Terms of services

Effective Date: 01.03.2026

These Terms of Service ("Terms") govern the provision of services by graphique ("we", "us", "our"), a design agency registered in England and Wales, to the client ("you", "your"). By engaging our services, you agree to these Terms.

1. Services

We provide design services including but not limited to branding, graphic design, web design, and digital assets. Services are offered in two formats:

1.1 One-Off Projects

Defined scope projects agreed in writing prior to commencement.

1.2 Subscription Services

Ongoing design support provided on a recurring basis ("Subscription"). Details including scope, turnaround times, and deliverables will be specified in your subscription plan.

2. Engagement and Scope

All work will be defined in a proposal, statement of work, or subscription plan. Any work outside the agreed scope may be subject to additional fees.

3. Fees and Payment

3.1 One-Off Projects

• A deposit (typically 50%) is required before work begins.

• The remaining balance is due upon completion or as per agreed milestones.

3.2 Subscription Services

• Subscription fees are billed in advance on a recurring monthly basis.

• Payments must be made via approved payment methods.

3.3 Late Payments

We reserve the right to suspend work for overdue invoices. Interest may be charged in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

4. Revisions and Approvals

We include a reasonable number of revisions as specified in your agreement. Additional revisions may incur extra charges.

Approval of deliverables (in writing or via email) constitutes acceptance of the work.

5. Turnaround Times

Estimated timelines will be provided but are not guaranteed. Delays caused by client feedback, third parties, or unforeseen circumstances may impact delivery.

6. Client Responsibilities

You agree to:

• Provide timely feedback and approvals

• Supply necessary content, assets, and information

• Ensure you have rights to any materials provided to us

7. Intellectual Property

7.1 Ownership (One-Off Projects)

Upon full and final payment for a one-off project, all intellectual property rights in the final approved deliverables (excluding third-party materials) will be assigned to you. We retain ownership of all preliminary work, drafts, concepts, and unused designs unless otherwise agreed in writing.

7.2 Subscription Services – Licensing Model

For work delivered under a Subscription, intellectual property is licensed rather than automatically assigned, unless otherwise agreed in writing.

• Active Subscription Licence: While your subscription is active and payments are up to date, you are granted a non-exclusive, worldwide, royalty-free licence to use the deliverables for your business purposes.

• Perpetual Licence on Payment: Upon full payment of all outstanding fees and termination of the subscription, you are granted a perpetual licence to use all paid-for deliverables created during the subscription period.

• Assignment Option: We may, at our discretion or by separate agreement, assign full ownership of specific deliverables upon request and payment of an additional fee.

7.3 Source Files vs Final Deliverables

• Final Deliverables: Refers to exported, ready-to-use assets such as PNG, JPG, PDF, SVG, or deployed website output. These are included in all services and are subject to the ownership or licensing terms above.

• Source Files: Refers to original, editable working files (including but not limited to Adobe, Figma, Sketch, or code repositories) used to create the deliverables.

  • For one-off projects, source files are only included if explicitly stated in the proposal or agreed in writing. Otherwise, they remain our property.

  • For subscription services, source files are not included by default and remain our property.

  • Source files may be licensed or assigned to you upon request, subject to an additional fee and agreement.

• Source File Buyout Pricing:

  • Unless otherwise agreed, source file access or transfer is priced separately from design services.

  • Typical pricing is either:

    • A fixed fee agreed in advance; or

    • 25%–100% of the total project or equivalent subscription value relating to the deliverables

  • The exact fee will depend on complexity, reusability, and strategic value of the assets.

• We reserve the right to organise, structure, and prepare any released source files in a reasonable manner prior to handover.

7.4 Design Systems and Reuse Restrictions

• Any design systems, component libraries, frameworks, or reusable design methodologies we create remain our intellectual property unless explicitly assigned.

• You are granted a licence to use such systems solely as part of the final deliverables provided.

• You may not extract, reuse, repurpose, or apply these systems across other projects, brands, or businesses without an additional licence.

• Extended or multi-use licences for design systems may be purchased under separate agreement.

7.5 Retained Rights

We retain the right to:

• Use and display the work in our portfolio, case studies, and marketing materials

• Reuse general design knowledge, techniques, and non-client-specific elements

7.5 Third-Party Assets

Any third-party assets (including but not limited to fonts, stock images, templates, and software) are subject to their own licence terms. You are responsible for complying with those licences where required.

7.6 Client Materials

You retain ownership of any materials you provide to us. You grant us a licence to use, modify, and reproduce those materials solely for the purpose of delivering the services.

8. Subscription Terms

8.1 Usage

Subscriptions are subject to fair use. We reserve the right to define reasonable limits to ensure quality service.

8.2 Pausing and Cancellation

• Subscriptions may be paused or cancelled with [X days] notice.

• No refunds are provided for partial billing periods unless required by law.

8.3 Rollover

Unused requests or time do not roll over unless explicitly stated.

9. Confidentiality

Both parties agree to keep confidential information private and not disclose it to third parties without consent.

10. Liability

To the fullest extent permitted by law:

• We are not liable for indirect or consequential losses

• Our total liability is limited to the amount paid for the services in the preceding 3 months

Nothing in these Terms limits liability for death, personal injury, fraud, or other liabilities that cannot be excluded under UK law.

11. Termination

Either party may terminate the agreement with written notice. Upon termination:

• Outstanding invoices become immediately due

• Work completed up to termination will be delivered upon payment

12. Force Majeure

We are not liable for delays or failure to perform due to events beyond our reasonable control.

13. Governing Law

These Terms are governed by the laws of England and Wales. Any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.

14. Amendments

We may update these Terms from time to time. Updated Terms will be provided or made available on request.

15. Contact

For any questions regarding these Terms, please contact:

hello@graphique.uk