Terms of Service

Last updated: 29 October 2026

DRAFT — NOT YET IN FORCE. Prepared for David Curtin's review. A practising Irish solicitor must review these terms before Grafkit relies on them or publishes them. Items in [square brackets] are placeholders or decisions still to make; see review-checklist.md.

These terms are the agreement between you and us for the Grafkit design subscription. Please read them. They are written in plain English, but they are a binding contract.

1. Who we are and who these terms apply to

1.1 "Grafkit", "we", "us" and "our" means David Curtin, a sole trader trading as Grafkit and Brainstorm Design, of PH Floor, Rivercourt HQ, River Court Business Centre, Robert St, Cornmarket Row, Limerick V94 FVH4. Our VAT number is available on request. As a sole trader we have no company registration number.

1.2 "You", "your" and "the Client" means the business or organisation that buys a Grafkit plan. The person who accepts these terms confirms that they have authority to bind that business.

1.3 Business customers. Grafkit is a service for businesses. Unless clause 21 applies, you buy as a business, acting for purposes connected with your trade, business, craft or profession, and not as a consumer.

1.4 Consumers. If you are an individual buying for purposes outside your trade, business, craft or profession, you are a consumer and clause 21 applies to you as well. Where clause 21 conflicts with any other clause, clause 21 wins.

1.5 These terms take effect when you tick the box agreeing to them and complete payment at checkout, or accept them through an offer link we send you (the "Start Date"). Using the Service without having accepted these terms does not create a contract on different terms.

1.6 How the contract is made. (a) You choose a Plan, currency and billing interval on our website or in an offer link. (b) You are taken to a checkout page hosted by Stripe, where you see the price, tax, billing frequency and renewal terms, enter your business and payment details, and can correct any of them before you pay. (c) You tick the box to accept these terms and the Acceptable Use Policy, and press the button to subscribe. (d) We confirm your order by email without undue delay, with a link to the version of these terms you accepted. The contract is made in English. We keep a record of the version you accepted; you can download it at any time from the link in your confirmation email or ask us for a copy. We do not subscribe to any code of conduct.

2. Definitions

In these terms:

• "Service" means the Grafkit design subscription: design work by our team, delivered through the Grafkit web app at app.grafkit.com (the "App"), and the App itself.
• "Plan" means the subscription you choose: Essentials, Studio or Studio Plus.
• "Billing Period" means each month or each quarter (three months) for which you pay, starting on your Start Date or on your billing date.
• "Request" means one design task you submit in the App, as described in clause 4.
• "Active Request" means a Request we are working on at a given time. Requests waiting in your queue are not Active Requests.
• "Deliverables" means the final files we deliver to you for a Request and that you mark as approved, or that are treated as approved under clause 6.5.
• "Client Materials" means everything you or your users give us: briefs, logos, text, photos, data, brand guidelines, files and feedback.
• "Grafkit Materials" means everything we own or license that exists apart from your Deliverables: our tools, templates, methods, know-how, code, the App, internal files, unused concepts and working files.
• "Third-Party Materials" means fonts, stock images, icons, video, music, plug-ins, templates and other material owned by someone else.
• "Fees" means the subscription price for your Plan and Billing Period, plus any tax.
• "Business Day" means a day other than a Saturday, Sunday or public holiday in Ireland.

3. Plans and prices

3.1 Plans. Each Plan gives you a number of Active Requests at once and up to five user seats:

3.2 Prices. Our list prices at the date of these terms are:

Quarterly billing is charged once per quarter at a 10% discount, equal to the following per month (billed as three months in advance):

3.3 The price that applies to you is the one shown at checkout or in your offer link, which may differ from list price if we agreed a different price with you. That price is fixed for each Billing Period you have paid for.

