Last updated: 28 April 2026
Status of this document
These Terms and Conditions are EEW Design Limited’s standard terms for creative services. They should be read alongside any project-specific estimate, proposal, statement of work, purchase order or written instruction agreed for a particular project.
Where EEW Design and a client enter into a separate signed agreement, that signed agreement will take precedence to the extent of any inconsistency.
1. Introduction
These Terms and Conditions set out the basis on which EEW Design Limited (“EEW Design”, “we”, “us”) provides creative, digital, video, brand, presentation, document-design, print-management and related services to clients.
These terms apply unless a separate written agreement is agreed and signed by both parties. Where a client’s purchase order, supplier portal or other document contains different terms, those terms will only apply if expressly accepted by EEW Design in writing.
2. Definitions
In these terms:
Client means the person, company or organisation engaging EEW Design.
Services means the work to be provided by EEW Design, as described in an estimate, proposal, brief, statement of work, email agreement or other written instruction.
Deliverables means the final outputs to be supplied to the Client.
Estimate means EEW Design’s estimate of fees, costs, scope, timings and assumptions.
Working files means editable source files, project files, layered design files, raw footage, unused assets, development files or other production materials used to create the Deliverables.
Confidential Information means non-public information disclosed by either party in connection with the Services.
Reasonable revisions means amendments that are within the agreed scope, consistent with the original brief and proportionate to the nature and value of the project.
Unused concepts means concepts, ideas, draft designs, exploratory routes, creative options, treatments, layouts, templates, visual approaches or other materials created by EEW Design but not selected, approved and supplied as final Deliverables.
3. Project acceptance and briefing
All projects must be supported by a clear brief. The Client is responsible for providing accurate, complete and timely instructions, content, data, assets, brand guidelines, approvals and feedback.
EEW Design accepts no liability for delay, rework, additional cost or error caused by incomplete, inaccurate or late information supplied by the Client or by third parties acting for the Client.
Instructions, approvals and revisions should be provided in writing. Where instructions are given verbally, EEW Design may require written confirmation before proceeding.
4. Estimates, quotations and scope
Unless expressly stated as a fixed quotation, an estimate is a good-faith assessment of the likely work, cost and timing based on the information available at the time.
Matters that may increase cost or timing include:
changes to the brief, scope, specification, format, quality or deliverables;
additional rounds of amends or revisions;
delay in receiving required information, feedback or approval;
correction of errors in Client-supplied material;
changes required by third-party platforms, printers, venues or suppliers;
urgent or out-of-hours work;
additional meetings, project management or production coordination; and
increases in third-party costs.
Where additional work is required, EEW Design may provide a further estimate or confirm that the work will be charged at the applicable hourly or day rate.
Any fixed fee or estimate is based on the assumptions stated in the relevant estimate, proposal or project correspondence, together with the materials and information available to EEW Design at the time.
5. Fixed fees, assumptions and revisions
Where EEW Design agrees a fixed fee, that fixed fee applies only to the scope, deliverables, assumptions, timings and information available at the time the estimate or proposal is issued.
A fixed fee does not include unlimited revisions, redesign, reworking, recreation of supplied materials, correction of Client-supplied errors, late-stage changes, additional formats, new content, additional meetings or additional deliverables unless expressly stated in writing.
Where an estimate or proposal is based on previous editions, previous project examples, sample files, partial information or materials not yet seen by EEW Design, the estimate is subject to the assumption that the new project will be materially similar in structure, complexity, quality of supplied files and level of effort. If the actual materials, content, artwork, data, charts, tables, diagrams or instructions differ materially from those assumptions, EEW Design may charge additional fees or issue a revised estimate.
Reasonable revisions are included only where they are within the agreed scope and are consistent with the original brief. Revisions do not include a material change in direction, new creative routes, new layouts, new content, reconstruction of diagrams or charts, correction of Client-supplied content, or repeated amendments caused by changing instructions or incomplete approvals.
Where additional work is required, EEW Design will, where reasonably practicable, notify the Client and either provide a further estimate or confirm that the additional work will be charged at the applicable hourly, day or project rate.
If a Client continues to request work, amendments or support after the agreed delivery date, publication date or project deadline, EEW Design may treat that work as additional work unless the delay or amendment is caused solely by EEW Design.
6. Fees, VAT and payment
Fees are as set out in the relevant estimate, proposal, statement of work, rate card, purchase order or other written agreement between EEW Design and the Client.
Where no fixed fee has been agreed, work may be charged on a time-and-materials basis at EEW Design’s applicable hourly, half-day or day rate, as notified to the Client in writing.
Fees are exclusive of VAT unless stated otherwise. VAT will be charged where applicable.
Invoices are payable within 30 days of the invoice date unless otherwise agreed in writing.
EEW Design may require deposits, advance payments or stage payments. Where stage payments are agreed, EEW Design may pause work if any payment is overdue.
Final Deliverables may be withheld until payment in full has been received.
7. Late payment
If an invoice is not paid by the due date, EEW Design reserves the right to:
charge interest and compensation in accordance with the Late Payment of Commercial Debts (Interest) Act 1998, where applicable;
alternatively, where agreed in writing, charge contractual interest at 4% above the Bank of England base rate, accruing daily from the due date until payment;
suspend work on current or future projects;
withhold Deliverables, Working files or publication approval; and
recover reasonable costs of collecting overdue sums.
8. Client responsibilities
The Client is responsible for:
providing a clear and accurate brief;
supplying copy, data, imagery, logos and other materials in suitable format;
ensuring Client-supplied material is accurate, lawful and does not infringe third-party rights;
obtaining necessary permissions, licences and consents for supplied material;
reviewing and approving proofs and final versions carefully;
checking all copy, data, figures, dates, names, legal wording and factual content;
notifying EEW Design promptly of required changes; and
ensuring the Deliverables are suitable for the Client’s intended purpose before publication, print or release.
The Client is responsible for obtaining any legal, regulatory, compliance, financial, technical, brand, internal or stakeholder approvals required for the use, publication, filing, submission, circulation or distribution of the Deliverables. EEW Design does not provide legal, regulatory, financial, tax, investment or compliance advice unless expressly agreed in writing.
9. Specifications and supplied assets
Copy should be supplied in digital format. Images should be supplied at suitable resolution for the intended use. Logos should be supplied in vector format where possible, such as AI, EPS, SVG or suitable PDF.
EEW Design is not responsible for poor reproduction, delay or additional cost caused by low-resolution, incomplete, unsuitable or incorrectly formatted Client-supplied assets.
Where the Client provides artwork or files for use, those materials will be treated as approved and accurate unless the Client instructs otherwise in writing.
10. Proofing and approval
EEW Design will provide proofs or review versions where appropriate. The Client must review proofs carefully and provide approval or amendments in writing.
Approval of a proof or final version means the Client accepts that version for production, publication or release. EEW Design is not responsible for errors, omissions or inaccuracies that the Client approved or failed to identify during proofing, unless caused by EEW Design’s fraud or wilful misconduct.
Where EEW Design submits Deliverables for review and the Client uses, publishes, circulates, prints, uploads, files, submits or otherwise relies on those Deliverables, they will be treated as approved unless the Client has notified EEW Design of a material issue before that use.
The Client should notify EEW Design of any material issue with the Deliverables within a reasonable period after delivery and, where practicable, before publication, print, filing, submission, circulation or distribution. EEW Design will not be responsible for avoidable costs arising from issues that could reasonably have been identified during review or proofing.
Once Deliverables have been approved, used, published, printed, circulated, filed, submitted or invoiced, any later changes, updates, amendments, corrections, re-exports, re-supplies or further support requested by the Client will be treated as additional work unless the change is required solely because of an error caused by EEW Design.
11. Revisions and alterations
Revisions, updates, corrections, additions and variations must be provided in writing. Revisions may be discussed verbally, but EEW Design may require written confirmation before carrying out the work.
Unless expressly included in the agreed scope, revisions and additional work will be chargeable at EEW Design’s standard hourly, day or project rate.
12. Delivery, timings and dependencies
Delivery dates are estimates unless expressly agreed in writing as fixed deadlines. Time is not of the essence unless expressly agreed in writing.
EEW Design is not responsible for delay caused by:
late or incomplete Client instructions, content, feedback or approval;
changes to scope or specification;
third-party supplier delays;
technical issues outside EEW Design’s reasonable control; or
events beyond EEW Design’s reasonable control.
If no progress has been made on a project for more than 30 days because EEW Design is waiting for Client instructions, content, feedback, approvals, access, assets or other Client-side input, EEW Design may invoice for work completed to date and may treat any later restart as additional work or a new project phase unless otherwise agreed in writing.
13. Third-party suppliers, materials and licences
EEW Design may use third-party suppliers, including printers, developers, hosting providers, software platforms, stock-asset providers, freelancers, translators, videographers, editors or production partners.
Where third-party goods or services are required, the Client is responsible for any third-party costs approved or reasonably incurred for the project.
Where the Client instructs EEW Design to use a particular third party, or contracts directly with that third party, EEW Design is not responsible for that third party’s acts, omissions, delays, faults or failures.
Third-party licences, including stock imagery, music, footage, fonts, software, plug-ins or platform licences, are subject to the terms imposed by the relevant supplier.
14. Print management
Where EEW Design arranges print or physical production, reasonable care will be taken in supplier selection and file preparation. However, exact colour matching, paper behaviour, finish, folding, trimming and other production tolerances cannot be guaranteed unless expressly agreed with the printer.
