TWA x Rebrand Studio
 Terms & Conditions

Last updated: May 22, 2025

This agreement (hereinafter “Agreement”) is for branding design services between Rebrand Studio in partnership with Wedding Atelier (hereinafter “Studio ”) and Wedding Atelier Alumni (hereinafter “Client”). Collectively, Studio and Client will be referred to as the “Parties.” Client hires Studio for branding and marketing design services according to the terms set forth below.
Conditions
This Agreement will not take effect, and Studio will have no obligation to provide services, until: (a) Client returns a signed copy of this Agreement; (b) Client pays either of the (3) design rates and (c) Studio acknowledges acceptance of Client by counter-signing this Agreement. Upon satisfaction of these conditions, this Agreement will be deemed to take effect.
Scope of Services
Client hires Studio to design Client's brand by providing the services as specifically outlined in Attachment A, “Design Brief.” Collectively, the services to be performed by Studio , as promised under Attachment A, will be referred to as the “Services.”
Total Price
Client agrees to pay Studio rates for the Services considered in this Agreement. Client understands Studio will not provide services or begin work until the Design Rates is received. Upon completion of the scope of services considered in this agreement, Studio will invoice Client for the remainder of the Design Rates . Client agrees to pay the invoice within seven (7) days from the date Studio sends the invoice.
Method of Payment
Studio will send Client an electronic invoice for all payments. Client agrees to make payment by debit or credit card using the payment link on the invoice. Client may also request to make payment by check, in which case, Client may contact Studio for an up to date mailing address to which to send the check.
Late Fees
For every three (3) days Client fails to make timely payment according to the above terms, Studio may charge, and Client agrees to pay, a late fee equal to the greater of ten percent (10%) of the outstanding payment amount or $100.
Cancellation
Client understands that Studio allocates time and resources for Client’s project and forgoes other opportunities to work with Client on the Project. Because cancellation by Client limits Studio’s income, Client understands and agrees that the Design Rates is non-refundable for any reason. Upon cancellation by the Client, Studio will keep the Design Rates, and the Client will be entitled to a refund of any other additional payments made to Studio. Client understands that in the event of cancellation, Client is not entitled to any deliverables not yet received. Client understands that Studio will retain all intellectual property rights in the event of cancellation. 
Timeline
Studio will begin work on or after date total payment is complete (“Estimated Start Date”) based on Studio waitlist of Client(s). With minimal revisions, a branding design can typically be completed within 2 weeks. Depending on the Client’s needs for the Project, more time may be required. 
 Revisions
Studio will send Deliverables to Client for approval or feedback in batches. These batches or cycles are called and will be referred to as Deliverable Groups. It is Client’s responsibility to provide all feedback or change requests for each Deliverable Group within one response communication to Studio. Studio and Client may then discuss these requests, after which, Studio will make the revisions for each deliverable within that Deliverable Group. That cycle will complete one round of revisions. Studio agrees to provide two rounds of revisions per Deliverable Group.
Additional Revisions 
Should Client wish to get additional revisions beyond those provided under Paragraph 8 “Revisions,” Client may request those revisions. Studio will provide an estimate to Client of the cost for these revisions based on Studio’s hourly rate of 5 hours per Design Rates. Client may then give Studio approval to complete the revision. Studio will add the additional revision fee onto the next invoice sent to Client. If Client has already paid the Design Rates in full Studio will invoice Client separately for these costs, and Client agrees to pay the invoice within seven (7) days. Paragraph 6, “Cancellation,” also applies to this provision.
Final Delivery
Upon Client’s payment of the prior invoice and approval of the Deliverables, Studio will deliver to Client the approved Deliverables within ten (10) to thirty (30) days depending on the services rendered. Studio will deliver the approved deliverables via Notion Client Dashboard. When applicable, Studio will deliver these in the following formats Showit or Squarespace.
Text Content
Studio is not responsible for writing any text copy. Client is responsible for providing written copy to Studio.
File Type
Studio will deliver PNG and SVG or EPS files, or corresponding Website Platform for each design. Client understands that these file types are suited to different purposes and understands that incorrect use will result in a loss of image quality. Client understands to use PNG files for digital representations, and SVG or EPS files when sending a design to print. 
Drafts
All drafts, sketches, and proposals are the intellectual property of Studio. None of these drafts, including text descriptions of drafted material, may be reproduced or transmitted in any form, or by any means, electronic or mechanical, for any purpose without the express written permission of Studio.
Warranties by Client
Client represents and warrants to Studio that Client owns all right, title, and interest in, or otherwise has full right and authority to permit the use of any intellectual property provided to Studio for reference in connection with Studio's performance under this Agreement. 
Transfer of Intellectual Property Rights
All initial artwork, compositions, concepts, drafts, and sketches are the intellectual property of Studio. Upon completion of the project and payment of Studio 's last invoice, Client has the right to use the Deliverables for advertising, promotion, publicity, multimedia works and merchandising. 
 
Studio retains the right to (i) use any unused artwork, compositions, concepts, sketches, and ideas for future projects, (ii) include a reproduction of the finished project in a book of design work, (iii) include a reproduction of the project in any art trade periodicals, exhibits and competitions and (iv) include a reproduction of the project for inclusion in self-promotion material for the purposes of recognition of creative excellence or professional advancement, and to be credited with authorship of the Deliverables in connection with such uses.
No Guarantees
Studio cannot guarantee the outcome of graphic design services and Studio’s comments about the outcome are expressions of opinion only. Client acknowledges that Studio cannot guarantee any results for graphic design services as such outcomes are based on external factors and subjective opinions which cannot be controlled by Studio .
Confidentiality & Non-Disclosure
Studio recognizes and acknowledges that the services rendered to Client by may reveal confidential information that is proprietary to Client. “Confidential Information” means all material, non-public, business-related information, written or oral, whether or not it is marked that is disclosed or made available to Studio, directly or indirectly, through any means of communication or observation. Studio agrees not to share and agrees to take reasonable measures to protect Client’s Confidential Information.
 
Likewise, Client recognizes and acknowledges that the services rendered to Client by Studio may also reveal confidential information that is proprietary to Studio. Studio has developed a step-by-step process to work with clients. This process along with any materials drafted by Studio and provided to Client are confidential. Client agrees not to share these materials with others. Client agrees to take reasonable measures to protect Studio ’s confidential information. Client agrees to bind its employees and subcontractors to the terms and conditions of this Agreement.

