Terms and Conditions

Visual Harmony Signs and Graphics | Terms & Conditions

PLEASE READ THESE TERMS & CONDITIONS CAREFULLY.

BY ORDERING FROM VISUAL HARMONY SIGNS AND GRAPHICS, THE CLIENT AGREES TO BE BOUND BY THE TERMS & CONDITIONS STATED BELOW.  IF THE CLIENT DOES NOT AGREE TO THE TERMS & CONDITIONS STATED BELOW, PLEASE DO NOT PLACE AN ORDER.

Visual Harmony Signs and Graphics is referred to herein as “VHSG” and reserves the right to change, modify, or amend these terms and conditions without notice.  For this reason, VHSG encourages the Client to review these Terms and Conditions whenever the Client places an order.

Service Description and Scope

VHSG offers customized sign and graphic solutions and services to meet the Client’s business requirements.  Our services encompass sign and graphic design, site surveys, landlord approval, city approval, signage manufacturing, and installation.  Our team of artisans is passionate about showcasing our talents and bringing creativity to the Client’s visual communications projects.

By placing an order with VHSG, both VHSG and the Client enter into a client contract (“Agreement”) covering the products and services outlined.  The invoices issued by VHSG clearly outline the complete scope of the project.

Order Process

Clients can place orders via our web portal, phone, email, and other popular communication tools.  Payments are required based on agreed terms.

Payment, Terms, Rush Fee, and More

1. All prices and amounts given by VHSG are in U.S. Dollars (USD), unless otherwise noted.
2. If the Client purchases any products or services from VHSG, the Client agrees to fully pay for all charges, including taxes, shipping, and/or handling fees, by credit card or with an approved payment method BEFORE VHSG completes an order.
3. VHSG may offer flexible payment terms, such as 50/50, Net 15, Net 30, or others. The specifics of these terms can be discussed and negotiated at the time of order.
4. The final price will include applicable Sales Tax. Clients are responsible for paying sales tax in accordance with the regulations of their respective states.
5. If the Client has approved a job, no changes are allowed to the artwork file, job characteristics, or printing turnaround time. After a project has been sent to production, the Client is responsible for paying the entire job amount, including applicable taxes and shipping/handling fees, unless otherwise agreed in advance.
6. Rush Fees: Rush orders incur additional fees communicated by VHSG.
7. Late Fees: The Client agrees that all amounts not paid by the due date stated on the invoice issued by VHSG are subject to a late fee of 15% per month, or the maximum rate permitted by law, and agrees to pay such a late fee.
8. Sales Tax: VHSG applies the Indiana State sales tax to all orders unless the Client is tax-exempt. If the Client is tax-exempt, the Client must send the tax exemption certificate at the time of the order.
9. For all orders amounting to $1000 or less, full payment is required.
10. For orders exceeding $1000, a 50% upfront deposit is necessary, with the remaining 50% due upon completion.
11. Clients are responsible for reimbursing VHSG for all permits, HOA, and city fees incurred during signage projects. Typically, these fees are billed at their actual cost.

Marketing Promotions and Discounts

Please Note: All prices and specifications are subject to change without notice.  No adjustments will be made after an order is placed.  Ask VHSG for updated prices.  Special offers are not valid for previous purchases before the promotion start date or after the promotion expiration date.  Our promotions apply only to project charges.  Custom quotes, mailing postage, shipping charges, sales tax, etc., are excluded from our discounted offers.  Multiple promotions and offers cannot be combined.

Designs, Approval, and Content

Clients may either use VHSG’s design services or provide their own designs for projects.  Client-provided designs entail associated responsibilities, with clients assuming full accountability for design accuracy, quality, and compliance with applicable laws and regulations.  VHSG will assess a reasonable processing fee to verify client-supplied designs.

Designs generated by VHSG, upon client approval, result in the transfer of liabilities for design content, including, but not limited to, typographical errors, color discrepancies, and design conformity.

Proofs:

• VHSG strongly urges clients to check the electronic proof of their artwork before submitting the order.
• No job will be sent to production without Client approval.
• The proof is the Client’s final opportunity to review the bleeds, crops, and final text.
• An electronic proof is NOT an accurate color reproduction of the Client’s final printed piece.
• Electronic proofs do not show transparency issues, overprints, or color changes from HEX/RGB/Pantone to CMYK. VHSG will not be liable for color variations between the proof and the printed product.
• The Client is responsible for reviewing and approving the proof accurately.

