Terms & Conditions

These Terms & Conditions ("Terms") form a legally binding agreement between you ("Client", "you") and Northform Studio ("Northform", "we", "us"). By engaging us, accessing our website, or using our services you agree to these Terms. If you do not agree, please do not use our services.

These Terms are written to comply with the laws of the European Union (including the Consumer Rights Directive 2011/83/EU and the Digital Services Act), the United Kingdom (Consumer Rights Act 2015 and Consumer Contracts Regulations 2013), and the United States (applicable federal and state consumer protection laws, including the FTC Act and the California Consumer Privacy Act).

1. Definitions

• Services — design, research, consulting and related deliverables provided by Northform.
• Deliverables — files, designs, documents and materials produced for the Client.
• SOW — a written Statement of Work, proposal or order form signed by both parties.
• Consumer — a natural person acting outside their trade, business or profession.

2. Engagement and SOW

Each engagement is governed by a separate SOW that defines scope, deliverables, timeline and fees. In case of conflict between an SOW and these Terms, the SOW prevails for that engagement.

3. Fees and Payment

• Fees are stated in the SOW, exclusive of VAT or sales tax unless noted otherwise.
• Invoices are payable within 14 days of issue, unless agreed otherwise in writing.
• Late payments may accrue statutory interest under the UK Late Payment of Commercial Debts Act 1998 or applicable EU/US equivalents.

4. Intellectual Property

Upon full payment, Northform assigns to the Client all rights, title and interest in the final Deliverables, except for: (a) pre-existing materials, tools and templates owned by Northform; (b) third-party assets licensed under their own terms (e.g. fonts, stock imagery). Northform retains the right to display non-confidential Deliverables in its portfolio and case studies.

5. Right to Cancel (EU & UK Consumers)

If you contract with us as a Consumer in the EU or UK, you have the right to withdraw from the contract within 14 days of conclusion, without giving any reason, under Directive 2011/83/EU and the UK Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013. If you ask us to begin work during this period, you may be charged for services performed up to the moment you withdraw. To exercise this right, email hello@northform.studio.

6. Client Responsibilities

• Provide timely feedback, content and approvals required for delivery.
• Ensure all materials supplied to us do not infringe third-party rights.
• Designate a single point of contact authorised to make decisions.

7. Warranties and Disclaimers

We warrant that Services will be performed with reasonable skill and care, as required by the UK Consumer Rights Act 2015 and equivalent EU consumer law. To the maximum extent permitted by law, all other warranties (express or implied) are excluded. Nothing in these Terms limits statutory rights of Consumers that cannot be waived by contract.

8. Limitation of Liability

To the fullest extent permitted by law, our total aggregate liability arising out of or in connection with an engagement shall not exceed the fees paid by the Client under the relevant SOW in the twelve (12) months preceding the claim. We are not liable for indirect, incidental, consequential or punitive damages, including lost profits or data, except where such limitation is prohibited (e.g. liability for death, personal injury caused by negligence, fraud, or any other liability that cannot be excluded under applicable law).

9. Confidentiality

Each party will protect the other party's confidential information with the same degree of care it uses to protect its own (and at minimum a reasonable degree of care), and will use it solely to perform under the engagement.

10. Data Protection

We process personal data in accordance with our Privacy Policy and applicable law, including the EU GDPR, the UK GDPR, and US state privacy laws (e.g. CCPA/CPRA, VCDPA).

11. Termination

Either party may terminate an engagement for material breach with 14 days' written notice if the breach remains uncured. Upon termination, the Client will pay for all Services performed up to the effective date of termination.

12. Governing Law and Jurisdiction

Unless required otherwise by mandatory consumer law in your country of residence, these Terms are governed by the laws of England and Wales, and the parties submit to the exclusive jurisdiction of its courts. EU Consumers retain the right to bring proceedings in the courts of their member state of residence. US clients may have additional rights under state law.

13. Dispute Resolution

EU Consumers may use the European Commission's Online Dispute Resolution platform at ec.europa.eu/consumers/odr. We are willing to attempt good-faith negotiation before any formal proceedings.

14. Changes to These Terms

We may update these Terms from time to time. The "Last updated" date reflects the latest revision. Material changes affecting active engagements will be notified in writing.

15. Contact

Northform Studio · hello@northform.studio. For data protection requests, see the Privacy Policy.