These Terms of License apply to all design, development, and digital services delivered by S•Bureau to our clients. By engaging our services, the client agrees to the following terms unless otherwise specified in a written agreement.

1. Ownership & Rights

Upon receipt of full project payment, the client is granted ownership of all final deliverables, including source code, website files, visual assets, and designs created specifically for the project. This ownership includes all associated intellectual property rights.

Ownership applies only to deliverables explicitly defined in the agreed scope of work. Any assets not listed or approved in the final project documentation remain the property of S•Bureau.

However, any drafts, working files, unused concepts, or internal tooling used in the development process remain the sole property of S•Bureau unless agreed otherwise in writing.

2. License Type

The client is granted a non-exclusive, non-transferable, worldwide license to use, modify, and commercially deploy the final deliverables. This includes use for marketing, branding, and monetization purposes.

This license does not permit:

• Resale or sublicensing of the deliverables as standalone assets (e.g., themes, templates, or stock products);
• Distribution in a way that competes with our core services without explicit written consent or a separate agreement.

3. Third-Party Assets

If any third-party content (e.g., fonts, stock imagery, software libraries) is used, we ensure it is properly licensed for commercial use. Clients are responsible for reviewing and complying with the licensing terms of those assets, especially if they intend to reuse them in other contexts.

Upon request, we can provide a list of all third-party assets used in the final deliverables.

4. Source Code & CMS Access

Clients receive full access to all production-ready source code, configuration files, and content management system (CMS) data. This enables independent hosting, editing, or migration.

Any pre-existing frameworks, starter kits, or proprietary utilities used to accelerate delivery remain the intellectual property of S•Bureau and may be reused across projects unless otherwise agreed under NDA.

5. Attribution

We may showcase completed work in our portfolio, case studies, and promotional content (e.g., social media, website showcases), including client name, project screenshots, and public URLs.

If the client requires confidentiality, they may request attribution exclusion in writing before the project begins.

6. Restrictions

7. Termination & Refunds

If a project is paused or terminated early by either party:

• S•Bureau reserves the right to invoice for completed work up to that point;
• Deliverables created before termination may be transferred to the client, subject to proportional payment;
• Refunds are not guaranteed once development or design production has commenced, though we aim to resolve all terminations fairly and professionally.

8. Support & Maintenance

Unless explicitly included in the project scope, our services do not include ongoing maintenance, bug fixes, or platform updates after delivery.

We offer optional maintenance plans covering:

• CMS and platform updates;
• Performance monitoring and uptime checks;
• Minor content edits and backup management;
• Security patches and plugin upgrades.

We encourage clients to align on post-launch expectations during the onboarding process.

9. Governing Law

These Terms shall be governed by and construed in accordance with the laws of Ukraine. Any disputes arising out of or relating to these Terms or the services provided shall be subject to the exclusive jurisdiction of the courts of Kyiv, Ukraine.

By engaging our services, the client consents to the personal jurisdiction and venue in these courts and waives any objection to such jurisdiction or venue.

In the event that any provision of these Terms is found to be unenforceable or invalid, such provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect and enforceable.

10. Force Majeure

S•Bureau is not liable for failure or delay in delivering services due to causes beyond our reasonable control, including but not limited to:

• Natural disasters, extreme weather events, or acts of God;
• War, terrorism, civil unrest, or governmental actions;
• Power outages, internet service disruptions, or telecommunications failures;
• Cyberattacks, computer viruses, or other security incidents;
• Labor disputes, strikes, or workforce shortages;
• Third-party service provider failures or disruptions;
• Pandemics, epidemics, or public health emergencies.

In such circumstances, S•Bureau will make reasonable efforts to notify the client of the situation and its expected duration. Deadlines and delivery schedules will be extended by a period equal to the duration of the force majeure event. If the force majeure event continues for more than 60 days, either party may terminate the agreement with written notice, with payment due only for services rendered prior to the force majeure event.

11. Survival

The following provisions shall survive the expiration or termination of the agreement between S•Bureau and the client:

• Ownership rights and intellectual property provisions (Section 1);
• License limitations and restrictions on use (Section 2);
• Third-party asset licensing obligations (Section 3);
• Attribution rights (Section 5);
• Restrictions on deliverable usage (Section 6);
• Governing law and dispute resolution provisions (Section 9);
• Any payment obligations that accrued prior to termination.

This survival clause ensures that certain rights and obligations continue to be enforceable even after the business relationship ends. These enduring provisions protect both parties' interests and maintain the integrity of the original agreement regarding intellectual property, usage rights, and legal remedies.

12. Entire Agreement

These Terms, along with any signed proposals, quotes, or contracts, constitute the entire agreement between S•Bureau and the client. They supersede all prior oral or written communications relating to the services provided.

Contact Us

If the client has any questions regarding these Terms of License, please contact us at info@bureauagency.com or through our contact page.