1. Intellectual Property Rights
Unless otherwise indicated, the Website is the property of Branding Elm, and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics of any nature and regardless of format (herein, collectively or individually, the “Content”) and the trademarks, service marks, and logos contained there (the “Marks”) are owned and controlled by Branding Elm and are protected by copyright and trademark laws and any other applicable intellectual property law or regulation of the United States, foreign jurisdictions, and international conventions. The Content and Marks are provided “As-Is” for your information and personal use only. Except as expressly provided herein, no part of the Website and no Content may be copied, reproduced, aggregated, republished, uploaded, posted, displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without Branding Elm’s express prior written permission. Branding Elm reserves all rights in the Website, Content, and Marks.
2. Ownership of Materials
Notwithstanding Branding Elm’s ownership of Submissions, as described in Paragraph 4 (“Client Feedback”), all design and original source files created on Client’s behalf (“Projects”) belong to the Client, and the Client shall be the sole owner of the copyright for all Projects. In the event that any operation of law would cause Branding Elm to become the owner of a Project, in whole or in part, rather than the Client, Branding Elm irrevocably and perpetually assigns its entire interest in the Project to the Client, without limitation. The Client warrants that any and all materials provided to Branding Elm as examples or as material to be incorporated into a project during the design process are owned by the Client and do not infringe on or misappropriate any third party’s rights, including, but not limited to, all intellectual property rights and any right of publicity. Branding Elm always reserves the right to share the Client's design work publicly (social media, website, etc.) unless agreed upon as stated in section 18 of this document.
3. Third-Party Fonts
In the event that any Project incorporates fonts that are not owned by Branding Elm and require a commercial license to legally reproduce, distribute, or publicly display the Project (“Third-Party Font(s)”), Branding Elm will inform the Client in writing that one or more Third-Party Fonts have been incorporated into the Project and that the Client will need to purchase one or more licenses for the Third-Party Fonts from the rights-holder(s) of said Third-Party Fonts to legally reproduce, distribute, or publicly display the Project. Said notice will include information sufficient for the Client to identify which licenses are required and who to contact in order to purchase said licenses. So long as Branding Elm has informed the Client of the incorporation of Third-Party Fonts as described above, the Client assumes all responsibility for any consequences resulting from a failure by the Client to purchase one or more licenses for any Third-Party Fonts incorporated into a Project.
4. User Representations
By using the Website, the Client represents and warrants that:
The Client is not a minor in the jurisdiction of their domicile.
The Client will not access the Website through automated or non-human means.
The Client will not use the Website for any illegal or unauthorized purpose.
The Client’s use of the Website will not violate any applicable law or regulation.
5. Prohibited Activities
The Client shall not access or use the Website for any purpose other than that for which the Website is made available to the Client. The Website may not be used in connection with any commercial endeavors except those related to the work performed by Branding Elm on behalf of the Client. Further, the Client agrees to refrain from the following:
Make any unauthorized use of the Website.
Retrieve data or content for the purposes of creating or compiling a database or directory.
Circumvent, disable, or otherwise interfere with security-related features on the Website.
Engage in unauthorized framing or linking of the Website.
Trick, defraud or mislead Branding Elm or other users.
Interfere with, disrupt or create an undue burden on the Website or Branding Elm’s networks or servers.
Use the Website in an effort to compete with Branding Elm.
Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Website.
Bypass any measures on the Website designed to prevent or restrict access to the Website or any portion thereof.
Harass, annoy, intimidate or threaten any of Branding Elm’s employees, independent contractors or agents providing services through the Website.
Delete the copyright or other rights notice from any Content.
Copy or adapt the Website’s software.
Upload or transmit, or attempt to do so, viruses, Trojan horses, or other material including anything that interferes with any party’s use of the Website or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operations or maintenance of the Website.
Upload or transmit, or attempt to do so, any material that acts as a passive or active information collection or transmission mechanism.
Disparage, tarnish or otherwise harm Branding Elm.
Use the Website in a manner inconsistent with any applicable laws, statutes or regulations.
6. Client Feedback
The Client acknowledges and agrees that any questions, comments, suggestions, or other feedback or submission (each a “Submission”) shall be the sole property of Branding Elm, and Branding Elm is under no obligation to keep a Submission confidential or take steps necessary to ensure the confidentiality of a Submission. Branding Elm shall be the sole and exclusive owner of all rights related to the Submission except to the extent that rights are granted to the Client under Paragraph 2 (“Ownership of Materials”), and shall at its sole and unrestricted discretion use and disseminate a Submission for any lawful purpose without permission, acknowledgment, or compensation of or to the Client. The Client agrees that it has the right to articulate and put forth the Submission, and the Client hereby waives all claims and recourse against Branding Elm for its use of the Submission.
7. Management and Oversight
9. Returns and Refunds
Branding Elm reserves the right to deny refunds based on its own discretion and without notice or liability to the Client. Refund requests are assessed on a case-by-case basis. Should the Client request a refund during the first month of use, all materials produced by Branding Elm are the ownership of the company and are prohibited from being used by the Client in any way. If a refund is deemed to be appropriate, there will be a 25% fee assigned to the remaining billable period. Branding Elm reserves the right to take appropriate legal actions against the Client for breach of this paragraph.
Branding Elm reserves the right to change, alter, modify, amend, or remove anything or any content on the Website for any reason at its sole discretion. Branding Elm reserves the right to modify or discontinue all or part of the Website without notice and without liability to the Client.
11. Connection Interruptions
Branding Elm does not guarantee or warrant that the Website will be available and accessible at all times. Issues with hardware, software, or other items may result in interruption delays or errors beyond Branding Elm’s control. The Client agrees that Branding Elm shall not be liable for any loss, damage, or inconvenience caused by the Client’s inability to access or use the Website during any interruption in the connection or service.
