Terms & Conditions

The boring (but important) stuff

Bespoke One-Off Projects Monthly Maintenance Plans Photography & Videography

IMPORTANT: KHULA® Design Studio Inc. (“KHULA®”) shall provide services to you (“you” or the “Client”), including, but not limited to Custom Proposals, Monthly Plans and Photography and Drone Services, only if you accept all the terms and conditions contained herein. You should carefully read the following terms and conditions and understand that they will be legally binding on you. If you do not agree with the terms, you should refrain from retaining any of the services of KHULA®.

TERMS & CONDITIONS FOR BESPOKE BRAND & WEBSITE CUSTOM PROPOSAL (“CUSTOM PROPOSALS”)

The Client has 15 days from the date on the Project Proposal, to accept the Project Proposal by signing, dating, and returning it to KHULA®” (the “Project Proposal” also referred to as the “Proposal”), otherwise, this offer shall expire. These terms and conditions (these “Terms”) are the only terms which govern any services provided by KHULA® to the Client, including the Project Proposal of KHULA® with the Client. These Terms and, if applicable, the Project Proposal (collectively, the “Agreement”) comprise the entire agreement between the parties, and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral. These Terms prevail over any of the Client’s general terms and conditions of purchase regardless of whether or when the Client has submitted its purchase order or such terms. Notwithstanding anything to the contrary contained in this Agreement, KHULA® may from time to time change the Project Proposal without the consent of the Client provided that such changes do not materially affect the nature or scope of the services, or the fees or any performance dates set forth in the Project Proposal. Furthermore, KHULA® may from time to time change these Terms upon written notice to the Client, by KHULA®.

1. COMPENSATION

Client agrees to pay KHULA® the fees listed in the Project Proposal, including all taxes. The client will pay KHULA® all expenses, including but not limited to: (a) Incidental and out-of-pocket expenses at cost plus KHULA®’s standard markup of 20%; (b) Mileage reimbursement, other than normal commuting, at $2.5 per km; (c) Travel expenses, other than normal commuting, but including airfare and rental vehicles, with client approval. Pricing in the Project Proposal includes only KHULA®’s fees. Any other costs, such as hosting, art licensing, photography, or 3rd party tools and applications, will be billed to the Client separately and in addition to KHULA®’s fees. All fees are exclusive of all harmonized sales tax, goods and services tax, sales tax, value added tax, use and excise taxes, and any other similar taxes, duties and charges of any kind imposed by any governmental authority on any amounts payable by the Client. The Client shall not be responsible for any taxes imposed on, or with respect to, KHULA®’s income, revenues, gross receipts, personnel or real personal property or other assets.

2. PAYMENT

A 50% deposit will be required to be paid by the Client, to KHULA®, in order to commence with the project.
A 35% progress payment will be due and payable by the Client upon submission of the final brand design concept and or staging link for the website by KHULA®. The final
15% payment will be due and payable by the Client upon final completion of work and handover of design assets and or website.

KHULA® will issue invoices for each payment stage. All invoices are required to be paid by the Client within five (5) days of the date of KHULA®'s invoice. Invoices shall list any expenses and additional costs as separate items. The Client shall review and approve invoices within three (3) business days of receipt.

Any disputes regarding invoices must be communicated to KHULA® in writing within this period. The Client shall make all payments hereunder by credit card, debit card, CAD e-transfer and international wire transfer in Canadian Dollars. Should The Client be based in Canada and use the credit card online payment option via Quickbooks, a 3% fee will be added to the invoice to cover the credit card fees. This feature is for international clients only and local CAD clients should use e-transfer if and when possible to avoid additional fees.

3. LATE PAYMENT

A monthly service fee of 1.5 percent, or the maximum allowed by law, is payable by the Client on all overdue balances. The Client shall reimburse KHULA® for all costs incurred in collecting any late payments, including, without limitation, legal fees. In addition to all other remedies available under these Terms or at law (which KHULA® does not waive by the exercise of any rights hereunder), KHULA® shall be entitled to suspend the delivery of any goods or performance of any services under this Agreement if the Client fails to pay any amounts when due hereof and such failure continues for five (5) business days following written notice thereof. All grants of any license to use or transfer ownership of any intellectual property rights under this Agreement are conditioned on full payments being completed under this Agreement, including, but not limited to, all outstanding Additional Costs, Expenses, Fees, or any other charges.