3.4 Tax. Prices exclude VAT, GST/HST, sales tax and similar taxes. We add any tax that applies, as calculated at checkout based on your location and the business details you give us. In particular: (a) businesses in Ireland pay Irish VAT at the standard rate; (b) businesses elsewhere in the EU that give us a valid VAT number are charged no Irish VAT, and the reverse charge applies; (c) businesses outside the EU are generally not charged Irish VAT, because the service is treated as supplied where the business is established, but local taxes may apply where we are registered to collect them. You must give us accurate business and tax details, and you are responsible for tax arising from inaccurate ones. You are responsible for any withholding tax; if you must withhold, you pay us the amount that leaves us with the full Fees.

4. What a Request is

4.1 One Request, one deliverable. A Request is a single, defined design task with one main output, such as a logo concept round, a set of social posts for one campaign, a brochure, a one-page landing design, a presentation template, or edits to an existing file. We may, acting reasonably, split a large brief into several Requests (for example, a brand identity into logo, guidelines and stationery) and tell you how we have split it before we start.

4.2 Your queue. You can add as many Requests to your queue as you like. We work on up to your Plan's number of Active Requests at once, in the order you set. When a Request is approved, the next in your queue becomes active.

4.3 In scope. The Service covers graphic and digital design work, including: brand and identity design; marketing and advertising material; social media graphics; print design and print-ready artwork; presentations and documents; packaging and labels; illustrations in our house range; email and web page design; simple motion graphics; and, on Studio and Studio Plus, website care, meaning small updates to an existing site built on a platform we support (such as Webflow, Framer or WordPress).

4.4 Out of scope. Unless we agree otherwise in writing, the Service does not include: software or web development beyond website care; building new websites from scratch, except where your Plan includes them; copywriting beyond light editing of text you supply; photography, filming or video production; 3D modelling and complex animation; printing, production or media buying; trademark searches or legal clearance of names or marks; buying fonts, stock or other Third-Party Materials on your behalf; managing your social media accounts or advertising; and any work that breaks the Acceptable Use Policy. We will tell you if a Request is out of scope, and we may offer to quote for it separately.

4.5 Fair use. Your Plan is for the reasonable needs of one business and its own brands. It is not for reselling our work to your own clients as a white-label agency service, unless we agree that in writing. If your use is far above what a typical client on your Plan needs, or you split Requests artificially to get more work done at once, we may talk to you about moving to a bigger Plan and, if we cannot agree, apply clause 4.2 strictly.

5. Turnaround and quality

5.1 Targets, not guarantees. We aim to deliver a first draft of most Requests within 2 Business Days after the Request becomes active and the brief is complete, and to turn revisions around within 1 Business Day. Larger Requests take longer, and we will give you an estimate. These times are targets. Missing them is not a breach of these terms, but if we regularly miss them we want to know: tell us, and we will put it right.

5.2 Your brief. Turnaround starts when we have what we need. If a brief is unclear or materials are missing, we will ask, and the clock starts when you reply.

5.3 Skill and care. We will perform the Service with the reasonable skill, care and diligence of a competent professional design studio, and in line with good industry practice, using people with the skills needed for the Request.

5.4 The App. We make reasonable efforts to keep the App available and secure, but we do not promise uninterrupted availability or a particular uptime, and there is no service-level credit. We may carry out maintenance, preferably outside Irish business hours, and will give notice of planned downtime where we can. We back up your files daily (see clause 19.2).

6. Revisions and approval

6.1 Unlimited revisions within reason. You can ask for as many rounds of revisions on a Request as you need to get it right, as long as the changes stay within the original brief.

6.2 A change that alters the brief in a substantial way (for example, a new concept direction after a direction was approved, a different format or audience, or new content) is a new Request.

6.3 When revisions stop being reasonable. If a Request goes through more than 8 rounds without converging, we may suggest a short call to reset the brief. This is not a cap; it is how we get you to a result.