12. Governing Law
The Website is provided on an as-is, as-available basis. The Client agrees that its use of the Website and Services is at the Client’s sole risk. Branding Elm disclaims all warranties, express or implied, in connection with the Website and the Client’s use thereof, including the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Branding Elm makes no warranties or representations about the accuracy or completeness of the Website or any content thereon or content of any websites linked to the Website, and Branding Elm assumes no liability for any errors, mistakes, or inaccuracies of content and materials, personal injury or property damage, of any nature whatsoever, any unauthorized access to or use of Branding Elm’s secure servers and/or any personal information and/or financial information stored therein, any interruption or cessation of transmission to or from the site, any bugs, viruses, Trojan horses, or the like which may be transmitted to or through the Website by any third party, and/or any errors or omissions in content and materials or for any loss or damage of any kind incurred as a result of the use of any content posted, transmitted, or otherwise made available through the Website. Branding Elm does not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party either through the Website, a hyperlinked website, or any website or mobile application featured in any advertising.
15. Limitations of Liability and Indemnification
16. User Data
The Client is solely responsible for all data transmitted to or that relates to any activity the Client has undertaken using the Website. Branding Elm shall have no liability to the Client for any loss or corruption of any such data, and the Client hereby waives any right of action against Branding Elm from any such loss or corruption.
17. Electronic Communications, Transactions, and Signatures
The Client hereby consents to receive electronic communications from Branding Elm, and the Client agrees that all agreements, notices, disclosures, and other communications sent via email or through the Website satisfy any legal requirement that such communication be in writing. The Client hereby agrees to the use of electronic signatures, contracts, orders, and other records, and to electronic delivery of notices, policies, and records of transactions initiated or completed by Branding Elm or through the Website. The Client hereby waives
18. Use of Client Management Platform and Other Service Delivery Platforms
Branding Elm may utilize third-party client management platforms, including but not limited to Zendo, and other applications or platforms ("Service Platforms") to enhance the delivery of services. The Client acknowledges and agrees to the use of these Service Platforms in connection with the subscription services provided by Branding Elm.
19. Limitation of Liability for Service Platforms
Branding Elm shall not be liable for any issues, interruptions, or damages arising from the use of third-party Service Platforms. The Client acknowledges that the operation and functionality of such Service Platforms are subject to the terms and conditions of the respective platform providers. Branding Elm disclaims any responsibility for the performance, security, or availability of these Service Platforms. The Client agrees that any claims or liabilities related to the use of Service Platforms shall be directed to the respective platform providers, and Branding Elm shall not be held responsible for such claims or liabilities.
20. Client's Responsibilities
21. Indemnification for Service Platform Use
22. Modification for Service Platform Integration
Branding Elm reserves the right to integrate, modify, or discontinue the use of any Service Platforms at its sole discretion. Any changes to the use of Service Platforms will be communicated to the Client as part of the overall service provided by Branding Elm.
23. Limitation of Liability for Overall Service Delivery
The Client acknowledges that the overall service delivery, including the use of Service Platforms, is provided on an as-is, as-available basis. Branding Elm disclaims all warranties, express or implied, regarding the Service Platforms and their integration into the subscription services. Branding Elm shall not be liable for any direct, indirect, consequential, incidental, special, or punitive damages arising from the use of Service Platforms.
ELM SUBSCRIPTION AGREEMENT
This Subscription Agreement (the "Agreement") is entered into by and between Branding Elm, hereinafter referred to as "Provider," and the undersigned client, hereinafter referred to as "Subscriber."
1. SUBSCRIPTION SERVICES
1.1 Scope of Services: Provider agrees to provide design and marketing services as per the selected subscription tier: Starter, Growth, or Premium.
1.2 Design Services:
Unlimited Design Requests
Print & Digital Designs
Active Requests, Revisions, and Turnaround times vary based on the selected tier.
1.3 Marketing Services (Premium Tier only):
Website Content Updates
Social Media Management
Email Marketing Campaigns
Content Creation Assistance
Surveys & Questionnaires
2. SUBSCRIPTION FEES
2.1 Payment Terms: Subscriber agrees to pay the monthly subscription fee associated with the selected tier. Fees are due on a monthly basis.
2.2 Billing Cycle: The billing cycle commences on the date of subscription activation and continues on a monthly basis.
3. CANCELLATION AND REFUND
3.1 Cancellation: Subscriber may cancel the subscription at any time. Cancellation will be effective at the end of the current billing cycle.
3.2 Refund Policy: Refunds are not provided for partial subscription periods.
4. INTELLECTUAL PROPERTY
4.1 Ownership: All design materials and intellectual property created under this Agreement shall belong to the Subscriber upon full payment of the subscription fees.
4.2 Source Files: Source files for design materials will be provided to the Subscriber as part of the subscription.
5. TERM AND TERMINATION
5.1 Term: This Agreement shall commence on the subscription activation date and continue on a month-to-month basis.
5.2 Termination: Either party may terminate this Agreement with written notice. Termination will be effective at the end of the current billing cycle.
6.1 Changes to Services: Provider reserves the right to modify subscription features and pricing with a 30-day notice.
7.1 Confidential Information: Both parties agree to keep confidential any proprietary or confidential information obtained during the term of this Agreement.
8. GENERAL PROVISIONS
8.1 Governing Law: This Agreement shall be governed by and construed in accordance with the laws of [Your Jurisdiction].
8.2 Entire Agreement: This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements or understandings, oral or written.
Once proceed to subscribe and click on "place order", it means agreement is accepted.