4. DELAYS

Client shall use all reasonable efforts to provide needed information, materials and approvals in a timely manner. Any delays caused by the Client will result in a day-for-day extension of the due date for all Deliverables (Scope of Work) or additional costs to the Client. Any delay caused be conditions beyond the reasonable control of the parties shall not be considered a breach and will result in a day-for-day extension.

5. ACCREDITATION AND PROMOTION

KHULA® shall be entitled to place accreditation, as a hyperlink, in the form, size and location as incorporated by KHULA® on all deliverables provided to the Client under this Agreement (“Final Deliverables”). This includes, but is not limited to, the “Built by KHULA®” in the footer of the website. This is a non-negotiable accreditation and is a requirement of the licence by KHULA® to the Client to display the Final Deliverables. The Client agrees that KHULA® retains the right to reproduce, publish and display the deliverables in KHULA®’s portfolios and websites, social media, in galleries, design periodicals and other media or exhibits 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.

6. PACKAGE & PROPOSAL EXCLUSIONS

Any services presented on our website or formal Proposals received by the Client from KHULA® are subject to the exclusions below, unless otherwise stated in writing in the 'inclusion' part of the scope of work by KHULA®. As the Client, should you require any amendments to the exclusions listed below, a change order or estimate will be provided to you upon your written request. In order for KHULA® to start any out of scope work, we will require verbal / written confirmation of change order and 50% deposit of the estimate value.

Webflow or Framer’s hosting plans
Google Ads or any marketing ads thereof
Stationary design, including but not limited to email signatures, flyers, packaging, PPT decks, etc􏰀
Any visual mockups or prototypes
Costs for any 3rd party applications that may be required
Paid stock imagery or professional photographs
Advanced Lottie animations or custom illustrations
Copywriting for creating new blog posts, news or PR content, success stories, etc.
Video creation or purchasing of stock videos for the homepage hero section or other pages
Large content migration — 500+ pieces of content
Membership logins or integrations
API integrations with Webflow

7. CHANGES TO PROJECT SCOPE

If Client wants to change the Scope of Work after acceptance of the Proposal and this Agreement, Client shall provide KHULA® with a written request describing the requested changes in detail. Within two (2) business days of receiving the Client’s request for changes, KHULA® will respond with a Change Order (either a new brief document or in writing on email) outlining KHULA®’s availability, additional fees, changes to delivery dates, and any modification to these Terms. KHULA® will evaluate each Change Order at its standard rate and charges which shall be invoiced to, and paid, by the Client. Client will be billed on a time and materials basis at KHULA®’s blended rate of $149 CAD per hour. Such charges shall be in addition to all other amounts payable under this Agreement, despite any maximum budget, contract price or final price identified. Should a nominated contract be fulfilling the work, their hourly rate will apply. KHULA® may extend or modify any delivery schedule or deadlines in the Agreement as may be required by KHULA® for such changes. Client will have three (3) days to respond in writing, accepting or rejecting the Change Order. If the Client accepts the Change Order, the Client is required to sign, date and return the Change Order to KHULA®. If Client rejects the proposal, KHULA® will not be obligated to perform any services beyond those in the original Agreement. The Client shall be responsible for making additional payments for all changes requested by the Client that are outside of the original assignment and scope. No additional payment shall be made for changes required to conform to the original assignment description in the Project Proposal.

8. COPY & DESIGN REVISIONS

For any copywriting tasks including web copy and messaging, KHULA® allows two (2) complete rounds of revisions. Any further updates will be billed at our blended hourly rate of $149 CAD p/h. For any graphic design, UX/UI design, or stationary design, KHULA® allows two (2) complete rounds of revisions. Should there by a complete change in visual direction or major design requests post these revisions, an additional fee will apply at our blended hourly rate of $149 CAD p/h. *During the Webflow development phase, no design changes or updates will be allowed since the UX/UI Design will be fully approved prior to development by the Client. Should changes occur these will be billed at our blended hourly rate of $149 CAD p/h or scoped out as an additional request after the site goes live.

