General Terms & Conditions

Last revised: June 20, 2023


Please carefully review these General Terms and Conditions as they constitute a legally binding agreement (the "Terms") between you and Special Graphics, governing your use of the Special Graphics website (https://www.specialgraphics.us) and the related services, features, and functionality offered on or through the site (collectively, the "Services"). By accessing or using the Site and Services, you agree to be bound by and comply with these Terms. If you are using the Site and Services on behalf of your employer or another entity, you represent and warrant that you have the authority to bind such entity to these Terms.

Certain aspects of the Services or Site may be subject to additional policies, codes, or guidelines (collectively, the “Additional Terms”), which will be posted on the Service or Site in connection with such features and may be updated over time. These Additional Terms, including but not limited to the Designer Code of Conduct, Concept Originality Policy, Stock Image and Clip Art Policy, Client Guidelines, and Adobe Stock Designer Terms, are incorporated by reference into these Terms and are considered an integral part of them. In the event of any conflict between the Additional Terms and these General Terms, these General Terms shall prevail.

Special Graphics is committed to fostering talent and education. As part of this commitment, Special Graphics offers scholarships for students who wish to learn and join Special Graphics as interns. The scholarships are designed to support aspiring designers by providing financial assistance and opportunities for hands-on experience through internships.

1. Service

1.1 General

Special Graphics, as an innovative online platform, serves as the nexus connecting clients seeking bespoke design services and designers offering their creative expertise. Our platform, accessible through the official website (https://www.specialgraphics.us), boasts a spectrum of services, including but not limited to Design Contests, Design Projects, Partner Integrations, and more. The term "User" encompasses any individual interacting with our site or services, whether functioning as a Designer or a Client. Special Graphics exercises the right to regulate Design Contests, Design Projects, and overall service usage, retaining the authority to restrict or remove content as necessary. Designers, carefully selected through invitations extended by Special Graphics, have the unique privilege to submit meticulously crafted design concepts ("Design Concepts") to Clients, ensuring strict adherence to specified design briefs and submission guidelines outlined on our platform.

1.2 Design Contest

1.2.1 Design Contest Generally
Clients are empowered to initiate a Design Contest on our dynamic platform by meticulously crafting a Design Brief, completing the requisite Client Payment, and adhering to detailed site instructions. Design Contests are bifurcated into two distinct categories: Standard Contests and Guaranteed Contests.

1.2.2 Standard Contests

Within the realm of Standard Contests, Clients bear the responsibility of selecting winning Design Concepts within a defined 60-day window from the Client Payment date. Failure to designate a winner within this stipulated timeframe results in the forfeiture of the right to a refund or the utilization of Design Concepts, consequently allowing Special Graphics to retain the Client Payment.

1.2.3 Guaranteed Contests
In the realm of Guaranteed Contests, Clients must choose winning Design Concepts. The failure to designate a winner within the prescribed 60-day period empowers Special Graphics to determine the disposition of the contest. Should a Client refrain from selecting a winner, Special Graphics may opt to distribute a pro-rata portion of the Designer Fee to eligible Designers in the form of Designer Earnings Credits.

1.3 Design Project

1.3.1 Design Project Generally
Special Graphics facilitates collaborative design projects between Clients and Designers through personalized 1-to-1 projects, characterized by Design Briefs and project-specific terms denoted as "Project Terms."

1.3.2 Fixed Price Design Project
Clients can embark on a Fixed Price Design Project initiated by invoicing from Special Graphics. Designers, expressing interest in the project, then deliver Design Concepts based on the Design Brief. Upon selection, the chosen final Design Concept seamlessly transitions from the Designer to the Client.

1.3.3 Individual Price Design Project
Clients are provided with the avenue to initiate an Individual Design Project, commencing with negotiations on Individual Price Project Terms with a designated Designer. Following an agreement on terms, a comprehensive Quote is presented to the Client. Upon payment, the Designer diligently delivers Design Concepts based on the Design Brief. Subsequently, the selected final Design Concept is officially transferred from the Designer to the Client.

