Brandify Trends requires clear Terms & Conditions to manage design projects and protect both our studio and clients. Key points are: we define the scope of services (UI/UX, website, e-commerce, branding/graphic design) in each proposal; all agreements become effective upon client acceptance (signature or written approval). Payment is milestone-based (e.g. “50% deposit before work, balance on final approval”), with late fees (commonly 1.5–2% per month) on overdue amounts. Deposits are non-refundable once work begins. Change requests beyond the agreed scope incur additional fees. Timelines are estimates and may shift due to client delays or force majeure. Clients must provide content and feedback promptly as specified in proposals (delays may extend deadlines). Intellectual property in the delivered designs generally transfers to the client upon full payment. However, underlying tools or pre-existing work (fonts, code libraries, stock art, etc.) remain our property and are licensed, not transferred. We may use subcontractors or third-party services (e.g. printing, hosting) at client’s cost, and we disclaim liability for their performance; clients are advised to contract directly for critical third-party services. All confidential information exchanged is protected. We provide services “as is” and disclaim any warranty on business results; we limit our liability to direct damages up to fees paid, and clients indemnify us against third-party claims arising from client-provided content. Either party may terminate with notice; deposits or unpaid fees cover work in progress. Disputes are resolved first by negotiation/mediation, then by arbitration or court (preferably under Indian law). We comply with applicable privacy laws (e.g. India’s DPDP Act 2023) when handling personal data. These Terms incorporate all agreements between us and supersede prior discussions, and may only be modified in writing. Our contact information (email, address) is provided for notices.

Terms & Conditions

1. Scope of Services. Brandify Trends provides professional design and development services (e.g. UI/UX design, website/e-commerce design, brand identity, and related graphic design). The specific services, deliverables, and project milestones are described in our signed proposal. Any work or materials not listed in the proposal are outside this agreement and would require a separate agreement.

2. Proposal and Acceptance. All proposals (estimates or quotes) from Brandify Trends are valid for 30 days unless stated otherwise. A proposal becomes a binding agreement when the client signs or otherwise confirms acceptance (e.g. by email) and any required deposit is paid. The client must review all proposal terms and notify us promptly of any questions. Failure to object within 7 days will be deemed acceptance of the terms.

3. Fees and Payment Terms. Fees are set forth in the proposal. Payment is generally by milestone: for example, 50% due upon project start (deposit) and 50% due on final delivery and client approval. Any deposit is non-refundable once work has commenced. We require full payment of each invoice by its due date (normally Net 15 or Net 30 days). Overdue payments incur a late fee (commonly 1.5–2% per month, or 18–24% per annum), compounding monthly, until paid. If fees remain unpaid after reminders, we may suspend services and withhold deliverables until payment is made. All invoices are payable in [currency]; client is responsible for any bank transfer fees or currency conversion costs. The client also pays all applicable taxes (GST, VAT, sales/use taxes, etc.) on our fees, even if assessed later.

4. Change Requests and Scope Creep. The client may request changes, additions, or revisions beyond the agreed scope. We will document any agreed changes in writing. Such changes may affect fees and schedules. Additional work outside the original scope will be billed at our standard hourly rates or by a mutually agreed fixed price. We reserve the right to refuse excessive changes that unreasonably alter the project scope (scope creep).

5. Project Schedule, Delivery & Delays. We will use reasonable efforts to meet project timelines as stated in the proposal. All dates are estimates; unforeseen events or client delays may require adjustments. The client agrees to supply necessary materials (content, feedback, approvals) by deadlines specified in the proposal. If the client’s delay affects the schedule (e.g. slow feedback, late content), Brandify Trends is entitled to a day-for-day extension of deadlines, and will not be liable for any resulting delay or cost. Force majeure events (e.g. disasters, strikes, government actions) relieve us of performance obligations for their duration.

6. Client Responsibilities and Approvals. The client must provide accurate project requirements, content (text, images, logos, etc.), and approvals in a timely manner. The client is responsible for reviewing deliverables and submitting feedback or approval as agreed. Failure to provide timely approvals or materials may delay the project and will not violate our obligations. The client should review proofs carefully; after approval, later changes may incur extra charges.

7. Intellectual Property and Licenses. Upon full payment, Brandify Trends assigns to the client all copyrights and ownership rights in the final deliverables specifically created for the project (e.g. finalized graphics, website code and designs, documentation). Until full payment is received, all deliverables remain our property or are licensed to the client only. We retain ownership of all pre-existing materials and tools (including design templates, code libraries, stock images, fonts, plugins, etc.) that were used in the project. We grant the client a perpetual, worldwide, non-exclusive license to use those pre-existing elements only as part of the final deliverables. The client may not use our proprietary tools or licensed third-party components outside the scope of this project. We also reserve the right to include the completed work (without client confidential data) in our portfolio and marketing materials, unless the client pays an agreed fee to restrict this.