9. WARRANTIES

KHULA® represents and warrants to Client that it shall perform the services in the Agreement using personnel of required skill, experience and qualifications, and in a professional and workmanlike manner in accordance with generally recognized industry standards for similar services. Except for the express representations and warranties stated in these Terms, KHULA® makes no other representations or warranties whatsoever. KHULA® explicitly disclaims any other representations or warranties of any kind, either express or implied, including but not limited to warranties of: (a) merchantability or fitness for a particular purpose; (b) condition or warranty of title; (c) warranty against infringement of intellectual property of a third party; whether express or implied by law, course of dealing, course of performance, usage of trade or otherwise; or (d) compliance with laws or Government rules or regulations applicable to the project.

10. INDEMNIFICATION AND LIMITATION OF LIABILITY

In no event shall KHULA® be liable for any consequential, indirect, incidental, special, exemplary or punitive damages, lost profits or revenues or diminution in value, arising out of or relating to any breach of the Agreement. Whether or not the possibility of such damages has been disclosed in advance by the Client or could have been reasonably foreseen by the Client, regardless of the legal or equitable theory (contract, tort or otherwise) upon which the claim is based, and notwithstanding the failure of any agreed or other remedy of its essential purpose. Client shall indemnify KHULA® from any and all damages, liabilities, costs, losses, expenses or attorney fees arising out of any claim, demand, or action by a third party due to materials included in Deliverables at the request of the Client. The services and the work product of KHULA® are sold on an “as is” basis. In no event shall KHULA® (or its directors, officers, employees, design agents, affiliates and contractors) aggregate liability arising out of or related to this Agreement, whether arising out of or related to breach of contract, tort (including negligence) or otherwise, exceed the total of the amounts paid to KHULA® under this Agreement.

11. TERM AND TERMINATION

The Agreement shall begin when both parties sign and date and return the Proposal, to KHULA® and shall continue until all services are complete and delivered and all monies owed by the Client, under the Agreement, have been paid to KHULA®. In addition to any remedies that may be provided under these Terms, KHULA® may terminate this Agreement with immediate effect upon written notice to the Client, if the Client: (a) fails to pay any amount due under this Agreement and such failure continues for five (5) business days after the Client’s receipt of written notice of nonpayment; (b) has not otherwise performed or complied with any of these Terms, in whole or in part; (c) becomes insolvent, files a petition for bankruptcy or commences or has commenced against it proceedings relating to bankruptcy, receivership, reorganization or assignment for the benefit of creditors, or (d) KHULA® determines, in its sole discretion, that the business relationship between the parties is no longer a good fit. In the event of termination, the Client shall pay KHULA® for all services performed up to the date of termination. All work completed up to the termination date shall be delivered to the client upon receipt of full payment.

12. CONFIDENTIAL INFORMATION

All non-public, confidential or proprietary information of KHULA®, whether disclosed orally or disclosed or accessed in written, electronic or other form or media, and whether or not marked, designated or otherwise identified as "confidential" in connection with this Agreement is considered confidential, solely for the use of performing this Agreement and may not be disclosed or copied unless authorized in advance by KHULA® in writing. The confidentiality obligations under this Agreement shall remain in effect indefinitely or so long as permitted by law. Upon KHULA®'s request, the Client shall promptly return all documents and other materials received from KHULA®. KHULA® shall be entitled to injunctive relief for any violation of this section. This section does not apply to information that is: (a) in the public domain; (b) known to the Client at the time of disclosure; or (c) rightfully obtained by Client on a non-confidential basis from a third party.

13. LICENSE

Upon the completion of payment by the Client of all monies owed under this Agreement and the continual compliance with the accreditation provisions in these Terms, KHULA® grants to Client a non-exclusive, perpetual and worldwide license to use and display the final deliverables to be effective and valid under applicable law. Headings and numbering used in this Agreement are for convenience and reference only and shall not affect the scope, meaning, intent or interpretation of this Agreement, and shall notify the other party, in writing, of a delay. Conditions beyond the reasonable control of the parties include. but are not limited to, natural disasters, acts of government after the date of agreement, power failure, fire, flood, acts of God, labor disputes, riots, acts of war, terrorism, pandemics and epidemics.

