Legal
Terms of Service
EFFECTIVE DATE: From the date of payment, purchase or signature by the Client, whichever occurs first
Contents
- 1. Definitions
- 2. Agreement and Effective Date
- 3. Scope of Services
- 4. Fees and Payment
- 5. Invoicing and Late Payment
- 6. Client Responsibilities and Materials
- 7. Timelines and Delays
- 8. Holiday Periods
- 9. Calls and Workshops
- 10. Revisions, Approvals and Changes to Scope
- 11. Expedited Services
- 12. Intellectual Property
- 13. Portfolio and Showcasing
- 14. Confidentiality
- 15. Third-Party Assets and Purchases
- 16. Data Protection
- 17. Cancellation and Termination
- 18. Disclaimers
- 19. Limitation of Liability and Indemnity
- 20. Non-Solicitation
- 21. Force Majeure
- 22. Notices
- 23. Governing Law and Disputes
1. Definitions
1.1 Studio: Brighter Future Studio, a UK company.
1.2 Client: the individual or organisation that commissions Services from the Studio.
1.3 Proposal: the written proposal or statement of work the Studio issues for a Project.
1.4 Project: the Services the Client commissions under a Proposal.
1.5 Scope: the deliverables, timelines and revision rounds set out in the Proposal.
1.6 Services: the diagnosis, advisory, strategy, pitch, website, branding, storytelling, content and design services the Studio provides under a Proposal, including The Belief Diagnosis.
1.7 Deliverables: the final work the Studio delivers to the Client under the Proposal.
1.8 Agreement: these Terms of Service together with the Proposal.
2. Agreement and Effective Date
2.1 The Client agrees to these Terms by signing an agreement or Proposal for a Project, or by paying for a Project.
2.2 The Agreement takes effect on the date of payment, purchase or signature by the Client, whichever occurs first.
2.3 The Proposal forms part of the Agreement. It records the deliverables, fees, timelines and revision terms for the Project.
3. Scope of Services
3.1 The Studio provides the Services set out in the Proposal. Fees are agreed per project, to scope.
3.2 Work beyond the agreed Scope requires a separate agreement and incurs additional charges. This includes additional revisions, pages, sections, touchpoints and functionality.
3.3 Brand deployment, launch materials and other additional deliverables require separate scoping and a separate agreement.
3.4 The Client is responsible for implementing the Deliverables beyond the workshops and sessions in the Proposal, unless the parties agree otherwise.
4. Fees and Payment
4.1 The Proposal sets the fees and the payment schedule for each Project.
4.2 Full payment is due upfront unless the Proposal sets a payment plan. The parties must agree any payment plan before the Project starts.
4.3 Work does not start until the Studio has received and confirmed the payment due before the start of the Project.
4.4 The Client pays by the methods the Studio specifies. These include Stripe and other approved payment platforms.
4.5 All payments are final and non-refundable, regardless of project outcome or satisfaction. This includes cancellations. The only exception applies where the Studio fails to deliver the agreed Services due to its negligence.
5. Invoicing and Late Payment
5.1 The Client pays each invoice within 14 working days of receiving it.
5.2 Payments made after this 14 working-day period incur interest at 8% a year above the Bank of England base rate, in line with the Late Payment of Commercial Debts (Interest) Act 1998, until paid in full.
5.3 If the Client fails to meet a payment obligation, the Studio suspends work immediately until the payment is resolved.
5.4 The Client must clear all outstanding balances before work resumes.
6. Client Responsibilities and Materials
6.1 The Client provides all materials the Project needs. These include content, copy, images, logos, brand assets, existing designs and brand guidelines.
6.2 For workshops, the Client provides company history, existing narratives and stakeholder feedback before the workshop takes place.
6.3 The Client provides accurate information and makes sure its content fits the agreed structure and Scope.
6.4 The Client responds to feedback requests and Studio communications within seven (7) calendar days.
6.5 The Client attends scheduled workshops, meetings and feedback sessions on time.
7. Timelines and Delays
7.1 Timelines in the Proposal are estimates and are not binding. They become binding only if both parties explicitly agree binding deadlines in writing.
7.2 Completion depends on collaboration and timely communication between both parties.
7.3 Late materials, feedback or approvals from the Client, or missed meetings, may extend the timeline. Such an extension does not breach the Agreement. The Studio is not responsible for it.
8. Holiday Periods
8.1 Work pauses during the Studio's observed holiday periods. These run from 1 August to 15 August, from 24 December to 8 January, and from 16 January to 20 January.
8.2 The Studio undertakes no work during these periods. The Client incurs no charges for delays these periods cause. Work resumes immediately after each period.