6.4 Approval. You approve a Request by signing it off in the App. Approval confirms the Deliverables are acceptable and releases the next Request in your queue. Withdrawing a sign-off. Final files are released automatically when you sign off. You can withdraw a sign-off within 24 hours of giving it, as long as no one has yet downloaded the final files. Withdraw it in the App, give a reason, and enter the confirmation code we send you. The released files are then taken down and the Request goes back to review. Once anyone has downloaded the final files, or after 24 hours, the sign-off stands.

6.5 Deemed approval. Once the App sends approval reminders, this clause applies: if you neither approve a delivered Request nor ask for changes within 10 Business Days after we deliver it, and we have sent you a reminder in the App and by email at least 3 Business Days before that period ends saying what will happen, the Request is treated as approved so your queue keeps moving. You can still reopen it as a new Request. Deemed approval does not affect your rights if the Deliverable is defective.

6.6 Checking. You are responsible for checking Deliverables before you use them, including spelling, facts, prices, legal statements, contact details, dimensions and print specifications. Once you approve artwork for print or publication, we are not responsible for errors you could reasonably have spotted.

7. Your account and your team

7.1 You must keep your account details accurate and keep sign-in links and devices secure. Anyone who signs in with your users' access acts for you.

7.2 The account owner can add up to the number of seats in your Plan, and can invite guests to view or comment on specific work. You are responsible for what your users and guests do in the App.

7.3 Only the account owner can change, pause or cancel the Plan.

7.4 You must make sure your users and guests follow the Acceptable Use Policy. The App shows each user a notice of it when they first sign in.

8. Billing and payment

8.1 Payment in advance and automatic renewal. Fees are charged in advance for each Billing Period, starting on the Start Date, and then automatically on the same date each month or quarter until you cancel. Your subscription renews automatically at the then-current price for your Plan until you cancel. You can cancel online at any time in the App (Billing), and cancellation takes effect at the end of the period you have paid for (clause 12). For quarterly plans, we email you a reminder at least 7 days before each renewal.

8.2 Payment methods. We take payment through Stripe. Depending on your market, we accept SEPA Direct Debit (Ireland and the EU), card (Canada, and optionally elsewhere) and US bank account (ACH) (United States). By setting up a payment method, you authorise us and Stripe to charge it for the Fees on each billing date, in line with the mandate shown at checkout.

8.3 Currency. You pay in the currency of your market: euro (EUR), Canadian dollars (CAD) or US dollars (USD). Your bank may charge conversion fees.

8.4 Invoices. We issue an invoice or receipt for each payment through Stripe. Quarterly plans get one invoice per quarter, with tax on the full amount. You can see invoices and update your payment method in the App under Billing.

8.5 Offer links. An offer link from us to start a Plan is valid for 14 days.

9. Late or failed payment

9.1 If a payment fails, we will tell you by email and in the App. Stripe may retry the payment automatically.

9.2 Grace period (days 1–7). For 7 days after a failed payment, everything keeps working as normal, with a reminder banner.

9.3 Hold (days 8–20). From day 8, work already in progress continues, but new Requests wait in your queue until payment is made.

9.4 Suspension (day 21 onward). From day 21, we may suspend the Service under clause 18.2. Your account and files stay safe, and the Service resumes when you pay.

9.5 Business customers only: we may charge statutory interest and compensation on late payments under the European Communities (Late Payment in Commercial Transactions) Regulations 2012, and recover reasonable costs of collection.

10. Plan changes

10.1 The account owner can change Plan in the App.

10.2 Upgrades. You can upgrade now or from your next billing date. If you upgrade now, Stripe charges a prorated difference for the rest of the current Billing Period immediately, and the extra Active Requests start straight away. On quarterly billing, an upgrade now is prorated in the same way.

10.3 Downgrades. Downgrades take effect from your next billing date. Until then, you keep your current Plan.

10.4 You can cancel a booked change in the App before it takes effect.

10.5 Switching between monthly and quarterly billing takes effect at your next renewal and is arranged by our team on request.

