Clear Expectations Support Better Projects

1. How These Terms Apply

• These Terms are part of Heritage proposals, estimates, work orders, change orders, invoices, purchase-order acknowledgments, and other project documents that reference or link to them.
• A client accepts these Terms by signing or electronically approving a Heritage proposal or work order, paying a deposit or invoice, issuing a purchase order that Heritage accepts, or otherwise authorizing Heritage in writing to proceed.
• The Heritage proposal and approved change orders define the specific project scope, price, payment schedule, and project-specific requirements.
• When a project requires a separate acknowledgment, warranty, event condition, product-specific provision, or other written supplement, that document also becomes part of the project agreement when it is referenced or accepted for that project.

2. Project-Specific Agreements and Client Purchase Orders

• A project-specific Heritage proposal, change order, or separately signed agreement controls when it contains a term that is more specific than these general Terms, except where these Terms establish a Heritage service boundary that Heritage does not provide.
• Terms printed on a client purchase order, procurement system, vendor form, or other client document do not change Heritage's agreement unless Heritage expressly accepts the different term in writing.
• The version of these Terms in effect when the client authorizes the project applies to that project unless Heritage and the client agree otherwise in writing.

3. Quote Validity, Scope and Pricing Assumptions

• Quoted pricing is valid for 30 calendar days.
• Pricing and scheduling are based on the information reasonably known when the proposal is prepared, including scope, quantities, dimensions, materials, artwork, site conditions, access, schedule, installation requirements, and other project assumptions.
• If those conditions materially change before or during the project, Heritage may need to revise the scope, price, schedule, material selection, or installation plan.
• Heritage will communicate material changes before proceeding with material additional work whenever practical.

4. Heritage's Project Model and One Dedicated Project Manager

• Heritage is a specialized, project-oriented sign company focused on professionally managed branding solutions for workplace interiors and event environments.
• Depending on the project, Heritage may connect discovery, environmental graphic design, one dedicated Project Manager, site surveys, production, fabrication, delivery, and professional installation through one coordinated process.
• Heritage's One Dedicated Project Manager System provides the client with one primary point of coordination throughout the project.
• If a Project Manager change becomes necessary, Heritage will transfer the project information, approvals, site findings, production requirements, schedule, and communication history so project knowledge and continuity are preserved.

5. Client Information and Decision Authority

• Successful projects depend on timely and accurate information from both parties.
• The client is responsible for providing accurate project information and identifying the people authorized to approve design, scope, price, schedule, location, property, and installation decisions.
• Heritage is entitled to rely on information and approvals provided by the client's authorized representatives.
• Incomplete information, conflicting directions, unavailable decision-makers, changed requirements, or inaccurate site information may affect price, production, fabrication, installation, or schedule.

6. Environmental Graphic Design and Professional Collaboration

• Heritage may develop environmental graphic design concepts directly with client stakeholders or work from approved direction created with architects, interior designers, branding agencies, workplace consultants, marketing teams, facility leaders, event professionals, and other project partners.
• Heritage's role is to translate the approved communication and visual direction into signs, graphics, displays, dimensional elements, and other physical branded features that Heritage can produce, fabricate, manage, and install.
• Heritage does not replace architects, engineers, commercial interior designers, licensed electricians, code consultants, or other regulated professionals when those services are required.

7. Proofs and Client Approvals

• Heritage uses proofs, renderings, drawings, specifications, samples, or other approval documents to confirm what will be produced.
• When client approval is required, Heritage must receive written or electronic approval before the approved item moves into production.
• The client is responsible for reviewing the information reasonably shown for approval, including spelling, copy, logos, quantities, dimensions, placement, selected materials, finishes, and other project-specific details.
• Heritage remains responsible for producing the work in accordance with the approved proof and agreed specifications.

8. Changes After Approval

• A client may request changes after approval, but those changes can affect design time, project management, materials, production, fabrication, installation planning, cost, and schedule.
• Heritage will communicate a material additional cost or schedule impact before performing material additional work whenever practical.
• A change to approved work is not considered a Heritage error merely because the client's needs or preferences later change.