8. Confidentiality. Each party will treat the other party’s non-public, proprietary information (including business or technical information, designs, strategies, trade secrets) as confidential, and will not disclose it to any third party except as required to perform the work. This obligation survives termination of the agreement. The client warrants that any materials, logos, trademarks or content it provides do not violate third-party rights; the client indemnifies Brandify Trends against any claim arising from client-provided material or usage.

9. Warranties and Disclaimers. Brandify Trends provides services and deliverables “as is.” We make no guarantees about future business or sales results from our designs. We disclaim all other warranties, express or implied, including merchantability or fitness for a particular purpose. We do not guarantee that a website or design will work on all devices or platforms, or that it will be error-free. If functionality is provided (e.g. website), it is tested to conform with agreed specifications.

10. Limitation of Liability and Indemnification. In no event will Brandify Trends (or its agents or subcontractors) be liable for indirect, special, incidental or consequential damages (such as lost profits or data) arising out of or related to our services, even if advised of the possibility of such damage. Our total liability is limited to the fees paid by the client for the specific project. The client agrees to defend, indemnify, and hold Brandify Trends harmless from any claims, damages or costs (including attorney fees) arising from client’s use of the deliverables, or any negligent or wrongful act by the client or third parties on client’s behalf.

11. Termination and Suspension. Either party may terminate the project by giving 10 days’ written notice. If the client terminates for convenience before completion, the client pays for work done up to termination (as prorated based on milestones) and we retain any deposit. Any canceled or hold work is considered delivered. If Brandify Trends terminates (for example, due to non-payment), we stop work and retain any fees paid. Upon termination by either party, Brandify Trends will provide the client with work-in-progress deliverables in exchange for payment of outstanding fees. Any advance payments are treated as partial payment for completed services; refunds (if any) are only as required by law or agreed in writing. Brandify Trends may suspend work immediately if the client breaches any term (e.g. payment default or abusive communication); suspension lasts until remedy.

12. Dispute Resolution and Governing Law. These Terms are governed by the laws of India. Any dispute arising under this agreement should first be attempted to be resolved by good-faith negotiation. If unresolved, the parties will attempt mediation before a neutral mediator. Failing resolution, disputes will be settled by arbitration in India (according to [Indian Arbitration and Conciliation Act] rules), or in the courts of our home state, depending on the parties’ agreement. (As an option, parties may specify [arbitration] vs. [court litigation] – see comparison table below.) Both parties waive any objection to personal jurisdiction in these venues.

13. Data Protection and Privacy. Brandify Trends will process any personal data of the client or project users only as needed for project purposes and will comply with applicable data protection laws (e.g. India’s Digital Personal Data Protection Act, 2023, which protects individual data rights). We implement reasonable security measures to protect client data. Details are in our Privacy Policy. The client must ensure any personal data or images provided to us were lawfully obtained and permitted for use.

14. Third-Party Services and Software. If the project requires third-party components (such as stock images, fonts, CMS, plugins, or hosting), the client must obtain any required licenses. We may recommend or procure such services on the client’s behalf, but we disclaim any liability for third-party performance. If critical (e.g. business-critical hosting, printing, or proprietary software), we recommend the client contract directly to avoid unexpected liabilities. We may bill such third-party expenses separately, and may apply a coordination fee.

15. Subcontracting. Brandify Trends may engage subcontractors or freelancers to perform parts of the work (e.g. coding, translation), but remains responsible for delivering the services. We ensure subcontractors are qualified and bound by similar confidentiality obligations.

16. Revisions. The proposal includes a certain number of revision rounds. Additional revisions beyond those included will be billed at our hourly rate. We reserve the right to charge for excessive changes after client sign-off.

17. Taxes. Unless otherwise stated, all fees are exclusive of taxes. The client is responsible for any taxes (GST, VAT, sales taxes, etc.) required by law, on top of our fees. We will add taxes on invoices as appropriate, or provide invoices stating “reverse charge” as required.

18. Force Majeure. Neither party is liable for failure or delay caused by events beyond its reasonable control (e.g. natural disasters, wars, acts of government, pandemics). Affected obligations are suspended for the event’s duration.

19. Entire Agreement; Amendment; Severability. These Terms and the signed proposal constitute the entire agreement between the parties on this project, superseding all prior discussions. No amendment is valid unless in writing and signed by both parties. If any term is deemed unenforceable, the remainder stays in effect. The failure to enforce any right is not a waiver of that right.

20. Notices. Formal notices to Brandify Trends should be sent to [company address/email]. We will send invoices and notices to the contact information the client provided.

