This Design Services Agreement (the "Agreement") is made effective as of , by and between:
FROMMARS ENTERPRISE (202503120237 (003725563-H))
E2-16-11 Blok E2, OUG Parklane Jalan 1/152, Taman OUG Parklane, 58200 Kuala Lumpur, Wilayah Persekutuan (KL), Malaysia.
Phone: +6019 980-8362 (Fong Say Kiat)
Email: thisis.from.mars@gmail.com
(hereinafter referred to as "Designer")
AND
Phone: ()
Email:
(hereinafter referred to as "Client")
The Designer agrees to provide design services to the Client as generally outlined in a separate quotation or project proposal. The specific details, deliverables, and timelines for each project will be further defined in the attached quotation, project proposals, statements of work, or email communications, which, once accepted by both parties, shall become an integral part of this Agreement.
2.1. Project Fees: The Client agrees to pay the Designer the fees as specified in the attached quotation and any subsequent project proposals. All fees are quoted in Malaysian Ringgit (MYR) unless otherwise stated.
2.2. Payment Schedule: Payment terms will be outlined in each project proposal or quotation. Typically, an upfront deposit is required before the commencement of any design work, with the remaining balance due upon completion of each stages, or as otherwise agreed.
2.3. Invoicing: The Designer will issue invoices for services rendered, with due payment state in invoice.
2.4. Revisions and Out-of-Scope Work: The fees include a reasonable number of revisions as agreed upon for each project. Any significant changes or additional work requested by the Client that falls outside the initially agreed-upon scope may be subject to additional charges, which will be communicated and approved by the Client in advance.
The Client agrees to:
4.1. Ownership of Work Product: Upon full payment of all fees due under this Agreement, the Client will own the final design files and creative assets specifically created by the Designer for the Client as part of the project.
4.2. Designer's Portfolio: The Designer retains the right to display the completed work in their portfolio and marketing materials for promotional purposes.
4.3. Third-Party Assets: The Client acknowledges that the Designer may use third-party fonts, stock images, or other licensed materials in the design. The Client is responsible for obtaining any necessary licenses for continued use of such assets beyond the scope of this Agreement.
Both parties agree to keep confidential all proprietary and sensitive information disclosed by the other party during the course of this Agreement. This includes, but is not limited to, business strategies, marketing plans, and unreleased product information.
6.1. Term: This Agreement shall commence on the effective date and remain in effect until terminated by either party as provided herein.
6.2. Termination by Either Party: Either party may terminate this Agreement with written notice if the other party breaches any material term of this Agreement and fails to remedy such breach within that notice period.
The Designer shall not be liable for any indirect, incidental, special, or consequential damages arising out of or in connection with the services provided, even if advised of the possibility of such damages. The Designer's total liability under this Agreement shall not exceed the total fees paid by the Client to the Designer for the specific project from which the liability arises.
This Agreement shall be governed by and construed in accordance with the laws of Malaysia. Any disputes arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of Malaysia.
This Agreement, together with any accepted project proposals or statements of work, constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior agreements, understandings, and representations, whether oral or written.
Any amendments or modifications to this Agreement must be in writing and signed by both parties.
This Agreement shall be deemed executed and legally binding upon the Client's acceptance of these terms, evidenced by a written acknowledgment. Such acknowledgment may include, but is not limited to, an email confirmation from the Client's authorized representative stating their agreement to these terms. The project will commence upon receipt of this acknowledgment.