Terms & Conditions

1. Offer & Agreement

1.1 Initial Meeting
Sloth Design Co. will arrange an initial video meeting to determine if there is a good fit between the client and Sloth Design Co.

1.2 Proposal & Offer
All offers and task estimates will be provided by email in a formal proposal. These terms also apply to verbal agreements and any discussions from the initial meeting.

1.3 Validity of Offers
Unless otherwise specified, all offers and estimates from Sloth Design Co. are valid for 14 days from the date of issue.

1.4 Binding Agreement
An agreement becomes binding upon confirmation by the client via email or signed document. Should unforeseen circumstances prevent task completion, Sloth Design Co. reserves the right to cancel the agreement or refund the portion of the task that cannot be completed.

1.5 Client Cancellation
If the client cancels a confirmed project less than 24 hours before the scheduled start, 50% of the agreed working hours will be invoiced. Lack of delivery of necessary materials or information may also be considered cancellation and may incur charges for the reserved time.

1.6 Modifications to Agreement
Changes to the original agreement must be communicated to Sloth Design Co. via email. Additional services or adjustments may lead to revised timelines and costs.

1.7 Objection Period
Any objections to the order confirmation must be raised in writing within 72 hours of receipt. Absent any objections, the order and terms are deemed accepted.

1.8 Payment Terms for Ongoing Services
For ongoing services, payment is due at the end of each month. Invoices will be issued upon project completion for that period, payable within 7 days.

1.9 Right of Withdrawal
Sloth Design Co. produces custom products tailored to the customer. The customer acknowledges that work will begin immediately upon order confirmation. Therefore, the right of withdrawal is waived once work commences.

1.10 Danish Law Compliance
These terms adhere to Danish law, under which any legal disputes will also be resolved.

2. Working Conditions

2.1 Start Date & Work Process
Work will commence on the agreed start date as outlined in the project proposal or timeline.

2.2 Deadlines
Both Sloth Design Co. and the client commit to the agreed deadlines. Client delays in material submission or feedback may affect timelines and incur additional fees.

2.3 Client Delays
If delays are caused by the client, Sloth Design Co. reserves the right to bill for idle time.

2.4 Delays by Sloth Design Co.
In the event of delays caused by Sloth Design Co. or its suppliers, the project timeline will be adjusted accordingly.

2.5 Domain Transfer & Hosting Responsibility
The client is responsible for securing any existing content before transferring domains or changing web hosts. Terminating old provider agreements also remains the client’s responsibility.

2.6 Administrative Access
During development, the client will not have administrative access. Upon project completion, all access and website responsibility transfer to the client.

3. Client Materials

3.1 Material Delivery Requirements
All text and visual content for websites or marketing materials should be delivered digitally via email or cloud storage. Files larger than 2 MB must be submitted via file-sharing services like WeTransfer.

3.2 Format and Retention of Original Files
The client must provide materials in appropriate formats and is responsible for retaining original files.

3.3 Legal Compliance of Materials
The client is responsible for ensuring that all submitted materials comply with legal and copyright regulations.

3.4 Material Storage
Sloth Design Co. will retain materials only for a limited period after project completion, in accordance with data protection standards.

4. Responsibilities and Liability

4.1 Limitation of Liability
Sloth Design Co. is not liable for operational, profit, or other indirect losses resulting from issues beyond its control, including material errors, downtime, or changes in third-party service functionality. In the case of a legal dispute, Sloth Design Co.’s total liability is limited to the fees received for the specific month or project phase in question. The client agrees not to seek damages beyond the value of the fee for the disputed period.

4.2 Plugins and Software Compatibility
Sloth Design Co. may use plugins and other third-party software for WordPress-based projects. The client is responsible for covering the cost of any necessary paid plugins, except where Sloth Design Co. offers a license as part of a separate maintenance plan. If the client discontinues a maintenance plan, they will be required to obtain their own plugin licenses, and Sloth Design Co. assumes no responsibility for plugin functionality once the plan ends. Sloth Design Co. cannot guarantee long-term compatibility or functionality of third-party plugins, as these may be affected by updates or external changes.

