1. Acceptance of Terms
As used herein, “LogoWit”, “we”, “us”, “our“, and “ours” refers to LW Graphic Design Co., together with its affiliates, d/b/a LogoWit. “Customer”, “you”, “your”, and “yours” refers to the customer accessing this Site and purchasing and using the Services together with any company or other business entity you are representing, if any.
We reserve the right to make changes to the Site, the Services and these TOU at any time without prior notice to you. You should therefore review these TOU each time you access this Site to keep apprised of these changes. If you do not agree to the changes implemented by us, your sole and exclusive remedy is to terminate your relationship with us as a customer of the Services. Unless explicitly stated otherwise, any new features or products that change, augment or enhance our Service offerings will be subject to this Agreement.
2. Use of the Site and the Services.
You are granted permission to access and use this Site and its Content (as defined herein) for the sole purpose of preparing, evaluating, and purchasing Services through the Site. No other download, retention, use, publication, or distribution of any portion of the Content is allowed.
LogoWit assumes no liability or responsibility for any inaccuracies, errors or omissions in any Content. LogoWit also assumes no responsibility and shall not be liable for any damages to, or viruses that may infect, your computer equipment or other property on account of your access to, use of, or browsing on the Site or your downloading any materials data text or images from the Site.
You agree to use this Site and Services in a responsible manner that is in compliance with these TOU and your local laws and regulations, including export and import regulations. You agree that you will not use the Site or any Service to produce products that are offensive, unlawful, harassing, libelous, threatening, harmful, obscene, malicious or otherwise objectionable or in breach of this Agreement. We reserve the right to terminate Your Account (as defined below) and suspend service to you for violations of this section.
By accessing, using and placing orders on the Site, using any of our Services and/or electronically accepting any of our Agreements, you represent and warrant that you are at least 18 years of age and/or are otherwise recognized as being able to form legally binding contracts under applicable law, If you are agreeing to these TOU or any of our other Service Agreements on behalf of a corporate entity, you represent and warrant that you have the legal authority to similarly bind such corporate entity.
3. Our Obligations.
a. LogoWit’s custom logo, graphic design and tagline creation service (the “Service”) provides businesses (each, a “Client”) the option to use a system to post specific assignments and project descriptions (each, a “Project”), including illustrative samples or other media (each, a “Design Brief”), provide additional direction during the design process (each, a “Revision Brief”) and obtain responses (each, a “Response”) to those Design or Revision Briefs from design experts retained by us. Your Responses will be created iteratively through a drafting cycle of Design Briefs, Revision Briefs and Responses, ultimately resulting in a final Response conforming to your various Design and Revision Briefs (the “Final Product”).
b. LogoWit does not have a duty to and does not generally screen or edit content, but we reserve the right to refuse Service, monitor or to remove, without notice, any content for projects which, in our sole discretion, are deemed illegal, misleading, or obscene, or are otherwise in breach of these TOU.
c. Artwork Rights.
i. Subject to your compliance with these TOU, you shall own the Final Product. You shall not, however, own any materials, media or other content generated during any revision cycles leading up to the Final Product, and we expressly reserve all right, title and interest in and to the same. We retain the rights to all artwork concepts and other content not selected by you.
ii. You acknowledge that your ownership rights under this agreement are limited to the Final Product, and that no trademarks or service marks in or to any Final Product are being conveyed under this agreement.
d. We do not guarantee that your logo or tagline will not have similarities to those designed by us for our other customers. Apart from your logo, graphic or tagline as a whole, you obtain no right or claim of any kind to any individual design element or elements of the graphic design or tagline and we reserve the right to use one or more of the design elements in other projects for other customers.
e. You hereby acknowledge that LogoWit shall have no obligation or duty to perform trademark, service mark or copyright clearance searches, inquiries, or the like, in order to validate the propriety or legality of the Final Product. Moreover, you acknowledge that LogoWit shall have no responsibility or obligation of any kind to assist you in seeking state or federal intellectual property protection, including, without limitation, trademark or copyright registration, for the Final Product, nor shall LogoWit be responsible for assisting you in any way in your attempt to perfect your rights in or to the Final Product. It is solely your responsibility to determine if the graphic design or tagline is suitable and appropriate for your use and to obtain the advice of an attorney or other suitable professional regarding whether or not the graphic design or tagline is legally available for your use and/or infringes the rights of any third party. Accordingly, you are encouraged to perform your own independent searches with regard to the Final Product.
