Terms of Service

Last Updated: 10th April 2025

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Please read these Terms and Conditions (“Terms”) carefully before using Hatchly’s services. These Terms form a legal agreement between you (the Client, referred to as “you” or “Client”) and Hatchly Ltd (referred to as “Hatchly”, the “Company”, “we”, or “us”), a UK-based company providing subscription-based design services. By signing up for a Hatchly design subscription or using our design services, you agree to be bound by these Terms. If you do not agree with any part of these Terms, you must not subscribe to or use Hatchly’s services.

These Terms apply to clients in the UK, EU, US, or any other location. Certain clauses relating to legal rights and liabilities (such as governing law) are specific to the UK, as noted. No privacy or cookie terms are included here (those are addressed in our separate Privacy Policy).

1. Subscription Terms

1.1 Subscription Plans, Period and Renewal

Hatchly offers its design services on a subscription basis. When you purchase a subscription plan, you will gain access to our design services for a recurring subscription period (e.g. monthly, quarterly, half-yearly, or annually, depending on the plan you select). You will be billed in advance for each subscription period. At the end of each subscription period, your subscription will automatically renew for a successive period of the same length under the same terms (billing frequency, plan level, etc.) unless either party cancels or changes the subscription as described below. Hatchly reserves the right to refuse any subscription order at our discretion (for example, if a client is not a business customer or has a history of late payments).

• Minimum Commitment: Each subscription plan has a minimum commitment equal to its initial term. This means you agree to at least the first paid period of service (for example, three months for a quarterly plan, or one year for an annual plan). You cannot cancel a subscription mid-term; cancellation (termination) can only take effect at the end of a subscription period (see Section 1.3). By subscribing, you commit to paying for and receiving services for the minimum term of your plan.

1.2 Subscription Changes (Upgrades, Downgrades, and Pauses)

You may request changes to your subscription plan, including upgrading to a higher tier, downgrading to a lower tier, or pausing the service. All subscription changes require at least 30 days’ written notice to Hatchly:

• Upgrades: If you upgrade your plan (to a higher service tier or longer term), notify us in writing. The change in plan and pricing will take effect after the 30-day notice period (usually aligning with your next billing cycle after the notice period). Upgrading will involve fees relevent to the pricing plan you decide to upgrade to, which will be explained prior to the upgrade and will be charged starting from the effective date of the change. (In some cases, we may accommodate an immediate upgrade if you request it, but you will be charged a prorated fee for the remainder of the current period or otherwise as agreed in writing.)

• Downgrades: If you downgrade to a lower plan level, the downgrade will take effect only after the 30-day notice period has elapsed. You will continue to enjoy your current plan benefits until the change is effective. No credits or refunds will be given for downgrades — the lower price will apply after the notice period (usually from the next renewal date onward).

• Pausing Subscription: If you wish to temporarily pause your subscription (i.e. suspend services for a period), you must also give 30 days’ notice. We will continue to provide services (and you will be billed) during the notice period. At the end of your billing period, your subscription can be put on hold. During a pause, we will not bill you and no design services will be provided. When you are ready to resume, notify us and we will reactivate your subscription (fees will resume at your then-current plan rate). A subscription pause is intended for short-term breaks; if a pause exceeds a reasonable duration (e.g. several months), Hatchly may treat it as a termination at our discretion.

All change requests must be submitted in writing to Hatchly (email is acceptable, or as otherwise specified by us). Changes will not be applied retroactively. This means any subscription modifications will only apply going forward after the 30-day notice period and at the end of your billing period; you cannot receive a refund or credit for switching plans mid-way through a period that you already paid for.