The Client is responsible for approving print-ready proofs. Once approved, the Client is responsible for errors not identified before production.
15. Intellectual property and usage rights
Unless otherwise agreed in writing, EEW Design retains ownership of all intellectual property rights in concepts, drafts, unused ideas, Working files, source files, templates, processes, know-how and production materials.
Where EEW Design creates concepts, creative routes, draft designs, unused ideas, rejected options, exploratory work, templates, layouts, illustrations, photography treatments, animation treatments, video treatments, web-design concepts, presentation concepts, visual systems, copy lines, design assets or other creative materials that are not selected as final Deliverables, those materials remain the property of EEW Design unless expressly agreed otherwise in writing.
EEW Design may develop, adapt, reuse, repurpose, license or commercialise unused or rejected concepts, creative routes, drafts, templates, processes, know-how or design approaches for other projects, clients or commercial purposes, provided that EEW Design does not disclose or misuse the Client’s Confidential Information, personal data, trade marks, logos, brand assets, unpublished materials or other Client-specific content.
The Client’s rights are limited to the final Deliverables supplied and paid for, together with any usage rights expressly agreed in the relevant estimate, proposal, statement of work or written agreement.
Subject to payment in full, the Client receives a licence to use the final Deliverables for the purpose, territory, duration and media agreed in the brief, estimate or project correspondence. If no specific limits are agreed, the Client may use the final Deliverables for its ordinary internal and external business purposes.
Ownership or broader rights will transfer only where expressly agreed in writing and subject to payment in full.
16. Working files and source files
Working files are not included unless expressly agreed in writing. This includes editable design files, layered artwork, video project files, raw footage, animation files, code repositories, templates, unused concepts, source files and other production materials.
Where EEW Design agrees to release Working files, an additional fee may apply. EEW Design may also withhold or remove third-party materials, plug-ins, fonts, licensed assets or confidential materials that cannot lawfully or practically be transferred.
Requests for Working files, source files, packaged artwork, editable templates, project files, archived materials or live file access may be subject to an additional fee unless expressly included in the agreed scope. This may include time spent locating, checking, preparing, packaging, exporting, converting, uploading or transferring files, and any related project-management or administration time.
17. Stock assets, fonts and third-party licences
Stock imagery, audio, video, fonts, software, plug-ins and other third-party assets are supplied subject to the relevant third-party licence terms.
The Client is responsible for complying with any licence restrictions notified to it. EEW Design is not responsible for a Client’s use of third-party assets outside the agreed licence, purpose or territory.
18. Portfolio and publicity
Unless the Client requests otherwise in writing, EEW Design may refer to the Client’s name and use non-confidential examples of completed work for portfolio, case-study, awards, credentials or promotional purposes after the work has been made public.
For confidential, regulated or sensitive projects, EEW Design will not publish work without the Client’s permission.
19. Confidentiality
Each party must keep the other party’s Confidential Information confidential and use it only for the purpose of the project or relationship.
EEW Design will not disclose Client Confidential Information to third parties except:
where needed to provide the Services;
to professional advisers or insurers;
where required by law, court order or competent authority; or
with the Client’s consent.
EEW Design is willing to sign a reasonable non-disclosure agreement where required by the Client.
20. Client systems, platforms and access credentials
Where the Client provides EEW Design with access to its systems, portals, shared drives, asset libraries, brand libraries, stock-asset accounts, file-transfer platforms, communication platforms, project-management tools, content-management systems, hosting environments or other digital environments, EEW Design will use that access only for the agreed project purpose.
EEW Design will take reasonable steps to protect login credentials, access permissions and any Client materials accessed through those systems. EEW Design will not knowingly share Client login credentials with unauthorised persons or use Client systems for any purpose outside the agreed Services.
The Client remains responsible for managing its own systems, subscriptions, user permissions, licences, account settings, access controls and removal of access, unless otherwise agreed in writing.
Where EEW Design uses a Client-provided account, licence, subscription, asset library, platform or download facility, the Client is responsible for ensuring that EEW Design’s use is authorised and consistent with the applicable third-party terms, licence conditions and usage restrictions.
The Client should notify EEW Design promptly if access rights change, if access should be removed, or if any specific security, licence or usage restrictions apply.
21. Data protection
Each party must comply with applicable data-protection laws. Where EEW Design processes personal data on behalf of the Client, the parties may need to agree appropriate data-processing terms.
The Client is responsible for ensuring that any personal data supplied to EEW Design has been collected and shared lawfully.
22. Use of AI-assisted tools
EEW Design may use artificial intelligence, machine-learning or automation tools (“AI tools”) to support aspects of our work, including research support, idea generation, drafting, editing, formatting, coding, image, video or audio processing, transcription, quality checking, workflow automation and administrative tasks.
AI tools are used to support, not replace, professional judgement. EEW Design will review AI-assisted output before it is incorporated into final Deliverables.
EEW Design will not knowingly upload Client Confidential Information, unpublished Client materials, personal data, regulated information or commercially sensitive information into public AI tools unless:
the Client has authorised that use;
the information has been anonymised or sufficiently de-identified; or
EEW Design reasonably considers that appropriate contractual, technical and organisational safeguards are in place.
Where a Client has specific policies or restrictions on the use of AI tools, the Client must notify EEW Design in writing before work begins or as soon as those restrictions become relevant.
The Client is responsible for reviewing and approving final Deliverables, including any factual, legal, regulatory, technical or brand claims. EEW Design is not responsible for a Client’s use of AI-assisted materials outside the agreed scope or contrary to applicable laws, platform terms or third-party rights.
If the Client requires confirmation that AI tools have not been used for a particular project or deliverable, this must be agreed in writing before work begins.
23. Cancellation and postponement
If the Client cancels or postpones a project, the Client must notify EEW Design in writing.
EEW Design may invoice for:
all work carried out up to the date of cancellation or postponement;
any committed third-party costs;
any non-cancellable bookings or production costs; and
reasonable time spent closing, archiving or handing over the project.
Deposits and stage payments are non-refundable unless otherwise agreed in writing.
24. Archiving, file storage and retrieval
EEW Design may retain project files, Working files and final Deliverables for a reasonable period after completion, but does not guarantee indefinite storage unless expressly agreed in writing.
Unless otherwise agreed in writing, EEW Design will normally aim to retain final Deliverables for at least 12 months after project completion. Working files, source files, drafts, raw materials, unused concepts, exports and production files may be retained for a shorter or longer period at EEW Design’s discretion.
EEW Design is not required to retain files indefinitely and may delete, archive, consolidate or remove project materials where it reasonably considers that they are no longer required, subject to any agreed legal, contractual or regulatory retention requirement.
Retrieval, re-supply, conversion, reformatting, re-opening, checking, packaging, exporting, uploading or transfer of archived files may be chargeable at EEW Design’s applicable hourly, day or project rate.
Where a completed project is reopened after approval, publication, delivery or invoicing, time spent locating files, reviewing previous work, making updates, checking changes, exporting files, supplying revised Deliverables or providing related support may be charged as additional work.
Where the Client requires specific retention periods, structured archiving, ongoing access, live-file storage, backup arrangements or handover of Working files, this must be agreed in writing and may be subject to additional fees.
25. Indemnity
The Client agrees to indemnify EEW Design against claims, losses, damages, liabilities, costs and expenses arising from:
Client-supplied content, materials, data, instructions or assets;
infringement of third-party intellectual property or other rights in Client-supplied material;
defamatory, unlawful or misleading content supplied or approved by the Client;
breach of third-party licence terms by the Client; or
the Client’s use of Deliverables outside the agreed scope or licence.
26. Limitation of liability
Nothing in these terms limits or excludes liability for death or personal injury caused by negligence, fraud, fraudulent misrepresentation or any liability that cannot lawfully be limited or excluded.
Subject to the above, EEW Design’s total liability arising out of or in connection with a project is limited to the fees paid or payable to EEW Design for that project.
EEW Design will not be liable for indirect, consequential or special losses, loss of profit, loss of business, loss of goodwill, loss of anticipated savings, loss of data, or loss arising from Client-approved errors, third-party failures or use of Deliverables outside the agreed scope.
27. Force majeure
EEW Design will not be liable for delay or failure to perform caused by events beyond its reasonable control, including power failure, internet or communications outage, illness, accident, cyber incident, supplier failure, transport disruption, industrial action, extreme weather, fire, flood, pandemic, war, terrorism, government action or other events outside reasonable control.
28. Termination or suspension
EEW Design may suspend or terminate work if:
invoices are overdue;
the Client fails to provide required information, feedback or approvals;
the Client materially changes the scope without agreeing additional fees or timing;
continuing the project would create legal, regulatory, sanctions, confidentiality or reputational risk; or
the Client materially breaches these terms.
29. Order of precedence
If there is a conflict between documents, the following order will normally apply unless expressly agreed otherwise in writing:
a signed written agreement between the parties;
any agreed statement of work or project-specific terms;
EEW Design’s estimate or proposal;
these Terms and Conditions; and
general correspondence.
30. Governing law and jurisdiction
These terms and any dispute or claim arising out of or in connection with them shall be governed by the laws of England and Wales.
The courts of England and Wales shall have exclusive jurisdiction, unless otherwise agreed in writing.
31. Contact
Questions about these Terms and Conditions can be directed to:
Emile Wendling
Director, EEW Design Limited
policy@eew-design.com
