Terms & Conditions
These Terms & Conditions ("Terms") govern your access to and use of the websitevetroux.design (the "Site") and the design services (the "Services") provided by Vetroux LLC, a limited liability company registered in the Kyrgyz Republic ("Vetroux", "we", "us", "our").
By accessing the Site, requesting a quote, signing a Statement of Work, or paying for any Services, you ("Client", "you") agree to be bound by these Terms. If you do not agree, please do not use the Site or our Services.
1. Definitions
- "Client" — the individual or legal entity that purchases Services from Vetroux.
- "Services" — design services offered by Vetroux, including but not limited to UX/UI design, graphic design, 3D visualization, branding, and related subscription or project - based offerings.
- "Deliverables" — design files, source files, prototypes, documents, and any other materials produced by Vetroux for the Client under an agreed scope.
- "Subscription Plan" — recurring monthly Service plans such as the Essential and PRO plans described on the Site.
- "Project" — one-time, fixed-scope engagement billed on a per-project basis.
- "SOW" — Statement of Work, an individual order document specifying scope, fees, timeline, and deliverables.
2. Eligibility
You must be at least 18 years old and have the legal capacity to enter into binding contracts. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity.
3. Services
3.1 Scope
The specific scope of Services is defined in the applicable SOW, proposal, or subscription plan description. Where there is a conflict between these Terms and an SOW, the SOW prevails for that engagement.
3.2 Subscription Plans
Subscription Plans are billed in advance on a monthly basis. The Client may submit design requests within the limits described for their plan. Unused capacity does not roll over to subsequent months unless expressly agreed in writing.
3.3 Pause, Cancellation, and Refunds
- The Client may pause or cancel a Subscription Plan at any time, effective at the end of the current billing cycle.
- Fees already paid for the current billing cycle are non-refundable except where required by applicable law.
- For Project-based engagements, refunds are governed by the relevant SOW.
3.4 Revisions and Iterations
The number of revisions, turnaround times, and delivery cadence are described in the applicable plan or SOW. Vetroux will use commercially reasonable efforts to meet stated turnaround times but does not guarantee specific delivery dates unless explicitly stated in writing.
3.5 Client Responsibilities
The Client agrees to:
- Provide timely, accurate, and complete information, materials, and feedback necessary for Vetroux to perform the Services.
- Respond to requests for review or approval within reasonable time frames.
- Ensure that all materials provided to Vetroux (text, images, brand assets, data) do not infringe any third - party rights.
Delays caused by the Client may extend Vetroux's delivery timelines without penalty.
4. Fees and Payment
4.1 Pricing
Current pricing is published on the Site and may be updated from time to time. Pricing in effect at the start of a billing cycle or the signature of an SOW applies for that cycle or engagement.
4.2 Payment Terms
- Subscription Plans: charged monthly in advance via the payment method on file.
- Projects: invoiced according to the milestones set out in the SOW. Unless otherwise agreed, an upfront deposit of 50 % is required before work begins.
- Invoices are due within fourteen (14) days of issue unless stated otherwise on the invoice.
4.3 Taxes
All fees are exclusive of any applicable taxes, levies, or duties, which are the responsibility of the Client unless otherwise required by law.
4.4 Late Payment
Overdue invoices may accrue interest at the rate of 1.5% per month (or the maximum rate permitted by law, whichever is lower). Vetroux reserves the right to suspend Services until outstanding amounts are paid in full.
5. Intellectual Property
5.1 Ownership of Deliverables
Upon full payment of all applicable fees, Vetroux assigns to the Client all right, title, and interest in the final Deliverables specifically produced for the Client under the relevant SOW, except for the items listed in Section 5.2.
5.2 Vetroux Materials
Vetroux retains all rights to:
- Pre-existing tools, design systems, components, templates, methodologies, know-how, and software
- Source files, working files, and intermediate drafts not listed as Deliverables
- Third-party assets (fonts, stock imagery, plugins, code libraries)
The Client receives a perpetual, non-exclusive license to use such Vetroux Materials solely as embedded in the Deliverables.
