Last updated: May 2020
THE LEGAL AGREEMENTS SET OUT BELOW GOVERN YOUR USE OF CM DESIGNS SERVICES (“SERVICES”). BY USING CM DESIGNS SERVICES YOU AGREE TO THESE TERMS, AS SUCH MAY BE AMENDED FROM TIME TO TIME AT CM DESIGNS’S ABSOLUTE DISCRETION. IF YOU DO NOT AGREE TO THESE TERMS, YOU ARE NOT AUTHORISED TO USE THE SERVICES.
CM Designs offers fix-priced graphic design services. We are an online service where users (Customers) can (A) subscribe to a monthly service for a monthly-recurring Fee, and request an agreed number of graphic design tasks (Tasks) to be completed, or (B) for a single Fee, request for a graphic design task (Task) to be completed.
An appropriate subscription Task, by way of example, might be to edit a pre existing image or to create a new image based on a number of Customer supplied visual assets and text.
CM Designs’ subscription service works as follows:
(A) Required Information. Each Task request should consist of (A) a detailed description of the Task and (B) electronic files, if any, required to complete the Task (together, User Content).
(B) Representation Regarding Right to Submit. By submitting a Task to CM Designs, a Customer represents that Customer owns the User Content or otherwise has the right to submit User Content to us, and Customer’s use of the User Content does not violate any third party intellectual property or other rights.
(C) Ownership of User Content. Customer maintains the ownership rights in any User Content that such Customer submits to the Site for each Task.
(D) Grant of Limited Rights to CM Designs. By submitting a Task to CM Designs, the Customer gives us the rights to User Content solely to the extent necessary to complete the Task.
(E) Grant of Limited Rights to Us. Each Customer authorises us to retain archival copies of all User Content that such Customer has submitted and to use such User Content in connection with the Site and our business, including for promoting the Site in any media format and through any media channel.
Delivery to Customer; Turnaround Time. When a Task is requested, CM Designs will deliver that task within the number of business day or days as specified on the Customer’s current plan. Each Revision request will operate under the same process.
Delivery to Customer; Acceptance. When a Task is complete, the Customer who submitted it will receive an email from us with the contents of the Delivery available via one or more download links. A Task is considered “accepted” by the Customer (i) when the Customer advises us in writing, or (ii) if it is not declined by the Customer within 72 hours after notification of the Delivery.
Delivery to Customer; Files. When a Task is Accepted, CM Designs will deliver all agreed files. CM Designs is not under any obligation to provide a Customer any files that are “unlayered”, “editable” or otherwise allow the Customer to make any changes. CM Designs will retain archival copies of all Delivery Files that CM Designs has created and will retain the right to use such Delivery Files in connection with the Site and our business, including for promoting the Site in any media format and through any media channel.
Misstep: If a Customer is Not Satisfied with the Delivery.
If a Customer is not satisfied with the Delivery, the Customer may decline the Delivery and it will be returned to CM Designs for Revision. CM Designs will attempt to make modifications to make the Delivery fit Customer’s reasonable expectations. CM Designs will resubmit the revised Delivery within 1 business day. A revised Delivery that is not declined by Customer within 72 hours after being resubmitted will be considered accepted by Customer.
(A) If CM Designs determines that either (1) Customer’s demands with respect to Delivery are not reasonable given the original Task specification, (2) Customer is being actively malicious, or (3) Customer has not provided enough guidance, direction, or instruction to CM Designs resulting in the need for multiple edits, the Customer will be deemed to have accepted the Delivery.
Your CM Designs subscription, which may start with a free trial, will continue month-to-month unless and until you cancel your membership or we terminate it. You must have Internet access and provide us with a current, valid, accepted method of payment to use the CM Designs subscription service. We will bill the monthly subscription fee using the payment method used when signing up unless updated or changed by you.
(i) Our Intellectual Property. We retain all rights to intellectual property underlying the Site.
You acknowledge and agree that all Intellectual Property Rights in all creation files, working files, artwork and other documents provided by us in connection with the services vests in us on its creation. For the avoidance of doubt, this does not include your Background IP or any licences (such as image licences). Upon full payment of our fees, we will assign to you all Intellectual Property Rights in the Task, except in relation to any of our Background IP. In such case we have a perpetual, irrevocable licence to use the relevant Task Intellectual Property Rights unless agreed otherwise in writing. For the avoidance of doubt, Intellectual Property Rights that we have agreed to transfer to you do not include any licences (such as image licences) or other Intellectual Property Rights that we are not able to assign. Each party retains ownership of its Background IP and grants to the other party a non-exclusive, royalty-free licence as follows: for us, to the extent necessary to enable us to provide the services, exercise our rights in accordance with the provisions of these terms and conditions and otherwise carry out our obligations under these terms and conditions, and for you, only for the purpose and scope of the Task, unless otherwise agreed in writing.
If during the course of providing the services we develop, we discover, or first reduce to practice a concept, product or process which is capable of being patented, then such concept, product or process will remain our property and you must not use or otherwise appropriate such property without first obtaining our written consent. To the extent permitted by applicable laws and for your benefit, we will, upon your request in writing, procure the consent from the holder of any moral rights in the project. We may purchase rights to images that we use in providing the services to you. Such images may be subject to a licence agreement between us and a third party that may restrict your use of those images. Please ask us if you would like to be given a copy of the terms of any such licence. Unless otherwise agreed in writing, we may at our discretion use images that have been used in providing the services to you, with other clients or on other works.