Artwork Requirements:

• All artwork, designs, and images must be provided in a minimum of 300 DPI and CMYK color mode. Ensure the Client’s raster image for large-format digital printing is 300 dpi at full size.  Vector art offers adaptable dimensions without compromise.
• VHSG is NOT RESPONSIBLE for images printed as fuzzy, distorted, or pixilated due to low-resolution artwork provided by the Client.
• Color accuracy cannot be guaranteed due to variations in HEX/RGB/Pantone to CMYK conversions.

Image Format:

• VHSG supports various image formats tailored to the Client’s needs:
• Vector Art: EPS, AI, PDF, SVG
• Raster Images: JPG, PNG, PSD

Color Accuracy:

• VHSG will check files to ensure they meet our production equipment’s requirements, but Customers are responsible for accuracy. VHSG is not accountable for orientation or alignment issues.
• By submitting artwork, the Client certifies its right to use the images. VHSG is not responsible for loss/damage of images/artwork.

Bleed and Margin Requirements:

• Backgrounds require 0.125-inch bleed outside the trim line; critical elements should be placed 0.125-inch inward from the trim line.
• Allow for a cutting tolerance of 0.250-inch; avoid borders due to potential uneven cutting.

Client Content:

• The Client is responsible for the uploaded content. The Client agrees to comply with local rules and to be liable for all content sent, uploaded, transmitted, or posted.
• VHSG does not control or endorse Client-provided content.

Prohibited Content:

• Do not upload indecent, threatening, defamatory, or infringing content. VHSG is not liable for offensive or objectionable content.

Third-Party Content:

VHSG does not guarantee accuracy or endorse content in advertisements or links to third-party websites.

Ownership of Design & Theft

1. Client-Provided Designs:
   Designs provided by the Client shall remain the exclusive property of the Client.  It is the Client’s responsibility to inform VHSG that the design holds intellectual property significance and may not be employed for internal design purposes.  To ensure this, the Client must provide an NDA form to VHSG, thereby conferring the necessary rights and permissions for the design’s use in internal projects.
2. VHSG-Provided Designs:
   VHSG shall own designs created by VHSG unless the Client has purchased the rights to the design.  Pricing to acquire ownership rights to these designs will be determined based on factors such as design development hours and design value set by VHSG at the time of the request.
3. Unauthorized Use of VHSG Designs:
   In instances where the Client employs VHSG-provided designs without completing a purchase or obtaining VHSG’s approval, VHSG retains the right to issue a $500 bill, with the possibility of escalating to $5000 per design.  This fee is intended to address unauthorized use of VHSG designs.

Approval Process

1. All projects require Client approval before production.
2. Responsibility for projects requiring landlord approval rests with the Client. It is imperative that the Client promptly inform VHSG of any landlord requirements before approving the signage to enter the fabrication process.
3. When the Client consents to city permitting and pays the associated fees, VHSG assumes responsibility for projects requiring city approval.
4. When HOA approval is required for signage authorization, it is essential that the Client promptly notify VHSG. This notification will enable VHSG to expedite the HOA approval process.
5. Client shall be responsible for maintaining all necessary permits and variances issued by public authorities.
6. The completion of the Project shall adhere to the sign drawing and elevation specifications for the job, as endorsed by the Client and itemized on the invoice. Any alterations to the Project Description necessitate written approval from both parties.
7. VHSG strongly urges clients to check the electronic proof of their artwork before submitting the order. No job will be sent to production without the Client’s approval.
8. An electronic proof is NOT an accurate color reproduction of the Client’s final printed piece.
9. Electronic proofs do not show transparency issues, overprints, or color changes from HEX/RGB/Pantone to CMYK. VHSG will not be liable for color variations between the proof and the printed product.
10. The Client is responsible for reviewing and approving the proof accurately.

Materials and Quality

Clients can indicate their preferred materials before commencing a job.  When the material specifications are confirmed during order placement, VHSG assumes responsibility for fulfilling the order exactly as requested.  In situations where specifications are not explicitly stated, VHSG utilizes its expertise to make optimal material choices & will bill accordingly.

