These Terms & Conditions (“Terms”) govern all services provided by Brand With Attitude™ (“BWA”, “we”, “us”, “our”) to you (“Client”, “you”, “your”).

By accepting a proposal, paying an invoice, booking a Brand Fit Call, or otherwise instructing us to begin work, you agree to these Terms.

These Terms are designed for business and professional clients worldwide. New Zealand law will apply as set out in Section 15.

1. Who we are

Brand With Attitude™
(Monica Visca Limited)

Email: [email protected]
Website: [www.brandwithattitude.com]

We are a brand strategy and design agency specialising in human-centred, strategy-led branding for entrepreneurs, consultants and organisations.

2. Our services & scope

We provide bespoke branding and advisory services, which may include:

- Brand strategy, positioning and audits

- Visual identity and logo design

- Messaging, content and copy frameworks

- Marketing and sales assets (digital and print)

- Personal branding (including LinkedIn optimisation)

- AI Brand Clone™ consulting and build

- Workshops, group programs and training

- Digital resources, templates and toolkits

The exact services, deliverables, timelines and fees for your project are set out in our Proposal, Scope of Work or booking confirmation (“Proposal”).

If there is any inconsistency between these Terms and your Proposal, the Proposal will prevail for that project.

Work not clearly listed in the Proposal is considered out of scope and may require a separate quote or additional fee.

3. Proposals, acceptance & changes

Proposals and estimates are valid for 30 days from the date of issue, unless stated otherwise.

A project is confirmed when you accept the Proposal in writing (including email) and/or pay the required deposit.

We may decline a project at our discretion (for example, conflict of interest, misalignment of values, unrealistic expectations).

If you request substantial changes to the brief or deliverables after work has started, we will:

Let you know that the change is outside the original scope; and

Provide a revised estimate or change order for your approval before proceeding.

4. Fees, deposits & payment

Fees are set out in your Proposal and may be quoted in NZD or another currency as agreed.

Unless otherwise stated, fees are exclusive of GST/VAT and other applicable taxes.

Typically:

- A non-refundable deposit (e.g. 30–50%) is required to secure your project.

- The remaining balance is payable at key milestones and/or before final delivery.

- Smaller services (e.g. audits, VIP sessions) may be payable in full upfront.

- Invoices are generally due 7–14 calendar days from the date of issue (or as stated on the invoice).

If payment is late, we may:

- Pause work and delivery until payment is received;

- Charge a reasonable late fee and/or interest as permitted by law;

- Withhold final files and usage rights until invoices are paid in full.

For international payments, any bank charges, PayPal/Stripe fees or currency conversion fees are your responsibility.

Retainers and ongoing service packages will be billed as set out in your Proposal (usually monthly in advance).

5. Your responsibilities

To allow us to do our best work, you agree to:

- Provide accurate, complete information about you and your business;

- Supply content, images, logins and approvals by the agreed dates;

- Give clear, consolidated feedback within 5–10 business days at each review point;

- Ensure you have the rights and licences for any materials you supply (see Section 8).

- You are responsible for final review and approval of all deliverables before they go to print, are published online, or used in your marketing.

- We are not liable for errors that were present in materials you approved.

6. Delays, pauses & cancellations

Delays from your side

If we cannot progress because feedback, content or approvals are delayed beyond 10 business days:

We may pause the project and reschedule it into our next available slot; and

A restart or rescheduling fee may apply to re-book your project into our calendar.

Cancellation by you

If you cancel after work has begun:

The deposit is non-refundable; and

You will be invoiced for all work completed and any committed third-party costs (e.g. stock, printing, subcontractors) up to the cancellation date.

Cancellation by us

We may cancel or suspend services if:

Invoices remain unpaid beyond the due date;

You breach these Terms; or

There is persistent disrespectful, abusive or inappropriate communication.

In such cases we may retain the deposit and charge for work completed.

7. Approvals & accuracy

We will present concepts and drafts for your review throughout the process.

Your approval (including via email) confirms that:

You have checked all content and details carefully; and

You accept responsibility for any remaining errors or omissions.

If changes are required after final approval or after files have gone to print/been published, this will be treated as additional work and charged accordingly.

8. Content & materials you provide

You may provide us with text, images, logos, videos, fonts, testimonials, brand guidelines or other materials.

You confirm that:

You either own these materials or have obtained all necessary permissions; and

Using them will not infringe any copyright, trademarks, privacy or other third-party rights.

You are responsible for the truthfulness and legality of any statements or claims in your content (for example: results, earnings, guarantees, testimonials, comparisons, or legal disclaimers).

You agree to indemnify us against any claims, losses or costs arising from materials you supply that breach third-party rights or applicable laws.