9. Color, Materials and Production Standards

• Heritage works to reproduce approved colors and finishes accurately within the capabilities of the selected material and production process.
• Screens, phones, office printers, lighting, substrates, inks, finishes, and fabrication methods can make electronic representations appear different from finished physical products. If exact or critical color matching is important, the client should identify that requirement before production so an appropriate physical sample or color standard can be considered.
• Material availability can also change. Heritage may recommend an equivalent or improved alternative when a specified material becomes unavailable or another material is better suited to the application. Heritage will communicate substitutions that materially affect appearance, performance, cost, schedule, or approved intent.
• Reasonable production and material variations within accepted manufacturing standards are not defects.

10. Required Site Surveys

• Projects that ultimately include Heritage professional installation require a Heritage site survey.
• The survey combines client discovery with field verification of dimensions, surfaces, placement, existing conditions, access, mounting requirements, work areas, and other installation considerations.
• The site survey helps Heritage plan the project accurately, but it can only document conditions that are reasonably observable at the time of the visit. It cannot reveal every condition hidden inside walls, above ceilings, beneath finished surfaces, behind existing signs or graphics, or within building systems.
• If the property materially changes after the survey, additional verification may be necessary.

11. Site Readiness and Access

• The client, property owner, general contractor, venue, or other responsible site party must provide a safe and workable environment for Heritage to perform the scheduled work.
• This includes reasonable access to the work area, adequate clear space, required security or building arrangements, and coordination with construction or other trades that could interfere with Heritage's work.
• Building restrictions, loading requirements, working-hour limitations, security procedures, required escorts, parking requirements, or other known access conditions should be communicated before installation is scheduled.
• If a proposal assigns specific equipment, access, utilities, or other site resources to the client or property team, those resources must be available when required.

12. Authorized Client or Property Representative

• For an installed project, the client must designate an authorized client or property representative.
• That representative must be present when Heritage arrives, reasonably available during the installation when questions or approvals arise, and present at completion to inspect and sign off on the installed work.
• If the required representative or site access is unavailable, Heritage may pause, delay, or reschedule the affected work.
• Additional trips, standby time, remobilization, equipment, labor, or other costs caused by the unavailable representative or site may become additional project costs.

13. Professional Installation

• Heritage professionally installs the signs, graphics, displays, and branded elements Heritage produces, fabricates, procures, or manages within a Heritage project.
• Heritage installation includes the planning, handling, placement, alignment, mounting, application, field judgment, communication, and workmanship required to complete the agreed installation responsibly.
• Heritage does not provide installation-only service for customer-provided signs or graphics. Maintaining responsibility for the measurements, materials, production quality, fit, and replacement response allows Heritage to remain accountable for the finished installation.
• If conditions at the site differ materially from what was expected, Heritage may pause the work rather than continue blindly.

14. Electrical Readiness

• When an illuminated sign or other component requires building power, the client or property team must provide the required electrical connection and code-compliant power at the correct location before Heritage installation.
• Heritage may coordinate installation timing with the client's qualified electrical contractor when that coordination is included in the project.
• Heritage is not the building electrician and does not provide building wiring, circuits, permanent electrical modifications, licensed electrical work, or electrical code consulting.

15. Painted Walls, Full Cure and Outgassing

• Walls receiving adhesive graphics must be sound, smooth, clean, dry, properly repaired, properly primed and painted, and fully cured before installation.
• Heritage does not perform or certify painting work. The client or property owner is responsible for pre-existing wall conditions and for having the wall properly prepared, primed, painted, and fully cured before Heritage installation.
• Hidden or pre-existing conditions Heritage cannot verify may include incomplete drywall repair, dust or contamination, missing, inadequate or incompatible primer, weakly bonded paint, moisture, or prior repairs.
• For many paints, about four weeks after the final coat is useful planning guidance, but the paint manufacturer's cure requirements and actual site conditions determine when the wall is ready.
• Paint may continue to outgas during curing. Installing vinyl before the wall is ready can trap those gases or vapors and contribute to bubbles, blisters, lifting, or other premature adhesion failure.