Turnaround Time

1. VHSG provides an anticipated production turnaround based on the quantity and type of signage at the time of order.
2. The estimated production turnaround provided by VHSG is based on the typical number of hours or days that a project requires to complete under normal circumstances, excluding Saturdays, Sundays, holidays, weather-related delays, and other unforeseeable circumstances.
3. VHSG is closed on Saturdays, Sundays, and the following holidays, so these days are not included in the calculation of production turnaround time. VHSG will inform the Client if special non-production dates arise.
   • New Year’s Day
   • Memorial Day
   • Independence Day
   • Labor Day
   • Thanksgiving and the Friday after Thanksgiving
   • Christmas
4. If VHSG deems the Client-supplied artwork of low quality (i.e., low resolution), which will result in low-quality prints, VHSG may put the job ON HOLD until the Client resubmits and reapproves new artwork. This time is NOT INCLUDED in turnaround time.
5. If the Client submits low-quality artwork, the Client is 100% responsible for the resulting low-quality signs and graphics.
6. Landlord and City Approvals are not part of the VHSG turnaround. As both the landlords & cities are their own entities.
7. VHSG will not refund jobs based on turnaround time or delays once production starts. If the Client has a time-sensitive job, please notify VHSG when placing the order.
   • Cancellation of a job based on turnaround time or delays is permitted ONLY if VHSG agrees to specific terms in writing as a condition when Client places the order.

Delivery

For any product provided to the Client in an electronic format, the Client agrees that delivery of such product shall be deemed to have occurred when VHSG transmits the product via email or other electronic communication to the Client.

Once VHSG ships the order, the Client agrees that ownership and responsibility of the product and service transfer to the Client.  This means that the risk of loss and title for such items passes to the Client upon our delivery to the carrier.

Pick-up orders will be kept for 30 days from the delivery of the pick-up notification, via phone, SMS, email, or any preferred communication.

If the order has not been picked up from VHSG’s facility within 30 days, it will be shipped directly to the Client, and the Client will be billed for applicable shipping charges; however, VHSG cannot ship to P.O. Boxes or APO/FPO addresses.

Installation

1. Exterior & Interior Electrical Signage, Illuminated Signs, and Electronic Message Centers:
   1. VHSG will confirm the primary electrical service requirements with the Client at the time of order.
      1. The Client is responsible for furnishing all primary electrical services and connection to the sign, including timers, photocells, switches, and/or other controls required by local city ordinances, at the Client’s own expense.
   2. VHSG will confirm with the Client at the time of order whether their installers will use mechanical fasteners, adhesives, or both to attach the signs.
      1. If using mechanical fasteners, the Client is responsible for marking all private systems, including sprinkler, irrigation, and sewer systems; electrical, telecommunications, and lighting circuits; and all other systems.  Any damage to private lines not clearly marked is the responsibility of the Client.
      2. If using adhesives, VHSG will test the installation site with an adhesion test kit before scheduling the Customer’s wall graphics installation and test again before starting the installation.
         1. It is the Client’s responsibility to ensure that the walls are clean and pass the adhesion tests performed by VHSG.  If the walls fail the second test (performed before installation), VHSG will bill the Client for the cancelled installation and reschedule another installation at the Client’s expense.
      3. The Client is responsible for ensuring that the work area around the sign installation is clear and accessible for VHSG to avoid delays. If VHSG installers cannot access the sign installation site, VHSG will bill the Client for the cancelled installation and reschedule another installation at the Client’s expense.
2. Exterior & Interior Non-Electrical Signage:
   1. VHSG will confirm how it will attach the signs with the Client at the time of order.
      1. If using mechanical fasteners, the Client is responsible for marking all private systems, including sprinkler, irrigation, and sewer systems; electrical, telecommunications, and lighting circuits; and all other systems.  Any damage to private lines not clearly marked is the responsibility of the Client.
      2. If using adhesives, VHSG will test the installation site with an adhesion test kit before scheduling the Customer’s wall graphics installation and test again before starting the installation.
         1. It is the Client’s responsibility to ensure that the walls are clean and pass the adhesion tests performed by VHSG.  If the walls fail the second test (performed before installation), VHSG will bill the Client for the cancelled installation and reschedule another installation at the Client’s expense.
         2. The Client is responsible for ensuring that the work area around the sign installation is clear and accessible for VHSG to avoid delays. If VHSG installers cannot access the sign installation site, VHSG will bill the Client for the cancelled installation and reschedule another installation at the Client’s expense.
3. Wall Graphics:
   1. VHSG will test the installation site with an adhesion test kit before scheduling the Customer’s wall graphics installation and test again before starting the installation.
      1. It is the Client’s responsibility to ensure that the walls are clean and pass the adhesion tests performed by VHSG.  If the walls fail the second test (performed before installation), VHSG will bill the Client for the cancelled installation and reschedule another installation at the Client’s expense.
   2. The Client is responsible for ensuring that the work area around the graphics installation is free from obstruction and available for VHSG to avoid delays. If VHSG installers cannot access the sign installation site, VHSG will bill the Client for the cancelled installation and reschedule another installation at the Client’s expense.
4. Window Graphics:
   1. VHSG will test the installation site with an adhesion test kit before scheduling the Customer’s window graphics installation and test again before starting the installation.
      1. It is the Client’s responsibility to ensure that the windows are clean and pass the adhesion tests performed by VHSG.  If the walls fail the second test (performed before installation), VHSG will bill the Client for the cancelled installation and reschedule another installation at the Client’s expense.
   2. The Client is responsible for ensuring that the work area around the graphics installation is free from obstruction and available for VHSG to avoid delays. If VHSG installers cannot access the sign installation site, VHSG will bill the Client for the cancelled installation and reschedule another installation at the Client’s expense.
5. Vehicle Graphics (Lettering, Partial Wraps, and Full Wraps):
   1. VHSG will test the installation site with an adhesion test kit before scheduling the Customer’s vehicle graphics installation and test again before starting the installation.
      1. It is the Client’s responsibility to ensure that the car and windows (if applicable) are clean and pass the adhesion tests performed by VHSG.  If the vehicle and windows fail the second test (performed before installation), VHSG will bill the Client for the cancelled installation and reschedule another installation at the Client’s expense.

