Terms & Conditions
This Terms of Use Agreement (the "Agreement") constitutes a legally binding agreement between you (the "Client") and Flowfellow, operated by PE SERHII PERVUN, an individual entrepreneur registered in Ukraine ("Flowfellow," "we," or "us"). This Agreement governs your access to and use of our website [https://flowfellow.com] (the "Website") and the design and development services we provide. By accessing or using the Website and Services, you agree to be bound by these Terms. If you do not agree, you must discontinue use immediately.
1. Service Overview
Flowfellow provides digital design and web development services through two engagement models:
2. Eligibility
1. Project-based — one-time engagements with a defined scope, timeline, and budget. Deliverables, milestones, and payment terms are agreed upon before work begins.
Additional work outside the agreed scope is available at $75/hr or through a separate agreement.
2. Retainer Partnerships — ongoing monthly engagements where a dedicated team handles design, development, and brand work on a continuous basis. Scope and team composition are tailored to the client's needs.
By using our Service, you represent and warrant that you:
- are at least 18 years old;
- have the legal authority to enter into a binding agreement;
- will not use the Service for unlawful or abusive purposes;
- are not a direct competitor of Flowfellow using our services to gain competitive intelligence.
3. Intellectual Property
All rights to the Website, its content (excluding final Client deliverables), branding, and design remain with Flowfellow. You may not reproduce, distribute, modify, or create derivative works from our Website content without written permission.
4. Ownership of Work
All final, approved deliverables created specifically for you are your property. Flowfellow waives any claim to copyright in final files upon receipt of full payment. However, we retain the right to display the work in our portfolio or marketing materials, unless explicitly prohibited by a prior written NDA. You confirm that any material you submit (logos, brand assets, references, content) is legally yours or licensed to you.
5. Third-Party Fonts and Assets
If a deliverable includes fonts or other licensed elements that require purchase, Flowfellow will notify you. It is your responsibility to acquire proper licenses before using the final design commercially. Flowfellow is not liable for any licensing violations resulting from your use of third-party assets.
6. Payment and Billing
For Fixed-Scope Projects:
- payment terms are defined in the project proposal or Statement of Work (SOW);
- standard structure: 50% upfront, 25% at midpoint, 25% on delivery;
- custom payment schedules may be agreed upon in writing;
- work does not begin until the initial payment is received.
For Retainer Engagements:
General:
7. Revisions and Fair Use
Each project milestone includes a defined number of revision rounds as outlined in the project proposal. For retainer engagements, revisions are handled as part of the ongoing workflow. Revision requests should be clear, consolidated, and submitted through the agreed project management tools (ClickUp, Slack). Excessive or contradictory revision requests that significantly expand the original scope may be subject to additional charges at $75/hr.
8. Project Timelines and Delays
Flowfellow commits to the timelines agreed upon in the project proposal. However, timelines may be affected by:
- delayed feedback or approvals from the Client;
- changes to the project scope after work has begun;
- late payment;
- force majeure events.
Delays caused by the Client do not constitute grounds for a refund or discount. We will communicate any timeline changes promptly.
9. Use Restrictions
You agree not to:
10. Confidentiality
Both parties agree to keep confidential any proprietary information shared during the engagement, including but not limited to business strategies, technical specifications, pricing, and unpublished designs. This obligation survives the termination of this Agreement for a period of two (2) years. A separate NDA may be executed upon request.
11. Service Availability
We aim for consistent delivery and communication, but do not guarantee uninterrupted access to the Website or Services. Flowfellow is not liable for delays due to force majeure, technical issues, platform outages, or circumstances beyond our reasonable control.
12. Termination
Fixed-Scope Projects: Either party may terminate the engagement with written notice. If the Client terminates, payment is due for all work completed up to the date of termination. No refund is issued for work already delivered.
Retainer Engagements: Either party may terminate with 14 days' written notice. The current billing period remains active until its end. No refunds are issued for the current billing period.
By Flowfellow: We reserve the right to terminate any engagement immediately if the Client breaches these Terms, engages in abusive behavior toward our team, or fails to make payment within 14 days of the due date.
13. Refund Policy
All payments are final. We do not issue refunds once work has begun or once any file has been delivered to you — whichever happens first. For retainer engagements, the current billing period is non-refundable. The only exception is if we've agreed in writing to a refund before you made the payment.
14. Limitation of Liability
To the fullest extent permitted by law, Flowfellow is not liable for indirect, incidental, or consequential damages, including lost profits, even if we were advised of the possibility. Our total liability for any claim arising from our services is limited to the amount paid by you in the last 90 days. Flowfellow is not liable for any damages resulting from your use or inability to use our deliverables after handover.
15. Indemnification
You agree to indemnify and hold Flowfellow harmless from any claim, demand, or legal action arising from:
- your breach of these Terms;
- your misuse of the Services or deliverables;
- any third-party claims related to content or materials you provided to us;
- your failure to obtain proper licenses for third-party assets.
16. Data and Privacy
By using the Service, you also agree to our Privacy Policy. You consent to the transfer and storage of your data as described therein.
17. Governing Law and Dispute Resolution
This Agreement is governed by the laws of Ukraine. For international clients, any disputes that cannot be resolved through good-faith negotiation within 30 days may be submitted to binding arbitration under the rules of the International Chamber of Commerce (ICC), with proceedings conducted in English. The place of arbitration shall be agreed upon by both parties. Either party may seek injunctive relief in any court of competent jurisdiction to protect intellectual property or confidential information.
18. Changes to Terms
We reserve the right to update these Terms at any time. We will notify active clients of significant changes via email or Slack. Continued use of the Service means you accept the updated Terms.
19. Entire Agreement
This Agreement, together with any project proposals, Statements of Work, and NDAs, constitutes the entire agreement between you and Flowfellow. No verbal agreements or informal messages override these Terms.
20. Contact
If you have any questions, reach out to us at: