Service contract

Last updated date: February 20, 2025

Between: Areal Studio, LLC, hereinafter "the Provider", with registered office at 2261 Market Street, San Francisco, CA 94114, USA, and the Client, who accepts these terms by subscribing to any of the offered services.

1. Purpose of the Contract

The Provider agrees to provide product design, development, and digital strategy services to the Client under the terms and conditions set forth in this agreement.

Services include, but are not limited to:

  • UX/UI design for apps and websites: Research, UX Design, Web Design, Mobile App Design, Design Systems.
  • Front-end development: React, React Component Systems, Next.js, Webflow, Framer.
  • Digital product strategy and consulting: Product Strategy, Product Growth, Product Management, Product Instrumentation, and Analytics.

The following services are not included in standard subscriptions or plans:

  • Branding or logo design.
  • 3D modeling, animation, or motion graphics.
  • Print or physical packaging design.
  • Banner design or social media/advertising creative work.
  • Backend development or advanced API integrations.

The Provider reserves the right to decline working with any Client if it deems it cannot provide adequate service.

2. Plans and Fees

The Client may subscribe to the following plans via the Areal Studio website https://www.arealstudio.com or through a link provided by the Provider.

Design Plan

  • Price: €3,495/month
  • The Client may submit unlimited requests, but the Provider will work on 1 active request at a time.
  • The Provider will deliver requests within 48-72 hours (excluding weekends and holidays) from receipt of the request.
  • Services include UX/UI Design and Development in React, Webflow, or Framer, as detailed in Section 1.
  • Communication will occur via email or Trello task board.

Growth Plan

  • Price: €4,995/month
  • The Client may submit unlimited requests, but the Provider will work on 2 active requests at a time. These must belong to different categories and be feasible to execute simultaneously (e.g., cannot design and develop the same website simultaneously).
  • The Provider will deliver requests within 48-72 hours (excluding weekends and holidays) from receipt of the request.
  • Services include UX/UI Design and Development in React, Webflow, or Framer, as detailed in Section 1.
  • The Provider will offer 16 hours/month of product strategy and consulting:
    • Conversion optimization and metric analysis.
    • 1:1 strategic sessions to review progress and adjust strategy.
  • Communication will occur via email, Trello, or video call.

Custom Plan

  • Price: Custom based on project
  • One-time payment
  • Full coverage of design, development, and product services.
  • Predefined timelines and scope.

All payments are made upfront and non-refundable, except as specified in Clause 7.

3. Definition of Request

A request is a specific task from the Client to create or modify a design or development. It must include:

  • Clear and detailed description.
  • Objective of the request.
  • Required resources (e.g., images, text).
  • Desired priority, considering complexity.

If a request is too large, the Provider may split it into parts for efficient delivery.

Complexity Definitions

  • Simple Request: Can be completed in 2-3 business days.
  • Complex Request: Requires division into 2-3 day subtasks.

4. Deliverables and Deadlines

Types of Deliverables

The Provider will deliver the following based on the subscribed service:

  • Access to Figma projects or design files in Figma (.fig) format.
  • Image files in PNG and JPG formats.
  • Documentation via Notion or PDF.
  • Source code in private GitHub repositories or compressed files.
  • Access to Webflow or Framer projects.

Files will be shared via Google Drive or email.

Delivery Deadlines

  • Standard delivery: 2-3 business days (48-72 hours, excluding weekends/holidays).
  • Complex requests: Divided into partial deliveries every 2-3 business days.
  • Non-working days: Saturdays, Sundays, and official holidays.

Delays and Compensation

  • Technical complexity delays will be communicated in advance.
  • Provider-caused delays incur a 10% discount on the next renewal.
  • Delays due to missing Client feedback/information do not qualify for compensation.

Revisions

  • The Client may request adjustments and revisions until satisfied, with no revision limits.

Access and Storage

  • Figma/Webflow/Framer access: Active during the contract term.
  • Post-termination: Full export of files in standard formats.
  • Storage after cancellation: 30 days.

5. Payment and Billing Terms

  • Payments are made upfront via Stripe® or agreed methods.
  • Monthly plans auto-renew on the same calendar date each month (e.g., January 15 subscription renews on February 15).
  • For months with fewer days, charges occur on the last day (e.g., January 31 → February 28).
  • The Client must maintain a valid payment method to avoid service interruptions.

6. Pause, Cancellation, and Refunds

  • The Client may pause or cancel the subscription anytime via Stripe’s customer portal.
  • No refunds will be issued for unused services if the subscription remains active.
  • 7-day trial for new clients: A 75% refund of the first month’s fee is available if canceled within 7 days.
  • No refunds for monthly renewals or one-time payments.

7. Intellectual Property

  • All designs and developments created by the Provider become the exclusive property of the Client upon full payment.
  • The Client may modify, distribute, sell, or sublicense deliverables without restrictions.
  • The Provider may include work in its portfolio/promotional materials unless otherwise agreed in writing.
  • The Provider retains ownership of its brand, internal processes, frameworks, and methodologies, which cannot be reproduced without authorization.
  • Third-party components/libraries retain their original licenses.

8. Confidentiality

Both parties agree to keep confidential all information shared during service provision, including strategies, internal documents, and project details.

