Terms & Conditions

These Website Terms of Use (the “Terms of Use” or “Terms”) govern your purchase of products and services from Brandnyx Studio (“Brandnyx Studio”) on https://www.brandnyxstudio.com and our related marketing channels (the “Site”).  As used in the Terms, “we,” “us,” and “our” refer to Brandnyx Studio.

We make the Site and the products/services we offer on it available to you subject to these Terms of Use. By using the Site, you are accepting these Terms of Use and any modifications we make to them from time to time. You can review the most current version of the Terms of Use at any time by clicking on the Terms of Use link on the Site.

1. CLIENT ACCEPTANCE & PROPOSAL EXTENSION

It is not necessary for any Client to have signed an acceptance of these terms of business for them to apply. If a Client accepts a quotation in writing, then the Client will be deemed to have satisfied themselves as to the terms applying. Any purchase or use of our services implies that you have read and accepted our terms of business. These terms apply to all of the work we do together, regardless of when the work is carried out.

Specific service terms may be found within a service proposal, and these are an extension of our standard ‘terms of business’. Brandnyx Studio agrees to use our best efforts to fulfill the agreed services. The Client agrees to help us by making available information regarding the company, helping with any content issues, and having open communications with us on a regular basis. Both parties agree to promptly raise any performance concerns in writing and to allow a 45-day period to resolve any issues before initiating legal proceedings.

2. TIME RECORDING AND RATES

Brandnyx Studio records all billable time. The client will be informed of the time spent on a regular basis; however, the client can request a record of any or all of the time recorded for their projects by emailing [email protected].

Charges for services to be provided by Brandnyx Studio are defined in the project quotation known as a proposal document that the Client receives via email. Quotations are valid for a period of 30 days. Brandnyx Studio reserves the right to alter or decline to provide a quotation after expiry of the 30 days. Our standard hourly rate is based on $50 BSD+VAT per hour unless otherwise agreed and documented.

3. FIXED PRICE PROJECTS AND CLIENT REVIEW

The pricing for any fixed price project work is calculated within the Client Acceptance document as well as an accompanying project proposal. Should the project fall under the budgeted time, the hours paid for but unused will be carried forward into any support and maintenance contract that follows the completion of any given project or, in the absence of any support and maintenance contract, the time will be ‘banked’ as ad-hoc time for any updates, maintenance or other services required by the Client. If this time is not used within 12 months of the project's completion, it will be lost. Any hours that are over the ‘assigned hours’ document are billable and will be invoiced in the final invoice at the rate which applies to each or all of the services applicable.

Brandnyx Studio will provide the Client with an opportunity to review the appearance and content of the website or literature piece during the design phase. At the completion of the project, such materials will be deemed to be accepted and approved unless the Client notifies Brandnyx Studio otherwise within ten (10) working days of the date the materials are made available to the Client.

Project discussions including meetings, project management and strategy communications are billable and will be recorded against the relevant project task. Brandnyx Studio will conduct any meetings in the first instance via a remote video link, a phone call or by email unless otherwise agreed with the Client. Any travel to a meeting away from Brandnyx Studio's offices will be chargeable at $8 BSD per mile or at the cost of any other travel expenses incurred.

4. PROJECT SPECIFICATION AND AGREED CHANGES

Prior to the commencement of a project, Brandnyx Studio will agree on the project specification with the Client. This will detail the work to be carried out by Brandnyx Studio for the agreed project price and will be outlined in the ‘Proposal Document’. This may include but is not limited to: number of individual page designs, number of revisions to designs, any content services, features to be added, including third-party services and any associated costs.

Brandnyx Studio may, from time to time, agree to additional services beyond those agreed to in order to facilitate the project's completion. However, Brandnyx Studio has the right to hold the project to only the agreed specification at any time. Any additions to the specification can be quoted separately by Brandnyx Studio if they so wish, and will be scheduled into either the original specification or a separate project.

5. FAILURE TO PROVIDE REQUIRED INFORMATION & PROJECT DELAYS

Brandnyx Studio is a small business, and to remain efficient, we must ensure that the work we have agreed to is completed on schedule. On occasion, we may have to reject offers for other work and enquiries to ensure that your work is completed at the time specified. Brandnyx Studio will ask the Client to provide all required information in advance. If not, the agreed time frame indicated in the proposal could be missed, and any project or service could be delayed.

Should we not be able to reach you for a period of 14 days without prior notice, the service will be automatically halted. In the event of unreasonable delays or if the service remains halted for more than 60 days, the project will be subject to cancellation under Section 13 (Termination & Cancellation).

6. PERFORMANCE DISCLAIMER

Brandnyx Studio cannot be held responsible for the effectiveness of the Client's website or marketing campaigns in generating leads, as performance varies by industry and competition levels. Each service Brandnyx Studio provides is tailored to the Client's business and industry sector, and we deliver it with care, skill, and transparency. We cannot guarantee our work will be completely error-free, but we will work together to deliver the best possible final outcome.