16. Adhesion Testing, Wall Failure and Restoration

• A Heritage site survey and adhesion test can evaluate visible surface conditions and how the selected material performs on the painted surface, but they cannot verify hidden bonds among drywall, repairs, primer, and paint. A wall may appear acceptable and still contain a weak underlying bond.
• Normal lifting or repositioning of the vinyl during professional installation can reveal a wall condition that was not visible beforehand.
• If paint or primer peels or pulls away, or drywall facing or prior repairs separate, during testing, positioning, repositioning, or installation, Heritage will stop the affected work, explain what was observed, and avoid worsening the wall.
• The client or property owner is responsible for arranging and paying for required repair, preparation, proper priming, repainting, full cure, and related restoration before Heritage returns. The work may be completed by its facility management personnel or a third-party provider it selects. Heritage does not perform or pay for that repair or restoration.
• If Heritage must reschedule and return, additional costs may include remobilization, added installation labor or equipment, and reproduction or replacement of graphic panels or materials that cannot be reused because of the wall failure. Repair and cure time may also extend the schedule.
• Heritage is not responsible for failure caused by pre-existing or client/property-controlled wall conditions.
• Later removal is separate from installation-time wall failure. Heritage removes graphics carefully to limit avoidable damage, but cannot guarantee damage-free removal from painted walls. Paint or primer may peel or pull away, and paint loss or drywall-facing damage may occur.
• When restoration is required because of the underlying wall system, the client or property owner is responsible for arranging and paying for repair, preparation, proper priming, repainting, and full cure. When existing wall graphics are being replaced, removal should be scheduled early enough to identify restoration needs and allow the new paint to fully cure before Heritage returns to install replacement graphics.
• Heritage may require a separate Painted Wall Preparation & Adhesive Graphics Acknowledgment when wall-applied graphics are a significant part of the project.

17. Mechanical Mounting and Removal Effects

• Many professionally installed signs and displays require anchors, screws, fasteners, mounting hardware, or other normal penetrations into the supporting surface.
• When mechanical mounting is part of the approved installation, those penetrations are an inherent part of the work.
• Heritage will use reasonable professional care in selecting and performing the mounting method within its responsibility.
• If installed signs or displays are later removed, mounting holes, anchors, shadowing, finish differences, or other evidence of the prior installation may remain.
• Repair, patching, refinishing, repainting, or restoration after removal is the responsibility of the client or property owner unless Heritage expressly agrees otherwise in writing.

18. Known and Concealed Building Conditions

• The client and property team are responsible for disclosing known conditions that could affect installation, including utilities, wiring, plumbing, communication systems, fire-protection systems, security systems, structural conditions, blocking, specialty wall assemblies, fragile finishes, or similar conditions.
• Not every condition can be discovered through a visual site survey.
• If Heritage encounters an unexpected or concealed condition that could create a meaningful safety, property-damage, structural, electrical, plumbing, or installation risk, Heritage may stop the affected work.
• The responsible property party must arrange any required testing, scanning, engineering, repair, licensed-trade assistance, or other corrective action before Heritage proceeds.

19. Hazardous Materials

• Heritage does not inspect, test, certify, remove, or remediate asbestos, lead, mold, or other hazardous materials.
• If a potentially hazardous condition becomes apparent or Heritage reasonably believes one may be present, Heritage may stop the affected work.
• The responsible property party must arrange the appropriate professional evaluation, testing, remediation, or clearance before Heritage returns.
• Heritage will not knowingly place its team, the client, the property, or other people at unnecessary risk in order to continue an installation.