4. Your Obligations.
a. Materials Provided by You.
i. In connection with your use of the Site and the purchase of Services made available through the Site, you may provide us with text, images, photographs, graphics, sound, video and other information (“User Content”). You may also have the ability to view, post, publish, share, store or manage User Content via the Site or the Services. All such comments and postings are public, not private, communications.
ii. You warrant and represent that you have all necessary right to provide User Content and that User Content shall not and does not violate the intellectual property rights or any other rights of any third party. You grant us a worldwide, royalty-free and non-exclusive license (including moral rights) to use, distribute, reproduce, modify, adapt, publicly perform and publicly display User Content in order to provide products and Services to you or in connection with your use of our Site and Services.
iii. You acknowledge and hereby grant to LogoWit a royalty-free, irrevocable, non-exclusive, perpetual, worldwide right (including any moral rights) to use User Content, Design and Revision Briefs, individual Responses provided to you, and Final Product for internal and archival purposes, and in order to display and promote the Service in any form, media, or technology now known or later developed.
iv. You agree to back-up all of your User Content so that you can access and use it when needed. LogoWit does not warrant that it backs-up User Content, and you agree to accept as a risk the loss of any and all of your User Content. You agree to indemnify and hold LogoWit and its subsidiaries and affiliates and its and their officers, directors, employees, partners and agents, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of our use of User Content.
b. Responses, Design Briefs, Revision Cycles.
i. You are solely responsible for timely preparing and posting detailed descriptions of each of your Design Briefs to the Site, including providing samples illustrating your Design Brief and any relevant deadlines.
ii. When we provide you with a Response, you are responsible for timely reviewing it. If you fail to promptly inform us that the Response is not reasonably responsive to the Design Brief, you will be deemed to have accepted the Response. If you notify us that you think a Response is not reasonably responsive to the related Design Brief, you shall then submit a Revision Brief containing information regarding amendments or modification to be made to the initial Response. After you provide us with a Revision Brief, we will provide you with a subsequent Response that conforms to the additional criteria you requested. LogoWit is not responsible for the content of Responses to the extent that they are prepared to conform to your Design or Revision Briefs.
iii. Revision cycles consist of additional compositions that incorporate changes you request in a Revision Brief. The number of revision cycles available to you is determined by the graphic design package you have purchased. The purpose of the revision process is to create Responses that move your project forward in the specific direction you have determined. You may request significant changes in the first and second cycles, and the Responses generated might be quite different in nature from the original composition you selected. For design packages with more than two revision cycles, by the third revision request, your requests shall be modifications of the current composition only. Revision requests that depart from the then-current composition will be honored and completed in a timely manner, however; we reserve the right to charge additional fees for each such Revision. No revision work, which requires payment, will be started without your authorization.
iv. You agree to provide timely responses to any status notifications that we send to you. You shall have 30 days to respond to each Response sent to you. If after 30 days you have failed to respond, LogoWit will assume that your project is complete and the project shall be deemed completed. At such time, LogoWit will have no further obligation to you, and you will pay us pursuant to the provisions of this agreement. Notwithstanding the foregoing, we reserve the right, in our sole discretion, to terminate your access to all or a portion of the Service, at any time, with or without notice.
c. Your Account, Password and Security.
i. In order to transact a purchase on the Site you must first complete our registration process where you will provide us with your billing and contact information (“Your Account”). You agree to provide and maintain accurate, current and complete Your Account information about you, and any entity on whose behalf you order products or services.
ii. You are responsible for maintaining the confidentiality of Your Account and are responsible for all activities that occur and orders that are placed under Your Account. You will immediately notify us of any unauthorized use of Your Account or any other breach of security, and ensure that you exit from Your Account at the end of each session. We may suspend or terminate Your Account upon notice to you in the event that we reasonably determine that Your Account has been involved in a violation of this Agreement. You will cooperate with us with respect to investigations by us of any suspected or alleged violation of this Agreement and any action undertaken by us to enforce this Agreement. You will be liable for the losses incurred by us or others due to any unauthorized use of Your Account. LogoWit will not be liable for any loss or damage arising from your failure to comply with this section.
d. Fees and Payments
i. You agree to pay any and all fees and payments due for Services purchased at this Site at the time they are ordered. All fees and payments due are in U.S. dollars and are non-refundable unless otherwise expressly noted, even if your Services are suspended, terminated, or transferred prior to the end of the Services term.