7. HOSTING SERVICES

Brandnyx Studio offers managed hosting services via third-party providers. Brandnyx Studio is not liable for website hosting performance, uptime, security, infrastructure outages, or any technical issues resulting from the hosting service provided by a third party.

Brandnyx Studio hosting clients must have a relevant ongoing or ad hoc support and management agreement to fix any technical issues that may arise within the hosting agreement. An updates and management package will not be included within a standard hosting package. In this case, website management will rest solely with the client or their chosen management provider. By default, Brandnyx Studio will not maintain hosted websites without a maintenance agreement.

8. WEBSITE SECURITY

Brandnyx Studio is not responsible for security breaches directly through the website application frontend and backend dashboard on both Brandnyx Studio hosted and externally hosted applications and external third-party hosting solutions.

Basic-level security is provided through industry-standard WordPress applications, but website customers are advised to source advanced external security services if they require higher-level security and security breach remedy solutions through the website. Brandnyx Studio will not be held accountable if the breach originates from customers who have direct access to the website and administrative roles. Brandnyx Studio will not fund any advanced external security services as a solution to the original security breach.

9. INTELLECTUAL PROPERTY & COPYRIGHT

Client Ownership & Warranty: All material, both text and images, supplied by the Client and used in the construction of the Client’s website or marketing, will remain the Client's property. The Client warrants that all such material is the property of the Client and free to use without breach of copyright laws. The Client must obtain permission and rights to use any information or files that are copyrighted by a third party. The Client agrees to indemnify Brandnyx Studio from any claims resulting from the Client’s negligence or inability to obtain proper copyright permissions. Evidence of permissions and authorities may be requested.

Studio Ownership: All content and materials created by Brandnyx Studio for the Client, including but not limited to website designs, graphics, text, code, logos, and marketing materials, are the exclusive property of Brandnyx Studio and are protected by copyright law. Brandnyx Studio retains all intellectual property rights in and to such materials unless explicitly transferred in writing.

Client Licensing: Upon full payment of all outstanding invoices, the Client will receive a non-exclusive license to utilize designs and content created by Brandnyx Studio in relation to the specific project or instance of work. Unapproved drafts, working source files, and proprietary strategy documents remain the sole property of Brandnyx Studio.

Unauthorized Use & Infringement: It is prohibited to copy, reproduce, distribute, modify, display, or create derivative works of any content or materials created by Brandnyx Studio without prior written consent. The Client agrees to promptly notify Brandnyx Studio of any known or suspected instances of copyright infringement involving Brandnyx Studio’s work. Brandnyx Studio reserves the right to take legal action (including injunctive relief and monetary damages) against any individual or entity that infringes on its intellectual property.

Promotional Rights: Brandnyx Studio relies on sharing client success stories. The Client grants Brandnyx Studio consent to use completed project materials on our website, social channels, marketing literature, and for general PR purposes, unless the Client opts out in writing prior to project kickoff.

10. PAYMENT TERMS, LATE PAYMENTS & DEFAULTS

Upon receipt of payment of the initial invoice, the service will commence. Payments should be made as per the payment schedule found in the Client proposal. All invoices are payable within 14 days of receipt or as documented within any proposal.

Late Payment & Work Stoppage: In the event that payment is not made within the specified 14-day terms, Brandnyx Studio reserves the right to halt work until payment is received in full.

Default Accounts: Accounts unpaid thirty (30) days after the date of invoice will be considered in default. If a Client in default maintains any information or files on Brandnyx Studio’s web space or third-party servers, Brandnyx Studio will, at its discretion, remove all such material. Brandnyx Studio is not responsible for any loss of data incurred due to removal, and removal does not relieve the Client of their obligation to pay outstanding charges.

Collection Expenses: In the event that Brandnyx Studio incurs expenses, legal fees, or costs from third-party collection agencies while enforcing these Terms or collecting unpaid invoices, the Client agrees to fully reimburse Brandnyx Studio for all such expenses.

11. ADDITIONAL EXPENSES & LICENSING

Client agrees to reimburse Brandnyx Studio for any additional expenses incurred in completing the proposed work (e.g., purchase of special fonts, stock photography, stock videos, payment modules, website modules, etc.). These will be agreed upon prior to purchase.

During the course of working with Brandnyx Studio, we may purchase third-party software, plug-ins, and themes which carry licensing agreements. These licenses will be the Client's responsibility, including their renewal on a monthly or annual basis. Licenses are purchased on behalf of the Client and relate to an individual website and/or company.

12. THIRD-PARTY PLATFORMS & AD SPEND

Brandnyx Studio has no control over third-party advertising platforms (including Meta, Google, TikTok, or LinkedIn), including their algorithm updates, policy enforcement, account suspensions, or service outages. The Client is directly responsible for all ad spend, which must be paid directly to the platform via the Client’s dedicated billing credentials. Brandnyx Studio shall not be liable for ad account bans, campaign delays, or performance fluctuations caused by platform changes.