Ownership of Signage Property

VHSG shall contribute parts and materials to manufacture the signage related to the Project (“Signage Property”).  The Client acknowledges and agrees that VHSG owns all Signage Property until receipt of the final payment for the Project.  The Client expressly agrees that title to the Signage Property is retained by VHSG and in the Company’s name.

Change Orders

The parties involved must mutually agree to any alterations to the Project Description requested by the Client via a Client Change Order Form or other communication tools.  Once all parties have approved, the agreed-upon changes will be incorporated into the project.  At its discretion, VHSG reserves the right to suspend all project-related work until the Client duly signs the Client Change Order Contract.

Additional Work

Unless stated as part of the Contract Amount on the Invoice or Contract, the Client shall pay an additional amount for the Project if:

1. Inadequate access to the installation location is provided, or abnormal soil conditions or underground obstructions exist, including, without limitation, solid rock, pipes, underground wires, etc.
2. VHSG must perform services related to obtaining a variance.
3. VHSG must provide documentation to obtain permits and approvals for the Project other than the Project Description described above, including, without limitation, shop drawings, samples, and modifications to architectural site plans.
4. VHSG is required to remove free-standing signs or prior signs on a structure located on or near the installation site.
5. VHSG must obtain permits or approvals
6. VHSG is requested or required to do any other additional work related to the Project that is not described in the Quotation & Purchase Contract page of this Contract.
7. Client Delay

VHSG shall not be liable for any delay in the performance of this project caused by or resulting from the Client’s acts, omissions, or delays in its obligations under these terms and conditions.

Liability and Indemnification

The Client shall indemnify and hold VHSG, and its employees and agents harmless from and against any claims, damages, losses and expenses, including, without limitation, attorneys’ fees and court costs arising out of or resulting from the performance of the services, if any such claims, damage, loss or expense is caused in whole or in any part by any act or omission of the Client, or Client’s employees or agents.

The Client agrees to defend, indemnify, and hold harmless VHSG, its employees, and affiliates against all claims, damages, legal fees, costs, and expenses arising from or related to Client-submitted content.  The Client also certifies that the Client owns rights to or has a license for the content or image(s) being used in the Client’s order.

