Terms and Conditions
Last updated: 29 July 2026
These Terms and Conditions ("Terms") govern the web-design and related services provided by [FULL NAME], a private entrepreneur (ФОП) registered in Ukraine, trading as PixelBridge Studio ("we", "us", "our"), through the website [https://yourdomain.com] (the "Website") and under any project agreement or proposal we enter into with you ("Client", "you").
By engaging our services, accepting a proposal, or making a payment to us, you agree to these Terms.
1. Definitions
- Services — the web-design, development, and related services described in the applicable proposal, quote, or statement of work.
- Proposal — the written quote, estimate, or statement of work describing the scope, deliverables, timeline, and fees for a specific project.
- Deliverables — the designs, files, and other materials we create for you under a project.
- Client Materials — any content, text, images, logos, credentials, or other materials you provide to us.
If there is any conflict between a signed Proposal and these Terms, the Proposal prevails for that project.
2. Services and scope
We will provide the Services described in the applicable Proposal. Any work not expressly included in the Proposal is out of scope and may be subject to an additional quote. Changes to the agreed scope ("change requests") must be agreed in writing and may affect the fees and timeline.
3. Quotes and proposals
Quotes and proposals are valid for [e.g. 30] days unless stated otherwise. A project begins once you have accepted the Proposal in writing (including by email) and paid any required deposit.
4. Client responsibilities
To allow us to deliver the Services on time, you agree to:
- Provide all Client Materials, information, feedback, and approvals promptly.
- Ensure the accuracy and completeness of information you provide.
- Provide any access (e.g. hosting, domain, accounts) needed to complete the project.
- Nominate a single point of contact authorised to make decisions and approve work.
Delays in providing materials, feedback, or approvals may delay delivery and are not our responsibility. If a project is stalled by you for more than [e.g. 30] days, we may treat it as suspended and require a restart fee to resume.
5. Timelines
Any timelines we provide are estimates made in good faith and depend on your timely cooperation, the finalisation of scope, and receipt of Client Materials and payments. We are not liable for delays caused by you or by circumstances beyond our reasonable control.
6. Fees and payment
Currency and methods. Fees are stated in the Proposal in EUR or USD. Payment may be made to our Ukrainian euro or US-dollar bank accounts or via Payoneer, as stated on the invoice.
Deposit and instalments. Unless the Proposal states otherwise, we require a non-refundable deposit of [e.g. 50%] before work begins, with the balance due [on completion / per the milestones in the Proposal].
Invoices and due dates. Invoices are payable within [e.g. 7] days of the invoice date unless stated otherwise.
Bank and transfer fees. You are responsible for any bank charges, transfer fees, or currency-conversion costs on your side, so that we receive the full invoiced amount.
Taxes. Fees are exclusive of any taxes, duties, or charges that may apply in your jurisdiction, which are your responsibility. As a Ukrainian private entrepreneur, we are responsible for our own taxes in Ukraine. If you are a business in the EU, you may be required to self-account for VAT under the reverse-charge mechanism; you should seek your own tax advice.
Late payment. We may suspend work and withhold Deliverables on any overdue account. We reserve the right to charge interest or a late fee on overdue amounts to the extent permitted by law.
7. Revisions
The Proposal specifies the number of revision rounds included for each deliverable. Additional revisions, or changes requested after you have approved a stage, will be quoted and billed separately.
8. Intellectual property
Transfer on full payment. Upon our receipt of full payment for a project, we assign to you the rights in the final Deliverables created specifically for you, except as stated below.
Pre-existing and third-party materials. We retain ownership of any pre-existing tools, code, frameworks, know-how, and design elements we use. Where Deliverables include third-party materials (such as stock images, fonts, plugins, themes, or libraries), these remain subject to their own licences, and you are responsible for holding or purchasing the appropriate licences unless the Proposal states otherwise.
Before payment. Until full payment is received, all Deliverables remain our property, and you have no right to use them.
Portfolio rights. Unless agreed otherwise in writing, we may display the completed work and describe our involvement in our portfolio, case studies, and marketing materials.
9. Client materials and warranties
You warrant that you own or have the necessary rights and licences to all Client Materials you provide, and that their use by us will not infringe any third party's rights or breach any law. You agree to indemnify us against any claims, losses, or costs arising from the Client Materials or from your use of the Deliverables.
10. Third-party services
Projects may rely on third-party services such as hosting, domain registration, email, payment gateways, plugins, or subscriptions. Unless stated otherwise, these are contracted for and paid by you in your own name, and are subject to the third party's own terms. We are not responsible for the availability, performance, or acts of third-party services.
11. Confidentiality
Each party agrees to keep confidential any non-public information disclosed by the other in connection with a project and to use it only for the purpose of the project. This does not apply to information that is public, already known, independently developed, or required to be disclosed by law.
12. Warranties and disclaimers
We will perform the Services with reasonable skill and care. Except as expressly stated, the Services and Deliverables are provided "as is", and we make no other warranties, whether express or implied. In particular, we do not guarantee any specific business results, search-engine rankings, traffic, revenue, or uninterrupted or error-free operation of any website.
13. Limitation of liability
To the maximum extent permitted by law:
- We are not liable for any indirect, incidental, special, or consequential loss, or for loss of profit, revenue, data, or business.
- Our total liability arising out of or in connection with a project, on any basis, will not exceed the total fees you have paid to us for that project.
Nothing in these Terms excludes liability that cannot be excluded by law.
14. Termination and cancellation
Either party may terminate a project by written notice if the other party materially breaches these Terms and fails to remedy the breach within [e.g. 14] days of notice.
If you cancel a project, the deposit is non-refundable, and you remain liable for all work performed and costs incurred up to the date of cancellation. On termination, we will invoice you for any unpaid work completed, and any rights in Deliverables transfer only once all outstanding amounts are paid.
15. Maintenance and support
Unless a separate maintenance or support arrangement is agreed in writing, we are not obligated to provide ongoing maintenance, updates, hosting, or support after a project is completed. Support and maintenance can be arranged under a separate agreement.
16. Force majeure
We are not liable for any delay or failure to perform caused by circumstances beyond our reasonable control, including but not limited to war, armed conflict, martial law, mobilisation, air-raid alerts, power or internet outages, cyber-attacks, natural disasters, epidemics, or acts of government. Given that we operate in Ukraine, you acknowledge that such events may affect delivery timelines. Where such an event occurs, we will notify you and make reasonable efforts to resume the Services as soon as practicable. A force majeure event may be certified by the Ukrainian Chamber of Commerce and Industry.
17. Governing law and disputes
These Terms and any project agreement are governed by the laws of Ukraine. The parties will first try to resolve any dispute amicably through good-faith negotiation. If a dispute cannot be resolved, it will be subject to the jurisdiction of the competent courts of Ukraine, unless the parties agree otherwise in writing.
18. General
- Entire agreement. These Terms, together with the applicable Proposal, form the entire agreement between us regarding the Services.
- Changes to these Terms. We may update these Terms from time to time. The version in force at the time your Proposal is accepted applies to that project.
- Severability. If any provision is found to be unenforceable, the remaining provisions continue in effect.
- No waiver. Failure to enforce any provision is not a waiver of it.
19. Contact
[FULL NAME], Private Entrepreneur (ФОП)
Registration number: [EDRPOU / RNOKPP number]
Email: hello@pixelbridge.studio
Website: [https://yourdomain.com]
This document is a template provided for general informational purposes and does not constitute legal advice. Because your clients may be located in different countries, you should have these Terms reviewed by a qualified lawyer before publishing or relying on them.