Standard Terms & Conditions

These Standard Terms and Conditions (“Terms”) govern all services (“Services”) provided by Chatterson & Company Inc. (“CHATTERSON”, “we”, “us”, “our”) to any client, purchaser, or authorized representative (“CLIENT”, “you”).

By doing any of the following, you acknowledge and agree to be bound by these Terms:

  • Paying any CHATTERSON invoice
  • Approving or accepting any proposal, estimate, or scope of work
  • Requesting work or allowing work to begin
  • Receiving or using any deliverables
  • Engaging CHATTERSON verbally or in writing

If you do not agree to these Terms, you must notify us in writing before work begins.

1. Fees & Payment

1.1 Fees

Fees for Services are outlined in the applicable proposal, estimate, or scope of work. Unless otherwise stated, Fees exclude:

  • Printing and production
  • Photography, illustration, videography, renderings
  • Stock assets and font licenses
  • Courier charges, proofs, and third-party vendor costs

These items are billed separately at cost + 20% to cover administration, handling, and processing.

1.2 Payment Schedule

Unless otherwise specified in writing:

  • A non-refundable deposit is required before project initiation.
  • CHATTERSON may issue progress billings monthly or at project milestones. Typically, 25% at design approval and 25% upon final launch or completion of the project.
  • Final payment is due before the release of final deliverables or the transfer of rights.

1.3 Invoice Terms

  • All invoices are due within 30 days of issue.
  • Late payments are subject to Bank of Canada base rate + 5%.
  • CHATTERSON reserves the right to suspend Services on any overdue account.

2. Revisions & Client Approval

2.1 Revisions

Unless otherwise stated, proposals include up to three (3) rounds of revisions. Additional revisions will be billed at our standard hourly rate.

2.2 Client Approval

Upon approval of final deliverables, the CLIENT assumes full responsibility for any subsequent usage, changes, or production errors made by CLIENT or third-party vendors. CHATTERSON is not responsible for errors arising after approval.

3. Term & Termination

3.1 Term

These Terms apply from the date CLIENT initiates Services and continue until all Services are completed or terminated.

3.2 Termination by Either Party

Either party may terminate the relationship with 30 days’ written notice.

3.3 Early Termination by CLIENT

If CLIENT terminates a project early, CLIENT is responsible for:

  • All Fees and approved expenses incurred up to the termination date;
  • Any non-cancellable vendor costs;
  • An early termination fee equal to 25% of remaining project Fees.

3.4 Termination for Non-Payment

CHATTERSON may terminate immediately if any undisputed invoice remains unpaid after 30 days.

4. Confidentiality

Both parties agree to maintain the confidentiality of proprietary and non-public information exchanged during the course of the engagement. Confidentiality obligations survive for one (1) year after termination.

5. Intellectual Property

5.1 Transfer of Rights

Upon final payment, CHATTERSON assigns to CLIENT all rights in the final approved deliverables unless otherwise agreed in writing.

5.2 Retained Rights

Unless otherwise agreed:

  • Native working files (InDesign, Illustrator, Photoshop, etc.) remain the property of CHATTERSON.
  • Unused concepts, sketches, drafts, and explorations remain CHATTERSON’s property.

5.3 Portfolio Use

CHATTERSON may display completed work, CLIENT name, and project outcomes in its:

  • Portfolio
  • Website
  • Social media
  • Case studies
  • Award submissions

Unless CLIENT requests otherwise in writing.

6. Client Responsibilities

CLIENT represents, warrants, and agrees that:

  • All materials provided to CHATTERSON are owned or properly licensed by CLIENT;
  • Directions provided will not infringe third-party rights, violate law, or harm CHATTERSON’s reputation;
  • CLIENT will review and approve deliverables in a timely manner;
  • CLIENT will indemnify CHATTERSON for any claims arising from CLIENT-provided materials or misuse of deliverables.

7. Limitation of Liability

CHATTERSON’s total liability for any claim arising out of these Terms shall not exceed the total Fees paid by CLIENT in the six (6) months preceding the claim.

CHATTERSON is not liable for:

  • Indirect, incidental, special, or consequential damages
  • Loss of profits or revenue
  • Delays caused by CLIENT or third-party vendors
  • Errors arising after CLIENT approval

8. Force Majeure

Neither party is liable for failure to perform due to causes beyond reasonable control, including pandemics, government restrictions, labour stoppages, or natural events.

If such conditions persist for more than 30 days, either party may terminate with 14 days’ notice.

9. Notices

Notices may be delivered by email, courier, or postal mail.
Email notices are deemed received on the date of transmission unless a bounce-back is received.

10. General

  • These Terms constitute the entire agreement between CLIENT and CHATTERSON unless a separate written agreement is signed by both parties.
  • No waiver of any term shall be deemed a waiver of future breaches.
  • CLIENT may not assign rights without written consent. CHATTERSON may assign to affiliates.
  • If any provision is deemed unenforceable, remaining provisions remain in effect.
  • These Terms are governed by the laws of Alberta, and disputes shall be resolved in Alberta courts.

End of Terms

If you have any questions about these Terms, please contact:

Chatterson & Company Inc.
Email: accounts@chatterson.co