1.3 Cancellation by Client

If you do not wish to renew your subscription, you may cancel it by providing Hatchly with at least 30 days’ written notice prior to your next renewal date. Cancellation requests should be sent via email to your Hatchly account manager or to the contact email provided in your order or our website. Once we receive your cancellation notice, the following terms apply:

• No Mid-Period Termination: Your subscription will remain active until the end of the current paid subscription period. You can continue to access and use the design service until that date. The cancellation will take effect at the end of your current billing cycle following the 30-day notice period. (For example, if your monthly subscription renews on the 1st of each month and you give notice on the 15th, you will be billed for and retain service through the next month, and termination will be effective at the end of that next month.)

• No Refunds for Prepaid Periods: Subscription fees are non-refundable. If you cancel, you will not receive any refund or credit for fees already paid for the ongoing subscription period (or any past periods). This includes cases where you cancel in the middle of a billing cycle or do not fully utilize the service. You will simply retain access until the period ends, and then not be charged further. (The only exception is if applicable law requires a refund in a specific circumstance).

• Minimum Term Commitment: If you attempt to cancel before fulfilling the minimum commitment of your subscription (see Section 1.1), you will still be responsible for any remaining fees for the initial term. For example, if you agreed to a three-month minimum term and wish to cancel after two months, you must still pay for the third month, and your cancellation will take effect after that third month.

• Confirmation of Cancellation: We will confirm in writing (email) the receipt of your cancellation notice and the effective cancellation date. If you do not receive confirmation within a reasonable time, please follow up to ensure we have received your notice.

• Trial period: During the initial 30-day trial period, the Client may cancel at any time by written notice. Cancellation will take effect at the end of the trial period. Fees paid for the trial period are non-refundable unless required by law. If the Client cancels during the trial, no longer-term commitment applies beyond the trial period.

1.4 Cancellation or Termination by Hatchly

Hatchly reserves the right to terminate or suspend your subscription in the following cases:

• For Breach or Non-Payment: If you violate any material term of this Agreement, or fail to pay fees when due (see Payment terms below), Hatchly may suspend the service and give you notice to remedy the breach. If you do not remedy the breach or pay the overdue amount within the stated time, Hatchly may terminate your subscription for cause. In such cases, you will not be entitled to any refund of fees already paid, and you will remain liable for any unpaid fees up to the date of termination. We also reserve the right to withhold deliverables or work product if payment is overdue or if we terminate for your breach, until such issues are resolved.

• For Convenience (with Notice): Hatchly may decide to discontinue providing services to you at our discretion (for example, if we cease offering the service generally or in your region, or if we determine we cannot reasonably meet your design needs). In such case, we will give you reasonable advance notice (at least 30 days when possible) that we intend to terminate your subscription at the end of your current billing period. If we terminate your subscription without cause (i.e. not due to your breach), and you have already pre-paid for a future period that you will not receive service for, we will refund any amounts corresponding to the unused period after the termination effective date.

• Immediate Suspension for Illegal or Objectionable Use: If at any time we discover that you are using our services for unlawful purposes or in a manner that, in Hatchly’s judgment, could harm Hatchly’s reputation or operations (for example, submitting graphic design requests that are defamatory, obscene, involve hate speech, or violate third-party rights or any laws), we reserve the right to immediately suspend your access. We will notify you of the issue and may terminate the agreement if the issue is not promptly resolved to our satisfaction. (Using Hatchly to produce materials that are harassing, fraudulent, infringing, or otherwise unlawful is strictly prohibited.)

If your subscription is terminated (by you or by us), Sections of these Terms that by their nature should survive termination (such as intellectual property rights granted, disclaimers of warranties, limitation of liability, indemnification obligations, and payment obligations for unpaid fees) will continue to apply even after the agreement ends.

2. Fees and Payment

2.1 Billing and Payment Authorization

By signing up for a Hatchly subscription, you agree to pay the subscription fees as set out in your order or plan selection. All fees are typically quoted and charged in GBP (£) for UK and international clients (or in another currency if specified in your order or invoice). Fees do not include any applicable taxes (such as VAT or sales tax). If any such taxes are required by law, they will be added to our charges and indicated on your invoice (for example, UK clients will be charged VAT at the applicable rate, unless a reverse charge or exemption applies). You are responsible for any taxes or duties associated with the purchase of our services, aside from taxes on our income.

