Terms of Service
Last update : July 12, 2026
1. About These Terms
These Terms of Service govern the provision of creative, design, digital and related professional services by:
Silver Lotus OÜ
Ahtri 12, 15551 Tallinn, Estonia
Estonian registry code: 17340237
EU VAT number: EE102923593
Email: andrzej@silverlotus.eu
In these Terms, Silver Lotus OÜ is referred to as “Silver Lotus,” “we,” “us” or “our.”
The person or organisation purchasing or commissioning services from us is referred to as the “Client” or “you.”
By accepting our quotation or proposal, confirming an order, instructing us to begin work, or otherwise using our services, you agree to these Terms.
2. Business Clients Only
Our services are intended for businesses, companies, organisations, agencies and individuals acting for purposes related to their trade, business or profession.
These Terms are not intended to govern services purchased by consumers for purely private or personal purposes.
3. Scope of Services
We provide creative, design, digital and production services, including in particular:
- graphic design and 2D design;
- image editing and retouching;
- social media materials;
- desktop publishing and DTP;
- flyers, brochures, catalogues and promotional materials;
- branding and visual identity;
- labels and packaging;
- product graphics and advertising materials;
- website and digital interface design;
- content preparation and adaptation;
- other related creative or digital services agreed with the Client.
The exact scope of each project will be specified in a quotation, proposal, project brief, email, order confirmation or another agreed form of communication.
We may also provide additional services using skills available within our team or through appropriately selected subcontractors.
4. Orders and Project Instructions
The Client should provide us with reasonably complete project information, including:
- the project brief;
- required content and source materials;
- technical specifications;
- brand guidelines;
- expected formats;
- relevant deadlines;
- required approvals;
- any legal, regulatory or industry-specific requirements.
We will confirm whether we accept the order and may provide an estimated delivery date, workload or number of hours.
An estimate is not a fixed-price commitment unless it is expressly described as a fixed price in writing.
Email confirmations and arrangements made through other agreed communication channels are binding when they clearly identify the scope, price, deadline or other material conditions of the project.
5. Scheduling, Availability and Delivery
We will use reasonable professional efforts to complete services within the agreed or proposed timeframe.
We normally aim to respond to Client enquiries within 24 hours on business days. This is an operational target and not an unconditional guarantee of availability.
Our ability to meet a deadline depends on the Client providing materials, feedback, decisions and approvals on time.
We are not responsible for delays caused by:
- incomplete or inaccurate instructions;
- late delivery of content or source materials;
- delayed feedback or approval;
- changes to the original brief;
- third-party suppliers or platforms;
- events outside our reasonable control.
In the event of unusually large, urgent or unexpected demand, we will make reasonable efforts to provide the required capacity, but we do not guarantee the availability of a particular number of working hours in any week.
6. Fees and Estimates
Fees will be specified in the applicable quotation, proposal, order confirmation or other written agreement.
Services may be charged:
- at an hourly or daily rate;
- at a fixed project price;
- on a milestone basis;
- under another pricing model agreed in writing.
Where services are charged by time, the Client pays only for the time actually spent performing the work.
Time spent on the following activities may be billable where relevant to the project:
- design and production;
- research and preparation;
- project communication;
- meetings;
- revisions;
- file preparation;
- technical adjustments;
- project management;
- coordination with suppliers or third parties.
Work outside the agreed scope will be treated as additional work and charged at the applicable rate.
All prices are exclusive of VAT unless expressly stated otherwise. VAT will be added where legally applicable.
7. Invoicing and Payment
Unless otherwise agreed, we may invoice:
- monthly for work completed during the relevant calendar month;
- after completion of a project or milestone;
- in advance or in instalments where stated in the quotation.
Invoices are payable within 14 days from the invoice date, unless another payment period has been agreed in writing.
The Client must notify us promptly of any genuine dispute concerning an invoice. An invoice dispute does not suspend the obligation to pay any undisputed amount.
We may suspend ongoing work or withhold final deliverables if an invoice is overdue.
Intellectual property rights in the deliverables do not transfer to the Client until all amounts relating to the relevant project have been paid in full.
8. Client Responsibilities
The Client is responsible for:
- providing complete and accurate instructions;
- providing materials in a usable format;
- reviewing drafts and proofs carefully;
- verifying names, prices, dates, claims, contact information and other content;
- obtaining internal, client or regulatory approvals;
- confirming that the materials may be legally published and used;
- ensuring that supplied materials do not infringe third-party rights.
The Client warrants that it has the necessary rights, licences and permissions to provide us with any text, photographs, graphics, trademarks, logos, fonts, data or other materials used in the project.
Unless legal or regulatory verification is expressly included in the scope of services, Silver Lotus is not responsible for confirming the legal accuracy of advertising claims, product declarations, regulated product information, mandatory labelling or industry-specific statements.