20. Property Approvals, Permits and Regulated Professional Responsibilities

• The client, property owner, property manager, general contractor, or other responsible project party is responsible for obtaining required landlord approvals, property approvals, sign permits, building approvals, and regulated professional determinations.
• Heritage does not determine whether a sign permit is required, prepare or submit permit applications, communicate with permitting authorities for the client, pay permit fees, pursue variances, or obtain governmental approvals.
• Heritage is not the client's architect, engineer, commercial interior designer, accessibility or ADA consultant, code consultant, permitting agent, or licensed electrician.
• When a regulated requirement applies, the appropriate responsible professional provides the approved requirement, engineering, specification, or design direction for Heritage to implement within Heritage's contracted scope.

21. Scheduling and Important Project Dates

• Heritage understands that office openings, events, leadership meetings, construction milestones, campaigns, rebrands, and other dates can make timing important.
• Heritage evaluates the requested date together with the scope, approvals, site readiness, materials, production, fabrication, access, transportation, and installation capacity.
• When the requested date is realistically achievable, Heritage will work proactively toward it.
• If the complete scope cannot responsibly be completed by the requested date, Heritage will communicate that as early as practical and work with the client on the strongest realistic alternative, which may include phasing, resequencing, prioritizing key elements, changing a material or application, or adjusting scope.

22. Delays Outside Heritage's Control

• Project schedules depend on many people and conditions.
• Late approvals, revised artwork, client changes, construction delays, site readiness, property restrictions, material availability, transportation problems, severe weather, utility interruptions, other trades, governmental actions, or similar circumstances outside Heritage's reasonable control may change the schedule.
• Heritage will communicate material schedule impacts as promptly as practical and work with the client on the best reasonable next step.

23. Changes and Change Orders

• Changes to approved artwork, dimensions, quantities, materials, finishes, installation locations, mounting methods, access assumptions, phasing, schedule, or other project conditions may affect price and timing.
• Material additional work will be documented through a revised proposal, change order, written approval, or another clear project record.
• Heritage will not knowingly perform material out-of-scope work without client authorization when practical.
• If an immediate field decision is needed to protect people, property, schedule, or the finished result, Heritage may pause while the Project Manager obtains direction from the client's authorized representative.

24. Projects Delayed or Inactive More Than 30 Days

• A project delayed, suspended, or inactive for more than 30 calendar days for reasons outside Heritage's control is subject to price and schedule revalidation before work restarts or moves into its next major stage.
• Remaining pricing may need to reflect current material, vendor, transportation, labor, equipment, travel, or other project costs.
• Restarting may also require renewed approvals, updated site verification, material review, or revised production and installation planning.
• Heritage generally purchases project-specific materials when the project is active and approaching the appropriate production stage rather than purchasing them far in advance simply to preserve an earlier price.

25. Event Environments and Venue Responsibilities

• Heritage's event work is generally built around places where Heritage has the people and field capability to support the installation of signs, graphics, displays, and other physical branded elements.
• Event facilities may impose their own access requirements, labor rules, delivery procedures, working hours, service requirements, or third-party charges.
• The client should provide applicable venue requirements early enough for Heritage to plan the work.
• Unless specifically included in Heritage's proposal, third-party venue services and charges remain outside Heritage's project price and are the client's responsibility.
• Projects with substantial event-specific requirements may include separate written Event Conditions addressing the requirements that actually apply.

26. Delivery, Shipping and Receiving Inspection

• Heritage transports valuable custom signs, graphics, and displays every day and takes reasonable care to package finished work to protect it during transportation.
• Transportation may be handled by Heritage, a courier, parcel carrier, freight provider, or another appropriate delivery service.
• For high-value, fragile, custom, or time-sensitive shipments, Heritage may recommend or require additional declared-value protection, shipping insurance, cargo insurance, specialty packaging, or another reasonable transportation safeguard. The associated insurance, declared-value, packaging, or carrier cost is a project cost borne by the client unless the Heritage proposal states otherwise.
• When Heritage delivers and installs the work directly, Heritage manages receiving and inspection within its own process.
• When completed work is shipped to a client location, another client facility, or a third-party installer, the receiving party must inspect the shipment promptly after arrival. Visible package or product damage should be photographed and reported to Heritage as soon as possible, and carrier damage should be noted with the carrier when practical.
• Prompt inspection helps establish when and how damage occurred and gives Heritage the greatest opportunity to reproduce, replace, reship, reschedule, or develop another practical solution before the installation or event is affected.
• Late discovery of shipping damage may delay installation or, when a fixed event or opening date is involved, limit the corrective options that remain available.