Payment Method: You must provide us with accurate and complete billing information, which may include your full legal name or company name, billing address (including city, state/province, postal code, and country), a valid email address, and a valid payment method (e.g. credit card details or bank payment details for direct debit). By providing a payment method, you represent that you are authorized to use that payment method and you authorize Hatchly (or our third-party payment processor) to charge your payment method for the subscription fees on a recurring basis.

Recurring Charges: You agree that we may automatically charge the subscription fee to your provided payment method in advance of each billing period. For example, If you have a quarterly plan, we will charge the quarterly subscription fee at the start of each quarterly billing period for that quaterly subscription. If you have an annual plan, we will charge the annual fee at the start of each year-long period, and so on. (If a billing date does not exist in a given month — e.g., 31st — the charge may occur on the last day of that month.) These recurring charges will continue until you properly cancel the subscription in accordance with Section 1.3.

No Set-Off or Withholding: All payments to Hatchly must be made in full, without any set-off, counterclaim, deduction, or withholding, except for any deduction or withholding of tax that is required by law. This means you cannot withhold payment or reduce the amount of a due fee because you are awaiting a credit, have a dispute, or claim any wrongdoing by Hatchly, etc. If you believe you are owed any adjustment or have any dispute, you must still pay the full invoiced amount and then pursue the matter separately with us.

2.2 Payment Failure and Late Payments

It is your responsibility to ensure that your payment information is up-to-date and that fees are paid on time. If automatic billing fails for any reason (for example, your credit card expires or a charge is declined by your bank), Hatchly will notify you of the failure. We may re-attempt the charge within a short period, or we will issue an electronic invoice to you for the amount due. You agree to promptly pay any invoice by the due date stated. Our standard payment terms for manual invoices are Net 30 days, meaning payment should be made within 30 calendar days from the invoice date, unless otherwise specified. In some cases (subject to prior agreement in writing), we may extend to Net 60 days for approved clients or enterprise accounts.

If an invoice remains unpaid beyond 30 days, Hatchly reserves the right to suspend your service (meaning we may put a hold on doing further design work or delivering files) until payment is made. If an invoice remains unpaid beyond 60 days, this will constitute a material breach of the Terms. We may then terminate your subscription for non-payment (as described in Section 1.4) and take steps to recover the owed amounts.

Late Fees/Interest: Any amount not paid by its due date may incur a late fee or interest. Specifically, Hatchly may charge interest on overdue amounts at the rate of 6% per annum above the Bank of England base rate, accruing daily from the due date until the date of actual payment (or the maximum rate permitted by law, if lower). Alternatively, we may impose a one-time late payment fee and/or recover any costs of collection as allowed by law. These charges are to compensate us for the time value of money lost and administrative costs of chasing late payments. You agree to pay any such interest or fees on overdue amounts. We will also be entitled to recover any reasonable legal fees or collection agency costs incurred in recovering late payments.

2.3 No Refunds

All fees paid to Hatchly are non-refundable, except where required by law or expressly stated otherwise in these Terms. This no-refund policy applies to subscription fees associated with our services. Once a payment for a given subscription period has been processed, you will not be refunded for that period if you decide to cancel or downgrade or if you do not fully utilise the service. Hatchly bases its capacity planning and resource allocation on subscriber commitments, so we appreciate your understanding that we cannot issue refunds for unused time. If you believe extraordinary circumstances justify a refund (for example, a serious failure on our part in delivering the service), you may contact us to discuss, but we make no guarantee of any refund.

