Terms & Conditions
Luca Iiriti
Art Direction & Design
Version 1.0
Effective Date: 10.2026
1. General Provisions
1.1. These General Terms & Conditions (“Terms”) govern all professional services provided by Luca Iiriti — Art Direction & Design (“Designer”) to business and professional clients (“Client”).
1.2. These Terms apply to all Statements of Work (“SOWs”), estimates, quotations, proposals, project confirmations, invoices and other contractual documents issued by the Designer, provided they have been validly incorporated into the relevant agreement.
1.3. Services include, but are not limited to, brand strategy, branding, visual identity, graphic design, art direction, creative direction, packaging, campaign design, digital design, design consultancy and related creative services.
1.4. Individual project documents define the specific scope, deliverables, fees, timelines and any special conditions. In the event of a conflict, expressly agreed project-specific provisions take precedence over these Terms.
1.5. Any deviation from these Terms must be expressly agreed in writing.
2. Engagement & Scope of Services
2.1. An engagement is established through written acceptance of an estimate, quotation, SOW, proposal or other written project agreement.
2.2. The Designer shall provide the services expressly specified in the accepted project documentation.
2.3. Services, deliverables and activities not expressly included in the agreed scope are excluded from the project fee.
2.4. Additional concepts, revisions, deliverables or changes to previously approved work may be subject to additional fees and revised timelines.
2.5. Additional work shall be agreed in writing before commencement.
3. Client Responsibilities
3.1. The Client shall provide all necessary information, materials, content, feedback, approvals and access required for the timely execution of the project.
3.2. The Client is responsible for ensuring that any materials supplied to the Designer may lawfully be used for the intended purposes.
3.3. The Client shall provide consolidated feedback through an appointed representative, unless otherwise agreed.
3.4. Delays in providing information, feedback or approvals may result in corresponding adjustments to project timelines.
3.5. The Client is responsible for reviewing and approving the accuracy of all final content before publication, production or implementation.
4. Creative Development & Revisions
4.1. The number of creative directions, concepts and revision rounds included in the agreed fee shall be specified in the relevant project documentation.
4.2. A revision round consists of one consolidated set of feedback concerning the work presented at the relevant stage.
4.3. Additional revisions, new creative directions, substantial changes in scope or modifications to previously approved work constitute additional services.
4.4. Unless otherwise agreed, additional services shall be charged at the hourly or daily rate specified in the relevant project documentation or subsequently agreed in writing.
4.5. Additional charges shall be communicated and approved before the corresponding work begins.
5. Timelines & Delivery
5.1. Project timelines are based on the agreed scope and the timely receipt of required materials, feedback and approvals.
5.2. Unless expressly identified as binding, delivery dates are indicative and may be adjusted where reasonably necessary.
5.3. Final deliverables shall be provided in the formats specified in the relevant project documentation.
5.4. Editable source files, working documents, preliminary concepts, development files and other materials are excluded unless expressly agreed.
5.5. The Designer is not responsible for third-party production, printing, manufacturing, development, installation or implementation unless expressly included in the agreed scope.
6. Fees & Payment
6.1. All fees are stated in the currency specified in the relevant project documentation and exclude applicable taxes unless expressly stated otherwise.
6.2. Payment schedules, deposits and instalments shall be specified in the relevant estimate, quotation, SOW, invoice or other agreed documentation.
6.3. Unless otherwise agreed, a 50% advance payment is required before commencement of project work. The remaining balance is payable upon completion and before release of final deliverables.
6.4. Invoices are payable within the agreed payment period. Where no payment period has been expressly agreed, payment is due within 14 calendar days of receipt of the invoice.
6.5. Additional services and approved third-party expenses shall be invoiced separately unless otherwise agreed.
6.6. In the event of overdue payment, the Designer may, following appropriate notice and to the extent permitted by applicable law, suspend ongoing services or withhold undelivered final assets until outstanding amounts are settled.
6.7. Applicable statutory default interest and recovery costs may be charged in accordance with the governing law.
6.8. Payment obligations for completed services remain enforceable regardless of whether the Client ultimately uses the delivered work, subject to applicable law and the agreed termination provisions.
7. Intellectual Property & Usage Rights
7.1. Unless otherwise expressly agreed, the Designer retains all intellectual property rights in original creative work to the extent permitted by applicable law.
7.2. Upon receipt of full payment, the Client receives the usage rights expressly agreed for the approved final deliverables.
7.3. The scope of usage rights, including exclusivity, territory, duration, permitted media and adaptation rights, shall be determined by the relevant project documentation.
7.4. Where no specific usage-rights provision has been agreed, the Client receives a non-exclusive, non-transferable licence to use the approved final deliverables for the purposes reasonably contemplated by the agreed project scope, following full payment.
7.5. Preliminary concepts, unused creative directions, rejected designs, sketches, research, working files and development materials remain the property of the Designer and may not be used, reproduced or adapted without written permission.
7.6. The Designer retains ownership of pre-existing tools, methods, templates, processes and independently developed materials. Where incorporated into final deliverables, the Client receives the rights reasonably necessary for their agreed use.
7.7. Any assignment of rights, transfer of editable source files or additional licensing arrangement must be expressly agreed in writing.
8. Third-Party Assets & Licensing
8.1. Typeface licences, stock photography, illustrations, software, music, video and other third-party materials remain subject to their respective licence agreements.
8.2. Unless otherwise agreed, the Client is responsible for purchasing and maintaining all third-party licences required for the intended commercial use.
8.3. Third-party licensing costs are excluded from the project fee unless expressly included in the agreed documentation.
8.4. The Designer shall communicate known licensing requirements relevant to the agreed final deliverables.
8.5. The Designer cannot transfer or grant rights to third-party materials beyond those permitted by their respective licence holders.
9. External Suppliers & Production
9.1. External production, printing, manufacturing, development and implementation services are excluded unless expressly agreed.
9.2. Where the Designer recommends or coordinates external suppliers, associated fees and expenses shall require Client approval.
9.3. Where the Client contracts directly with a supplier, the supplier remains responsible for its own contractual performance.
9.4. The Designer shall exercise reasonable professional care in preparing agreed production materials but cannot guarantee outcomes dependent on third-party processes outside the Designer's control.
10. Approval & Acceptance
10.1. The Client shall review submitted work and communicate any identified issues within a reasonable period.
10.2. Final approval should be provided in writing.
10.3. Following approval, additional changes may be treated as new work unless required to correct a failure to meet the agreed scope.
10.4. The Designer shall correct verified errors attributable to the Designer where delivered work does not conform to the agreed services, subject to applicable legal rights and remedies.
10.5. Client approval does not exclude statutory rights that cannot lawfully be waived.
11. Changes, Suspension & Cancellation
11.1. Changes to the agreed scope, fees or timeline must be approved in writing by both parties.
11.2. Either party may terminate the engagement in accordance with the agreed project documentation and applicable law.
11.3. In the event of cancellation, the Client shall pay for services performed up to the effective termination date, together with approved, non-cancellable third-party expenses, to the extent permitted by applicable law.
11.4. Advance payments shall be reconciled against amounts properly payable upon termination, and any remaining balance shall be settled accordingly.
11.5. Where a project is suspended for an extended period, revised timelines and any additional costs shall be agreed before work resumes.
11.6. Termination does not affect accrued payment obligations, confidentiality requirements or intellectual property provisions intended to survive termination.
12. Confidentiality
12.1. Both parties shall treat non-public business, commercial and project information received from the other party as confidential.
12.2. Confidential information shall not be disclosed to third parties except where necessary for project delivery, expressly authorised or required by law.
12.3. Confidentiality obligations do not apply to information already publicly available through no breach of these Terms or independently and lawfully obtained.
12.4. These obligations survive completion or termination of the engagement.
13. Portfolio & Publicity
13.1. Unless otherwise agreed, the Designer may display publicly launched work in portfolios, websites, social media, award submissions, presentations and other professional promotional materials.
13.2. Confidential or unreleased work shall not be publicly disclosed without the Client's prior consent.
13.3. Any agreed embargo, non-disclosure obligation or publicity restriction takes precedence over this provision.
13.4. Where appropriate, the Designer may identify the Client and describe the services provided, subject to confidentiality obligations.
14. Liability
14.1. The Designer shall perform the agreed services with reasonable professional care and skill.
14.2. Nothing in these Terms excludes or limits liability where such exclusion or limitation is prohibited by applicable law.
14.3. Any contractual limitation of liability shall apply only to the extent permitted by the governing law.
14.4. The Designer does not guarantee particular commercial outcomes, sales performance, market reception or business results arising from the creative services.
14.5. Unless expressly included in the agreed scope, the Designer does not provide legal, regulatory, trademark or intellectual property clearance services.
15. Data & File Retention
15.1. The Designer may retain project correspondence, contracts, invoices and relevant records for legitimate business, accounting and legal purposes.
15.2. The Designer is not obliged to provide indefinite storage, hosting or archival services for completed project files.
15.3. Unless otherwise agreed, non-essential working files may be deleted six months after final delivery, subject to applicable retention obligations.
15.4. Where services involve personal data processed on the Client's behalf, the parties shall enter into any additional data-processing agreement required by applicable law.
16. Independent Contractor
16.1. The Designer provides services as an independent professional and is not an employee, partner or agent of the Client.
16.2. The Designer retains control over the methods and organisation of the work, subject to the agreed deliverables, deadlines and project requirements.
16.3. The Designer may engage suitable collaborators or subcontractors where reasonably necessary, while remaining responsible for their performance of the agreed services.
17. Governing Law & Disputes
17.1. These Terms and all agreements incorporating them shall be governed by the laws of the Federal Republic of Germany, excluding its conflict-of-law provisions to the extent permitted by law.
17.2. Where legally permissible, the courts of Berlin, Germany, shall have jurisdiction over disputes arising from or in connection with these Terms and the relevant contractual relationship.
17.3. Before initiating legal proceedings, the parties shall endeavour to resolve disputes amicably through good-faith discussions.
18. Final Provisions
18.1. If any provision of these Terms is found invalid or unenforceable, the remaining provisions shall continue to apply to the extent permitted by law.
18.2. These Terms, together with the relevant accepted estimate, quotation, SOW or other project agreement, constitute the contractual framework governing the engagement.
18.3. Amendments must be agreed in writing, including by email where legally permissible.
18.4. Updated versions of these Terms apply only to future engagements unless existing clients expressly agree otherwise.
18.5. The applicable version is the version validly incorporated into the agreement at the time of acceptance.
Luca Iiriti
Art Direction & Design
www.lucaiiriti.com
hello@lucaiiriti.com