The obligations of confidentiality and non-disclosure as described herein shall survive termination of this Agreement and shall persist for a period of three years after termination of this Agreement.
Artistic Release
Studio shall be granted full artistic license in relation to the Services. Client acknowledges that they have been shown a representative sample of Studio ’s services and work. Studio will use reasonable efforts to ensure the Services are produced in a style and manner consistent with Studio s current portfolio.
Warranties and Representations
The Parties warrant and represent that they are free to enter into this Agreement and have the authority to do so.
Limit of Liability
LIABILITY SHALL BE LIMITED TO THE TOTAL PRICE. EXCEPT AS PROHIBITED BY LAW, Studio SHALL NOT BE LIABLE TO CLIENT OR TO ANY OTHER PERSON OR ENTITY FOR ANY GENERAL, PUNITIVE, SPECIAL, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES, OR LOST PROFITS, OR ANY OTHER DAMAGES, COSTS OR LOSSES ARISING OUT OF THE Studio ’S SERVICES, MATERIALS, OR PRODUCTS, INCLUDING ATTORNEY’S FEES AND RELATED EXPENSES OF LITIGATION AND ARBITRATION. EXCEPT AS PROHIBITED BY LAW, TO THE EXTENT THERE IS LIABILITY FOUND AS TO THE Studio , SUCH RECOVERY IS LIMITED TO THE AMOUNT THE CLIENT PAID FOR MATERIALS, PRODUCTS, OR SERVICES.
Indemnification and Release
To the extent permitted by law, each party hereby agrees to protect, indemnify, defend, and hold harmless the other and their respective managers, officers, members, partners, affiliates, owners, shareholders, beneficiaries, and their respective employees, agents, and contractors (collectively, "Representatives") against all claim/losses, liabilities, damages, expenses, and costs arising out of or connected with the negligence or intentional misconduct of such party or its Representatives. Further, Client on behalf of itself and its owners, affiliates, partners, subsidiaries, employees, agents, contractors, and consultants (collectively "Releasor"), waives any rights to recover from, and hereby forever agrees to release and hold harmless, Studio and their respective owners, parent companies, affiliates, partners and subsidiaries, directors, officers, members, participants, employees, consultants, agents, legal representatives and assigns from any and all claims, costs, personal injuries, deaths, expenses, damages, actions and liabilities, of any nature, whether direct or indirect, known or unknown, foreseen or unforeseen (collectively "Claims").
Force Majeure
Neither party shall be held liable or responsible to the other party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any obligation under this Agreement when such failure or delay is caused by or results from causes beyond the reasonable control of the affected party, including but not limited to fire, floods, embargoes, war, acts of war, insurrections, riots, strikes, lockouts or other labor disturbances, or acts of God; provided, however, that the party so affected shall use reasonable commercial efforts to avoid or remove such causes of nonperformance, and shall continue performance hereunder with reasonable dispatch whenever such causes are removed. Either party shall provide the other party with prompt written notice of any delay or failure to perform that occurs by reason of force majeure.
Waiver
No waiver of any default by any party or parties to this Agreement shall be implied from any omission by a party or parties to any action on account of such default. If such default persists or is repeated, no express waiver shall affect any default other than the default specified in the express waiver, and that only for the time and to the extent therein stated.
Article Headings
All article, paragraph, and section headings set forth in the Agreement are intended for convenience only and shall not control or affect the meaning, construction, or effect of this Agreement or any of the provisions thereof. 
Severability
If any provision of this Agreement shall be declared invalid or unenforceable, such provision shall be deemed eliminated from this Agreement, and all remaining provisions shall continue in full force and effect.
Modification by Subsequent Agreement
This Agreement may be modified by subsequent agreement of the parties only by an instrument in writing signed by both of them.
Mediation
Studio and Client agree to try to settle all disputes between them through private mediation before initiating any arbitration, litigation, or other dispute resolution procedure. The mediation session will occur at a time mutually agreed upon by the parties in consultation with a mutually selected mediator, though no later than thirty days after the date of services of the initial notice, unless otherwise agreed by the parties and mediator. Each party shall bear its own fees and costs for the mediation. The parties agree to mediate in Wayne County, MI.
Governing Law
This Agreement shall be governed by and interpreted under the laws of the state of Michigan.
Venue
The Parties agree that any dispute that may arise as related to this Agreement shall be brought in a court within Wayne County, MI.
Sole and Only Agreement
This Agreement contains the entire understanding between the parties with respect to the subject matter and supersedes any and all other prior written contracts and understandings (whether oral or written) between the parties. No amendment or modification of this Agreement shall be effective unless executed in writing by both parties.
Assignment; Successors and Assigns 
Client agrees that Client will not assign, sell, transfer, delegate, or otherwise dispose of, whether voluntarily or involuntarily, or by operation of law, any rights or obligations under this Agreement. Any such purported assignment, transfer, or delegation shall be null and void. Client represents that Client has not previously assigned or transferred any claims or rights released by him pursuant to this Agreement. Subject to the foregoing, this Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective heirs, successors, attorneys, and permitted assigns. This Agreement shall not benefit any other person or entity except as specifically enumerated in this Agreement. 
Counterparts 
This Agreement may be executed in counterparts, and if so executed and delivered, all of the counterparts together shall constitute one and the same Agreement. A facsimile signature may be treated as an original, and each party agrees to deliver to the other party an original executed Agreement within seven (7) days of execution.
 
I, undersigned Client, hereby warrant that I am of full age and have every right to contract in my own name in the above regard. I state further that I have read the above authorization and release prior to the execution and that I am fully familiar with its contents.