13. TERMINATION, CANCELLATION & INDEMNITY

Retained Services Cancellation: Should the Client wish to cancel any retained services, they are required to provide thirty (30) days’ written notice to Brandnyx Studio. During the notice period, all scheduled retainers remain billable.

Project Cancellations: For non-retained project work halted due to delays, inaction, or client cancellation, the Client agrees to pay in full for all work undertaken up to the point of cancellation, including reimbursement for non-cancellable third-party commitments.

Deliverable Transfer: Final deliverables, client assets, website access, or content transfers will be executed only after all outstanding invoices and cancellation charges are paid in full.

Indemnity: All Brandnyx Studio services may be used for lawful purposes only. You agree to indemnify and hold Brandnyx Studio harmless from any claims resulting from your use of our services that damage you or any other party.

14. CONFIDENTIALITY & MUTUAL NON-DISCLOSURE

Both Brandnyx Studio and the Client agree to hold in strict confidence all sensitive, technical, or business information ("Confidential Information") disclosed by either party during the course of the engagement. Confidential Information shall not be disclosed to any third party without prior written consent, except as required by law or necessary for third-party subcontractors bound by equivalent confidentiality obligations.

15. FORCE MAJEURE

Neither Brandnyx Studio nor the Client shall be held liable or responsible for any failure or delay in fulfilling or performing any term of these Terms of Service when and to the extent such failure or delay is caused by or results from acts or circumstances beyond reasonable control, including but not limited to: acts of God, flood, fire, severe weather, hurricanes, earthquakes, explosion, governmental actions, war, invasion or hostilities, terrorist threats or acts, riot or other civil unrest, national emergency, revolution, epidemic, pandemic, lock-outs, strikes or other labor disputes, or major telecommunication failure or power grid outage.

16. SUBCONTRACTING & INDEPENDENT CONTRACTORS

Brandnyx Studio reserves the right to engage qualified independent contractors, freelancers, or third-party specialists to perform portions of the services outlined in a proposal. Brandnyx Studio remains responsible for managing and delivering the final agreed deliverables, ensuring that all third-party contributors adhere to appropriate standards of quality and confidentiality.

17. LIMITATION OF LIABILITY

BRANDNYX STUDIO HEREBY EXCLUDES ITSELF, ITS EMPLOYEES, AND/OR AGENTS FROM ALL AND ANY LIABILITY FOR: LOSS OR DAMAGE CAUSED BY ANY INACCURACY; LOSS OR DAMAGE CAUSED BY OMISSION; LOSS OR DAMAGE CAUSED BY DELAY OR ERROR; OR LOSS OR DAMAGE TO CLIENTS’ ARTWORK/PHOTOS SUPPLIED FOR THE SITE.

In the case of domain or server blacklisting, the Client is solely responsible for management and monitoring of their domain name and server IP address. Brandnyx Studio will not be held liable for any blacklisting that may occur on server hosts outside of Brandnyx Studio’s control.

THE ENTIRE LIABILITY OF BRANDNYX STUDIO TO THE CLIENT IN RESPECT OF ANY CLAIM WHATSOEVER OR BREACH OF THIS AGREEMENT, WHETHER OR NOT ARISING OUT OF NEGLIGENCE, SHALL BE LIMITED TO THE CHARGES PAID FOR THE SERVICES UNDER THIS AGREEMENT IN RESPECT OF WHICH THE BREACH HAS ARISEN.

18. SEVERABILITY

In the event any one or more of the provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unimpaired, and the Agreement shall not be void for this reason alone. Such invalid, illegal, or unenforceable provision shall be replaced by a mutually acceptable, valid, legal, and enforceable provision that most closely reflects the parties' underlying intention behind the invalid provision.

19. DATA PROTECTION AND PRIVACY

The security of your Personal Information is important to us. Brandnyx Studio ensures that appropriate technical controls are in place to protect your personal details (e.g., encryption and restricted access to cloud-based services).

Both parties agree to comply with applicable data privacy laws, including the Bahamian Data Protection (Privacy of Information) Act and international standards (e.g., GDPR or CCPA) where applicable to Client audiences. For full details on data handling, refer to our Privacy Policy.

By agreeing to these terms, you allow Brandnyx Studio to share your information and store it within our systems. From time to time, you may receive service and marketing information from us that is relevant to you and your business.

20. AMENDMENTS, GOVERNING LAW & JURISDICTION

Amendments: These Terms of Business supersede all previous representations, understandings, or agreements. Brandnyx Studio reserves the right to amend or update these Terms of Service at any time. The Client’s continued engagement, signature, or payment of an advance fee constitutes agreement to and acceptance of these Terms and Conditions.

Governing Law & Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of The Bahamas. The parties agree to attempt in good faith to resolve any performance concerns or disputes through direct negotiation over a mandatory 45-day period following written notification. If unresolved, all legal actions or proceedings arising out of or relating to these Terms shall be subject to the exclusive jurisdiction of the courts located in Nassau, New Providence, The Bahamas.

21. CONTACT US

Please do not hesitate to contact us regarding any matter relating to these Terms at [email protected].