ii. Unless otherwise stated, you may pay for Services by providing a valid credit card or ACH if available. You acknowledge and agree that it is your sole responsibility to modify and maintain Your Account settings, including but not limited to (i) setting your renewal options and (ii) ensuring that your credit card or ACH information is current and valid. Failure to do so may result in the interruption or loss of Services. LogoWit will not be liable to you or any third party regarding these Services loss or interruptions. You must notify us of any billing problems or discrepancies within fifteen (15) days after they first appear on your credit card or bank account statement otherwise you waive any right to dispute any such discrepancy.
iii. You acknowledge that LogoWit may use the services of a third party to automatically update your credit card expiration date. These recurring billing or account updating programs “Billing Programs” are supported by your credit card provider (and are ultimately dependent on your bank’s participation). If you are enrolled in an automatic renewal option and we are unable to successfully charge your existing payment method, your credit card provider (or your bank) may notify us of updates to your credit card number and/or expiration date, or they may automatically charge your new credit card on our behalf without notification to us.
iv. If we are unable to charge your credit card or bank account for the full amount owed for the Services provided or if we incur a chargeback for any fee we previously charged to your credit card, you acknowledge that we may pursue all available lawful remedies in order to obtain payment including, immediate cancellation without notice to you of any Services registered or renewed on your behalf.
v. If a Service is offered with a special promotion price or period offered by us, you agree that all subsequent periods after the initial promotion period, will be billed at the then stated list price for the service.
vi. Late Fees and Penalties. We reserve the right to charge late fees of, e.g. 1% per month (18%, annually) or 6% of the amount due plus $10 per month for amounts not timely paid. Customer will be responsible for all reasonable expenses (including collection and reasonable attorneys’ fees) incurred by us in collecting such amounts.
5. Intellectual Property.
You should assume that everything you see or read on the Site is copyrighted unless otherwise noted and may not be used except as provided herein without our prior written permission. Except as noted otherwise in the text of the Site, the trademarks, logos, service marks, text, images and all other copyrightable materials displayed on the Site and available for use with the products or services constitute intellectual property owned by LogoWit and its affiliates and/or licensors (the “Content”). Nothing herein grants you any license or right, by implication, estoppel or otherwise, to use any Content without our prior written permission. Unauthorized use of the Content or any other content on the Site is strictly prohibited. You acknowledge that Content is being provided merely as a convenience and accommodation to you on an “AS IS” basis without warranty of any kind.
a. LogoWit reserves the right to immediately terminate the Service for reasonable cause, including but limited to (i) non-payment to us; (ii) failure to meet our credit requirements; (iii) non-compliance with any of the provisions of this Agreement; (iv) requests by law enforcement or other government agencies; (v) we cease to offer the Service; (vi) our inability to verify or authenticate any information you provide to us; or (vii) we conclude in our sole discretion that your use of or access to the Service may result in liability to us. In the event of default by you, any and all payments required to be made to us by you shall be due and payable immediately. Termination of this Agreement shall not relieve you from any liability, including amounts owing, accrued prior to the time that such termination becomes effective.
i. If you are not satisfied with the initial design responses provided by LogoWit, you may request to have a re-draw of a brand new set of graphic designs or slogans. You may cancel your Service at any time. You may request a refund by completing the Refund Request form, which will be provided to you upon request. Upon timely receipt of the completed form, LogoWit will refund the total payment made by you on the graphic design package purchased. However, you shall forfeit the right to the refund outlined below if you request additional revisions (1 or more design changes regardless of the complexity) or modifications to any of the initial concepts. You shall also forfeit the right to a refund if you do not respond in a timely manner to a status notification from us, as described above. There are no refunds for any rush service charges. Refunds are eligible within 30 days of purchase date provided no revision work has been requested and completed. 24 hour design fees and 24 hour rush changes are non-refundable. No refund is available for design firms or for those who order our design services on behalf of another entity or those making purchases using promotional codes (these orders are backed by our 100% satisfaction guarantee effort, meaning you get to work with designers until you are fully satisfied with your final design and are entitled to unlimited revisions).
ii. All refunds are issued in the form of a cheque within 3 business days from the day that the cancellation is requested provided you fall within the terms of service. Additionally, you acknowledge that you will have no right (express or implied) to use any Response or other work product, content, or media, nor will you have any ownership interest in or to the same.
All sections of this Agreement which, by their nature, shall survive termination, shall survive including payment, indemnity and the disclaimers of warranty and limitations of liability.