KHULA® hereby acknowledges and asserts its moral rights in relation to the final deliverables, including the right to be identified as the author of the work and the right to object to derogatory treatment of the work. The Client agrees to respect these moral rights and to always provide appropriate attribution to KHULA® when using the final deliverables. KHULA® does not waive its moral rights but agrees that the client may make reasonable modifications to the Final Deliverables as necessary for their intended use. Any substantial alterations or uses that may be prejudicial to KHULA®'s honor or reputation must be approved in writing by KHULA®.

14. EVALUATION AND ACCEPTANCE

Client shall, within three (3) business days after receiving each deliverable, notify KHULA® in writing of any failure to comply with the specification of the Project Proposal. KHULA® shall, within three (3) business days of receiving Client's notification, correct and submit a revised Deliverable to Client. Client shall, within three (3) business days of receiving a revised Deliverable, either approve the corrected version or make further changes. Upon three (3) Client notifications and subsequent KHULA® revisions or two (2) weeks, whichever shall be the earlier of, KHULA® may deem the term of this Agreement as complete, and any further requests by the Client will be charged at an hourly rate or under a new proposal. If Client fails to provide approval or comments during any approval period, those Deliverables will be considered and deemed approved and accepted. All objections, corrections and changes shall be subject to these Terms.

15. DISPUTE RESOLUTION

Any dispute, claim, question or difference arising with respect to this Agreement or its performance, enforcement, breach, termination or validity shall be arbitrated and finally resolved pursuant to the National Arbitration Rules of the ADR Institute of Canada, Inc. or provisions of the Arbitration Act, SBC 2020. The place of arbitration shall take place in the City of Chilliwack, British Columbia. The language of the arbitration shall be English.

16. DELIVERABLES

The rights granted to Client are for use of the final deliverables in its original form only. Client can change, amend, create derivative works or extract portions of the Final Deliverables once the Agreement is fully completed and in accordance with the Terms of this Agreement. The Client may reach out to KHULA® for assistance and maintenance for such final deliverables and will be costed out as per new scope required.

17. RELATIONSHIP OF THE PARTIES

KHULA® is an independent contractor. KHULA® shall determine, in its sole discretion, the manner and means by which the services are accomplished. No agency, partnership, joint venture, or employee-employer relationship is intended or created by this Agreement. Neither party is authorized to act as agent or bind the other party except as expressly stated in this Agreement. All rights granted to Client are contractual in nature and are expressly defined by this Agreement.

18. PRELIMINARY WORKS

KHULA® retains all rights in and to all Preliminary Works and such Preliminary Works shall be considered Confidential Information under this Agreement. Preliminary Works, include, but are not limited to discovery calls, site or client surveys, consumer or competitor research. The Client shall return all Preliminary Works to KHULA® within thirty (30) days of completion of the Services or upon the written request of KHULA®, whichever should be earlier. All KHULA®’s Tools are and shall remain the exclusive property of KHULA®. KHULA® grants Client a nonexclusive, nontransferable, perpetual, worldwide license to use the Designer Tools solely to the extent necessary with the Final Deliverables for the Project.

19. SUPPORT SERVICES

During the first (1) week following completion of this Agreement or the website going live, whichever shall be the earlier of, KHULA® shall provide up to 10 hours of support services at no additional cost to the Client. Support Services means commercially reasonable technical support and assistance to maintain and update the Deliverables, including correcting any errors or deficiencies. Requests for additional support or out-of scope work will be billed on a time and materials basis at KHULA®’s blended rate of $149 CAD p/h. This blended rate shall be valid for one (1) year.

20. CONSULTATION SERVICES

Upon the completion of the terms of this Agreement and the scope of work outlined within the Project Proposal, all consultation requests for additional support, advice, guidance or training will be charged to the Client at an hourly consultation fee of $95 CAD p/h. This consultation fee rate shall be for a period of one (1) year. Consulting can book on a ad-hoc basis by emailing Jamie Windell directly at hello@KHULA®.studio.

