Please read below and sign, indicating your agreement.

1.   Pre-Amble
April 7, 2025
(hereinafter "Project Start Date")

June, 2025
(hereinafter "Estimated Completion Date")

2.   Work
The Agency agrees to produce the Work materials at the request of the Client for agreed upon fee of $1,700.00 and delivery of the Work by an estimated deadline of April 25, 2025 (with additional file designs to follow). The Agency agrees that they will be the sole author of the Work, which will be original work and free of plagiarism. The Agency will cooperate with Client in editing and otherwise reviewing the Work prior to completion and launch.

The Agency will prepare two rounds of revisions/edits with the agreed-upon timeframe and pursuant to the Consultation Call. They will then be entitled to two revisions.* And any revisions missed by Agency are considered the responsibility of the agency and is not included in the rate.

Should the client request any further revisions, they will be invoiced at a rate of $100 CAD/hour. *

If during the course of the Work, the Client wishes to make additions to the Deliverables, any additional work will be invoiced at a rate of $100 CAD/hour or additional packages may be purchased.*

3.   Confidentiality & Non-Solicitation
The Agency acknowledges that they may receive or have access to information which relates to the Client’s past, present, or future products, vendor lists, creative works, marketing strategies, pending projects/proposals, and other proprietary information. 

The Agency agrees to take reasonable steps to protect the confidentiality of the Client’s proprietary information and all physical forms thereof, whether disclosed to the Agency before this Agreement is signed or afterward. In the event that the Client requires specific steps to be taken to protect the Client's proprietary information, the Client agrees to advise the Agency of the same in advance of signing this Agreement.*

Unless strict confidentiality is requested by Client in advance of the establishment of this Agreement, the Agency may display materials and final Work Product created for the Client on the Agency's website (zcreativehouse.com) and social media (@courtneyzoeller).*

The Work will not be shared on the Agency's website or social media platforms until Client has shared/launched or 30 days after project completion, whichever is first. If 30 days has passed since project completion and Client has not yet shared/launched, the Agency has permission to share at the Agency's discretion. 

4.   Compensation 
The Client agrees to pay $1,700.00 to the Agency on a payment plan of:

All amounts paid to the Agency are non-refundable under any circumstances.

If payment is not received or there is a problem with the payment transaction or method, the Client will be notified by e-mail and have a 48-hour grace period to make the payment following the due date. After this 48-hour grace period, the project may be terminated at the discretion of the Agency and no Work will be provided. 

Payments shall be completed via bank payment or via Interac E-Transfer to courtney@zcreativehouse.com.

The Work will only continue if payments are made in accordance with the above payment plan. The final Work Product will only be provided to the Client once payment is received in full.*

5.   Client Approval

Client shall provide written approval for the Work through each stage of the project. This approval will be provided by email.

Client shall provide written approval of the final Work product at the end of the project which approves the following:

• aesthetics

• layout

• grammar

• spelling

• word selection

Once this final approval has been given by the Client, the Agency will not provide any further revisions to the Work.

Websites - If the Client's website goes down or experiences issues, the Agency will not be responsible for ongoing management or repair of the website or domain. Should the Client encounter any technological issues they are encouraged to reach out to Squarespace or other domain provider. The Agency does not provide ongoing technical support for websites, unless included in package purchased. 

Upon completion of the project, Client will assume all ownership and responsibility for the use of the Work Product.

Any further processes in which this work is used (e.g. film outpost, printing, etc.) The Agency is not responsible for errors occurring in this work or projects related to this work even if it is discovered after the approval of the Work by the Client. 

6.   Intellectual Property
All intellectual property rights, including copyrights, patents, patent disclosures, and inventions (whether patentable or not), trademarks, trade secrets, know-how, and other confidential information, trade dress, trade names, logos, corporate names, and domain names, together with all of the goodwill associated therewith, derivative works, and all other rights (collectively, "Intellectual Property Rights") in and to all documents, The Work, and other materials that are delivered to Client under this Agreement or prepared by or on behalf of the Agency in the course of performing the Services (collectively, "The Work") shall be owned exclusively by Client, once the Client pays the Fees in accordance with Section 4. 

The Agency hereby irrevocably assigns and shall cause its personnel to irrevocably assign to Client, in each case without additional consideration, all right, title, and interest throughout the world in and to The Work, including all Intellectual Property Rights therein. The Agency shall cause its personnel to irrevocably waive, to the extent permitted by applicable law, any and all claims such the Agency Personnel may now or hereafter have in any jurisdiction to moral rights or rights of droit moral with respect to the Work.