27. Transportation Damage, Storage and Redelivery

• Heritage remains responsible for packaging and handling within Heritage's control.
• When damage results from inadequate packaging or another Heritage-controlled error, Heritage will take responsibility for the reasonable corrective work within its control.
• When properly packaged work is damaged or lost by an independent transportation provider and the loss was not caused by Heritage, Heritage will reasonably assist in documenting the loss and pursuing the available carrier or insurance remedy. Amounts not recovered from the carrier or insurer remain additional project costs, including reasonable costs to reproduce, replace, reship, store, remobilize, or reschedule the affected work.
• If completed work cannot be delivered or installed because the client, property, receiving location, or site is not ready, reasonable storage, handling, redelivery, return-trip, or remobilization costs may apply.

28. Payment, Credit, Taxes and Fees

• The payment schedule shown on the Heritage proposal, invoice, or approved credit arrangement controls.
• Heritage may require advance payment before project work begins and may require the remaining balance before shipment, delivery, or final installation. Approved credit terms may provide a different schedule.
• Client payment is not contingent on the client receiving payment from another party unless Heritage expressly agrees otherwise in writing.
• Applicable sales taxes, use taxes, duties, tariffs, property or venue charges, and other governmental or third-party costs associated with the project may be billed unless the Heritage proposal specifically states that they are included.
• Credit-card or other payment-processing fees may apply when disclosed on the Heritage proposal or invoice.

29. Past-Due Accounts, Billing Disputes and Project Holds

• If a required payment or undisputed balance is past due, Heritage may pause design, project management, purchasing, production, fabrication, delivery, shipment, or installation until the account is current.
• A pause can affect material availability, production capacity, installation dates, and the final project schedule.
• Approved credit accounts that become past due may be subject to the service charge stated in the applicable credit terms or, when stated by Heritage, up to 1.5% per month or the maximum amount permitted by law. The client is also responsible for reasonable collection costs and attorneys' fees incurred to collect undisputed past-due amounts, to the extent permitted by applicable law.
• A legitimate billing question should be raised promptly. A billing dispute or chargeback does not eliminate responsibility for undisputed amounts, earned services, committed costs, or properly completed custom work.

30. Earned Project Value Before Physical Production

• Heritage projects can involve substantial work and commitments before physical production begins.
• Project value may be earned through discovery, environmental graphic design, artwork and revisions, site surveys, meetings, project management, schedule and capacity commitments, outside specialty services, procurement commitments, production planning, fabrication preparation, and other authorized project activity.
• Heritage is not required to refund a payment merely because physical materials have not yet been purchased or production has not yet begun.
• The purpose of this rule is simple: Heritage is paid for the professional work, resources, capacity, and commitments actually devoted to the authorized project, not only for the physical materials eventually produced.

31. Cancellation, Suspension and Scope Reduction

• If the client cancels, suspends, or materially reduces an authorized project, Heritage will reconcile the project through the effective date of the change.
• The reconciliation may include work already performed, services earned, resources used or reasonably reserved, special-order materials, outside commitments, production or fabrication already completed, and other nonrecoverable project costs.
• Amounts legitimately earned or incurred are not refundable.
• Custom-produced, fabricated, printed, or special-order products are not returnable merely because the client's needs or plans later change. Verified defects remain subject to Heritage's applicable correction and warranty responsibilities.

32. Ownership Changes, Acquisitions, Closures and Changed Business Plans

• A client's acquisition, ownership change, management change, rebrand, funding change, office closure, facility-use change, location change, or other business decision does not erase work Heritage has already performed or commitments already made for an authorized project.
• When one of these circumstances changes or ends the project, Heritage will use the same fair reconciliation process described in these Terms. Heritage will identify what has been earned or committed and what, if anything, remains unapplied.