5.3 Third-Party Assets
Where Deliverables incorporate third-party assets, the Client is responsible for obtaining and maintaining appropriate licenses unless otherwise agreed in writing.
5.4 Portfolio Rights
Vetroux retains the right to display Deliverables, Client name, and Client logo in its portfolio, website, social media, case studies, and marketing materials, unless the Client opts out in writing. Confidential information will not be disclosed without consent.
6. Confidentiality
Each party agrees to keep confidential any non-public information disclosed by the other party in connection with the Services, including business plans, product roadmaps, user data, financial information, and trade secrets. This obligation survives termination for three (3) years. It does not apply to information that is (a) publicly known through no breach by the receiving party, (b) independently developed, or (c) required to be disclosed by law.
7. Warranties and Disclaimers
7.1 Vetroux Warranties
Vetroux warrants that Services will be performed in a professional and workmanlike manner consistent with generally accepted industry standards.
7.2 Client Warranties
The Client warrants that any materials provided to Vetroux do not infringe the intellectual property, privacy, or other rights of any third party, and that the Client has the right to provide them.
7.3 Disclaimer
Except as expressly stated in these Terms, the Services and Deliverables are provided "as is" and "as available". Vetroux disclaims all other warranties, express or implied, including any implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Vetroux does not warrant that the Services will achieve any specific business outcome (e.g., a particular level of user engagement, conversion, or revenue).
8. Limitation of Liability
To the maximum extent permitted by applicable law:
- VETROUX SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL.
- VETROUX'S TOTAL AGGREGATE LIABILITY UNDER THESE TERMS AND ANY RELATED SOW SHALL NOT EXCEED THE TOTAL FEES PAID BY THE CLIENT TO VETROUX IN THE THREE(3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM
These limitations apply regardless of the legal theory (contract, tort, statute, or otherwise) and survive termination.
9. Indemnification
The Client agrees to indemnify and hold harmless Vetroux, its affiliates, employees, and contractors from and against any claims, damages, losses, and reasonable legal fees arising from (a) the Client's breach of these Terms, (b) materials provided by the Client to Vetroux, or (c) the Client's use of the Deliverables in a manner not authorized by these Terms or the applicable SOW.
10. Termination
10.1 By Either Party
Either party may terminate a Subscription Plan at the end of the current billing cycle by providing written notice via email.
10.2 For Cause
Either party may terminate immediately upon written notice if the other party commits a material breach and fails to cure such breach within fourteen (14) days of receiving notice.
10.3 Effect of Termination
Upon termination:
- The Client remains liable for all fees accrued through the termination date.
- Each party will return or destroy the other party's confidential information upon request.
- Sections concerning Intellectual Property, Confidentiality, Warranties, Limitation of Liability, Indemnification, and Governing Law survive termination.
11. Force Majeure
Neither party will be liable for any failure or delay in performance due to causes beyond its reasonable control, including acts of God, war, terrorism, natural disasters, pandemic, government action, internet or utility failures, or labor disputes.
12. Governing Law and Dispute Resolution
These Terms are governed by and construed in accordance with the laws of the Kyrgyz Republic, without regard to its conflict-of-law principles.
13. Changes to These Terms
We may update these Terms from time to time. The updated version will be posted on the Site with a new "Last updated" date. For active Subscription Plans, material changes will be communicated by email at least fourteen (14) days before taking effect. Your continued use of the Services after the effective date constitutes acceptance of the updated Terms.
14. Miscellaneous
- Entire Agreement. These Terms, together with any SOW and our Privacy Policy, constitute the entire agreement between the parties.
- Severability. If any provision is held invalid, the remainder remains in full force.
- No Waiver. Failure to enforce a provision does not waive the right to enforce it later.
- Assignment. The Client may not assign these Terms without our written consent. Vetroux may assign these Terms in connection with a merger, acquisition, or sale of assets.
Notices. Notices must be sent in writing to hello@vetroux.design, or to the email address on file for the Client.
15. Contact
Vetroux LLC Registered in the Kyrgyz Republic Email: hello@vetroux.design Website:https://vetroux.design