11. Pausing

11.1 Monthly plans can be paused for 1, 2 or 3 months. Quarterly plans can be paused for one quarter (3 months).

11.2 A pause starts at the end of the Billing Period you have already paid for, and billing restarts automatically when the pause ends. We do not charge during the pause.

11.3 During a pause, you can still sign in, see and download your files and add Requests to your queue, but we do not work on Requests.

11.4 You can only book a pause while your Plan is active and paid up, and only one pause at a time. You can resume early from the App, in which case billing restarts from the resume date.

12. Cancellation

12.1 You can cancel at any time in the App (Billing). Cancellation takes effect at the end of the Billing Period you have already paid for. You keep full use of the Service until then. There is no minimum term beyond the Billing Period you have paid for.

12.2 You can undo a cancellation in the App before it takes effect.

12.3 After cancellation your account stays open. You and your Team keep access to your brand kit, files, Deliverables and history, to view and download, for as long as the account stays open. You cannot start or progress Requests, and no designer works on the account, until you restart a Plan. Restarting a Plan reuses the same account. This does not apply where we end the agreement for your breach under clause 23.2; then clause 23.5 applies.

12.3A Closing your account. The account owner can close the account and ask us to erase it at any time, in the App or by email to [email protected]. We first give you the chance to export your files. We then delete Client Materials and Deliverables from live systems within 30 days, and they roll off backups within 60 days after that, except where we must keep records by law (for example invoices).

12.3B Inactive accounts. If an account has had no active Plan and no sign-in for 12 months, we email the account owner with a one-click export link. If there is still no sign-in or reply 24 months after the Plan ended, we give 30 days' notice by email and then close and erase the account as in clause 12.3A.

12.4 Work in progress at the end of your last Billing Period stops. We will deliver whatever is complete, and the current state of any unfinished Request in its working form, on request while the account is open.

13. Refunds

13.1 Business customers: Fees are not refundable, including for partly used Billing Periods, unused Requests or slots, or cancellation part-way through a month or quarter, except as set out in this clause or required by law.

13.2 Our errors. If we charge you in error (for example, twice, or after a cancellation took effect), we will refund the amount in full.

13.3 No money-back guarantee. We do not offer a satisfaction or money-back guarantee. Refunds are only as set out in this clause 13.

13.4 Our failure. If we materially fail to provide the Service in a Billing Period for reasons within our control, and do not put it right within 10 Business Days of your written notice, we will refund a fair proportion of the Fees for that Billing Period.

13.5 Consumers have the further rights in clause 21.

14. Price changes

14.1 We may change our prices to reflect changes in our costs (including staff, software and hosting), in the scope of the Plans, or in the market. We will give you at least 30 days' notice by email before a new price applies to you (60 days for quarterly plans). The new price applies from your first billing date after the notice period ends.

14.2 If you do not want to pay the new price, you can cancel before it takes effect, and you will not pay it.

14.3 Changes in tax rates apply from the date they take effect in law.

15. Intellectual property

15.1 You own your Deliverables. By these terms, we hereby assign to you, by way of present assignment of future copyright under section 121 of the Copyright and Related Rights Act 2000, all copyright and other intellectual property rights in each Deliverable, worldwide, for their full term, with full title guarantee. Each assignment takes effect automatically when you have paid all Fees for the Billing Period in which that Deliverable was delivered. Until then, you have a licence to review the Deliverable but not to publish or use it commercially. These terms are signed for us electronically by an authorised officer, as shown on the published version, and on request we will sign a confirmatory assignment of any Deliverable.

15.2 Our designers' rights and moral rights. We obtain from every employee, contractor and freelancer who works on Deliverables a written assignment to us of their copyright in that work and a written waiver of their moral rights (including the rights to be named as author and to object to changes), so that we can assign full rights to you. To the extent the law allows, we also waive any moral rights we have.

15.2A Further assurance. We will sign any document and do anything else reasonably needed to confirm or register your ownership of a Deliverable, at your cost for any official fees.

