Definitions
- Agreement – The signed contract, proposal, scope of work, and any related documentation.
- Client Materials – Content provided by the Client for use in the Project, including text, graphics, media, and documentation.
- Deliverables – Work products specified in the Agreement to be supplied to the Client.
- Company Tools – Any proprietary tools, frameworks, code libraries, design systems, software, methodologies, or technical assets developed or owned by our Company.
- Final Deliverables – Approved and completed work provided to the Client.
- Project – The scope of services described in the Agreement.
- Services – Development, consulting, staffing, or related services provided under the Agreement.
- Third-Party Materials – Licensed assets such as stock images, software components, or external services incorporated into the Project.
Provision of Services
We shall deliver Services in accordance with the approved proposal and agreed milestones.
Proposal Validity
Proposals remain valid for 30 calendar days from issuance. If not accepted within this period, we reserve the right to revise pricing, scope, or timelines.
Fees and Expenses
- Fees. Service fees are defined in the Agreement and must be paid according to the agreed schedule.
- Additional Costs. Third-party services (hosting, licensing, subscriptions, etc.) are billed separately.
- Expenses. Pre-approved project-related expenses are billed at cost.
Payment Terms
Invoices are payable within 5 calendar days unless otherwise specified in the Agreement. Failure to make timely payment may result in suspension of services.
Scope Changes
- Change Requests. All scope changes must be submitted in writing. We will respond within 5 business days, outlining the impact on cost and timeline.
- Minor Changes. Changes estimated at under 20% of the total project value will be billed at standard hourly rates.
- Major Changes. Changes exceeding 20% of the project value require a revised or separate proposal. Work will not proceed until approved.
Proposals must be accepted within 14 working days, or they may be withdrawn.
Delays
- Client Delays. If delays occur due to late approvals, missing materials, or a lack of communication, deadlines will be extended accordingly.
- Company Delays. If delays occur due to our internal circumstances, we will notify the Client promptly.
- Force Majeure. Events beyond either party’s control (natural disasters, war, government action, labor disputes, etc.) shall not constitute breach of contract. Deadlines will be adjusted appropriately.
Review and Acceptance
Deliverables are tested using commercially reasonable industry standards.
The Client has 7 working days to approve or provide written feedback. If rejected, corrections will be made within 14 working days. The revised deliverable will then be subject to a further 7-day review period.
Client Responsibilities
The Client agrees to:
- Provide accurate and complete materials
- Ensure content is legally usable
- Proofread all submitted materials
- Make timely decisions regarding third-party services
Corrections beyond agreed scope may incur additional charges.
Attribution and Portfolio Rights
Unless otherwise agreed, we may:
- Include a credit link on delivered digital products
- Display completed work in our portfolio or promotional materials
Neither party shall unreasonably withhold consent for public reference to the collaboration.
Confidentiality
Both parties agree to protect confidential information shared during the Project. Confidential information shall not be disclosed to third parties without consent, except where required by law.
Information already publicly known or independently obtained is not considered confidential.
Relationship of Parties
We operate as an independent contractor. Nothing in the Agreement creates a partnership, joint venture, agency, or employment relationship.
We may engage subcontractors while remaining fully responsible for project outcomes.
No exclusivity is implied unless explicitly stated.
Limitation of Liability
Services are provided “as is”. Our total liability is limited to the total amount paid by the Client under the Agreement.
We are not liable for indirect, incidental, or consequential damages.
Intellectual Property and License
Upon full payment, the Client receives a non-exclusive, perpetual, worldwide license to use the Final Deliverables in the agreed form.
Modification, resale, or derivative works require prior written permission unless otherwise agreed.
Company Tools remain our exclusive property.
Support and Maintenance
Post-delivery support is available at standard hourly rates unless included in the Agreement.
Warranty obligations are void if Deliverables are altered by third parties without authorization.
Amendments
We reserve the right to update these Terms and Conditions at any time. Continued use of our website or services constitutes acceptance of the revised terms.