Last updated: September 2026
These Terms and Conditions (this “Agreement”) explain how we work together, what you can expect from us, and what we expect from you. We’ve written them in plain language wherever possible. If anything in these terms is unclear, reach out – we are happy to explain.
By accepting a Project Proposal, you agree to this Agreement, unless otherwise agreed in writing between us and you.
1. Definitions & Project Initiation
1.1 Definitions
- “Agreement” means these Terms and Conditions together with the accepted Project Proposal.
- “Project Proposal” means the separate document or written proposal (which may take the form of a detailed email) setting out the scope, timeline, deliverables, fees, and selected intellectual property model for a specific project.
- “Final Deliverables” means the final, approved work product described in the Project Proposal, delivered in the agreed formats.
- “Studio”, “we”, or “us” means studio Simple.
- “Client”, “you” means the party commissioning the services.
1.2 Project Initiation
This Agreement becomes binding, and the project begins, once the Client accepts the Project Proposal in writing – either by replying to an email proposal confirming agreement, or by signing a formal contract. The effective date of this Agreement is the date of that acceptance. Project Proposals are valid for 30 days from the date issued unless stated otherwise.
1.3 Business-to-Business Services (B2B)
Studio Simple provides services exclusively to businesses and professionals, not to individual consumers. By accepting a Project Proposal, the Client confirms it is entering into this Agreement in the course of its trade, business, or profession, and not as a consumer. Consumer protection laws – including any statutory right of withdrawal or consumer-specific liability rules – do not apply to this Agreement.
2. How We Work Together
2.1 Availability & Meetings
We’re available Monday-Friday, 9:00-17:00 CET, excluding Croatian public holidays. Client meetings are typically scheduled 9:00-12:00 CET (Europe, Asia, Africa, Australia) or 15:00-17:00 CET (Americas). We’re happy to arrange occasional meetings outside these hours when needed.
2.2 File Delivery & Retention
Final Deliverables are sent electronically. Please download and store your files promptly – we don’t archive project files indefinitely. We retain project files for 90 days after final delivery and will gladly re-send anything within that window if you miss the original download; after that, re-delivery may require an administrative fee to cover the time to reconstruct or relocate files.
3. Ownership & Intellectual Property
3.1 Our Underlying Rights
We retain all rights to our proprietary tools, methods, working processes, unused concepts, and preliminary work that isn’t part of the Final Deliverables. We also retain the non-waivable moral right to be identified as the author of the work, and the right to reuse general skills, know-how, and non-client-specific techniques developed during a project for other clients.
3.2 Standard License (default model)
Once fees are paid in full, we grant you a non-exclusive, perpetual, worldwide, non-transferable license to use the Final Deliverables in your business, subject to §3.5 below.
- Transfer: this license may only transfer as part of a sale of your entire business.
- Our portfolio right: we may always display the work in our portfolio and promotional materials, unless you’ve requested confidentiality under §3.4.
3.3 Full Copyright Assignment (premium model)
If your Project Proposal specifies Full Copyright Assignment and the associated fee is paid in full, we assign all economic copyright in the Final Deliverables to you. You may then use, modify, license, and transfer the work freely. We retain the rights described in §3.1, and our portfolio right, unless we’ve separately agreed otherwise in writing (for example, in an NDA, Licence Agreement,…).
3.4 Confidentiality / White-Label Work
If you need us to keep a project confidential or omit a credit link, let us know in writing before the project starts so we can reflect it in the Project Proposal.
3.5 Shared Restrictions
Regardless of which license model applies, you may not resell, sub-license, or offer the Final Deliverables as a standalone product, template, or service, unless we’ve agreed to this in writing.
3.6 Use of Deliverables with AI Tools
Until you’ve received full ownership rights under §3.2 or §3.3 (i.e., until fees are paid in full), please don’t upload our work product into third-party AI tools. Once you own the applicable rights, you’re free to use the deliverables as you see fit, including with AI tools, subject to §3.5.
3.7 Website Content
Text, articles, graphics, and other material on studiosmpl.com (“Site Content”) belongs to studio Simple or is used under license/fair use with credit to the original owner. You’re welcome to view and share Site Content for personal, non-commercial purposes, provided you keep credits and notices intact and link back to the source. Site Content may not be used for commercial purposes – including in marketing, resale, or as input for training or generating content with AI tools – without our prior written consent. If you believe we’ve used your copyrighted work without proper credit or authorization, contact us at contact@studiosmpl.com and we’ll address it promptly.
4. Project Process & Revisions
4.1 Revisions
Each Project Proposal includes a reasonable number of revision rounds, enough to refine the work without open-ended changes. Additional rounds beyond what’s included can be added at our standard hourly rate.
4.2 Change of Scope
If your goals change significantly once work has started, the fees already paid for the original scope are retained in full and are not refunded or credited, as they cover work and time already committed under that scope. We’ll treat the new direction as a new phase or project, with its own Project Proposal and its own upfront fee – as with any project, we won’t begin work on the new scope until that fee is paid. This does not affect your ownership rights in whatever has already been delivered and paid for under the original scope.
4.3 Feedback Timelines
Please send revision requests within 7 days of receiving materials. If we haven’t heard from you within 10 days, we’ll treat the current version as approved so the project can keep moving.
4.4 Timelines
Schedules and deadlines are good-faith estimates. If a significant delay comes up, we’ll tell you promptly, explain why, and agree on a revised timeline together before proceeding.