15.3 Working files and source files. We deliver final files in the formats agreed for each Request, and the editable source file where you ask for it. Unused concepts, alternative designs you did not choose, and our internal working files are not Deliverables and stay ours, though we will not give your unused concepts to anyone else in a way that identifies you.

15.4 Grafkit Materials. We keep all rights in the Grafkit Materials. Where Grafkit Materials are part of a Deliverable, we grant you a non-exclusive, perpetual, worldwide, royalty-free licence to use them as part of that Deliverable, including modifying it.

15.5 Third-Party Materials. Some Deliverables use Third-Party Materials, such as commercial fonts or stock images. These are not assigned to you. They are governed by their owners' licences, which we will name for each Request where it matters.

(a) Where we use free or open-licensed fonts and assets (for example, those under the SIL Open Font License), you can use them under that licence.

(b) Where a commercial font or stock item is needed, we will tell you before using it in a final Deliverable, and we will not deliver final files that rely on it until a licence covering your intended use is in place in your name (bought by you, or by us for you and recharged at cost with your prior agreement). Licences held by Grafkit for its own design work do not extend to you.

(c) We are not responsible if you use a Third-Party Material outside the scope of its licence.

15.6 Client Materials. You keep all rights in the Client Materials. You grant us a non-exclusive, worldwide, royalty-free licence to use, copy, adapt and store them for the purpose of providing the Service, and to let our sub-processors do so on our behalf.

15.7 Your warranty. You confirm that you own or have permission to use all Client Materials, and that our use of them as you instruct will not infringe anyone's rights, break any law, or breach any confidentiality.

15.8 Portfolio. We may show Deliverables (after they are public, or 6 months after delivery, whichever is earlier) in our portfolio, on our websites and social media, in pitches and in awards entries, and may name you as a client. You can opt out at any time by telling us; we will then stop new uses within 30 days. We will never show work you have told us is confidential, and we never show Client Materials that are not part of a Deliverable.

15.9 Trademarks. Assignment of copyright does not mean a design is free to register or use as a trademark. Checking that a name, logo or mark is available and registrable is your responsibility (see clause 4.4).

15.10 Feedback. If you give us suggestions about the App or the Service, we may use them freely, without obligation to you. This does not give us any right in your Client Materials or Deliverables.

16. Confidentiality

16.1 Each of us will keep the other's Confidential Information secret, use it only to perform or receive the Service, and share it only with employees, contractors and sub-processors who need to know it and are bound by confidentiality duties at least as strict as these.

16.2 "Confidential Information" means non-public information about a party's business, clients, plans, finances, products or data, including Client Materials, that is marked confidential or that a reasonable person would understand to be confidential.

16.3 This clause does not apply to information that is or becomes public without breach; that the recipient already had or developed independently; or that the recipient receives lawfully from someone else. A party may disclose information if required by law, court or regulator, after giving the other notice where lawful.

16.4 These duties last during the agreement and for 5 years after it ends, and indefinitely for trade secrets and personal data.

17. Data protection

17.1 We process personal data about you and your users as a controller under our Privacy Policy.

17.2 Where we process personal data contained in Client Materials on your behalf, we act as your processor, and the Data Processing Agreement forms part of these terms. Our current sub-processors are listed at grafkit.com/subprocessors.

18. Acceptable use, suspension and AI-assisted features

18.1 You must follow our Acceptable Use Policy, which forms part of these terms.

18.2 Suspension. We may suspend all or part of the Service, with notice where practical, if: (a) Fees are more than 20 days overdue (see clause 9); (b) you or your users breach the Acceptable Use Policy; (c) your use threatens the security, integrity or availability of the App; or (d) we must by law. We will lift the suspension as soon as the reason is resolved. Suspension does not stop Fees falling due, except where it is our fault.

18.3 AI-assisted features. The App includes optional helpers that use artificial intelligence (currently models supplied by Anthropic) to, for example, suggest questions to complete a brief, draft a brief from your notes, or summarise brand guidelines. In connection with them:

(a) They help you and our team; a human designer creates your Deliverables. We may use AI-assisted tools in the design process where they help, and we remain responsible for the work under these terms.