33. Unapplied Balances and Other Heritage Projects

• After reconciliation, any true unapplied balance will be addressed in writing.
• At Heritage's discretion, Heritage and the client may agree in writing to apply all or part of an unapplied balance toward another Heritage project.
• Any new or revised project remains subject to its current scope, pricing, schedule, site conditions, and a new or revised written agreement.
• The ability to transfer an unapplied balance is intended to provide a practical alternative when circumstances change. It is not an automatic client right or an automatic Heritage obligation.

34. Completion Inspection and Sign-Off

• At the completion of an installation, the authorized client or property representative will inspect the work with Heritage.
• The representative will either acknowledge successful completion or identify visible punch-list items before the installation team leaves whenever practical.
• The completion sign-off documents the visible condition of the work at that time. It does not eliminate an applicable warranty or prevent Heritage from addressing a covered condition that could not reasonably have been identified during the completion review.
• If the required representative is unavailable, Heritage may delay or reschedule completion review, and additional standby, return-trip, labor, equipment, or remobilization costs may apply.

35. Punch-List Items and Heritage Corrective Work

• If Heritage confirms a production or installation error within Heritage's responsibility, Heritage's normal response is to repair, reproduce, replace, or reinstall the affected portion as appropriate.
• Visible punch-list items should be identified during the completion review whenever practical so Heritage can document and address them efficiently.
• A client-requested change to work that accurately reflects the approved project is new work rather than corrective work.
• Minor punch-list items do not automatically suspend payment for unrelated portions of the project that have been properly completed.

36. Post-Completion Damage

• Once Heritage completes and signs off on an installation, Heritage cannot control activities occurring at the property.
• Damage caused afterward by occupants, visitors, cleaners, movers, other trades, building work, impact, misuse, improper cleaning, unauthorized alteration, or similar post-installation activity is not a Heritage workmanship defect.
• Heritage will help the client evaluate repair or replacement options when practical, but work caused by post-completion damage may be additional work.

37. Warranty Claims and Heritage's Opportunity to Correct

• A client requesting warranty service should notify Heritage promptly and provide reasonable information and photographs describing the concern.
• Heritage must receive reasonable access and an opportunity to inspect the affected work and, when appropriate, correct a condition within Heritage's responsibility before another provider alters or repairs it.
• Immediate action may be taken when reasonably necessary to protect people or property.
• Third-party alteration before Heritage has a reasonable opportunity to inspect may affect warranty coverage to the extent that the alteration prevents Heritage from evaluating the original condition or causes additional damage.
• Product-specific warranties, including applicable interior LED backlit-sign warranties, may be provided separately with the project they govern.

38. Product Care, Service Life and General Warranty Conditions

• The client is responsible for reasonable care of Heritage products and for following applicable Heritage or manufacturer cleaning, handling, and maintenance guidance.
• Product life varies with the material, application, exposure, handling, cleaning, contact, environment, mounting, usage, and site conditions. Heritage does not promise one universal lifespan for every product or application.
• Warranty coverage does not apply to conditions caused by pre-existing surfaces, building movement, water or moisture, building electrical systems, impact, misuse, improper cleaning, unauthorized alterations, third-party repairs, normal wear, use outside the intended application, or other causes outside Heritage's control to the extent those conditions caused or contributed to the problem.
• For a verified Heritage workmanship or production defect, Heritage's normal remedy is reasonable correction of the affected portion.

39. Client-Supplied Content and Brand Assets

• The client represents that it has the right to use and authorize Heritage to reproduce the logos, trademarks, photographs, copy, artwork, data, names, images, and other materials supplied for the project.
• Client-owned logos, photographs, copy, trademarks, brand standards, and similar materials remain the client's property.
• The client gives Heritage the permission reasonably necessary to use those materials to design, produce, fabricate, manage, document, and install the authorized project.
• If a third-party claim results from client-provided content or instructions that the client did not have the right to provide, responsibility for that claim remains with the client to the extent the issue was not caused by Heritage.