1.3.4 Design Project Dispute

Clients possess the entitlement to cancel a Design Project and request a refund within a 60-day window if no Design Concepts have been delivered. In cases where Designer-delivered Design Concepts remain in contention or modifications to Project Terms are sought, Clients can initiate a Project Dispute. Special Graphics, in the event of a failure to reach a mutual resolution within a reasonable timeframe, assumes the responsibility of determining the outcome of the Project Dispute, including the quantum of any refund to the Client. It's imperative to note that if a Design Project is canceled for any reason, including instances where the resolution of a Project Dispute doesn't culminate in the selection of a final Design Concept, the Client relinquishes the right to utilize the Design Concepts.

1.4 Partner Integrations
Special Graphics actively forges partnerships with third-party websites for Partner Integrations, an endeavor aimed at facilitating Clients in identifying potential design service providers and connecting with Designers on the Special Graphics platform. Clients choosing to procure design services through Partner Integrations remain subject to these comprehensive Terms.

1.5 Limitations and Restrictions
Clients, having specific rights conferred to them through Design Transfer Agreements, must acknowledge certain prohibitions. Clients are expressly barred from concurrently initiating Design Contests or Design Projects outside the Special Graphics platform, utilizing alternative submission methods, or engaging in collusion during the selection process. All interactions and transactions between Clients and Designers must be conducted at arm's length, and Clients are expressly prohibited from canceling contests or projects with the sole intent of avoiding payment of fees to Special Graphics.

2. Payment Terms

For those involved in our collaborative design initiatives, the ensuing conditions are applicable to both our esteemed
clients and talented designers.

2.1 Client Payment; Designer Fee
The term "Client Payment" pertains to the amount selected by the client when commencing a design project, as specified on our pricing page. Alternatively, it encompasses the invoiced price by Special Graphics for the finalized design, based on the Fixed Price Project Terms or the Quote presented by the Designer to the Client. The "Designer Fee" constitutes the charge to the Client by Special Graphics for the approved designs, deducting any introductory and platform fees retained by Special Graphics.

2.2 Refunds
Refunds for the Client Payment are processed through the same method initially used by the client for payment or any alternative method determined by Special Graphics at its sole discretion. In the event of a refund or a credit card chargeback, the Designer is obliged to reimburse Special Graphics for the applicable Designer Fee. The client initially receives the Client Payment amount, minus the Designer Fee, with the Designer Fee disbursed only upon reimbursement by the Designer to Special Graphics. Special Graphics may refund clients for the following reasons: (i) the finalized design is deemed defective; (ii) Special Graphics is required by law or considers that it is required by law to do so; (iii) Special Graphics determines that issuing a refund to the client will avoid any dispute or increased costs to Special Graphics; (iv) Special Graphics issues the refund to the client in accordance with any refund policy specified by Special Graphics from time to time; (v) the order placed (or request made) by the client is found to be fraudulent; (vi) the client placed a duplicate order (or request) in error; or (vii) in Special Graphics’ sole opinion, Special Graphics considers that it is likely that the refund is necessary to avoid a credit card chargeback. A finalized design will be deemed to be “Defective” if: (i) the client and designer agree it is defective and notify Special Graphics of this fact; (ii) the finalized design is subject to a third-party claim that the design infringes/misappropriates such third party’s copyright interests, and such claim is plausibly meritorious as determined by Special Graphics in its sole discretion.