If you require specific images, you may be required to pay additional fee(s) for that use. Even if we agree to provide an image to you exclusively, we cannot guarantee that the image will not be used by other third parties who may have obtained these images from another party. We reserve the right to display all Tasks that we create for you on our website, any subsidiary website, and marketing material(s). The only exception to this is if a Non-Disclosure Agreement (NDA) has been requested and signed by the Customer, and granted and signed by CM Designs.
(ii) User Content Review. We reserve the right to review any User Content, and to investigate any disputes related to the Site.
(iii) Backup; No Liability. Maintaining a safe and secure Customers is a top priority for us and we intend to back up and safeguard User Content shared and posted to our Site using reasonable commercial efforts. However, we do not guarantee that there will not be loss of any User Content, and we will not be liable in the event of such loss of User Content.
(iv) Discretionary Right to Suspend or Terminate Account. We reserve the right to suspend or terminate the account of any Customer at any time for failure, or perceived failure, to comply with this Agreement, or for any other reason in our sole discretion.
(v) Right to Assume Our Defence. If you are required to indemnify us from any claim or loss, we reserve the right, at your expense, to assume the exclusive defence and control of such matter. We will use reasonable efforts to notify you of any such indemnifiable claim or loss upon becoming aware of it.
(vi) Disclaimer. Except where prohibited by law, the Site is provided as-is and as available and we expressly disclaim any warranties and conditions of any kind, whether express or implied, including the warranties or conditions of merchantability, fitness for a particular purpose, title, quiet enjoyment, accuracy, or non-infringement. We make no warranty that the Site (A) will meet your requirements; (B) will be available on an uninterrupted, timely, secure, or error-free basis; or (C) will be accurate, reliable, free of viruses or other harmful code, complete, legal, or safe; (C) reserves the right to amend, suspend or discontinue the availability of the Site and/or any Service and/or remove any Content at any time at its sole discretion and without prior notice.
(vii) Limitation of Liability. Our liability to you will be limited as set forth in Section 4 of this Agreement.
The term “unlimited” is subject to a Fair Use clause. The definition of Fair Use is determined by CM Designs management, at its sole and exclusive discretion. Customers deemed to be abusing the CM Designs service will be contacted by the CM Designs management. CM Designs management retains the sole and absolute discretion to suspend service to you if we deem necessary.
Cancellation can occur at any time. You are never required to stay with us – in fact, we’d prefer you have the option to leave if you are unhappy with our service and give us feedback on how we can serve you better. CM Designs may terminate any and all Services and/or your CM Designs account immediately, without prior notice or liability, for any reason whatsoever, or for no reason, including without limitation if you breach the Terms. In no event will CM Designs put an account on Hold, Pause or any other suspended state. An account may only be active or canceled. All Hold or Pause requests will be processed as a cancellation of an account immediately. Refund of any unused portion of a subscription month will not be given if a termination request is received unless the (7.) Money-back guarantee conditions are triggered and met. Upon termination of your account, your right to use the Services will immediately cease. If you wish to terminate your CM Designs subscription, you must Contact us with your termination request. All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability. You can contact us through the contact page or email our support team to issue a termination request.
If you are not happy with a design, you may request your monthly fee to be fully refunded to you:
Applies only to the first design Task that you receive from your designer upon starting your subscription service with us. Any subsequent design Tasks within your first month or any other months are not included in this policy. Refunds are not provided to any unused days – whether whole or part – of a subscription month. Once your first design Task is Accepted by you, a request for a refund for that Task or any other Tasks will not be granted.
Posting User Content that violates any copyright or other intellectual property rights is in express violation of this Agreement. If you believe your copyrighted work was submitted by a Customer to us without authorisation, you may submit a DCMA takedown notice to us at firstname.lastname@example.org. Only the copyright owner, or an agent authorised to act on the owner’s behalf, may submit such a notice.
In no event will we be liable to you or any third party for any lost profit or any damages arising from or relating to this Agreement. Your use of the Site is at your own discretion and risk. Further, Designs Unlimited shall not be liable for any indirect, special or consequential damages, loss of profits, economical loss, loss of goodwill or loss of anticipated savings or loss of data including any data stored on or accessible through a Website. The total aggregate liability of Designs Unlimited in respect of any and all causes of action arising out of or in connection with the customer’s order and Designs Unlimited performance of services pursuant to such order (whether for breach of contract, strict liability, tort (including, without limitation, negligence), misrepresentation or otherwise) shall (subject to the provisions of this agreement) be limited to the sums paid to CM Designs by the customer in respect of the monthly subscription pursuant to which liability has arisen. Nothing in these terms and conditions shall be construed so as to limit or exclude liability which cannot, pursuant to English Law, be excluded or limited including for death or personal injury or liability in respect of fraud or fraudulent misrepresentation.
Accepted - with respect to Delivery means, as applicable, either (i) when the Customer advises us in writing, or (ii) if it is not declined by the Customer within 72 hours after notification of the Delivery.
Business day - means a day that is not a Saturday, a Sunday, or a public holiday in United Kingdom and is 24 hours long.
Customer - means a user of the Site with rights to submit Tasks.
Delivery - means the completed design for a Task.
Fee - means the Fee applicable to the type of Task. Pricing is subject to change.
User Content - means information submitted by a Customer as part of a Task including (A) a detailed description of the Task and (B) electronic files, if any, required to complete the Task.
Site - means http://cmdes.co.uk.
Subsidiary - means a company that is owned and controlled by CM Designs.
Task - means a qualifying design project, which can be completed by CM Designs; typically within 60 minutes. More complex design requests or multiple design requested can be placed but this may affect turnaround times.
You - means Customer