9. Calls and Workshops
9.1 The Client confirms or reschedules scheduled calls and workshops at least 24 hours in advance.
9.2 Missed calls, and cancellations without notice, may be charged at the hourly rate set out in the Proposal.
10. Revisions, Approvals and Changes to Scope
10.1 The Proposal sets the number of major and minor revision rounds for the Project.
10.2 A major revision covers significant structural, content or design changes, such as new design concepts or logo refinement. A minor revision covers small, detailed adjustments, such as colour tweaks, layout refinements or small edits.
10.3 The Client requests revisions within seven (7) days of receiving the draft deliverable.
10.4 The Client consolidates feedback into a single document or email per revision round.
10.5 Workshops and strategy work produce outputs from collaborative discussion. No revision rounds apply to these outputs.
10.6 Revisions beyond the rounds in the Proposal are charged as additional work at the hourly rate set out in the Proposal.
10.7 The Studio quotes changes outside the agreed Scope separately. These changes need a separate written agreement before work on them starts.
11. Expedited Services
11.1 The Client may ask for a faster timeline. Expedited services depend on availability and mutual agreement.
11.2 The parties agree the expedited timeline and fee in writing before work starts.
11.3 The Client pays the Project fee and the expedited service fee upfront, before the expedited timeline begins.
11.4 Expedited services require faster feedback and approval times from the Client.
12. Intellectual Property
12.1 All Deliverables remain the property of the Studio until the Studio receives full payment.
12.2 Ownership of the final Deliverables, such as logos, templates, stories and written content, transfers to the Client on full payment.
12.3 Source files (such as Figma and Adobe files), raw drafts and workshop recordings remain the property of the Studio unless the parties agree otherwise. Any such agreement may carry an additional fee.
13. Portfolio and Showcasing
13.1 The Studio may feature final Deliverables in its portfolio, marketing materials, case studies and showcases.
13.2 The Studio excludes or anonymises sensitive or proprietary information that the Client identifies.
13.3 The Studio shows confidential material only with the Client's consent.
13.4 The Studio may showcase non-sensitive final Deliverables without prior approval.
14. Confidentiality
14.1 Both parties keep all shared materials and communications confidential.
14.2 The Studio does not share or disclose sensitive Client information.
15. Third-Party Assets and Purchases
15.1 The Studio may make third-party purchases on the Client's behalf, such as fonts, stock images, tools or platforms. These purchases include a 10% surcharge.
16. Data Protection
16.1 The Studio collects only the information it needs to complete the Project. This includes contact details and project materials.
16.2 The Studio uses industry-standard measures to protect Client data. It cannot guarantee absolute security for data sent electronically.
16.3 The Studio stores Client materials and data securely for up to 12 months after project completion, unless the parties agree otherwise.
17. Cancellation and Termination
17.1 Either party may terminate the Agreement if the other breaches these Terms and fails to remedy the breach within 30 days of written notice.
17.2 On termination, all pending payments become due immediately.
17.3 Payments already made are not refunded on cancellation, as clause 4.5 sets out.
18. Disclaimers
18.1 The Studio is not responsible for outcomes that result from the use of the Deliverables. These include funding or investor decisions, user engagement, conversions and website performance.
18.2 The Client takes full responsibility for the final use of the Deliverables.
19. Limitation of Liability and Indemnity
19.1 The Studio's liability is limited to the fees paid for the Project.
19.2 The Studio is not liable for any indirect, consequential or incidental damages arising from the Project. This includes damages arising from delays, missed deadlines or dissatisfaction with creative output.
19.3 The Studio is not liable for delays caused by the Client's failure to provide feedback, assets or other required information.
19.4 The Client indemnifies the Studio against third-party claims arising from the use or misuse of the Deliverables.
20. Non-Solicitation
20.1 The Client must not solicit or attempt to hire any employee, contractor or collaborator of the Studio for 12 months after the Agreement completes or the relationship ends.
20.2 If the Client does so, it pays the Studio a fee equal to that person's annual salary or contracted rate.
21. Force Majeure
21.1 Neither party is liable for delays or non-performance caused by circumstances beyond its reasonable control. These include natural disasters, technical failures, strikes and acts of war.
22. Notices
22.1 Either party may give written notice under these Terms by email. The Client sends notices to the Studio at mission@brighterfuture.studio.
23. Governing Law and Disputes
23.1 The laws of England and Wales govern the Agreement.
23.2 The parties first try to resolve any dispute arising from the Agreement through mediation. If mediation fails, the dispute is subject to the jurisdiction of England and Wales.
01
02
03
04
05