AM Graphic Design

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INTELLECTUAL PROPERTY & INFRINGEMENT POLICY

Effective Date: April 15 2026

This Intellectual Property & Infringement Policy (the “Policy”) governs all intellectual property rights, ownership, usage, and enforcement matters arising in connection with services provided by AM Graphic Design Agency (“AM Graphic Design,” the “Agency,” “we,” “us,” or “our”). This Policy applies to all clients, contractors, collaborators, and third parties (collectively, the “Client” or “you”) engaging with or receiving services from the Agency.

This Policy is incorporated by reference into all agreements, proposals, statements of work, and service engagements entered into with the Agency and shall be binding upon acceptance of services.

1. Legal Framework and Recognition of Rights

The Agency operates in compliance with all applicable intellectual property laws, including but not limited to the Copyright Act (Canada), the Trademarks Act (Canada), the Civil Code of Québec, and applicable common law principles in the Province of British Columbia and throughout Canada.

All intellectual property rights, including but not limited to copyrights, trademarks, trade names, logos, service marks, industrial designs, trade secrets, confidential information, proprietary processes, and moral rights, are expressly recognized and protected.

2. Ownership of Work and Transfer of Rights

Unless otherwise expressly agreed in writing, all intellectual property created by the Agency remains the sole and exclusive property of the Agency until full and final payment of all applicable fees has been received.

Upon full payment, the Agency grants or assigns to the Client the rights to the final approved deliverables only, as defined in the applicable agreement. Such assignment excludes:

  • Preliminary concepts, drafts, and unused designs;
  • Internal working files, source files, and layered production files unless explicitly included;
  • Pre-existing intellectual property, tools, frameworks, or methodologies of the Agency;
  • Third-party licensed assets, including but not limited to fonts, stock images, plugins, or software components.

No rights are transferred to the Client unless and until payment has been received in full.

3. Moral Rights Waiver (Canada / Quebec)

To the fullest extent permitted by law, the Client agrees that the Agency and its designers, employees, and contractors retain their moral rights in all works created, including rights of integrity and attribution, unless expressly waived in writing.

Where a waiver is required for commercial use, the Agency may, at its sole discretion, provide a limited waiver of moral rights upon full payment. In the absence of such written waiver, the Agency retains the right to:

  • Be credited as the creator of the work;
  • Object to any distortion, mutilation, or modification of the work that may prejudice its reputation or integrity.

4. Client Representations and Warranties

The Client represents, warrants, and covenants that all materials provided to the Agency, including but not limited to logos, images, text, trademarks, and data, are either owned by the Client or properly licensed for use.

The Client further warrants that such materials do not infringe upon or violate any intellectual property or proprietary rights of any third party.

The Agency shall not be responsible for verifying ownership or licensing of Client-supplied materials and expressly disclaims all liability arising therefrom.

5. No Guarantee of Originality or Trademark Availability

While the Agency undertakes commercially reasonable efforts to produce original work, the Client acknowledges that:

  • The Agency does not guarantee absolute originality or exclusivity of any design;
  • Similarities may exist with other works, whether known or unknown;
  • The Agency does not perform trademark searches or legal clearance unless explicitly contracted to do so.

The Agency makes no representations or warranties regarding trademark availability, registrability, or legal enforceability in any jurisdiction.

6. Independent Legal Advice

The Client acknowledges that the Agency does not provide legal advice. The Client is solely responsible for obtaining independent legal counsel with respect to intellectual property protection, including trademark searches, filings, and enforcement.

The Client assumes all risks associated with the commercial use or registration of deliverables.

7. Third-Party Materials and Licensing

Where third-party materials are incorporated into a project, such materials remain subject to their respective licensing terms.

The Agency shall not be responsible for:

  • Ongoing licensing compliance after project delivery;
  • Restrictions imposed by third-party licensors;
  • Any misuse of licensed materials by the Client.

The Client agrees to comply with all applicable third-party licensing requirements.

8. Contractor and Contributor Intellectual Property Assignment

All contractors, designers, developers, or contributors engaged by the Agency are bound by contractual obligations ensuring that all intellectual property created in connection with Agency projects is validly assigned to the Agency.

The Agency warrants that it has secured appropriate rights from its personnel to grant the rights described in this Policy to the Client.

The Client acknowledges that it has no direct contractual relationship with such contributors and shall not assert claims against them.

9. Indemnification by Client

The Client agrees to irrevocably indemnify, defend, and hold harmless the Agency and its directors, officers, employees, contractors, and affiliates from and against any and all claims, demands, actions, damages, liabilities, losses, costs, and expenses (including legal fees on a solicitor-client basis) arising out of or related to:

  • Any alleged or actual infringement resulting from Client-provided materials;
  • The Client’s use, modification, or distribution of deliverables;
  • Failure by the Client to secure appropriate rights or permissions;
  • Any use of the work beyond the intended or agreed scope.

This obligation shall survive indefinitely.

10. Agency Enforcement and Protection of Rights

The Agency reserves all rights to protect and enforce its intellectual property, including but not limited to:

  • Issuing cease and desist demands;
  • Revoking licenses or usage rights in cases of breach;
  • Pursuing injunctive relief, damages, or other remedies available at law or in equity.

Unauthorized use, reproduction, alteration, resale, or distribution of Agency work shall constitute a material breach of agreement and may result in legal action.

11. Infringement Claims Procedure

Any party alleging intellectual property infringement must submit a formal written notice containing sufficient detail to permit investigation, including identification of the allegedly infringed work and the infringing material.

The Agency reserves sole discretion to:

  • Investigate or decline to investigate claims;
  • Suspend or remove disputed materials;
  • Require supporting documentation before taking action.

The Agency shall not be liable for actions taken in good faith in response to such claims.

12. Limitation of Liability

To the fullest extent permitted by law, the Agency disclaims all liability for any intellectual property-related claims, including but not limited to indirect, incidental, consequential, or punitive damages.

In all cases, the Agency’s total liability shall not exceed the total fees paid by the Client for the specific project giving rise to the claim.

13. Jurisdiction and Governing Law

This Policy shall be governed by and interpreted in accordance with the laws of the Province of Quebec, the Province of British Columbia, and the federal laws of Canada, as applicable.

In Quebec, this Policy shall be interpreted under the Civil Code of Québec. In British Columbia and other common law jurisdictions, it shall be interpreted in accordance with applicable common law principles.

The parties attorn to the exclusive jurisdiction of the courts of the Province of Quebec, unless otherwise required by mandatory law.

14. Survival and Severability

All provisions relating to intellectual property ownership, indemnification, limitation of liability, and enforcement shall survive the termination or completion of any engagement.

If any provision of this Policy is deemed invalid or unenforceable, the remaining provisions shall remain in full force and effect.

15. Acceptance

By engaging the services of AM Graphic Design Agency, the Client acknowledges that they have read, understood, and agreed to this Intellectual Property & Infringement Policy in its entirety and without reservation.