All Intellectual Property Rights in all documents, data, know-how, methodologies, software, and other materials provided by or used by the Agency in performing the Services and developed or acquired by the Agency prior to or independently of this Agreement (collectively, "Pre-Existing Materials") shall be owned exclusively by the Agency and its licensors.

7.   Communication
All official project communication and correspondence between Client and the Agency shall be completed via email. All file sharing for this project shall be completed via the Google Drive set up by the Agency at the beginning of the project.

Project communication includes but is not limited to feedback, approvals, questions and invoices.

It is important that we maintain organization for project communication and to ensure that all information is received. 

The Agency will not accept information or files via any other means than Google Drive or e-mail. If the Client has specific requirements with respect to file sharing due to confidential information, the Client shall advise the Agency of the same prior to signing this Agreement.

Z Creative House Business Hours are as follows:
Monday: Closed
Tuesday–Friday: 9:30AM–4:30PM
Closed all weekends and statutory holidays.

Written communication will be responded to within 2 business days.

8.  Project Timeline
The following timeline is to be adhered to by both the Agency and the Client. 

Project Start Date: April 7, 2025
Estimated Project Completion Date: Initial Poster design - April 25, 2025 - dependant on prompt client feedback responses.

Should the Client request an alternate Project Start Date after this Agreement is signed, the Agency cannot guarantee availability. *

If Client fails to provide requested materials, payment and/or feedback in accordance with the Project Start Date and timeline provided during Onboarding, the Agency may pause the project and change the Estimated Project Completion Date.*

9.   Disclaimer of Warranties
The Agency shall complete the Work for the Client’s purposes and to the Client’s specifications. The Agency does not represent or warrant that such deliverables will create any additional profits, sales, exposure, brand recognition, or the like. The Agency has no responsibility to the Client if the Work does not lead to the Client’s desired result(s).

10.   Limitation of Liabilities
Under no circumstances will the Agency be liable to the Client for any damages resulting from any part of this Agreement such as, but not limited to loss of revenue or anticipated profit or lost business.

11.   No Record Retention by the Service Provider
The Agency is not required to retain any records pertaining to the Work following completion of the project. The Agency will make every effort to retain project records for one year. However, it is strongly recommended that the Client download and maintain their own records.

12.   Termination

Either the Client or the the Agency may terminate this Agreement at any time with written notice provided in accordance with the paragraph 6 in this Agreement. 

All amounts paid to the Agency are non-refundable under any circumstances.

Should the Client terminate the relationship at any point between the Project Start Date (April 7, 2025) and the Estimated Completion Date (June, 2025), the Client will be required to compensate the Agency for the entire amount of the package, $1,700.00 as agreed to at the beginning of the project, subject to the Agency's discretion. 

Should the Agency terminate the project at any point between the Project Start Date (April 7, 2025) and the Estimated Completion Date June, 2025), the remaining amounts owing by the Client of the project shall be considered null and void and will not be expected to be paid by the Client.

13.   General Information
Jurisdiction. This Agreement will be governed by and construed in accordance with the laws of Canada and the province of Ontario as applicable.
Severability. If any provision of this Agreement is invalid or unenforceable, the other provisions in the Agreement will remain in full force and effect.
Modification. Any modification of this Agreement or additional obligation assumed by any Party in connection with this Agreement shall be binding only if evidenced in writing signed by both Parties.
Assignment. Neither this Agreement nor any other rights or obligations under this Agreement shall be assigned or otherwise transferred.
Dispute Resolution. The Owner and the Subcontractor will do their best to work out any differences through a phone conversation or via email. However, should a dispute ever arise between us, we agree now that we will subject to final and binding arbitration before a single arbitrator, selected jointly. The requirement to submit to arbitration does not apply to any Subcontractor who is resident in the Province of Quebec.
Non-disparagement. The Subcontractor shall not make any false, disparaging, or derogatory statement in public or private regarding the Owner, its employees, or agents. The Owner shall not make any false, disparaging, or derogatory statements in public or private regarding the Subcontractor.
Entire Agreement. This Agreement constitutes the entire Agreement between the parties and replaces any prior written or oral agreements.
Waiver of Breach. The waiver by me/us of any breach by you of any provision of this Agreement will not be taken to be a waiver of any further breaches by you.
Notice. For the purpose of this Agreement, e-mail will suffice for written notice when required as set out above.
Headings. The headings used in this Agreement are for stylistic purposes only and none of the content in the headings are intended to be legally binding.
Counterparts. This Agreement may be executed electronically and in counterparts, each of which will be deemed an original and all of which taken together shall constitute one and the same agreement.

14.   Acceptance of Terms

Client promises to pay for the services rendered by the Agency for the Work as agreed upon. By signing below, Client agrees they have read, understood, and are considered legally bonded to these terms.