(b) Text you enter in these helpers, and relevant Client Materials, are sent to the AI provider to produce a response. Under the commercial terms we have accepted with the provider, that content is not used to train its models. See our Privacy Policy.

(c) AI suggestions can be wrong. Check them before you rely on them.

(d) AI-generated elements. We will not include material generated by AI (such as AI-generated imagery) in a Deliverable without telling you in the App when we deliver it. You may ask us to replace it with human-made work as part of your revisions. Copyright may not exist in material generated by AI without sufficient human creative input, in Ireland, the EU, the United States or elsewhere. For any AI-generated element, clause 15.1 assigns whatever rights we hold, but we give no promise that the element is protected by copyright, is exclusive to you, or could be registered as a trademark. We will not use AI-generated material in a logo or other mark unless you agree in writing.

(e) We use AI tools in line with the EU AI Act, including its transparency rules.

19. Liability

19.1 What we do not limit. Nothing in these terms limits or excludes liability for: death or personal injury caused by negligence; fraud or fraudulent misrepresentation; any liability that cannot be limited or excluded by law; or, in the case of consumers, the rights in clause 21.

19.2 Excluded losses. Subject to clause 19.1, neither of us is liable to the other, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for: loss of profits, revenue, business, contracts, goodwill or anticipated savings; any indirect or consequential loss; or loss or corruption of data, except that if data held in the App is lost or corrupted through our fault, we will restore it from our most recent backup at our own cost (we keep daily backups), and this exclusion does not limit that obligation.

19.3 Cap. Subject to clause 19.1, each party's total liability arising out of or in connection with these terms in any 12-month period is limited to the greater of (a) the Fees paid and payable by you in the 12 months before the event giving rise to the claim, and (b) three months' Fees for your Plan at the price in force when that event happened.

19.4 The cap in clause 19.3 does not apply to: your obligation to pay Fees; your indemnity in clause 20.1; or either party's breach of clause 16 (Confidentiality), for which the cap is twice the Fees paid in the prior 12 months.

19.5 Implied terms. Our express promises in clauses 5.3, 5.4 and 15 replace the terms implied by section 39 of the Sale of Goods and Supply of Services Act 1980 and by sections 13 to 15 of the Sale of Goods Act 1893. To the extent the law allows, and to the extent that it is fair and reasonable under section 40 of the 1980 Act, those implied terms are excluded, except that we will always supply the Service with the skill, care and diligence described in clause 5.3. This clause does not apply to consumers.

19.6 You agree that this allocation of risk is fair and reasonable, reflects the price of the Service (which would be higher without it), and that clause 19 was drawn to your attention at checkout and you had the chance to take advice on it.

20. Indemnities

20.1 Your indemnity. You will indemnify us against all losses, damages, costs (including reasonable legal fees) and liabilities arising from any third-party claim that the Client Materials, or our use of them as you instructed, infringe that third party's rights or break the law.

20.2 Our indemnity. We will indemnify you against all losses, damages, costs (including reasonable legal fees) and liabilities arising from any third-party claim that a Deliverable, as delivered by us, infringes that third party's copyright, except to the extent the claim arises from Client Materials, Third-Party Materials used within their licence, your instructions, or changes made by anyone other than us.

20.3 Conditions. A party claiming under an indemnity must tell the other promptly, give it control of the defence and settlement (but no settlement may admit fault for the indemnified party without its consent), and give reasonable help at the other's cost.

20.4 Our indemnity is subject to the cap in clause 19.3. If a Deliverable is, or is likely to be, the subject of a claim, we may modify or replace it so it is no longer infringing.

21. Consumers

This clause applies only if you buy as a consumer.