21. GENERAL PROVISIONS

Modifications to this Agreement must be in writing and signed by both parties. Failure by either party to enforce any right or seek to remedy any breach under this Agreement shall not be construed as a waiver of such rights nor shall a waiver by either party of default in one or more instances be construed as constituting a continuing waiver or as a waiver of any other breach.All notices under this Agreement shall be given in writing either by: Email, with return confirmation of receipt; (b) Certified or Registered mail, with return receipt requested.

Notice will be effective when received, or in the case of email, on confirmation of receipt. This Agreement nor the rights or obligations under this Agreement shall not be transferred, assigned or encumbered without the prior written consent of the other party. This Agreement is for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of these Terms. All matters arising out of or relating to this Agreement shall be governed by and construed in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein.

The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. If any term or provision of this Agreement is held invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement, or invalidate or render unenforceable such term or provision in any other jurisdiction. Where possible, the invalid or unenforceable provision shall be interpreted in such a manner as to effect. This Agreement is the entire understanding of the parties and supersedes all prior understandings and documents relating to the subject matter of this Agreement. Provisions of these Terms which by their nature should apply beyond their terms, will remain in force after any termination or expiration of this Agreement, including. but not limited to, the following provisions: Confidential Information, Governing Law, Licenses, Dispute Resolution, and Accreditation and Promotion.

No waiver by KHULA® of any provision in this Agreement is effective unless explicitly set forth in writing and signed by KHULA®. No failure to exercise, or delay in exercising, any right, remedy, power or privilege arising from this Agreement operates, or may be construed, as a waiver thereof. No single or partial exercise of any right, remedy, power or privilege hereunder precludes any other or further exercise thereof, or the exercise of any other right, remedy, power or privilege. The Client shall comply with all applicable laws, regulations and ordinances. The Client shall maintain in effect all the licenses, permissions, authorizations, consents and permits that it needs to carry out its obligations under this Agreement.

KHULA® shall be not be liable or responsible to the Client, or be deemed to have defaulted under or breached this agreement, for any failure or delay in fulfilling or performing any term of this Agreement, when and to the extent such failure or delay is caused by or results from acts beyond KHULA®’s control, including, without limitation, the following force majeure events ("Force Majeure Event(s)"): (a) acts of God; (b) flood, fire, earthquake, tsunami, epidemics, pandemics, other potential disasters or catastrophes, or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest; (d) government order or law; (e) actions, embargoes, or blockades in effect on or after the date of this Agreement; (f) action by any governmental authority and (f)) other events beyond the control of KHULA®.

TERMS AND CONDITIONS FOR MONTHLY PLANS

(Branding, Photography, Webflow or Framer Development)

1. MONTHLY PLANS

It is the Client’s sole decision as to which Monthly Plans the Client elects to purchase and recognizes that each Monthly Plan has different options, timelines, and framework as provided in detail on KHULA®’s website.

2. CLIENT REQUESTS / TICKETS

The Client shall have the option to submit a ticket or request (“Ticket”) through KHULA®’s online submission form for changes or amendments under the Fixed Fee Plans. This submission form shall be provided to the Client following the onboarding process, which occurs after sign-up by the Client. The Client may upload files onto the submission form, including image files, Word documents, PDFs, and other relevant files, as needed for the Client’s Ticket. Once submitted, the Ticket is entered into KHULA®’s system and reviewed by the development Team. The Client shall be given access to the KHULA® online dashboard (the “Dashboard”) that allows for direct comments on the Client’s website.

The Client, acting reasonably, shall not be limited to the number of Tickets that the Client may submit to KHULA®. Each Ticket will be placed in a queue system for processing. It is the Client’s responsibility to designate a priority level for each Ticket and KHULA® shall address each Ticket in the order of its priority, with only one Ticket being worked on at any given time.

KHULA® uses its commercially best efforts to complete the Client’s updates within 72 hours of receipt of the Ticket, depending on the complexity and extent of the task outlined in the Ticket. In the event that a Ticket requires additional time or resources beyond the standard timeframe, KHULA® shall notify the Client in advance and provide an estimate of the additional time and hours required to complete the Ticket.