2.3 Special Graphics Credits
There are three types of “Special Graphics Credits”: (i) “Client Credits”, which are equivalent to one unit of the local currency based on the location of the Site; (ii) “Designer Earnings Credits”, which are equivalent to one unit of the local currency and are used by Special Graphics to pay the Designer Fee to Designers; and (iii) “Bonus Credits”, which are credits that have not been purchased by a User and are given to a User by Special Graphics in its sole discretion from time to time and are not equivalent to any currency. Bonus Credits are only exchangeable for finalized designs. Special Graphics Credits are not legal tender and cannot be traded or sold to third parties. The balance of any Client and Designer Earnings Credits held by you may be reduced at any time by Special Graphics for chargebacks or refunds or for any amount owing by you to Special Graphics or to compensate Special Graphics for any loss it has suffered as a result of any breach of these Terms by you. Provided that you are not in breach of these Terms and your Account is not suspended, you may at any time (and Special Graphics may require you to at any time) convert Client Credits or Designer Earnings Credits, which you hold in your Account, to local currency or any other currency specified by Special Graphics from time to time. Any such payments will be subject to any minimum or maximum withdrawal amounts set by Special Graphics, to address, for example, chargebacks and refunds. Special Graphics is not an escrow service and does not hold cash or property on behalf of any person. All amounts deposited or paid to Special Graphics are the property of Special Graphics, and Special Graphics may use those funds as it sees fit. The only rights that you have to receive payment of any amounts held by Special Graphics are as set out in this Section 3.3. Upon termination of these Terms as stated in Section 12, all Bonus Credits will be canceled immediately, and you may convert Client Credits or Designer Earnings Credits described above.

2.4 General Payment Terms
Client Credits or Designer Earnings Credits are convertible into the local currency based on the location of the Site. You agree that you are responsible for the collection and/or payment of all Taxes which you may be liable for in any jurisdiction arising from your sale or purchase of any finalized designs via the Site. Special Graphics is not responsible for collecting, reporting, paying, or remitting to you any such Taxes. “Taxes” means any applicable duties, sales taxes, GST, VAT, or other taxes which may be levied in respect of a transaction contemplated by these Terms.

3. Exclusivity and Non-Circumvention

At Special Graphics, we value transparency and collaboration. Our approach to exclusivity and non-circumvention is
designed to create a fair and secure environment for all parties involved.

3.1 Exclusivity

Acknowledgment:

  • We acknowledge the importance of our revenue, which is generated through Client Payments on our platform.Exclusivity Period:
  • For a period of 24 months from the time you connect with any party through our platform (the “Exclusivity Period”) you are required to utilize Special Graphics Services exclusively for requesting, making, and receiving all payments related to your work with that party (the “Special Graphics Relationship”).Opt-Out Provision:
  • An opt-out option is available under the condition that the Client or prospective Client pays Special Graphics an “Opt-Out Fee.” This fee is calculated as the greater of:
    1.(a) $2,500; or
    2.(b) 15% of the cost to the Client for services during the Exclusivity Period, as estimated in good faith by the   prospective Client. Opt-Out Fee Process:
  • To process the Opt-Out Fee, a request for instructions can be made by sending an email to info@specialgraphics.us.

    • 3.2 Non-Circumvention

    Payment Method Adherence:
  • You commit not to bypass the payment methods provided by Special Graphics.

    Illustrative Restrictions:
  • Specifically, you must not:
      • (a) Share personal information outside the platform.
      • (b) Engage in direct hiring or payment arrangements outside the platform.
      • (c) Facilitate or accept services or payments outside the platform.
      • (d) Cancel projects with the intention of contracting separately with another party from our platform.
      • (e) Misrepresent payment amounts in invoices or Opt-Out Fee requests.

    Prompt Reporting:

  • You are obligated to promptly inform Special Graphics if you encounter any unauthorized attempts to contact you
    or propose transactions outside of the platform.

    • Breach Reporting:

  • In the event of a known or potential breach of the non-circumvention policy, a confidential report should be submitted to us via email at: info@specialgraphics.us.

    • Note: The provided terms are illustrative and may require customization based on the specific policies and practices of Special Graphics.

    4. Important Disclaimers and Release

    At Special Graphics, we prioritize transparency and want all our users to engage with confidence. Please take a moment to review the following disclaimers and release terms.

    4.1 Disclaimer
    No Warranties:

  • We do not provide warranties for Design Projects, Design Contests, Design Concepts, Sold Designs, Adobe Stock, Partner Integrations, or any other products/services facilitated through our platform. These are offered on an "AS IS" basis.
    Independent Contractors:
  • Designers are independent contractors and not employees, agents, or representatives of Special Graphics. Clients and Designers engage in the purchase and sale of Sold Designs at their own risk.
    Trademark Clearances:
  • Neither Designers nor Special Graphics conducts trademark clearances for Sold Designs. Clients are responsible for ensuring they can obtain trademark rights and that purchased Sold Designs do not infringe on third-party trademark rights.
    User Interactions:
  • Your interactions with other users are exclusively between you and the respective user. Special Graphics is not
    liable for any loss or damage resulting from these interactions, excluding those directly due to our wrongful acts or
    omissions.
    Dispute Resolution:
  • While we are not obligated to intervene in disputes between users, Special Graphics commits to using commercially reasonable efforts to deliver the services described in our terms.