4.3 Open-Source Software Use
Sloth Design Co. may use open-source software (e.g., WordPress, plugins) as part of the project. No guarantees are provided for the long-term functionality or compatibility of such software beyond the project’s completion.

4.4 Data and Unauthorized Access
The client is solely responsible for data stored on their own servers. Sloth Design Co. is not liable for unauthorized access, though it may offer security solutions under separate agreements.

4.5 Force Majeure
Sloth Design Co. is not liable for delays or failures due to events beyond its control, including natural disasters, strikes, or other extraordinary circumstances.

4.6 Statutory Information Compliance
The client is responsible for ensuring their website and marketing materials comply with all statutory requirements for their industry, including GDPR compliance, cookie policies, and required legal disclosures.

4.7 Printing Delays
Sloth Design Co. is not responsible for delays caused by third-party vendors, such as printing companies. While every effort will be made to ensure timely delivery, any delays from third-party suppliers are beyond the control of Sloth Design Co.

4.8 Liability for Damages
Sloth Design Co.’s financial responsibility cannot exceed the amount that Sloth Design Co. has received for the assignment, minus any expenses Sloth Design Co. may have incurred for subcontractors on the assignment.

5. Copyright and Intellectual Property

5.1 Client Material Responsibility
The client is accountable for ensuring that materials provided to Sloth Design Co. do not infringe copyright or other legal protections.

5.2 Ownership of Work & Intellectual Property
All creative assets, including text, web design, logos, and print materials produced by Sloth Design Co., are protected by copyright. Ownership of final project deliverables transfers to the client upon full payment, excluding source files (.AI, .PSD, etc.) unless otherwise agreed.

5.3 Usage Rights
The materials prepared by Sloth Design Co. may only be used for the agreed purpose and domain name. Reselling, renting, or transferring the material without prior consent is prohibited.

5.4 Further Use of Material
Use of the material in contexts beyond what was initially agreed upon may be permitted but only after obtaining prior agreement and settling any additional fees.

5.5 Format of Branding Deliverables
Final branding and design files will be provided in formats suitable for the agreed use, such as .jpg or .png for digital and .pdf or .eps for print. Source files (such as .AI for logos) are not included unless otherwise specified.

6. Pricing and Payment

6.1 Hourly Rate
Sloth Design Co.’s hourly rate is based on the Danish “medieaftalerne,” an annual industry standard agreement between the Kooperationen, HK Privat, and Dansk Journalistforbund. Rates are subject to change in alignment with updates to the “medieaftaler”.

6.2 Partial Payment at Start of Project
For one-off projects, a 50% deposit is required at the start of the project. This initial payment secures the project slot and covers initial costs.

6.3 Prepayment for Additional Purchases
If the project requires Sloth Design Co. to purchase images, plugins, photos, or other materials, prepayment may be required from the client.

6.4 Invoice Terms
Invoices follow the agreed payment terms. Additional work beyond the initial agreement will be invoiced separately.

6.5 Payment Deadlines and Overdue Fees
Payment is due within 7 days from the invoice date unless otherwise agreed. Late payments are subject to fees, and failure to settle within 3 months may result in data deletion.

6.6 Price Guarantee
All services are invoiced according to the price list in force at the time of order. Prices are exclusive of VAT unless stated otherwise, and VAT will be added to the final invoice.

6.7 Debt Collection
Unpaid invoices may be handed over to a debt collection agency without further notice following the third reminder.

7. Confidentiality and Data Protection

7.1 Confidentiality Obligation
The client must not disclose or misuse Sloth Design Co.’s confidential information. This obligation remains in force throughout and after the completion of the project.

7.2 Data Storage
Any personal data exchanged will be handled in accordance with Danish data protection laws (GDPR compliance).