3. ADDITIONAL, PURCHASED HOURS

KHULA® provides the Client with the option to purchase hours, in addition to those hours purchased under the Fixed Fee Plans, to expedite the completion of the Client’s Ticket matter. These additional hours are at an extra cost to the Client’s Fixed Fee Plan and are available to the Client, as a one-off add-on, through the Dashboard. Unused hours, including, but not limited to those hours purchased through one-off add-ons, are non-refundable and may not be banked or carried over to the following month. The Client is responsible for utilizing the purchased hours, within the current billing cycle, to ensure the Client make the most of the hours allotted for that month.

4. PLAN MANAGEMENT

It is the Client’s sole responsibility to manage their plan and account through the Dashboard, or by contacting KHULA® via email at support@khula.studio. Furthermore, the Client confirms that it is their sole responsibility to pause or cancel their Monthly Plans in accordance with the terms and conditions herein.

5. REFUNDS

KHULA® does not offer refunds, including refunds related to any charges incurred due to the Client’s failure to pause or cancel their fixed fee plan or Client’s failure to communicate in writing with KHULA®.

6. FIGMA FILES AND UX/UI DESIGN

The Client shall have the option to submit their Figma file by email to support@khula.studio for the purpose of developing the Client’s website, provided that the Figma design boards are fully complete, including all necessary elements such as web copy, images, style guides, and interaction comments. KHULA® reserves the right to refuse acceptance of the Client’s Figma file if KHULA® determines, in their sole capacity, that it is incomplete, unsuitable, or determined does not meet the necessary requirements to proceed with the development.

The Fixed Fee Plans do not include custom UX/UI design in Adobe or Figma. KHULA® will only utilize the existing components and design features within the Client’s current Webflow project or any template the Client purchased from Webflow or Framer. If the Client provides design references from other websites or templates, KHULA® may replicate and build those specific sections or elements within the Webflow site from scratch. The Client confirms that if the Client requires custom UX/UI design services, additional costs may apply.

If the Client identifies sections or elements from other templates that the Client wishes to incorporate into their website, KHULA® will use commercially reasonable efforts to replicate and rebuild those sections or components within the Client's purchased template.

7. ADVANCED TASKS

The Client may use the Client’s allocated hours for most development tasks within the scope of the Fixed Fee Plans. However, certain advanced development requests may not be covered under the Fixed Fee Plans and will require a separate quote. These advanced tasks include, but are not limited to:

Multi-language / Localization
Interactive map embed with CMS
API integrations
Updates requiring custom coding
Memberstack or Webflow membership setup and development
Advanced animations
Lottie file creation / illustration design
Video editing / video creation for backgrounds

For the above referenced tasks, a custom quote will be provided to the Client upon request, prior to KHULA® proceeding with development.

KHULA®’s Fixed Fee Plans do not include support for domain or email setup, nor do they include DNS updates. The Client agrees that the Client shall be responsible for managing and updating their DNS settings. While KHULA® may assist in connecting the Client's domain within the Webflow / Framer settings, the Client is solely responsible for adding the necessary DNS records through their domain provider. All services included in the Fixed Fee Plans are limited to work performed directly within the Webflow / Framer settings.

8. OWNERSHIP

KHULA® confirms that the Client shall, upon purchase of a Webflow or Framer template, retain full ownership of all design files and the Webflow / Framer hosting site associated with the template. The website and hosting will be created under the Client’s name and linked to the Client’s credit card information, granting the Client exclusive ownership and control over the site and its hosting once handed over.

KHULA® shall not be responsible or liable for any delays, including, but not limited to those related to domain configuration, issues with email records, or any other domain-related matters.

9. LIABILITY

In no event shall KHULA® be liable for any consequential, indirect, incidental, special, exemplary, or punitive damages, lost profits, or revenue,s or diminution in value, arising out of or relating to any breach of these terms and conditions. Whether or not the possibility of such damages has been disclosed in advance by the Client or could have been reasonably foreseen by the Client, regardless of the legal or equitable theory (contract, tort or otherwise) upon which the claim is based, and notwithstanding the failure of any agreed or other remedy of its essential purpose.

Client shall indemnify KHULA® from any and all damages, liabilities, costs, losses, expenses or attorney fees arising out of any claim, demand, or action by a third party due to materials included in Deliverables at the request of the Client. The services and the work product of KHULA® are sold on an “as is” basis. In no event shall KHULA® (or its directors, officers, employees, design agents, affiliates and contractors) aggregate liability arising out of or related to this Agreement, whether arising out of or related to breach of contract, tort (including negligence) or otherwise, exceed the total of the amounts paid to KHULA® under this agreement.