    • 4.2Release
    Comprehensive Release:

  • By using the Site and/or Services, you release and forever discharge Special Graphics, and their officers, employees, agents, successors, and assigns from all past, present, and future disputes, claims, controversies, demands, rights, obligations, liabilities, actions, and causes of action, excluding those directly resulting from our wrongful acts or omissions.
    California Civil Code Section 1542:
  • If applicable, you waive California Civil Code Section 1542, which states that a general release does not extend to
    claims the creditor or releasing party does not know or suspect to exist at the time of executing the release and
    that, if known, would have materially affected their settlement with the debtor or released party.

    Note: The provided terms are illustrative and may require customization based on the specific policies and practices of Special Graphics.

    • 5. User Content

    At Special Graphics, we value the creative contributions of our users. Please review the following terms regarding User
    Content to ensure a positive and secure experience.

    5.1 Your User Content
    Definition:

  • User Content: Refers to any information, content, reviews, and/or testimonials ("Reviews") submitted or used by a
    user on the Site or Services.
    Responsibility:
  • You are solely responsible for your User Content, assuming all associated risks, including accuracy, completeness,
    or usefulness. Any disclosure making you or a third party personally identifiable is your responsibility.
    Compliance:
  • User Content must not violate the Acceptable Use Policy (defined below). You may not state or imply that your User
    Content is provided, sponsored, or endorsed by Special Graphics.
    Obligations:
  • Special Graphics is not obligated to remove Design Contests, Design Concepts, or Reviews from the Site unless
    required by applicable law. We do not backup User Content, and it may be deleted at any time. You are responsible
    for creating backup copies if desired.

    5.2 License to User Content
    Grant of License:
  • By submitting User Content, you grant Special Graphics and Affiliates an irrevocable, nonexclusive, royalty-free,
    fully paid, worldwide license. This license covers the duration of intellectual property rights and includes the right to
    reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and
    otherwise use your User Content.

    Purposes of License:
  • The license is granted for purposes including inclusion of your User Content in the Site and Services,
    offering/delivering Special Graphics Designing Services, making your User Content available on third-party
    platforms via Partner Integrations, and for general marketing purposes of Special Graphics.

    Usage of Design Brief and Design Concepts:
  • Special Graphics commits to using Design Brief and Design Concepts in accordance with the private or public
    settings of the Design Contest and Design Project.

    Waiver of Rights:
  • You agree to irrevocably waive any claims and assertions of moral rights or attribution concerning your User
    Content.

    Design Transfer Agreement:
  • For clarity, the Designer's assignment of the Sold Design to the Client is outlined in the applicable Design Transfer
    Agreement.

    • 6. Acceptable Use Policy

    Special Graphics is committed to maintaining a positive and secure environment for all users. Please carefully review
    our "Acceptable Use Policy" to ensure a respectful and lawful experience while using our services.

    6.1 Privacy

    Your Commitment:

  • You agree to use the personal information of other Clients or Designers available to you solely for interacting with them concerning our Services.
  • Personal information must not be used for other purposes, including marketing, without explicit agreement.
  • Compliance with all applicable privacy and data protection laws is mandatory in relation to storing, using, and transferring personal information.

    6.2 User Content
    Content Guidelines:
  • User Content or services provided must not violate third-party rights, including intellectual property, privacy, or any other proprietary right.
  • Prohibited content includes unlawful, harassing, abusive, threatening, defamatory, false, misleading, indecent, or objectionable material.
  • Violation of laws, obligations, or third-party restrictions is strictly prohibited.
  • Any material posing a risk to the security or operations of Special Graphics or any third party is not allowed.