8. Collaborators and Subcontractors

8.1 Use of Subcontractors
Sloth Design Co. reserves the right to select and change business partners and subcontractors involved in delivering the project, unless the client has specifically requested certain suppliers.

8.2 Third-Party Services
For services provided by third-party vendors (e.g., printers, hosting providers), Sloth Design Co. will facilitate arrangements but is not liable for delays or issues originating from these third parties.

9. Termination and Cancellation

9.1 Agreement Breach
If either party materially breaches the terms, the other party may terminate the agreement without notice.

9.2 Financial Responsibility Upon Cancellation
If the agreement is canceled due to a breach by the client, Sloth Design Co. reserves the right to retain payment for time spent and materials used.

9.3 Client-Initiated Termination
The client may terminate an ongoing agreement with one month’s written notice. If the client provides notice of termination on or after the 1st of a given month, they will be responsible for payment for that entire month as well as the following month, which will be the final installment. This ensures that services can continue smoothly during the notice period and allows for a proper transition or handover.

10. Project-Specific Terms

10.1 One-Off Project Terms
Each project is treated as an independent, one-time engagement, and the terms apply only to the specific deliverables outlined in the agreement. Any additional work or revisions beyond the agreed scope will require a separate agreement or may be invoiced as additional services at Sloth Design Co.’s standard hourly rate.

10.2 Revisions
Sloth Design Co. includes up to 2 rounds of revisions per project phase, as outlined in the project proposal. Revisions are intended to refine the project deliverables based on client feedback but must remain within the original project scope. Additional revisions beyond the agreed rounds, or any requests that expand the scope of the project, may be billed at Sloth Design Co.’s standard hourly rate or as additional services. Revisions requested after project completion or post-launch will also be billed separately.

10.3 Maintenance and Updates
Post-launch support, including updates, security patches, and ongoing maintenance, is not included in the initial project agreement unless specified. Clients may opt for a separate maintenance plan for continued support. Without this plan, Sloth Design Co. is not responsible for future updates, compatibility issues, or security of the delivered product after project completion.

10.4 Deliverable Approval Process
Clients will have up to 10 business days to review and approve deliverables at each project milestone. If feedback or approval is not received within this timeframe, the deliverable will be considered approved, and Sloth Design Co. may proceed to the next phase. Changes requested after approval may be billed as additional services.

10.5 Final Payment and Project Handover
Final payment is due upon project completion and before the final handover of deliverables. Sloth Design Co. will transfer all files, logins, and necessary access upon receipt of the final payment. The client assumes full responsibility for the project and its future maintenance after handover, unless a separate maintenance plan has been arranged.

10.6 Warranty for Work
Sloth Design Co. offers a limited 30-day warranty following project completion. During this period, any errors or issues directly resulting from the initial project work will be addressed at no additional cost. This warranty does not cover third-party plugin updates, changes requested by the client, or issues due to external changes made by the client or other developers.

10.7 Website Backup Responsibility
The client is responsible for maintaining and storing backups of their website unless a service agreement with Sloth Design Co. explicitly covers this.

10.8 Color Accuracy for Printed Materials
Sloth Design Co. cannot guarantee color accuracy for printed materials, as colors may vary between digital and print formats. Clients are responsible for ensuring their chosen printer meets their expectations for color reproduction.

11. Marketing

11.1 Use of Completed Projects for Marketing
Unless agreed otherwise, Sloth Design Co. may showcase completed projects in its portfolio, on social media, or for other promotional purposes.

11.2 In-Progress Project Marketing
Sloth Design Co. may use behind-the-scenes content from ongoing projects for promotional purposes, unless the client requests otherwise in writing.

12. Governing Law and Dispute Resolution

12.1 Applicable Law
This agreement is governed by Danish law.

12.2 Dispute Resolution
Any disputes arising from this agreement shall be resolved in Danish courts.

13. Owner Information

Sloth Design Co.
Modesvej 3,
8981 Spentrup

Email: info@malousloth.com
VAT-number: DK43741527