40. Heritage Intellectual Property and Production Files

• Heritage's environmental graphic design, concepts, proofs, layouts, renderings, working files, production artwork, fabrication files, source files, templates, methods, systems, and related creative or technical development are created for Heritage to perform the contracted project.
• Payment for the completed project does not automatically transfer those working or production materials to the client or authorize another sign company, designer, fabricator, producer, or installer to use them.
• Any transfer of ownership, broader reuse rights, editable files, production files, or permission for another provider to use Heritage-created work must be separately agreed to in writing and may require additional compensation.
• Third-party fonts, stock images, software, licensed materials, and manufacturer content remain subject to their own licenses.

41. Confidentiality, Project Photography, Promotional Use and Project Records

• Heritage will use reasonable care with nonpublic client information and limit access to Heritage team members and project partners who reasonably need the information to perform the project, subject to any separately signed confidentiality agreement.
• Heritage and photographers or project partners it reasonably engages may photograph and visually document work in progress and completed work for internal project records, quality review, training, warranty evaluation, and related business purposes. The client must communicate any restriction on Heritage taking photographs, including property, venue, security, confidentiality, or photography restrictions, in writing before photography and is responsible for obtaining any approval required from a property owner, venue, or other controlling party.
• Unless the client opts out in writing before project completion, the client grants Heritage a nonexclusive, royalty-free license, continuing after project completion, to use, reproduce, publish, display, distribute, crop, resize, caption, and otherwise format project photographs and other visual documentation that Heritage is authorized to use for Heritage's portfolios, websites, social media, emails, print collateral, proposals, presentations, press releases, case studies, recruiting, publications, award submissions, and similar marketing, public-relations, and business-development purposes.
• To the extent the client owns or is authorized to grant the applicable rights, this permission also includes use of the client's name, organization name, logo and other client-controlled brand identifiers shown in the project, the project city and state, a factual description of Heritage's work, and relevant, accurate factual information about the client or project that Heritage may lawfully use. No additional compensation is due for an authorized use under this Section.
• Heritage will not knowingly publish nonpublic confidential information, security-sensitive details, or restricted areas; materially alter a client's logo; materially misrepresent the project or Heritage's role; or state or imply that the client endorses Heritage unless the client separately authorizes an endorsement. Heritage will honor a separately signed confidentiality agreement and any written publication embargo or project-specific restriction accepted by Heritage.
• This Section does not authorize Heritage to use an identifiable individual as a testimonial, spokesperson, or featured promotional subject without separate permission from that individual or a person legally authorized to provide it. Incidental or background appearances in project-focused imagery may remain when their use does not require separate permission under applicable law or an accepted client, property, venue, or project restriction.
• A client may later ask Heritage in writing to limit future promotional use. Heritage will address the request reasonably and prospectively when practical, but is not required to recall materials already distributed, withdraw completed award or publication submissions, or remove content controlled by third parties. A promotional opt-out does not prevent Heritage from retaining reasonable internal project records unless a separately signed agreement states otherwise.
• Heritage does not guarantee permanent storage of client or production files after a project is completed. If archived files can later be recovered, retrieval or preparation charges may apply.