10. PRICES

All applicable prices are set forth alongside the goods and services offered on the KHULA® website. Such prices are subject to change at any time by KHULA®, in their sole discretion. The Client will be responsible for the prices stated at the time of your transaction, as well as any sales, use, excise, and related taxes. Payment may only be made with a valid credit, debit card, or use of a bona-fide electronic payment provider (i.e., Stripe). By using any such card or payment provider, you are hereby representing and warranting your full right and authority to make such purchase in the manner elected without violating any applicable law, rule, or regulation.

11. TERMINATION

In addition to any remedies that may be provided under these Terms, KHULA® may terminate this Agreement with immediate effect if KHULA®, in its sole discretion, determines that the business relationship between the parties is no longer a good fit. In the event of termination, the Client shall pay KHULA® for all services performed up to the date of termination. All work completed up to the termination date shall be delivered to the client upon receipt of full payment.

12. FRAMER TEMPLATE PURCHASES

Any and all Framer templates purchased either through KHULA®’s website, or any 3rd party website should adhere to this Refund Policy: As these are digital products, we do not offer refunds. Once a template is purchased, it cannot be returned. We recommend reviewing the product details and any available previews carefully before making a purchase.

13. TERMS & POLICIES

The Client shall be subject to KHULA®’s Privacy Policy and Website Terms of Use, which can be found at the following addresses respectively: https://www.khua.studio. The Privacy Policy governs KHULA®’s processing of all personal information that we may collect from any person through the use of KHULA®’s website. The Website Terms of Use governs your use of KHULA®’s website in general.

14. ADDITIONAL PROVISIONS

Notwithstanding the foregoing, the following paragraphs in the Custom ProposalsTerms and Conditions, shall apply to the Fixed Fee Plans Terms and Conditions: Paragraph 9 Warranties; Paragraph 10 Indemnification and Limitation of Liability; Paragraph 13 Licence; Paragraph 15 Dispute Resolution; Paragraph 16 Deliverables; Paragraph 17 Relationship of the Parties; and Paragraph 20 General Provisions.

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TERMS AND CONDITIONS FOR PHOTOGRAPHY AND DRONE VIDEOGRAPHY (“PHOTOGRAPHY & VIDEOGRAPHY”)

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1. Scope of Services

KHULA® agrees to provide the client with professional commercial photography and drone videography services as outlined in the project proposal or agreement (the “Project Proposal”. This may include, but is not limited to, the following services:

Real estate photography and videography
Event coverage
Aerial drone footage
Product and brand photography
Edited digital files in specified formats

Details such as the number of images, videos, and edits will be agreed upon before the project begins.

The Client has 15 days from the date on the Project Proposal, to accept the Project Proposal by signing, dating, and returning it to KHULA®” (the “Project Proposal” also referred to as the “Proposal”), otherwise, this offer shall expire. These terms and conditions (these “Terms”) are the only terms which govern the Photography & Videography services provided, by KHULA® to the Client, including the Project Proposal of KHULA® with the Client. These Terms and, if applicable, the Project Proposal (collectively, the “Agreement”) comprise the entire agreement between the parties, and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral. These Terms prevail over any of the Client’s general terms and conditions of purchase regardless of whether or when the Client has submitted its purchase order or such terms. Notwithstanding anything to the contrary contained in this Agreement, KHULA® may from time to time change the Project Proposal without the consent of the Client provided that such changes do not materially affect the nature or scope of the services, or the fees or any performance dates set forth in the Project Proposal. Furthermore, KHULA® may from time to time change these Terms upon written notice to the Client, by KHULA®.

2. Term and Termination

The agreement for Photography & Videography services shall begin when both parties sign and date and return the Proposal, to KHULA® and shall continue until all services are complete and delivered and all monies owed by the Client, under the Agreement, have been paid to KHULA®. In addition to any remedies that may be provided under these Terms, KHULA® may terminate this Agreement with immediate effect upon written notice to the Client, if the Client: (a) fails to pay any amount due under this Agreement and such failure continues for five (5) business days after the Client’s receipt of written notice of nonpayment; (b) has not otherwise performed or complied with any of these Terms, in whole or in part; (c) becomes insolvent, files a petition for bankruptcy or commences or has commenced against it proceedings relating to bankruptcy, receivership, reorganization or assignment for the benefit of creditors, or (d) KHULA® determines, in its sole discretion, that the business relationship between the parties is no longer a good fit.