5. Pricing & Payment
5.1 Fees
Fees, payment schedule, and due dates are set out in the Project Proposal. We’ll discuss and agree on any cost-affecting changes before proceeding.
5.2 Invoicing
Invoices are due within 15 days of the invoice date. Work begins once the applicable deposit or payment is received. Ownership and license rights under §3 pass only once the relevant fees are paid in full.
5.3 Late Payment
- Overdue amounts accrue statutory default interest under the Croatian Civil Obligations Act.
- Invoices unpaid after 30 days may be referred to a collection agency or lawyer; reasonable collection costs (cost of the process which includes agency or lawyer fees) are payable by the Client.
5.4 Pausing, Cancelling & Inactive Projects
- Pausing: we’ll securely hold your work-in-progress and resume when you’re ready, subject to our availability at that time.
- Cancelling: if you cancel a project in progress, fees already paid are non-refundable, as they cover time and resources already committed and lost opportunities. Work product completed to that point remains our IP unless and until the applicable license/assignment fees for it are paid in full.
- Inactive projects: if we don’t hear from you for 30 days after our last message (and reasonable attempts to reach you), we’ll treat the project as paused indefinitely and may close the working files. The same non-refundable/ownership terms as cancellation apply.
- Force majeure: none of the above applies to delays caused by events outside either party’s reasonable control (natural disaster, war, serious illness, government action). Tell us in writing as soon as you can, and we’ll agree on a fair path forward together.
6. Design & Development Specifics
6.1 Graphic Design
We recommend starting rebrand projects with a brand audit to clarify goals up front. We prepare all files to professional print standards, but please request and review a physical proof from your printer or your printing company before authorizing a full production run, since color can shift between screens, files, and print equipment. You’re responsible for supplying final text, images, and brand assets, and for holding the necessary rights to anything you provide us.
6.2 Website Development
We recommend starting redesign projects with a web audit for the same reason. We aim to match the approved design as closely as browsers allow. Our service includes on-page and technical SEO setup. We’ll publish to your hosting using the access you provide, and can integrate with WordPress or similar platforms – we’re fastest and most confident working in our own codebase, but can also repair or extend code built by others. You’re responsible for supplying final content, for holding the necessary rights to anything you provide us, and for keeping regular backups of your site.
7. Mutual Responsibilities
7.1 Your Responsibilities
- Give timely, clear feedback and accurate materials.
- Supply final content (text, images, video, audio) and confirm you own or hold a license for anything you give us.
- Keep regular backups of your website and content, where applicable.
7.2 Our Warranty
We warrant that, to the best of our knowledge, the Final Deliverables we create do not knowingly infringe the intellectual property rights of any third party, other than material you supplied to us or that we sourced from properly licensed stock/asset libraries on your behalf.
7.3 Limitation of Liability
Our total liability for any claim arising from our services is capped at the total fees you paid for the specific project giving rise to the claim, regardless of legal theory. Neither party is liable for indirect, consequential, or punitive damages, including lost profits or data, except in cases of gross negligence, willful misconduct, or where liability cannot be limited under applicable law.
7.4 Indemnification
Each party will indemnify the other against third-party claims arising from: (a) materials or instructions it provided that infringe a right or violate law, or (b) its own breach of this Agreement. If the Client breaches this Agreement, the Client is responsible for our reasonable legal and collection costs incurred as a result.
7.5 Confidentiality
Each party will keep the other’s non-public business information confidential, and use it only for purposes of the project, both during the engagement and for a reasonable period after it ends.
7.6 Data Protection
Where we process personal data on your behalf (e.g., through a website build or client materials), we’ll handle it in line with applicable data protection law, including the EU General Data Protection Regulation. If your project requires a separate Data Processing Agreement, let us know and we’ll put one in place.
7.7 Ongoing Maintenance
Websites need occasional updates for security and compatibility. We’re happy to flag when these come up; implementing them is your responsibility unless you have a maintenance agreement with us.
7.8 Resolving Issues
If something’s not right, tell us – we’ll work with you in good faith to fix it. If we can’t resolve a dispute directly, we’ll pursue mediation before any formal legal action. Formal disputes go through mediation in Croatia before any legal action.
8. General Provisions
8.1 Order of Precedence
If there’s a conflict, the Project Proposal or a signed contract takes priority over these Terms and Conditions.
8.2 Independent Contractor
Studio Simple provides services as an independent contractor. Nothing in this Agreement creates a partnership, joint venture, or employment relationship between the parties.
8.3 Assignment
You may not assign this Agreement without our written consent, except as part of a sale of your entire business as described in §3.2. We may assign this Agreement to a successor of our business.
8.4 Severability
If any provision of this Agreement is found unenforceable, the rest of the Agreement remains in full effect, and the unenforceable provision will be read to reflect the parties’ original intent as closely as possible.
8.5 Entire Agreement
This Agreement, together with the accepted Project Proposal, is the entire understanding between the parties regarding the project, and supersedes any earlier discussions or agreements on the same subject.
8.6 Notices
Notices under this Agreement should be sent to the contact details used to accept the Project Proposal, or via contact@studiosmpl.com.
8.7 Updates to These Terms
We may update these Terms from time to time; the current version is always posted at studiosmpl.com/terms-and-conditions. The version in effect when you accepted your Project Proposal governs that project.
8.8 Governing Law
This Agreement is governed by Croatian law, with the competent courts of Croatia having jurisdiction, and mediation encouraged as a first step to resolving disputes.
8.9 Contact
Questions about these Terms? Reach us at contact@studiosmpl.com.