    Enforcement:
  • Special Graphics reserves the right to review User Content, investigate, and take appropriate action at its sole discretion.
  • Actions may include modifying or removing User Content, terminating accounts, or reporting violations to law enforcement authorities.

    6.3 Use Restrictions

    Prohibited Activities:
  • Usage of the Site or Services for distributing computer viruses, unsolicited advertising, spam, or any disruptive activities is strictly prohibited.
  • Unauthorized use of the Site and/or Services for commercial purposes, including selling or licensing works, is not allowed.
  • Unauthorized data harvesting, interference with servers, or attempts to gain unauthorized access are prohibited.
  • Harassment of other users, impersonation, or misrepresentation is not tolerated.
  • Introduction of software or agents to produce multiple accounts or mine data is strictly prohibited.
  • Displaying, mirroring, or framing the Site, or attempting to interact with the operating system underlying the Site, is not allowed.

    • 7. Site

    In line with the stipulations of these terms, we hereby grant Special Graphics a non-transferable, non-exclusive license for the internal business use of the Site and Services. Please note that this license does not encompass Adobe Stock, Design Concepts, and Sold Designs. Specific terms for the transfer of Sold Designs from Designers to Clients are explicitly outlined in the applicable Design Transfer Agreement.

    Adobe Stock License Terms
    Special Graphics' use of Adobe Stock functionalities is subject to a non-transferable, non-exclusive license. This license allows diverse applications, including marketing, decoration, and non-commercial purposes. Special Graphics is permitted to distribute Adobe Stock items in merchandise, incorporate them into electronic templates, and utilize them for goods or services intended for resale. The transfer of files to employees or subcontractors is allowed under specific conditions.

    7.1 Certain Restrictions
    Use Restrictions
    Special Graphics is expressly prohibited from commercially exploiting, hosting, sublicensing, or engaging in any form of commercial use of the Site or Services. Any modification, reverse engineering, or attempts to discover the source code are strictly forbidden. Accessing the Site to build a similar service or to compete is restricted. Copying, reproducing, or distributing any part of the Site or Services is strictly prohibited, except as expressly stated.
    Modification and Discontinuation: We, the providers of these services, retain the right to modify, suspend, or discontinue the Site or Services with or without prior notice. There is no obligation on our part to provide support or maintenance.

    Feedback
    Any comments, proposals, suggestions, or other feedback regarding the Site or Services (collectively "Feedback") provided by Special Graphics are hereby transferred and assigned to us, including all associated intellectual property rights. We retain the right to use the Feedback as deemed appropriate. Feedback is treated as non-confidential and non-proprietary.

    Ownership
    Each user owns or holds the necessary rights to their User Content. Excluding User Content, the Site, and Services, including intellectual property rights, are owned by us. The provision of the Site and Services does not transfer any rights, title, or interest to Special Graphics or third parties. We reserve all rights not expressly granted in these Terms.

    8. Designer Scholarship and Internship Program

    At Special Graphics, we're dedicated to fostering talent and providing practical experiences for emerging designers. Our exclusive scholarship and internship program is designed to support new designers who have completed our Special Graphics courses.

    8.1 Program Highlights
    1.Scholarship Benefits

      • Eligible new designers receive an 80% scholarship upon completing Special Graphics courses.
      • An exceptional 80% scholarship is offered to those who agree to join Special Graphics as part-time interns for a 6-month duration.

    2.Internship Agreement Acceptance

      • During the online course registration on our portal, applicants express their interest in the internship program.
      • A checkbox labeled "Internship Agreement Acceptance" is included in the registration section.

    3.Coupon Code Sponsorship

      • Upon acceptance into the internship program, designers are provided with a unique coupon code by the Special Graphics admin team.
      • This code, when applied during registration, ensures an 80% scholarship, significantly reducing the course fees.

    8.2 Internship Program Details

  • Duration: 6 months
  • Part-time commitment, allowing flexibility for students

    • Application Process

    1. Receive a unique coupon code for an 80% scholarship from the Special Graphics admin team after contacting special graphics.
    2. Complete the online registration for Special Graphics courses.
    3. Indicate your interest in the internship program by checking the "Internship Agreement Acceptance" checkbox.