Plain-Language Summary for Clients

  • What you get: We design and deliver the work agreed in the proposal (e.g. your website, app interface, brand logo and style guide). We specify the work and schedule clearly before starting.
  • How we work: Once you agree to the proposal, we start after you pay an upfront deposit (typically 50%). We then work through the agreed milestones.
  • Payment: You pay a deposit (non-refundable after start), and the balance when we finish and you approve the work. Invoices are due by the date on them (usually 15–30 days). Late payments incur a modest interest charge (around 1.5% per month). If you don’t pay, we can pause the work and hold the files until you do. You also cover any taxes or bank charges.
  • Changes: If you ask for work beyond the agreed scope, we will let you know any extra costs or time it adds. We won’t just “give away” extra design without agreeing on more fees.
  • Timeline: We give you an estimated schedule. You must provide content and feedback on time. If you delay your feedback, it will push the timeline out. We are not responsible for delays due to you, force majeure, or third-party issues.
  • Your part: You must give us text, images, data, or approvals when needed. Please be prompt and clear in reviewing deliverables.
  • Who owns what: When you have paid in full, you own the designs (graphics, code, text) that we created for you. Until then, the work remains our property. Note: any pre-existing tools or licensed materials (fonts, stock photos, plugins) we used are not transferred to you; we license them to you as part of the deliverable. We keep the right to show our work in our portfolio unless we agree otherwise.
  • Confidentiality: Any of your confidential information we get (business plans, data) will be kept secret. Likewise, we ask you to keep our proprietary info confidential.
  • Guarantees: We don’t promise the design will increase sales or meet business targets. We deliver professional-quality design “as is.” We’re not liable for indirect damages (like lost profits) if something goes wrong. Our total responsibility is limited to the money you paid us for this project. You agree to cover us if someone sues us over something you gave us (like if your logo inadvertently infringes a third party).
  • Stopping work: Either of us can cancel with notice. If you cancel, you pay for work done so far (and we keep any deposit). If we cancel (say, for non-payment), you owe us for the work up to that point. We may pause work if you seriously breach the contract (like not paying).
  • Disputes: We will try to fix any issues by talking or mediation first. If that fails, disputes go to arbitration or court in India under Indian law. (We find arbitration often quicker for small business issues.)
  • Data and privacy: We handle any personal data according to law (India’s new Data Protection Act of 2023 applies to us). We take reasonable steps to keep your data safe.
  • Other: You may see references below comparing options like IP transfer vs license, arbitration vs court, etc. Ultimately, these terms form our full agreement. We only make changes if both sides agree in writing.

Optional Clauses Comparison

ClauseOption AOption BProsConsRecommendedIP OwnershipTransfer on payment:Client gets all rights after payment.License only:Client gets a usage license; studio retains copyright.Client fully owns brand and can modify or resell design.Studio loses control, risk of misuse or client forking work without credit.Transfer on payment: simple and client-friendly, good for startups wanting full rights.Dispute ResolutionArbitration:Resolve disputes via private arbitration (cheaper/faster, confidential).Court litigation:Go to courts (formal, but potentially slower and public).Arbitration is usually quicker, more flexible, private.Arbitration can limit appeals; must agree on arbitrator rules and seat.Arbitrationfor efficiency; specify India as seat if client is domestic.Refund PolicyNo refunds:Only credit work done (deposit non-refundable, fees cover work in progress).Partial refunds:Allow certain refund if project is canceled early (e.g., after initial phases).No-refund protects studio from wasted effort; straightforward.Clients may feel safer with partial refund guarantees.No refunds (except credit for work done):Simpler and protects studio. Clients fund milestone by milestone.Payment Structure50/50 Milestones:50% upfront, 50% on delivery.Installments:e.g. 30% deposit, 40% on draft, 30% on final.50/50 is simple; less admin.More steps can ease cash flow for clients (smaller chunks).50/50 milestones: Balanced and common in design industry. Add interim payments for very large projects.Limitation of LiabilityCap at fees paid(no indirect damages).No cap(expose studio to large claims).Cap limits risk to actual contract value.Uncapped means more liability for studio.Cap at fees paid:Standard for design contracts, accepted by clients in B2B.JurisdictionIndia(courts in [City], Indian law).Client location(if international client, use their country).India choice is simpler for our business locale.Foreign client might prefer own jurisdiction.India law:Default to India; for international clients consider a neutral arbitration seat.

New Client Onboarding Checklist

  •  Send Proposal & T&C: Provide the signed project proposal including these Terms (with placeholders filled: [ClientName], [ProjectName], [Fees], etc.) and request client signature.
  •  Obtain Deposit: Receive initial deposit (e.g. 50%) via the agreed payment method before starting any work.
  •  Gather Materials: Collect all required client materials (content, logos, access) and confirm they have the rights to all provided assets.
  •  Schedule Kickoff: Arrange an initial meeting or briefing with the client to review scope, timeline, and responsibilities.
  •  Set Up Communication: Confirm primary contacts and communications (email, Slack, etc.), and remind client of response time expectations.
  •  Document Approvals: As work proceeds, get written approvals on major milestones/deliverables.
  •  Monitor Payments: Track all invoices and due dates; send polite reminders shortly before due. Charge late fees if necessary.
  •  Update Schedule: If the client is delayed in feedback or changes scope, adjust timelines and notify client.
  •  Finalize IP Transfer: Once final payment is received, prepare and deliver final files and transfer rights to the client