21.0 We sell to businesses. Grafkit is designed for businesses, and at checkout we ask you to confirm you are buying for your business. If you are not, please do not subscribe; contact us instead. This clause 21 applies if, despite that, the law treats you as a consumer.

21.1 Your statutory rights. Nothing in these terms affects your rights under the Consumer Rights Act 2022 or other consumer law. In particular, we must supply the Service with reasonable care and skill; information we give you about the Service is binding where you rely on it; and any digital content or digital service we supply must be as described, fit for purpose and of satisfactory quality. If we fail, you may be entitled to have it put right or to a price reduction or refund. The following do not apply to you: clauses 4.5 (second sentence), 6.5, 9.5, 13.1, 19.2 to 19.6, 20.1, 23.4, 26.3, 26.8 and 27.2. Where we change the price (clause 14) or these terms, you may end the contract without cost before the change applies, and we refund any Fees paid for the period after that.

21.2 Your 14-day right to cancel. You may cancel this contract within 14 days of the day it is made, without giving a reason. To cancel, tell us by email to [email protected] or use the model cancellation form below. It is enough to send your notice before the 14 days end.

21.3 If you ask us to start within the 14 days. At checkout we will ask whether you want us to start work immediately. If you expressly ask us to start within the 14-day period, and then cancel within it, you must pay a proportionate amount for the Service provided up to the time you told us you were cancelling, in comparison with the full Service under the contract. We refund the rest.

21.4 When you lose the right to cancel. If you expressly asked us to start and acknowledged that you would lose your right to cancel once the Service is fully performed, you lose the right to cancel once we have fully performed the Service. For digital content not supplied on a tangible medium (for example, final files we deliver), you lose the right to cancel once delivery begins, if you gave your prior express consent and acknowledged you would lose the right.

21.5 Refund. We will refund any amount due within 14 days of receiving your notice, using the same payment method, at no cost to you.

21.6 Model cancellation form. To David Curtin, PH Floor, Rivercourt HQ, River Court Business Centre, Robert St, Cornmarket Row, Limerick V94 FVH4, [email protected]: I hereby give notice that I cancel my contract for the supply of the following service: Grafkit ________. Ordered on: ________. Name: ________. Address: ________. Date: ________.

21.7 Disputes. You may bring proceedings in the courts of the country where you live, and the mandatory consumer protections of that country continue to apply to you. The European Commission's Online Dispute Resolution platform closed in July 2025; you may contact the Competition and Consumer Protection Commission (ccpc.ie) for information about your rights.

22. Force majeure

22.1 Neither party is liable for delay or failure caused by events beyond its reasonable control, such as natural disaster, pandemic, war, terrorism, civil unrest, government action, failure of the internet, power or a hosting provider, or a cyber-attack that reasonable security would not have prevented. This does not excuse payment of Fees for Service already provided.

22.2 The affected party must tell the other promptly and take reasonable steps to limit the effect. If the event lasts more than 30 days, either party may end the agreement by notice, and you will be refunded any Fees paid for the period after the event began in which no Service was provided.

23. Term and termination

23.1 These terms continue from the Start Date until your subscription is cancelled or ended under this clause.

23.2 Either party may end the agreement immediately by written notice if the other: (a) commits a material breach that cannot be remedied, or is not remedied within 14 days after notice; or (b) becomes insolvent, enters examinership, receivership, liquidation or any similar process, or stops trading.

23.3 We may also end the agreement by giving you 30 days' written notice for any reason, in which case we will refund Fees paid for any period after the end date.

23.4 We may end the agreement immediately if your account has been suspended for non-payment for more than 60 days.

23.5 On termination: if the agreement ends under clause 12 (cancellation) or 23.3 (our notice), or for our breach, your account stays open as in clause 12.3; if we end it for your breach, your access ends, but on request within 30 days we will give you a copy of Deliverables you have paid for and your Client Materials, after which clause 12.3A applies; you pay all Fees due up to the end date; and clauses that by their nature survive (including 13, 15, 16, 17, 19, 20, 24 and 26) continue.

