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DARKLINE

Legal · Terms

These terms govern your use of https://darklinebrandingstudio.com and any engagement with Darkline Studio. Read them once — they are short and written by humans, not lawyers.

Section · 01

The agreement

By browsing https://darklinebrandingstudio.com, submitting a form, or signing a proposal, you agree to these terms. If you are signing on behalf of a company, you confirm you have the authority to do so.

The proposal you sign always overrides anything on this page — if a term in your statement of work conflicts with what you read here, the statement of work wins.

Section · 02

The work

Darkline Studio agrees to deliver the scope described in the signed statement of work, on the timeline in that document, for the fixed fee stated there. We commit senior time to every engagement and do not substitute juniors without written agreement.

You agree to provide timely feedback, one clear point of contact, and the assets and access described in the kick-off checklist. Delays on the client side extend the timeline on a day-for-day basis.

Section · 03

Fees and payment

Engagements are billed in milestones as stated in the statement of work. Invoices are due 30 days net from issue. Overdue invoices accrue 1.5% interest per month or the maximum permitted by law, whichever is lower.

Pass-through costs — licensing, third-party tooling, print production — are invoiced at cost with no markup, and only after prior written approval.

Section · 04

Ownership and licensing

Once the final invoice on an engagement is paid, all deliverables — files, designs, code, copy — become your property. Full assignment, worldwide, in perpetuity.

Darkline Studio retains the right to display finished work as a portfolio case study, including on https://darklinebrandingstudio.com and in awards submissions, unless you request otherwise in writing before kick-off.

Third-party assets — fonts, stock photography, plugins, open-source libraries — remain licensed under their own terms and are not assigned to you.

Section · 05

Confidentiality

Both sides agree that anything shared during an engagement that is not already public is confidential. That obligation continues for three years after the engagement ends. We are happy to sign a standard mutual NDA if that is easier for your legal team.

Section · 06

Warranties and disclaimers

We warrant that all deliverables are original work or properly licensed, that they do not knowingly infringe any third-party rights, and that we will perform the services with the standard of care expected of a senior creative studio.

Nothing on https://darklinebrandingstudio.com is professional advice. Case studies describe past outcomes and are not a promise of future performance.

Section · 07

Liability

Darkline Studio’s total liability under any engagement is capped at the fees you have paid us for that engagement in the 12 months before the claim arose. Neither side is liable for indirect, consequential, or punitive damages.

This cap does not apply to indemnities for wilful misconduct, gross negligence, or infringement of intellectual-property rights.

Section · 08

Termination

Either side can terminate an engagement for material breach that is not cured within 14 days of written notice. On termination, you owe us for work completed to date; we hand over everything produced so far in editable formats.

You can cancel a Sprint or Studio engagement for convenience with 14 days notice; the milestone you are in is still due in full.

Section · 09

Governing law and disputes

These terms are governed by the laws of the State of California, without regard to conflict-of-laws principles. Any dispute we cannot resolve over a phone call will be settled by binding arbitration in San Francisco under JAMS rules.

Section · 10

Changes

We may update these terms from time to time. Changes only apply to engagements signed after the update; signed statements of work are governed by the terms in effect on the day of signature.

Section · 11

Contact

Questions about these terms: hello@darklinebrandingstudio.com. Postal address: 340 Valencia St., San Francisco, CA 94103.