9. Service Limitations

The Provider does not guarantee specific results (e.g., increased conversions, web traffic, or sales). It is not responsible for:

  • Third-party modifications to deliverables.
  • Errors due to insufficient Client-provided information.
  • Technical issues with third-party platforms (hosting, email services, payment systems, APIs, domains/DNS).

10. Non-Exclusivity

This contract does not establish exclusivity. The Provider may offer similar services to other clients, and the Client may engage other providers. Both parties retain commercial independence, provided confidentiality obligations are respected.

However, the Provider will not serve direct competitors of the Client during the contract term. A "direct competitor" is defined as a company operating in the same sector/market with substantially similar products/services.

11. Holidays and Service Continuity

The Provider ensures year-round service via a distributed team. For holiday periods:

  • The Client will be notified at least 30 days in advance.
  • Work will be reassigned to qualified team members.
  • If service levels cannot be maintained, the subscription will be paused during affected days.
  • The Client will receive detailed information about dates and mitigation measures.

12. Dispute Resolution

Both parties commit to resolving conflicts amicably before pursuing legal action.

13. Governing Law and Jurisdiction

This contract is governed by Delaware State law, USA. Any disputes will be resolved in Delaware courts.

14. Force Majeure

The Provider is not liable for breaches caused by uncontrollable events, including but not limited to:

  • Pandemics/global health crises.
  • Natural disasters/fires.
  • Major internet outages.
  • Large-scale cyberattacks.
  • Acts of war, terrorism, or civil unrest.
  • Legislative changes preventing service provision.

15. Limited Warranties

Services are provided "as-is" with the following warranties:

Included Warranties

  • Correction of deliverables not meeting written technical specifications.
  • Compatibility with modern browsers/devices (unless stated otherwise).
  • Delivery of source files in industry-standard formats.

Excluded Warranties

  • Commercial performance or specific business outcomes.
  • Legacy system compatibility (unless specified).
  • Functionality on obsolete browser versions.
  • Undocumented third-party integrations.
  • Modifications by the Client or third parties.

Warranty Period

  • Corrections will follow standard delivery timelines.

16. Assignment of Contract

Transfer of rights/obligations is valid only:

  • With written consent from both parties.
  • In cases of merger, acquisition, or corporate reorganization.
  • Original obligations/responsibilities remain intact.

17. Modifications

Contract modifications:

  • Require written, numbered amendments.
  • Must be signed by both parties.
  • Attached as addenda to the original contract.
  • Prevail over the original contract in case of conflict.

18. Entire Agreement

This document:

  • Constitutes the complete agreement between the parties.
  • Supersedes all prior verbal/written agreements.
  • Includes all agreed terms and conditions.
  • Its addenda and amendments are integral parts.

19. Limitation of Liability

The Provider’s maximum liability:

  • Limited to 125% of fees paid in the last 6 months.
  • Excludes indirect, consequential, or lost profit damages.
  • Does not apply to cases of fraud or gross negligence.
  • Covers all cumulative claims of any nature.

20. Non-Solicitation

During the contract term and 12 months thereafter:

Restrictions

  • The Client may not directly hire the Provider’s employees.
  • Hiring collaborators who worked on the Client’s projects is prohibited (directly or via third parties).

Direct collaborators include:

  • Provider’s payroll employees.
  • Freelancers involved in the Client’s projects.
  • Subcontractors assigned to the Client’s projects.
  • Technical personnel with access to the Client’s confidential information.

Penalties

Breach incurs compensation equivalent to:

  • 6 months of the subscribed plan fee for freelancers.
  • 12 months of the subscribed plan fee for payroll employees.

21. Acceptable Use

The Client agrees to use services exclusively for legal purposes:

Prohibited Uses

  • Illegal or fraudulent activities.
  • Content promoting discrimination, hate, or violence.
  • Intellectual property infringement.
  • Adult/pornographic content.
  • Gambling, betting, or illegal substances promotion.
  • Phishing or malware activities.

Client Responsibilities

  • Ensure legality of provided content.
  • Obtain third-party material permissions.
  • Comply with applicable laws.

The Provider reserves the right to:

  • Reject non-compliant projects.
  • Terminate services immediately for prohibited use.
  • Report illegal activities to authorities.

22. Term and Termination

Term

  • Initial term: 30 days from subscription date.
  • Automatically renews monthly thereafter.
  • No minimum commitment after the initial term.
  • Unused services are non-refundable and non-cumulative.

Renewal

  • Subscriptions auto-renew on the same calendar date each month (per Clause 6).
  • The Client may pause or cancel anytime via the management portal.
  • No justification required for cancellation.
  • Plan changes take effect at the next billing cycle.

Termination

  • Either party may terminate without penalty.
  • Cancellation must occur at least 24 hours before renewal.
  • Active requests will be completed upon termination.
  • The Client retains access to completed deliverables. If maintaining access incurs recurring costs:
    1. The Provider will export all files within 30 days.
    2. Includes source files, designs, and documentation.
    3. Delivered via Google Drive in standard formats.
    4. Backups maintained for 30 additional days.
  • No refunds for partial periods.

Termination for Breach

  • The Provider may terminate immediately for:
    • Service misuse.
    • Non-payment.
    • Violation of Acceptable Use (Clause 21).
    • Material breach of contract terms.