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Terms & Conditions

(Revised 2025)


1. Payment Terms
The Client agrees to a prepayment as stated on the Invoice or Pro-Forma Invoice.
Payments are due within 7 days of invoice receipt unless otherwise agreed in writing.
Late payments may incur interest at a rate of 3% per month, starting 3 days after the due date, and project work may be paused until payment is received. Grapholix reserves the right to withhold deliverables, domain transfers, or publishing of any website or design materials until all outstanding balances have been paid in full.


2. Project Timeline
The project timeline is an estimate based on mutual cooperation and timely delivery of feedback, assets, and approvals from the Client.
Delays caused by the Client — including slow communication, late feedback, or non-delivery of content — will extend the project timeline accordingly.
Grapholix is not responsible for delays caused by third-party vendors, platforms, or service providers.


3. Termination Clause
Either party may terminate the agreement in writing.
If the Client terminates the project before completion, the following applies:
Work completed up to the date of termination will be billed at the agreed rate.
If more than 50% of the project has been completed, the Client remains liable for the full project fee.
Deposits are non-refundable under any circumstances. If Grapholix terminates the project due to non-payment, lack of communication (10 business days), or breach of agreement, all work completed remains the intellectual property of Grapholix until full payment is received.


4. Intellectual Property Rights
Upon full and final payment, ownership of the final approved deliverables transfers to the Client.
Grapholix retains ownership of all preliminary work, drafts, concepts, design files, or unused ideas, which may not be used by the Client without written consent.Grapholix retains the right to showcase the completed work, including screenshots and project visuals, for portfolio, social media, and marketing purposes.


5. Confidentiality
Both parties agree to keep confidential all business, creative, and strategic information shared during the project. 

This obligation survives the termination of this agreement.


6. Force Majeure
Neither party will be liable for failure to perform obligations due to circumstances beyond reasonable control (e.g. natural disasters, illness, strikes, technical failures).
The affected party must notify the other in writing as soon as possible.


7. Indemnification
The Client agrees to indemnify and hold Grapholix harmless from any claims, damages, or expenses arising out of:
The use of provided materials (copy, logos, imagery, etc.),
Misuse or modification of the delivered work by the Client or third parties,
Copyright or trademark infringement resulting from Client-supplied content.


8. Communication Protocols
The Client will appoint a single point of contact responsible for providing feedback, approvals, and decisions.
Grapholix commits to maintaining open communication and timely updates, with both parties responding to inquiries within 36 hours (3 business days).
Normal working hours are Monday–Friday, 10:00–18:00 (GMT+8), excluding holidays. If communication ceases for 10 business days without written notice, the project will be considered on hold.
If inactivity continues beyond 30 business days, the project may be closed, and remaining payments will become due.


9. Testing and Acceptance
The Client will have three (3) business days to review deliverables.
After notification, an additional 24-hour grace period may be granted.
If no feedback is provided, deliverables will be deemed approved and accepted. The Client is entitled to two (2) rounds of revisions per deliverable unless otherwise stated. Additional revisions will incur a change order. Final approval (via email) constitutes acceptance of all deliverables. Any subsequent changes will be billed separately.


10. Subcontracting
Grapholix reserves the right to subcontract specific project tasks to trusted collaborators or specialists.
Grapholix remains fully responsible for the quality and delivery of all contracted work.


11. Dispute Resolution
Both parties agree to first attempt good-faith negotiation to resolve any dispute.
If unresolved, both parties agree to binding mediation before initiating any legal action.
This agreement is governed by and interpreted in accordance with the laws of Belgium, under exclusive jurisdiction of the courts of Brussels.
Alternatively, if both parties agree, disputes may be settled under European Union law through online dispute resolution (ODR).


12. Additional Work
Work outside the agreed project scope will be billed at a rate of €70/hour (or as quoted).
Grapholix will seek written approval from the Client before proceeding with any additional work.
Scope changes may affect project timelines and delivery dates.


13. Deliverables
The Client is responsible for proofreading all content.
All assets (logos, text, photos, partner materials, etc.) must be delivered in the requested format within 72 hours of request.
Grapholix is not responsible for rights clearance of any third-party content provided by the Client.
Stock photography, video, fonts, and other assets purchased on behalf of the Client will be billed separately upon approval.


14. Limitation of Liability
Grapholix will take all reasonable steps to ensure the accuracy and functionality of deliverables.
However, Grapholix is not liable for:
Losses arising from website downtime, third-party integrations, or hosting issues,
Modifications made by the Client or third parties,
Any indirect or consequential damages.


15. Ownership Transfer
For web projects, ownership of the site and associated accounts (e.g., Wix, domain, analytics) will transfer to the Client only after full payment is received.
Grapholix reserves the right to revoke access in the event of non-payment
If the Client publishes or uses project work (including websites or branding materials) prior to full payment, the Client automatically forfeits all usage rights and will be invoiced for the total remaining balance within five (5) business days. 


16. Entire Agreement
These Terms & Conditions constitute the entire understanding between Grapholix and the client and supersede all prior discussions, agreements, or understandings.
No amendment is valid unless made in writing and agreed upon by both parties.

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