Terms and Conditions

1. Definitions and Scope of Services

1.1. Definitions:

"Darren Forde": Refers to the service provider, Darren Forde, and includes his team, agents, or any third-party contractors acting on his behalf in the performance of the Work.

"Client": Refers to the individual or entity engaging Darren Forde.

"Work": Includes all services and deliverables provided, encompassing but not limited to Graphic Designs, Photographs, Videos, Marketing Materials, Website Code, Applications (Apps), technical support, managed hosting, and associated documentation.

1.2. Scope: Darren Forde provides services including Graphic Design, Photography, Video Creation, Marketing Services, Social Media management, Website Development, App Development, Software Support, and Business Technical Support (e.g., Google Workspace, web hosting, email support, etc.) as detailed in the formal written project proposal, Statement of Work (SOW), or documented written correspondence (such as email) agreed upon by both parties.

2. Payment Terms and Deposits

2.1. Deposit/Upfront Payment:

For new Clients or projects exceeding an agreed threshold, Darren Forde reserves the right to require an upfront deposit, usually 50% of the total estimated project fee (unless otherwise agreed in the SOW), before the commencement of any Work.

For established Clients, the requirement for a deposit may be waived at Darren Forde’s sole discretion.

The Work will not begin, and no deadlines will be binding, until any required deposit is received in cleared funds.

2.2. Invoicing: All invoices issued by Darren Forde are payable by the Client within fifteen (15) calendar days from the date of the invoice (referred to herein as "Net 15"), unless otherwise agreed in writing.

2.3. Late Payment Penalties:

If any invoice is not paid in full by the Net 15 due date, Darren Forde reserves the right to charge statutory interest on the outstanding balance.

This interest shall accrue from the due date until the date of full payment, calculated in accordance with the European Communities (Late Payment in Commercial Transactions) Regulations 2012. The Client shall also be liable for reasonable recovery costs incurred by Darren Forde.

3. Ownership, Intellectual Property (IP), and Licence Revocation

3.1. Retention of IP: All copyrights, intellectual property rights, moral rights, and proprietary rights in the Work, including source files, raw footage, design files, and underlying code, shall remain the sole and exclusive property of Darren Forde until Clause 3.2 is fully satisfied.

3.2. Grant of Licence: Upon receipt of full and cleared payment for the associated invoice(s) (including any late payment interest or fees), Darren Forde grants the Client a non-exclusive, perpetual, worldwide, and non-transferable licence to use the specific final Work for the purpose(s) outlined in the SOW or agreed scope.

3.3. Invalidation and Revocation of Licence (Crucial Clause):

If any invoice for the Work is not paid in full by the Net 15 due date, the licence granted in Clause 3.2 is immediately, automatically, and without notice deemed invalidated, revoked, and expired.

Upon the invalidation of the licence due to non-payment, the Client agrees to immediately cease all use of the Work and remove it from all mediums, including websites, print, and social media.

The Work may not be used by the Client until full payment is received and a new licence is formally re-instated by Darren Forde in writing.

3.4. Technical Services (Hosting/Support): Failure to pay invoices for ongoing services such as web hosting or software maintenance by the Net 15 due date may result in the immediate suspension of the service without further notice, until full payment is received.

4. Project Cancellation

4.1. Cancellation by Client: If the Client cancels a project or Services before completion, the Client agrees to pay Darren Forde for all Work completed up to the date of written cancellation, calculated at Darren Forde’s standard hourly rate or a reasonable percentage of the total project fee, whichever is greater, less any deposit already paid.

4.2. Deposit/Payment Status: All deposits are non-refundable. If the amount due under Clause 4.1 exceeds the deposit paid, the Client shall pay the balance within Net 15 days. No refund will be given or due to the Client, regardless of whether the deposit exceeds the amount due for completed Work.

5. Governing Law and Jurisdiction

5.1. Governing Law: These Terms and Conditions and any non-contractual obligations arising out of or in connection with them shall be governed by and construed in accordance with the laws of Ireland.

5.2. Jurisdiction: The parties irrevocably submit to the exclusive jurisdiction of the Courts of Ireland to settle any dispute or claim arising out of or in connection with these Terms.