9. Revisions and Changes
The Client may request reasonable revisions after receiving the work.
Revisions must remain consistent with the original brief, agreed scope and selected creative direction.
Unless the quotation expressly includes a specified number of revisions at no additional cost, revision work is billable at the applicable rate.
The following may be treated as additional work:
- a substantial change of concept or creative direction;
- replacement of source materials after work has started;
- new formats, versions or language variants;
- additional deliverables;
- changes to previously approved work;
- changes resulting from incorrect or incomplete Client instructions;
- work requested after final approval.
We will notify the Client where a requested change is likely to materially affect the price or delivery date.
10. Review and Acceptance
The Client must review delivered work and notify us of any errors, objections or requested corrections within five business days after delivery.
If the Client does not provide comments within this period, the work will be considered accepted, unless otherwise agreed in writing.
Use, publication, printing, distribution or delivery of the work to the Client’s customer also constitutes acceptance of the relevant work.
Acceptance does not remove our obligation to correct a technical error caused solely by our failure to follow the expressly agreed specification.
11. Deliverables and Source Files
We will provide the final deliverables in the formats specified in the quotation, brief or project correspondence.
Final deliverables may include, depending on the project:
- digital graphics;
- print-ready files;
- documents;
- layouts;
- presentations;
- website materials;
- image files;
- text or content files;
- other agreed project outputs.
Editable files, working files and source files are included only where expressly stated in the quotation or order.
Unless otherwise agreed, internal drafts, unused concepts, production files, preliminary versions, working notes, templates and development materials remain the property of Silver Lotus.
12. Intellectual Property Rights
Upon full payment of all fees relating to the relevant project, Silver Lotus transfers to the Client, to the extent legally transferable, the economic intellectual property rights in the final bespoke deliverables created specifically for that project.
Where any right cannot legally be assigned, Silver Lotus grants the Client an exclusive, worldwide, perpetual licence to use, reproduce, modify, publish, distribute and commercially exploit the final deliverables for the purposes reasonably connected with the project.
The Client may use the final deliverables for itself and, where relevant, for its customers.
The transfer or licence does not include:
- unused or rejected concepts;
- preliminary designs and drafts;
- Silver Lotus methods, processes and know-how;
- pre-existing materials;
- reusable templates, systems or design components;
- software, tools or technical solutions;
- third-party materials;
- fonts, stock images, plugins or other licensed assets;
- source files not expressly included in the order.
Silver Lotus retains the right to use general knowledge, skills, techniques, ideas and experience acquired while performing the project, provided that no Client confidential information is disclosed.
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13. Portfolio and Promotional Use
Unless the Client notifies Silver Lotus in writing before the project begins that the project, the Client’s identity or specified materials may not be used for portfolio or promotional purposes, the Client grants Silver Lotus permission to use and display the completed work.
This permission includes the right to:
- display the final work in our online and offline portfolio;
- publish the work on our website and social media;
- include the work in presentations, proposals and credentials;
- prepare case studies;
- identify the Client and display its business name and logo;
- submit the work to design publications, competitions or awards;
- use images or descriptions of the work in Silver Lotus marketing materials.
This permission is non-exclusive, worldwide and royalty-free and continues after completion of the project.
We will not disclose confidential commercial information, personal data, unpublished business strategies or other information that has been clearly identified as confidential.
Where the work is intended for public release, we will normally wait until it has been released by the Client before publishing it in our portfolio.
If the Client does not want the work to be used in our portfolio, this must be clearly communicated before we begin the project.
A later request to remove previously published portfolio material will not automatically revoke the permission already granted, although we may consider reasonable removal requests in good faith.
14. Third-Party Materials
A project may use third-party materials such as:
- stock photographs;
- fonts;
- illustrations;
- templates;
- music;
- video;
- plugins;
- software;
- artificial intelligence tools;
- externally licensed content.
Such materials remain subject to the licence terms imposed by their respective owners or suppliers.
Unless otherwise agreed, the Client is responsible for ongoing licence fees required for continued use of third-party materials after project completion.
We will inform the Client where a material third-party licence is required and known to us.
15. Confidentiality
Both parties must keep confidential any non-public commercial, organisational, technical, financial or project-related information received in connection with the services.
Confidential information includes, in particular:
- project briefs;
- customer information;
- marketing strategies;
- unpublished designs;
- financial information;
- access credentials;
- internal documents;
- pricing and commercial arrangements.
The confidentiality obligation does not apply to information that:
- is already publicly available without breach of these Terms;
- was lawfully known to the receiving party before disclosure;
- was independently developed without using confidential information;
- was lawfully received from another source;
- must be disclosed under applicable law or a binding order of a competent authority.
