Terms & Conditions of Service
Purpose of this Document
This document sets out the standard Terms & Conditions under which Studio Edii (Emma Di’Iuorio) provides graphic design and related creative services to business clients. It is intended to accompany Project Quotations. Each accepted Project Quotation, together with these Terms & Conditions, forms the agreement between Studio Edii and the Client. This draft has been prepared for legal review and should be reviewed by a solicitor before commercial use.
1. Introduction
Studio Edii is a freelance graphic design studio operated by a sole trader based in England. These Terms & Conditions define the basis on which Studio Edii provides Services, the responsibilities of both parties, and how Projects are managed from quotation through to completion.
2. Definitions
Client means the organisation or individual engaging Studio Edii. Project means the work described in the accepted quotation. Services means the professional design services provided. Deliverables are the agreed final output files. Working Files are editable native production files. Third-Party Assets include fonts, stock imagery, illustrations, plugins, templates and other licensed materials. A Change Request is any request that alters the agreed Project scope after work has commenced.
3. Quotations & Acceptance
Quotations remain valid for 30 calendar days unless otherwise stated. Acceptance may be given by signed quotation, written email confirmation or work will commence only after acceptance and receipt
of the required advance payment.
4. Scope of Services
The accepted Project Quotation defines the agreed scope, Deliverables, fees and estimated timetable. Work outside the agreed scope requires written approval and may be charged at the agreed hourly rate, incorporated into a revised fixed fee or quoted separately. Significant changes in creative direction after approval may constitute a Change Request.
5. Fees & Payment
A non-refundable 50% advance payment is required before work commences. The advance payment secures Studio Edii’s time and resources. The remaining balance is payable within 14 calendar days of invoice, by bank transfer. Studio Edii reserves the right to charge statutory interest and compensation on overdue invoices and may suspend work or withhold Deliverables and copyright transfer until all outstanding sums have been paid.
6. Project Timelines
Delivery dates are estimates unless expressly agreed otherwise. Delays caused by late feedback, approvals or Client information may result in revised delivery dates. Projects inactive for 14 days may be paused. Projects inactive for 30 days may be closed and may require a revised quotation before restarting.
7. Client Responsibilities
The Client is responsible for providing accurate content, ensuring they have permission and appropriate rights in place, where necessary, to use supplied assets, proofreading all copy, checking factual accuracy and approving artwork before production or publication. Studio Edii shall not be responsible for errors identified after approval or for claims arising from Client-supplied content.
8. Revisions
Unless otherwise agreed, two rounds of revisions are included. A revision means reasonable amendments to previously presented work in line with the agreed brief. Additional revisions or requests outside the agreed scope may incur additional charges, which will be agreed before work proceeds.
9. Creative Direction
Studio Edii will exercise professional creative judgement throughout the Project. Unused concepts, exploratory work and design routes remain the intellectual property of Studio Edii and may not be reused, adapted or developed without written permission.
10. Approvals
Formal approvals must be provided by email or signed acceptance. Client approval confirms that spelling, grammar, pricing, contact details, imagery, dimensions and all other factual information have been checked. Changes requested after approval may be treated as additional work.
11. Deliverables & Working Files
The Client will receive the Deliverables specified in the quotation. Working Files, native design files, production files, drafts and unused concepts are excluded unless expressly included within the
quotation or agreed separately.
12. Intellectual Property
Copyright in final Deliverables transfers only after payment has been received in full. Studio Edii retains ownership of all preliminary concepts, Working Files and intellectual property not expressly transferred. Client-owned content remains the property of the Client.
13. Design Credit
Where appropriate, Studio Edii may choose to include a discreet design credit on publications, websites or other relevant media, unless otherwise expressly specified by the Client.
14. Third-Party Assets & Licensing
Third-Party Assets remain subject to their original licence terms. Font licences purchased by Studio Edii remain with Studio Edii unless transferable. Where AI-assisted tools are used, they support the creative process only; final creative judgement and quality control remain the responsibility of Studio Edii.
15. Print & Production
Studio Edii is not responsible for printer errors, production defects or colour variation between screen and printed output. Exact colour matching cannot be guaranteed unless specifically agreed and. Clients
are encouraged to approve proofs before production where available, including wet proofs and digital
high resolution PDFs.
16. Portfolio Rights
Unless otherwise agreed, Studio Edii may display completed work in its portfolio, website, social media, presentations, awards and promotional material once the work is public or four months after completion, whichever occurs first. Reasonable, mutually agreed confidentiality requests will be respected.
17. Confidentiality
Both parties agree to keep confidential information confidential during and after the Project except
where disclosure is required by law.
18. Suspension, Cancellation & Termination
Studio Edii may suspend work where payment is overdue or the Project cannot reasonably progress.
The Client may cancel at any time in writing; however, the advance payment remains non-refundable once work has commenced and payment remains due for work completed. If Studio Edii cancels for reasons unrelated to the Client, any unearned advance payment will be refunded.
19. Liability
Studio Edii will exercise reasonable care and skill. To the fullest extent permitted by law, Studio Edii’s liability shall not exceed the fees paid for the relevant Project and excludes indirect or consequential loss.
20. File Retention
Project files will be retained for one year after completion. Thereafter they may be permanently deleted without further notice. Clients are responsible for retaining copies of all supplied Deliverables.
21. Force Majeure
Neither party shall be liable for delays or failures caused by events beyond their reasonable control.
22. General Terms
Studio Edii acts as an independent contractor. These Terms together with the accepted quotation constitute the entire agreement. Amendments must be made in writing. Notices shall be sent by email unless otherwise agreed. If any provision is unenforceable, the remaining provisions remain in force.
23. Governing Law
These Terms are governed by the laws of England and Wales and subject to the exclusive jurisdiction
of the courts of England and Wales.
Appendix A
Typical Project Workflow: 1. Initial Enquiry, 2. Quotation & Acceptance, 3. Research & Planning, 4. Concept Development, 5. Revisions, 6. Final Approval, 7. Final Delivery, 8. Ongoing Support (under separate
quotation if required). This workflow is illustrative and may vary according to the nature of each Project.
Acceptance
Acceptance of a quotation by signed acceptance; email confirmation constitutes acceptance of these Terms & Conditions of Service.