42. Commercial Printing, Publications and Direct Mail

• Heritage provides commercial printing for documents, publications, marketing materials, and other printed pieces, including delivery, shipping, and direct-mail services when those services are included in the project scope.
• The client is responsible for carefully reviewing and approving proofs for copy, spelling, pagination, quantities, addresses, mailing information, folds, finishing, and other details shown for approval. Heritage remains responsible for producing the work according to the approved proof and agreed specifications.
• Electronic proofs are not physical color standards. When exact or critical color matching is important, the color-approval principles in Section 9 apply.
• Printing, bindery, finishing, and quantity production may involve reasonable manufacturing tolerances unless the Heritage proposal establishes a specific requirement.
• When Heritage performs direct mail, the client is responsible for the accuracy and authorized use of mailing lists, addresses, and data supplied for the project. Heritage is responsible for reasonably handling that information and performing the mailing services included in its scope.
• Direct-mail projects, including postage and applicable mailing charges, must be paid in full before Heritage delivers the mailing to the U.S. Postal Service for processing.
• Postal rates, postal requirements, mail acceptance, and delivery timing are controlled by the U.S. Postal Service. Heritage will prepare and process the mailing responsibly within its scope but cannot guarantee postal delivery dates or performance after the mailing has been accepted by the U.S. Postal Service.
• The general provisions of these Terms concerning approvals, payment, cancellation, intellectual property, shipping and receiving, corrective work, and responsibility continue to apply to Heritage commercial-printing projects.

43. Responsibility for Client-Controlled Claims

• To the fullest extent permitted by applicable law, the client will defend, indemnify, and hold Heritage harmless from third-party claims, damages, losses, liabilities, costs, and reasonable attorneys' fees to the extent caused by matters the client controls, including unauthorized client-provided content, inaccurate client instructions, undisclosed known site conditions, or client-directed use outside the approved application.
• This obligation does not apply to the extent a claim is caused by Heritage's own wrongful conduct, negligence, workmanship, communication, or decisions within Heritage's control.
• The intent of this provision is to place responsibility with the party that controlled the condition that caused the problem.

44. Limitation of Liability

• To the fullest extent permitted by applicable law, Heritage's total liability arising from a project is limited to the amount actually paid to Heritage for the specific product, service, or affected portion of the project giving rise to the claim.
• Heritage is not liable for indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost revenue, business interruption, loss of use, lost opportunity, reputational harm, or similar damages, except to the extent such limitation is prohibited by applicable law.
• Nothing in these Terms is intended to excuse Heritage from responsibility for Heritage's own professional judgment, communication, workmanship, or decisions within Heritage's control.

45. Circumstances Outside Reasonable Control

• Heritage is not responsible for a failure or delay caused by circumstances reasonably outside Heritage's control.
• Examples may include severe weather, natural disaster, fire, utility interruption, transportation interruption, widespread material shortage, governmental action, labor disruption, public emergency, venue closure, security restriction, or a similar event.
• Heritage will communicate a material impact as promptly as practical and work with the client on the strongest reasonable alternative available.

46. Resolving Disagreements

• Heritage and the client agree to first make a good-faith effort to resolve a disagreement through direct discussion between people with appropriate decision-making authority.
• The goal is to understand what occurred, identify each party's responsibility, and reach a fair practical resolution whenever possible.
• If a dispute cannot be resolved through direct discussion, the parties agree to use arbitration under the Commercial Arbitration Rules of the American Arbitration Association unless a signed project agreement provides otherwise.
• Unless otherwise agreed in writing, arbitration will take place in Waldorf, Maryland and the substantive law of the State of Maryland will apply.

47. Heritage's Right to Pause, Stop or Decline Work

• Heritage may pause, stop, or decline work that Heritage reasonably believes is unsafe, unlawful, outside Heritage's service boundaries or capabilities, inconsistent with applicable professional or safety standards, or cannot be completed responsibly under the existing conditions.
• When practical, Heritage will explain the reason and identify what would need to change before the affected work could proceed.
• Heritage also retains the right to decide whether to accept future projects. Heritage seeks long-term relationships with clients who value clear communication, mutual accountability, fair dealing, and professional collaboration.

48. General Project Provisions

• If one provision of these Terms is determined not to apply or cannot be enforced, that does not automatically eliminate the remaining provisions.
• A decision not to enforce one requirement on one occasion does not automatically waive that requirement for another situation.
• Routine project notices, approvals, and other written communications may be provided by email to the project contacts used by Heritage and the client unless a signed agreement requires another method.
• These Terms, together with the applicable Heritage proposal, approved change orders, project-specific supplements, and any separately signed agreement, represent the written rules governing the project and replace inconsistent prior discussions or unaccepted boilerplate terms.