24. Assignment and subcontracting

24.1 You may not assign or transfer these terms without our written consent, which we will not unreasonably withhold.

24.2 We may assign these terms to a company in our group, or to a buyer of all or part of our business, by giving you notice. We may use employees, contractors and freelance designers to perform the Service, and remain responsible for them.

25. Notices

25.1 We will send notices to the account owner's email address in the App. You should send notices to [email protected], or for legal notices, to [email protected] and our business address in clause 1.1.

25.2 An email notice is treated as received at the time it is sent, if sent on a Business Day before 5pm Irish time, and otherwise at 9am on the next Business Day, unless the sender receives a delivery failure message.

26. General

26.1 Entire agreement. These terms, together with the Acceptable Use Policy, the Data Processing Agreement, your order or offer link, and any written schedule we both agree, are the whole agreement between us about the Service. They replace any earlier discussions, proposals or understandings. Neither party has relied on any statement not set out in them, but nothing in this clause limits liability for fraud.

26.2 Order of precedence. If documents conflict, the following order applies: a written schedule signed by both parties; clause 21 (for consumers); these terms; the Data Processing Agreement (on data protection matters it wins); the Acceptable Use Policy; your order.

26.3 Changes to these terms. We may update these terms. For changes that materially affect you, we will give 30 days' notice by email; the changes apply from your next billing date after that, and you can cancel before then if you do not accept them. Other changes (such as corrections or changes required by law) apply on publication.

26.4 Waiver. A delay in enforcing a right is not a waiver of it.

26.5 Severance. If any part of these terms is found invalid or unenforceable, the rest continues in force, and the invalid part is changed to the minimum extent needed to make it valid.

26.6 No partnership. Nothing in these terms creates a partnership, joint venture, agency or employment relationship.

26.7 Third-party rights. No one other than you and us has any right to enforce these terms.

26.8 Non-solicitation. During the agreement and for 12 months after, you will not directly employ or engage any Grafkit designer who worked on your account without our consent.

26.9 Language. These terms are in English. Any translation is for convenience only.

26.10 Electronic contract and records. These terms are made electronically, and each party agrees that electronic acceptance and electronic signatures are valid for every purpose of these terms, including clause 15, under the Electronic Commerce Act 2000. We record the version you accepted, when, and from which account, keep it for at least 6 years after the contract ends, and link to it in your order confirmation.

26.11 Sanctions. You confirm that you are not, and are not owned or controlled by, a person subject to EU, UN, UK, US or Canadian sanctions, and that you will not use the Service in breach of sanctions or export-control law. We may end the agreement immediately if this stops being true.

27. Governing law and jurisdiction

27.1 Irish law. These terms, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them, are governed by the law of Ireland.

27.2 Irish courts. The courts of Ireland have exclusive jurisdiction, except that: (a) we may seek injunctive relief or recover unpaid Fees in any court of competent jurisdiction; and (b) consumers keep the rights in clause 21.7.

27.3 Customers in the United States and Canada. Grafkit sells to businesses in the United States and Canada on a business-to-business basis, and Irish law and Irish courts apply as set out above. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Nothing in these terms excludes any mandatory law of your state or province that cannot be excluded by contract between businesses; to the extent any such law applies, these terms are read to comply with it. In particular:

(a) Automatic renewal. Before you give payment details, checkout shows the price, billing frequency, that the subscription renews automatically until cancelled, and how to cancel, and we ask for your express agreement to automatic renewal. You can cancel online at any time, through the same App you use every day, without calling us (clause 12). Where a US state automatic-renewal law or the US Restore Online Shoppers' Confidence Act applies to your purchase, we will also give any notice or reminder it requires.

(b) Quebec. We do not currently accept clients located in Quebec.

27.4 Talk first. Before starting proceedings (other than for urgent relief or unpaid Fees), each party will try in good faith to resolve the dispute by discussion between senior people for at least 30 days.

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