We may share confidential information with team members and subcontractors who require access to perform the services and who are subject to appropriate confidentiality obligations.
The confidentiality obligation continues during the cooperation and for three years after it ends.
The portfolio permission in Section 13 does not permit disclosure of confidential information.
16. Team Members and Subcontractors
Silver Lotus may perform services through its employees, team members, contractors or subcontractors.
We remain responsible to the Client for the quality and timely coordination of work performed on our behalf.
The Client may not require that a particular individual personally performs every part of the services unless this has been expressly agreed in writing.
17. Independent Contractor
Silver Lotus acts as an independent contractor.
Nothing in these Terms creates:
- an employment relationship;
- a partnership;
- a joint venture;
- an agency relationship;
- an exclusive relationship;
- authority for either party to enter into obligations on behalf of the other party.
Both parties remain free to provide or purchase services from other businesses.
18. Limitation of Liability
Silver Lotus will perform the services with reasonable professional care and skill.
To the fullest extent permitted by applicable law, our total liability arising from the services, a project or these Terms is limited to the total net fees paid by the Client to Silver Lotus during the three months immediately preceding the event giving rise to the claim.
Silver Lotus will not be liable for:
- loss of profit or revenue;
- loss of business opportunities;
- loss of anticipated savings;
- loss of goodwill;
- indirect or consequential loss;
- decisions made by the Client or its customers based on the deliverables;
- errors in Client-supplied materials;
- use of the deliverables outside the agreed purpose;
- modifications made by the Client or a third party;
- printing, manufacturing or publication performed after Client approval;
- failure of third-party platforms, software, hosting or suppliers.
Nothing in these Terms excludes liability that cannot legally be excluded or limited.
19. Force Majeure
Neither party will be liable for failure or delay caused by circumstances outside its reasonable control.
Such circumstances may include serious technical failures, interruptions of essential services, natural disasters, war, civil unrest, government restrictions, major illness, cyber incidents or failure of critical third-party infrastructure.
The affected party must notify the other party within a reasonable time and make reasonable efforts to reduce the effects of the delay.
20. Suspension and Termination
Either party may terminate an ongoing, open-ended cooperation by giving one month’s written notice, effective at the end of a calendar month, unless another notice period has been agreed.
Either party may terminate the cooperation immediately if the other party commits a material breach and fails to remedy that breach within seven business days after receiving written notice.
We may suspend work immediately if:
- an invoice is overdue;
- the Client fails to provide necessary materials or decisions;
- continuing the project could violate applicable law or third-party rights;
- the Client requests work that was not agreed or cannot reasonably be performed.
If no paid project is carried out between the parties for six consecutive months, the ongoing cooperation may be treated as ended.
Termination does not affect:
- the Client’s obligation to pay for work already performed;
- rights that transferred following payment;
- confidentiality obligations;
- portfolio rights already granted;
- liability provisions;
- any provision intended to continue after termination.
21. Communication
The parties may communicate and approve project matters by email or through another agreed communication channel.
An instruction, approval or acceptance communicated by an authorised representative of the Client may be relied upon by Silver Lotus.
The Client is responsible for ensuring that the persons providing instructions or approvals are authorised to do so.
Our primary contact address is:
22. Order of Precedence
If there is a conflict between documents governing a project, the following order of precedence applies:
- a separately signed agreement;
- an accepted quotation, proposal or order confirmation;
- the agreed project brief;
- these Terms of Service.
A separately agreed provision overrides these Terms only for the project or matter to which it relates.
23. Changes to These Terms
Changes to This Policy
We may update these Terms from time to time.
The version applicable to a project is normally the version in effect when the relevant order is accepted.
Material changes will not apply retroactively to an existing project unless both parties agree otherwise.
24. Governing Law and Disputes
These Terms and all services provided by Silver Lotus are governed by the laws of the Republic of Estonia, unless the parties expressly agree otherwise in writing.
The parties will first attempt to resolve any dispute through good-faith negotiations.
If a dispute cannot be resolved amicably, it will be submitted to the competent courts of Estonia, subject to any mandatory rules of applicable law.
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25. General Provisions
If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions remain in effect.
A failure or delay in enforcing a right does not constitute a waiver of that right.
Neither party may transfer an ongoing project or its contractual obligations without the other party’s consent, except that Silver Lotus may use team members and subcontractors in accordance with these Terms.
These Terms, together with the applicable quotation, proposal, brief and order confirmation, constitute the agreement between the parties concerning the relevant services.
26. Contact
Questions regarding these Terms of Service may be sent to:
Silver Lotus OÜ
Email: contact@silverlotus.eu
Registry code: 17340237
EU VAT number: EE102923593