with or without cause, upon 7 days written notice.

Either Party also may at any time terminate the Agreement immediately if: (i) the other party commits a breach of this Agreement and such party does not cure a breach within 5 days of written notice from the non-breaching party of such breach.

If this Agreement is terminated earlier by Client without cause, Client agrees to pay Experience Millennial any and all sums which are due and payable for: (i) services provided as of the date of termination; and (ii) expenses already incurred, including those from documented non-cancelable commitments. Experience Millennial agrees to use the best efforts to minimize such costs and expenses.

Termination for any reason shall not affect the rights granted to Client by Experience Millennial hereunder. Upon termination, Client shall pay to Experience Millennial all undisputed amounts due and payable. If upon termination Client has not paid undisputed fees owed for the material, deliverables or Services provided by Experience Millennial as of the date of termination, Client agrees not to use any such material or the product of such Service, until Client has paid Experience Millennial in full. Any provisions or clause in this Contract that, by its language or context, implies its survival shall survive any termination or expiration of this Agreement. Notwithstanding anything to the contrary in this Agreement, Experience Millennial shall retain a perfected security interest in the deliverable or material until Client has made payment in full for all undisputed amounts as of the termination date. Experience Millennial hereby agrees to release and waive its security interest in the deliverable and material upon receipt of full payment for all undisputed amounts.

Cancellation Fee

If the Client terminates this Agreement earlier without cause, Experience Millennial will charge a cancellation fee of 25%.

Payment Terms

Client understands the importance of paying independent contractors in a timely manner and wants to maintain a positive working relationship with Experience Millennial to keep the project moving forward.

A 50% deposit must be received before work is started and final balance is due prior to completion of project (uploading website to live server, sending print items to printer, or providing digital files).

Payments for each invoice delivered by Experience Millennial to Client are due within 15 days of receipt. In case of overdue payments, Experience Millennial reserves the right to stop work until payment is received.

Late Payment

In the event an invoice is not paid on time, to the maximum extent allowable by law, Experience Millennial will charge a late payment fee of 1.50% per month on any overdue and unpaid balance not in dispute.

Experience Millennial’s acceptance of such service charges does not waive its rights to any remedies for Client’s breach of this Agreement. All payment obligations are non-cancelable and fees paid are non-refundable.

Deposit

A 50% deposit is due upon the acceptance of the Agreement.

Expense Reimbursement

Client shall reimburse all expenses that are reasonable and that have been authorized in writing by Client in advance; payable within 15 days of itemized invoice.

Feedback

Client will provide feedback according to number of times outlined on service proposal and Experience Millennial will revise work accordingly.

Changes

Any material changes to the Services, including work to be performed and related fees must be approved by the prior written consent of both parties.

Proofs and Printed Items

Please read over your proof carefully to avoid any errors (spelling, wrong contact information, etc) on print items. We will not send anything to print without an emailed or signed approval to a proof. Your email or signature releases Experience Millennial from all responsibility for errors and omissions on a print item. If the item has already been sent to print, Experience Millennial cannot stop production. If you need to have an item reprinted because of an error, we will be happy to do that, but you will be charged the full print cost for the second print, as your proof approval signifies release to print.

Refunds 

Every effort will be made to execute services that will please the client. However, no refunds will be given for any design fees, photography or any artwork, in the event Client is dissatisfied. 

If Client approves an expense, such as the purchase of artwork (such as stock photography) and after the purchase changes his/her mind, they will still be responsible for payment of these expenses, in addition to replacement expenses.

Limitations of Liability

Experience Millennial cannot be held liable for any consequential or special damages, such as profit losses or damages financial or physical due to design, printing or programming delays or issues.

Right to Authorship Credit

Both Parties agree that when asked, Client must properly identify Experience Millennial as the creator of the deliverables. Client does not have a proactive duty to display Experience Millennial’s name together with the deliverables, but Client may not seek to mislead others that the deliverables were created by anyone other than Experience Millennial.

Client agrees Experience Millennial may use the work product as part of Experience Millennial portfolio and websites, galleries and other media solely for the purpose of showcasing Experience Millennial’s work but not for any other purpose.

Experience Millennial will not publish any confidential or non-public work without Client’s prior written consent.

Miscellaneous

The section and subsection headings used in this Agreement are for convenience only and will not be used in interpreting this Agreement. Both parties have had the opportunity to review this Agreement and neither party will be deemed the drafter of this Agreement for the purposes of interpreting any ambiguity in this Agreement. The parties agree that this Agreement may be signed by manual or facsimile signatures and in counterparts, each of which will be deemed an original and all of which together will constitute one and the same instrument. In the event that any provision of this Agreement will be determined to be illegal or unenforceable, that provision will be first revised to give the maximum permissible effect to its original intent or, if such revision is not permitted, that specific provision will be eliminated so that this Agreement will otherwise remain in full force and effect and enforceable.

Entire Contract

This Agreement, along with any exhibits, schedules or attachments, between the Parties supersedes any previous arrangements, oral or written, and may not be modified in any respect except by a future written agreement signed by both Parties.