The Service, including all graphic designs and taglines, are provided “as is” without warranty of any kind, either express or implied, including but not limited to, the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. LogoWit makes no representations, warranties or covenants regarding, and does not guarantee, the truthfulness, accuracy, or reliability of any information or other material (including, without limitation, any Design Brief, or Responses) that are communicated through, or posted to, the Service, nor does LogoWit endorse any opinions expressed by any user of the Site. Without limiting the foregoing, LogoWit makes no representations, warranties or covenants regarding the validity of the rights to Responses granted pursuant to these TOU. You acknowledge that any reliance on information or other material, including, without limitation, any information related to your project, , communicated through the Service, or posted to the Site, will be at your own risk. Without limiting the foregoing, you agree and acknowledge that you use each Response at your own risk and that you are responsible for taking any actions you deem reasonable to determine whether your use of a Response will infringe any statutory or third-party intellectual property, privacy or publicity rights. LogoWit shall not be responsible for any use of photos that are not royalty free. It is the Customer’s responsibility to purchase and pay for all rights to use any photos, images, graphics, icons, logos, and/or designs for any designs created by LogoWit.
8. Limitation of Liability
LogoWit is not responsible or liable for the deletion, correction, destruction, damage, loss or failure to store or maintain any of Your Account data or Your Content. LogoWit and its subsidiaries and affiliates and its and their officers, directors, employees, agents, partners and licensors will not be liable to you for any special, direct (with respect to your use of the Site only) indirect, incidental, consequential, punitive, reliance or exemplary damages, including without limitation losses or liability resulting from (i) loss of data, loss of revenue, anticipated profits, or loss of business opportunity; (ii) the accuracy, completeness or content of the Site or the Services, (iii) personal injury or property damages; (iv) any unauthorized use of or access to the Site, the Services, any of our servers including, without limitation, any User Content or data including personal and/or financial information stored thereon; (v) any interruption or cessation of Services related to the Site; any viruses, worms, bugs or the like which may be transmitted to or from the Site; (vi) any User Content or conduct that violates this Agreement; (vii) any loss or damage of any kind resulting from your use of, or inability to use, the Site or the Services made available through the Site or any act or omission by LogoWit, even if advised of the possibility of such damages.
LogoWit’s liability and your exclusive remedy related to non-performance of any Service shall be: (i) repair or adjustment of the Service, or (ii) where repair or adjustment is not practicable, an equitable credit not to exceed the charges invoiced to you for the portion of the Service which were non-performing.
For any product or Service we provide to you, the aggregate liability of LogoWit its subsidiaries and affiliates and its and their officers, directors, employees, agents, partners and licensors, whether in contract, tort or any other theory, will not exceed an amount greater than the purchase price of the service actually paid to LogoWit. In states where the limitation or exclusion of liability or incidental or consequential damages is not allowed, the above limitations or exclusions may not apply to you. In such cases LogoWit’s aggregate liability will be limited to the fullest extent permitted by applicable law. Any cause of action arising out of or related to the Site or the Services must be commenced within one (1) year after the cause of action arises or any such action will be permanently barred.
You shall indemnify, defend and hold LogoWit, its officers, directors, employees, shareholders, agents, affiliates, licensors and subcontractors harmless from any claim, costs, losses, damages, liabilities, judgments and expenses (including reasonable attorneys fees), arising out of or in connection with any claim, action or proceeding (collectively, “Claims”) arising out of or related to any act or omission by you in using the Site or any Service ordered via the Site including but not limited to your violation of the Agreements or policies found on the Site or infringement of any third party proprietary rights by you.
10. Jurisdiction and Governing Law
Unless otherwise noted in any applicable Agreement, this Agreement, the Services and all matters arising out of or relating thereto will be governed by the laws of the Province of Ontario without regard to its conflict or choice of law provisions. Any legal action or proceeding relating to this agreement or the provision of the products or services offered via the Site will be brought in the Province or provincial courts located in Ontario. You hereby submit to the jurisdiction of and agree that venue is proper in those courts in any such legal action or proceeding.
11. Force Majeure
LogoWit shall not be responsible for failure or delay of performance if caused by an act of war, hostility, or sabotage, acts of God, electrical, internet, or telecommunication outage that is not caused by us, government restrictions (including the denial or cancellation of any export or other license), or other events beyond our reasonable control.
12. General Support Services
LogoWit will provide you with free phone support and support via live chat for issues relating to your use of the Site or to your design project. You may contact our support services by dialing 1-888-365-1923 daily, between 9:00 am and 5:00 pm EST, or emailing us at firstname.lastname@example.org.