Legal — document 03 of 7

Web Consulting, Design & Development Services Terms

Last updated 15 July 2026

The terms on which consulting, design and front-end development engagements are agreed, carried out, reviewed and completed.

Last updated
15 July 2026
Applies to
All paid engagements
Sections
14
Reading time
About 7 min

These terms apply to every paid engagement with Orivanta Sphere, whether the work is consulting, user experience research, interface design, front-end development, a performance audit or an accessibility audit. They sit alongside the written proposal for your project. Where a proposal and these terms conflict on a specific point, the proposal governs for that engagement; on everything else these terms apply.

01How an engagement starts

An engagement begins in four steps. You send a written brief. We reply with a proposal setting out scope, deliverables, schedule and fee. You accept the proposal in writing. The deposit is paid. Work begins after the fourth step, not before.

Nothing said in conversation, and no starting price published on the website, constitutes agreement on price or scope. Only the accepted written proposal does that.

Capacity is not held before acceptance and deposit. If another engagement is confirmed first, the schedule in your proposal may need to be revised, and we will tell you before you commit.

02What is included in the scope

The proposal lists the deliverables, the number of page templates or documents, the number of feedback rounds and any assumptions the fee depends on. Anything not listed is outside scope.

  • Deliverables — the specific documents, design files or code being produced.
  • Extent — how many templates, pages, screens or audit targets are covered.
  • Revision rounds — how many rounds of consolidated feedback are included at each stage.
  • Assumptions — what we assume you will supply, and by when.
  • Exclusions — anything explicitly not covered, so there is no ambiguity later.

03Your responsibilities

The schedule assumes you supply what is needed when it is needed. Delay in supplying material is the most common cause of a project running late, and it is the one thing we cannot control.

  • Provide content, brand materials, access credentials and any required approvals promptly.
  • Nominate one person with authority to give feedback and sign off each stage.
  • Return consolidated feedback within the period stated in the proposal, normally five business days.
  • Ensure you hold the rights to all material you supply for use in the project.
  • Tell us promptly if your requirements, deadline or internal approvals change.

Where material is outstanding for more than twenty business days, we may treat the engagement as paused under the section on pausing below.

04Feedback and revisions

Feedback is collected in rounds. Each round should be consolidated into a single set of comments from your side, so that conflicting internal opinions are resolved before they reach us rather than after.

A revision means refining work within the agreed direction. It does not mean changing the direction after it has been approved. Where feedback asks for a different direction than the one signed off, that is a change of scope and is quoted separately.

Rounds beyond those included in the proposal are charged at the hourly rate stated there. We tell you before that point is reached, so you can decide whether to proceed.

05Changes to scope

Scope changes are normal and are dealt with in writing. When you request something outside the agreed scope, we tell you what it affects and quote it before doing the work. We do not absorb out-of-scope requests silently and then explain a delay afterwards.

A change may affect the fee, the schedule or both. Work on a change begins only once you have accepted the revised terms in writing.

06Schedule

Timeframes in the proposal are working estimates based on the agreed scope, your material arriving on time and feedback returning within the agreed period. They are commitments to a way of working, not guarantees of a fixed calendar date, unless the proposal expressly states a fixed date.

Where a fixed launch date matters, say so in the brief. We will either commit to it in the proposal or tell you plainly that we cannot.

07Testing and acceptance

Front-end work is tested across current versions of the major browsers and at the breakpoints agreed in the proposal. Support for browsers that are no longer maintained by their vendor is outside scope unless the proposal states otherwise.

On delivery you have ten business days to review the work and report anything that does not match the agreed scope. Defects reported in that period are corrected without charge. After the period closes, the deliverable is treated as accepted, and further changes are quoted as new work.

08Warranty on front-end code

For thirty days after delivery we correct, at no charge, any defect in code we wrote where it fails to work as described in the agreed scope on the browsers and breakpoints covered.

The warranty does not cover changes made by others to the delivered code, faults in third party platforms, plugins, themes or hosting, changes in a browser after delivery, or content added after handover. It does not extend to new features or to behaviour that was never part of the agreed scope.

09Pausing and resuming

Either side may pause an engagement in writing. A pause requested by you does not suspend payment already due for work completed to that point.

Resuming is subject to available capacity. A pause longer than sixty days may require the schedule to be re-planned and any published rate changes to be applied to the remaining work.

10Confidentiality

Business information you share that is not public is treated as confidential. It is used only to carry out the engagement and is not disclosed to anyone outside it, except where disclosure is required by law.

The obligation continues after the engagement ends. It does not apply to information that was already public, that becomes public through no fault of ours, or that we already held before you disclosed it.

Unless you ask otherwise in writing, we may state that we worked with you and describe the type of work in general terms. We will not publish confidential details, figures or unreleased material.

11Subcontracting

Most work is carried out directly. Where a specialist is engaged to assist, we remain responsible to you for the whole of the work, and anyone assisting is bound by the same confidentiality obligations.

You are not asked to contract separately with anyone assisting, and their involvement does not change your fee or your point of contact.

12Limits of liability

Our total liability arising from an engagement is limited to the total fees you have paid for that engagement.

We are not liable for indirect or consequential loss, including lost profit, lost revenue, lost data or business interruption, arising from the work or from any delay in it. Nothing here limits liability that cannot lawfully be limited.

We do not guarantee commercial outcomes. Ranking, traffic, conversion rate and sales depend on market conditions, competition, pricing and factors outside a website's control, and no claim to the contrary is made in any proposal or on this site.

13Ending an engagement

Either side may end an engagement in writing. If you end it, fees are payable for all work completed and in progress up to that date, and the deposit is treated under the Cancellation and Refund Policy.

We may end an engagement where fees remain unpaid after written reminder, where material needed to continue is not supplied within a reasonable period, or where conduct towards anyone working on the project is abusive. In that case work completed to date is invoiced and any deliverables paid for are released.

14Governing law

These terms are governed by the laws of the Commonwealth of Kentucky, United States. The courts of that jurisdiction have exclusive jurisdiction over any dispute.

Both sides agree to raise a concern in writing and attempt to resolve it directly before starting proceedings.

Questions about this document

How to reach the practice

Questions, requests and formal notices relating to this document should be sent to Orivanta Sphere using the details below. Written enquiries are answered within one business day, Monday to Friday.

Email
projects@orivantasphereonline.com
Address
4010 Dupont Circle, Louisville, KY 40207
Phone
+1 502 813 3674