9. Stock images, fonts & third-party assets

If you do not have your own visual assets, we may:

- Recommend stock libraries, or

- Source stock photos, icons, illustrations, fonts, music, or video on your behalf.

- Unless explicitly included in your Proposal:

- Stock assets and third-party licences are not included in our base fees and will be billed in addition, either at cost or at cost plus a reasonable sourcing/admin fee.

- Licences are usually granted to you directly and are subject to the stock provider’s terms (such as usage limits, media types, and territories).

- You agree to use all stock and third-party assets within the scope of their licence.
If you need extended, multi-seat, or resale licences, additional fees may apply.

We are not responsible if a stock provider later changes, removes or restricts an asset, or if you use an asset outside its licensed terms.

10. Intellectual property & usage rights

Our IP & frameworks

All underlying methods, frameworks, AI Brand Clone™ systems, workshop materials and internal tools remain our intellectual property.

You receive a licence to use the outputs for your own business, but not to copy, resell, or share our proprietary frameworks as your own.

Final deliverables

Once all fees are paid in full, we grant you a non-exclusive, worldwide licence to use the final approved deliverables (e.g. logos, brand assets, templates, copy) for your business as described in your Proposal.

Until full payment is received, all rights remain with Brand With Attitude™, and you must not use or distribute the work.

Working/source files

Our fees cover delivery of the agreed final files (such as print-ready PDFs, JPG/PNG exports, MP4s, etc.).

Native working files (e.g. Adobe InDesign/Illustrator/Photoshop, layered files) are not included unless specified in your Proposal.

If you require working files, we may provide them for an additional fee and under a separate licence.

You may not claim authorship of our work, remove credits where they are reasonably displayed, or use our work in a misleading way.

11. File delivery, archiving & storage

Final files will be delivered digitally (for example via email, shared folder or project portal).

It is your responsibility to download, back up and safely store all files once delivered.

We will retain project files for at least 12 months after completion. After that:

- We may archive or delete them at our discretion, or

- By agreement, we may offer extended file storage as a paid archive service.

If you request files more than 12 months after project completion:

- We cannot guarantee that all files will still be available; and

- A reasonable retrieval/admin fee may be charged to locate and resend files where possible.

12. AI tools & automation

We may use AI, automation and other digital tools as part of our process (for example: idea generation, copy suggestions, design assistance, or AI Brand Clones™).

You acknowledge that:

- AI tools have limitations and may occasionally produce errors or imperfect outputs;

- You remain responsible for reviewing and approving any AI-assisted content or assets before using them;

- AI tools are external services with their own terms and privacy policies.

- We will not knowingly use AI in a way that misrepresents your brand or infringes your rights, and we will take reasonable care to align any AI Brand Clone™ with your voice and values.

13. Confidentiality

Both parties agree to keep confidential all non-public information obtained in the course of working together, including business plans, processes, client lists, strategy, and pricing.

We may share limited project details with trusted subcontractors (such as developers, printers, or specialists) strictly as needed to complete your project, and they will be bound by similar confidentiality obligations.

14. Portfolio, testimonials & case studies

We are proud of the work we do and the people we work with.

Unless you request otherwise in writing, you agree that we may:

- Display your project in our portfolio (website, social media, talks, workshops, awards, and case studies);

- Use your name, logo and general project description as a client reference;

- Use testimonials or feedback you provide, with your first name and business name, in our marketing.

We will not share sensitive internal documents, financials or private information without your explicit permission.

15. Warranties, liability & force majeure

We provide our services with reasonable care and skill, based on professional standards and your agreed brief. However:

- We do not guarantee specific commercial outcomes such as particular revenue, leads, followers, search rankings, or awards;

- You are responsible for how you implement our work in your business.

- To the maximum extent permitted by law:

- We are not liable for any indirect, consequential or special loss, including loss of profit, revenue, data, goodwill or opportunity;

- Our total aggregate liability arising out of or in connection with any project is limited to the total fees you have paid us for that specific project.

Nothing in these Terms limits any rights you may have that cannot be excluded under applicable law.

We are not liable for delays or failures caused by events beyond our reasonable control (for example natural disasters, pandemics, power or internet outages, illness, or failure of third-party platforms). In such cases we will communicate with you and agree new timelines where possible.

16. Governing law & disputes

These Terms and any dispute or claim arising out of or in connection with them are governed by the laws of New Zealand, without regard to conflict of law rules.

If a dispute arises, we both agree to first attempt to resolve it in good faith through informal discussions. If we cannot resolve it, either party may seek mediation or bring a claim in the appropriate courts of New Zealand, subject to any non-excludable consumer rights in your country.

If any part of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.

17. Changes to these Terms

We may update these Terms from time to time. The latest version will always be available on our website.

The version in place at the time you accept a Proposal will apply to that project.

If you have any questions about these Terms, please contact us at:
[email protected]