    Benefits of the Program

  • Gain practical experience in Special Graphics.
  • Network with professionals in the field.
  • Substantial reduction in course fees with an 80% scholarship.

    • Important Note

  • The unique coupon code for the 80% scholarship will be provided by the Special Graphics admin team upon
    acceptance into the internship program.
    We believe this program provides an excellent opportunity for aspiring designers to bridge the gap between education
    and practical skills. Join Special Graphics on this journey to enrich your design education and kickstart your career in
    graphic design!

    • 9. Designer and Client Account Types

    You hereby agree to indemnify and hold Special Graphics Company, its affiliates, officers, employees, and agents harmless from any third-party claims or demands arising out of: (a) Your utilization of Special Graphics Company's services. (b) Content provided by you, encompassing designs, concepts, or reviews. (c) Interactions with any other user or entity facilitated by Special Graphics Company. (d) Your use of any third-party resources, including but not limited to Adobe Stock or any other relevant resource. (e) Violation of the terms outlined in our agreement or any applicable laws. In the event of a claim, Special Graphics Company reserves the right, at your expense, to assume exclusive defense and control. You commit to cooperating with Special Graphics Company in the defense against such claims and not settling any matter without prior written consent.


    10. Term and Termination for Special Graphics Services

    These terms and conditions shall continue to govern your relationship with our Special Graphics Services until such time as it is terminated. Our company reserves the right to: (a) Suspend your access to the services provided by our Special Graphics Services, including your account, either in part or in full. (b) Terminate these terms, either in part or in full, for legitimate reasons, including any breach of the terms outlined herein or if any content provider terminates our license to use specific content (including but not limited to Adobe Stock). Upon termination, whether initiated by you or our company, your account and associated rights to access and use the services will cease immediately. Any outstanding credits or payments owed to you will be settled promptly. It's essential to acknowledge that termination of your account may result in the deletion of user content associated with it from our databases. However, our company retains the right to continue using your user content as permitted by applicable law. Our company bears no liability for any consequences arising from the termination of these terms, including but not limited to account termination or user content deletion. Even following termination, certain provisions of these terms will persist, including but not limited to Sections 4, 5, 7, 8, 9 (excluding Section 9.1), 10, 11, 13, 14, and 15.


    11. General

    11.1 Changes to General Terms and Conditions
    Our company reserves the right to update these Terms at any time without prior notice. When changes are made, the updated date at the top of this page will reflect it. Your continued use of our Special Graphics Services after the posting of an updated version of these General Terms and Conditions signifies your acknowledgment of the changes and your agreement to abide by the updated terms and conditions. Legal communications and notices may be provided to you electronically by posting them on our official website.

    11.2 Privacy and our use of Cookies
    Our Privacy and Cookie Policy outlines how we collect, use, disclose, store, and protect the information you submit to us. This policy applies to every visit to our site, use of services, and every transaction and agreement concluded through our services.

    11.3 Disputes
    11.3.1 Governing Law
    These terms shall be governed by and construed solely and exclusively in accordance with the laws of the State of New
    York, without giving effect to any law that would result in the application of the law of another jurisdiction.


    11.3.2 United States

    If you located are in the United States, the following applies to you. Please read this carefully. It affects your rights. (i) Except for either party’s claims of infringement or misappropriation of the other party’s patent, copyright, trademark, or trade secret, any and all disputes must be resolved through binding arbitration. This agreement includes, but is not limited to, all claims and disputes relating to your use of our Special Graphics Services. (ii) Both parties agree to waive the right to trial by jury or to participate in a class action. Claims will be brought on an individual basis, and class arbitrations or class actions are not allowed. (iii) The arbitration will be governed by the Arbitration Rules of Arbitration Association, as modified by this section.


    11.4 Entire Agreement
    These Terms constitute the entire agreement between you and our company regarding the use of our SpecialGraphics Services. The failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. If any provision of these Terms is held to be invalid or unenforceable, the other provisions will remain unimpaired. Your relationship with our company is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred without our company’s prior written consent.