2. Compensation

3. Payment Terms

A 50% deposit will be required to be paid by the Client, to KHULA®, in order to secure the project date.

The final 50% payment will be due and payable by the Client upon final completion of work. The payment balance is due and payable by the Client upon delivery of the final content or within 14 days of the date of invoice, whichever is first.

4. Cancellations & Rescheduling

In the event of termination of the Project by the Client with less than 7 days’ notice, the Client’s deposit will be forfeited. Rescheduling, with appropriate notice as solely determined by KHULA®, may be accommodated based on based on KHULA®’s availability. For drone videography, KHULA® reserves the right to reschedule any Projects, at its sole discretion, due to inclement weather or safety concerns.

5. Drone Regulations & Compliance

The Client and KHULA® agree that:

All drone operations operated by KHULA® will comply with applicable local and federal aviation laws.
It is then Client’s sole responsibility to secure all required or applicable permits and consents for drone operations on private or restricted properties.
KHULA® reserves the right to cancel or adjust drone flights for safety or legal concerns, at KHULA®’s sole discretion.

7. Deliverables & Turnaround

The Client and KHULA® agree:

Format: Final images and videos will be delivered in formats agreed upon (e.g. JPEG / PNG, MP4).
Timeline: Standard delivery is within 2-4 weeks of the shoot, with expedited delivery available upon request for an additional fee.
Revisions: KHULA® offers up to two complimentary rounds of edits. Additional edits will be billed at the standard hourly rate.

8. Model & Property Releases

It is the Client’s sole responsibility, prior to KHULA® providing any services to the Client, to:

secure any models being retained for the Project as well as any releases or related documents or agreements for all recognizable individuals in the content; and
obtain property releases and consents for any private property prominently featured in the work.

9. OWNERSHIP & USAGE RIGHTS

Photographer retains full copyright ownership of all images and footage.
Client is granted a non-exclusive, non-transferable license to use the final deliverables for personal or business purposes, as specified in the agreement.
Any commercial use, resale, or modification of images without prior written consent is prohibited.

10. LIABILITY & INDEMNIFICATION

Photographer is not liable for unforeseen circumstances, including but not limited to, equipment failure, acts of nature, or accidents that may delay or impact the shoot.
Client assumes responsibility for obtaining any necessary permits, clearances, or permissions for locations and subjects.
Photographer is not responsible for any injuries or damages that occur during the shoot.

11. EDITING & DELIVERY TIMELINE

Photographer will deliver final edited images/videos within the scope of the proposal / estimate, unless otherwise agreed upon by both parties after proposal is created.
Standard editing includes color correction, cropping, and basic retouching. Extensive retouching may be subject to additional fees. Additional rates apply as per our terms and conditions here within ($149 CAD p/h)
Deliverables will be provided via an online gallery or download link.

12. CONFIDENTIALITY & PRIVACY

Photographer agrees to keep all client information and project details confidential.
Client agrees that Photographer may use select images for portfolio, marketing, and promotional purposes unless otherwise agreed upon.

13. Additional Provisions

Notwithstanding the foregoing, the following paragraphs in the Custom Proposals Terms and Conditions, shall apply to the Photography & Videography Terms and Conditions: Paragraph 3 Late Payment, Paragraph 4 Delays, Paragraph 5 Accreditation and Promotion; Paragraph 7 Changes to Project Scope; Paragraph 9 Warranties; Paragraph 10 Indemnification and Limitation of Liability; Paragraph 12 Confidential Information; Paragraph 13 Licence; Paragraph 14 Evaluation and Acceptance; Paragraph 15 Dispute Resolution; Paragraph 16 Deliverables; Paragraph 17 Relationship of the Parties; and Paragraph 20 General Provisions.

CONTACT INFORMATION

If you have any questions, concerns or complaints, you can contact us at
support@khula.studio

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