Disclaimer of Warranties

This contract is made with the understanding that there are no expressed or implied warranties other than those contained in this contract and that there are no warranties of any kind, expressed or implied, that the goods shall be merchantable or fit for any particular use or purpose other than those specifically mentioned herein.

Limited Warranty

ALL SIGNAGE, PROPERTY, AND SERVICES PROVIDED BY VHSG ARE GUARANTEED FOR A PERIOD OF ONE YEAR AGAINST ELECTRICAL AND MECHANICAL DEFECTS.

Expressly excluded from this warranty are acts of God, vandalism, Client modification, or defects due to Client negligence, and any other causes beyond the control of VHSG.

All warranties are void with respect to portions of the Project not manufactured, performed, or serviced by VHSG, its employees, or agents.

Cancellation and Refunds

As VHSG makes and supplies customized products, all sales are final.  No refunds will be issued once VHSG or its agents begin producing the Client’s order.  Work will start on the Client’s job as soon as VHSG receives the Client’s files, confirmations, and/or payments.  If VHSG has not started on a specific order, VHSG may allow a partial refund, subject to the cancellation processing fee.  However, any labor hours (proofs, graphic design, research, fabrication, installation, etc.) or administrative fees (credit card fees, bank fees, etc.) will be deducted from the Client’s refund.  VHSG will not accept any refund requests made more than 7 days after the date the Client placed the order.

If the Client terminates or downgrades a project, the Client shall pay VHSG for all work in progress related to the Project up to the date of termination plus a cancellation fee of 25% of the total Contract Amount, unless otherwise specified.

Attorney’s Fees

If a suit, action, arbitration, or other proceeding of any nature whatsoever is instituted in connection with any controversy arising out of this Agreement or to interpret or enforce any rights under this Agreement, the prevailing party shall have the right to collect from the other party its reasonable costs and necessary disbursements and attorneys’ fees incurred in enforcing this Agreement.

Force Majeure

VHSG shall not be liable for failure of or delays in the performance of the terms of this Contract resulting from strikes, breakage, fire, labor disputes, unforeseen commercial delays, war, acts of God, or other causes beyond the control of VHSG.

In addition, the Client shall not hold VHSG responsible, and VHSG shall not be liable for any damage to landscaping that occurs during installation.

VHSG shall not be liable for roof warranty work if the roof membrane is penetrated during the normal installation process.  The Client agrees to pay a roofing contractor for any necessary repairs or patching to maintain the original roof warranty.

Mechanics Lien

The Client acknowledges and agrees that VHSG shall provide services and furnish materials and labor to manufacture signage related to the Project, and further agrees that such materials or labor are for the improvement of real property.  Therefore, unless otherwise prohibited by state law, the Client authorizes VHSG to file a Mechanic’s Lien for any amounts due under this Contract.  The Client further agrees to pay VHSG an administration fee for all costs incurred in filing a Mechanic’s Lien and further agrees to pay all legal fees and court costs in connection with the enforcement of a Mechanic’s Lien.

Independent Contractor Status

In these terms and conditions, VHSG shall be deemed an independent contractor.  It is the intention of the parties that:

1. VHSG shall specifically not occupy the status of an agent, servant, or employee of the Client
2. The relationship between VHSG and the Client shall specifically not be that of a partnership, joint venture, or other similar association. During the progress of performance of the Project, Client will not, without Company’s prior written consent, direct or attempt to direct the employees, agents, or subcontractors involved in performance of services related to the Project or the installation of the Signage Property.

Accounts, Access, and Passwords

The Client agrees that the Client is responsible for protecting the Client’s password and controlling access to the Client’s registered account.  The Client agrees that the Client will be responsible for all orders placed or other actions that are taken through the Client’s registered account.

Right to Refuse Service

VHSG reserves the right to cancel or otherwise refuse print jobs it deems are obscene or offensive, including but not limited to pornographic materials.  VHSG reserves the right to charge the Client for services rendered up to the point that the job was cancelled.

Miscellaneous

In any legal action brought by or against VHSG in relation to this Contract, the prevailing party shall be entitled to recover its costs and reasonable attorney fees in addition to any other relief that may be awarded.  If a court should find one or more of the terms of this Contract unenforceable, the remaining terms will nonetheless remain binding on the parties.

This Contract is the complete agreement between the parties regarding the subject matter set forth herein, and this Contract supersedes all previous oral or written agreements regarding this subject matter.

This Contract cannot be voided or amended without the written agreement of an officer of VHSG.  The Client shall not make any assignment of this Contract, but VHSG may assign this Contract in its sole discretion.

Email Notifications

By purchasing from VHSG, the Client agrees to receive emails regarding the status of the Client’s account or purchase order, including job status changes, job shipments, and job-related warnings such as delays or art issues.  The Client cannot unsubscribe from these emails because they are necessary to facilitate communication between VHSG and its Clients.

The Client agrees to promptly update the Client’s information (if applicable) to keep it current, complete, and accurate.  VHSG is not responsible for email notifications that are redirected or not received in the Client’s inbox due to an incorrect email address provided by the Client, the Client’s email filter settings that block our emails, or any other technical difficulties beyond our control.

Email notifications are provided as a courtesy to the Client; however, it remains the Client’s responsibility to check with VHSG or contact a Client Service Representative for the status of their order.

Email Marketing

The Client may unsubscribe from email marketing, such as periodic newsletters, promotions, sales, coupons, and time-sensitive offers, at any time.

Short Message Service (SMS) SMS Privacy Policy

Visit VHSG’s website to review the SMS Privacy Policy.

Use Restriction

The Client may use VHSG resources only to make legitimate requests to purchase products or services offered, and shall not use them to make any speculative, false, or fraudulent requests.  The Client may not use robots or other automated means to access this Site unless explicitly permitted by VHSG.  The Client represents that the Client is of sufficient legal age to create binding legal obligations for any liability the Client may incur because of the Client’s use of VHSG.  It is a violation of the law to place a request in a false name or with an invalid credit card.  Please be aware that even if the Client does not provide their real name, the Client’s web browser sends a unique Internet address to us that can be used by law enforcement officials to identify the Client.  Fraudulent users may be fully prosecuted under the law.  VHSG allows the user to electronically copy and/or print hard-copy portions of VHSG resources solely for use as a shopping resource.  Any other use of materials or content on VHSG, including reproduction for a purpose other than that noted above, without prior written consent of VHSG, is prohibited.

User Feedback

All comments, feedback, suggestions, and ideas submitted, copied, or sent to our email address become and remain the exclusive property of VHSG.  The Client relinquishes all rights to such comments, feedback, suggestions, and ideas.  These may be used and quoted by VHSG in any medium for any purpose anywhere without obtaining the Client’s consent.  VHSG is not obligated to pay the person who commented any compensation for any of the comments submitted if VHSG chooses to publish the comments and the first name and first initial of the last name of the person who commented.  The Client agrees that the Client will be solely responsible for the content of any comments the Client makes.

Links to other Websites and Services

Our website contains links to external services and resources; any concerns regarding these services or resources should be directed to the relevant service or resource provider.  VHSG is not responsible for the content located on any third-party site, nor does VHSG warrant the accuracy or completeness of the information or content included on the websites of these outside services and resources, even if VHSG provides links to them.  The Client’s use of those third-party sites is subject to the terms of use and privacy policies of each site, and VHSG is therefore not responsible.  VHSG encourages all users to review the privacy policies of third-party websites.  Outside services and resources are in no way related to VHSG.

Modifications/Termination of Usage

VHSG reserves the right to modify or discontinue the Service with or without notice to the user.  VHSG shall not be liable to users or any third party should it exercise its right to modify or discontinue the Service.  User acknowledges and accepts that VHSG does not guarantee continuous, uninterrupted access to our business, and the operation of our business may be interfered with or adversely affected by numerous factors or circumstances outside of our control.

Governing Law and Jurisdiction

This Contract shall be governed by and construed in accordance with the laws of the State of the Company’s principal office without regard to choice of law principles.  Client hereby irrevocably submits to the jurisdiction of the state and federal courts in such state for all disputes or legal claims arising from these terms & conditions.  VHSG is based in Indiana & follows the state’s laws accordingly.

 

Phase Shift, Inc. DBA Visual Harmony Signs and Graphics

312 NW Martin Luther King Jr. Blvd.

Evansville, IN 47708

United States

812-902-1027

info@visualharmonysigns.com