2.4 Fee Changes

Hatchly may, in its sole discretion, change the pricing for our subscription plans or introduce new fees over time. For example, we may adjust our monthly/annual rates, or charge for new premium features. Any change in subscription fees will apply only at the start of a new subscription period. If we plan to increase the fee for your existing subscription, we will provide you with reasonable prior notice, generally at least 30 days in advance of the change taking effect. We will notify you either by email and/or by a prominent notice on our website or billing portal. This notice is intended to give you the opportunity to review the changes and, if you do not agree with the new fees, to cancel your subscription before the new rates apply.

If you do not cancel and continue to use the service into the next renewal period when the fee change takes effect, this will constitute your acceptance of the new pricing. Your payment method will be charged the updated subscription rate on your next billing date. All fee changes are implemented prospectively (no retroactive fee changes for a period you’ve already paid for).

(Note: We will not arbitrarily change fees in the middle of a pre-paid term. However, for month-to-month subscriptions, changes can apply from the next month onward; for annual subscriptions, from the next year, etc. Special promotions or discounts apply only for their specified term, and once expired, the standard rate may apply.)

2.5 Additional Costs

Hatchly’s subscription covers the labour and expertise of our design team and the deliverables we produce for you. Third-Party Costs: If fulfilling your request requires purchasing any third-party assets or incurring expenses (for example, licensing a stock photo, a premium font, or any specific software/plugin), we will inform you in advance. Such third-party costs are not included in your subscription fee and will be passed on to you. We can either ask you to provide the licensed asset or we will purchase it on your behalf with your approval and add the expense to your next invoice (or charge it separately at cost). We will only proceed with a third-party expense with your consent (except for nominal costs under a certain threshold, if you’ve given blanket pre-approval for expediency). You are responsible for these additional costs, and any assets purchased will be licensed in your name or transferred to you as appropriate.

3. Service Delivery and Turnaround

3.1 Scope of Service

Hatchly provides on-demand graphic design services via a subscription model. This means you will have access to a design team or designer(s) assigned to work on your creative projects, such as graphic designs, templates, illustrations, or other creative outputs as offered by Hatchly as set out on the website. Our service is designed for fast and iterative design work that fits within the subscription format. Typical use cases include social media graphics, marketing materials, slide deck designs and more.

While we strive to be flexible and accommodate a wide range of design requests, our service may not be suitable for extremely large-scale, highly technical, or specialised design projects. For instance, Hatchly might not be the right service for complex 3D modeling, extensive video production, or projects requiring very specialised industry-specific design compliance (unless explicitly agreed). We will use reasonable efforts to fulfill your requests but reserve the right to decline or recommend alternative solutions for requests that fall outside the typical scope of our subscription service as set out under what is out of scope on the website. If a request is beyond our scope, we will let you know as soon as possible and discuss alternative approaches (such as a separate project agreement or adjusting the request).

3.2 Request Submission and Queue

To utilise the service, you will submit design requests to us through our designated channels. Hatchly will provide you with access to a project management portal or allow requests via an online form. We will inform you of the proper method to submit requests when you onboard. Each request should include sufficient details and specifications (e.g. a creative brief, desired output format, dimensions, text copy, brand guidelines, etc.) for our team to work efficiently. If you have multiple design needs, you may submit multiple requests and we will work within your agreed daily design capacity to complete those tasks.

Workflow: Generally, we operate on a one-at-a-time basis per designer/team allocated to your account. This means that once you submit a request, we will begin work on it and deliver a draft or completed design. If you have additional requests in the queue, our team will move to the next request once the current one is completed or awaiting your feedback. You can always prioritise your queue by communicating which task is most urgent. We encourage maintaining a clear list of priorities so we can deliver what you need first.

3.3 Turnaround Time

Hatchly aims to deliver prompt turnarounds for design tasks. We provide hourly daily design capacity (which varies between ~1.25 - ~4.5 hours per day depending on the plan), Monday-Friday, and work on your designs each day. While actual delivery times can vary based on request complexity and current workload, our general goal is to deliver an initial draft or update within 1-2 business days for most standard design requests. More complex requests (e.g. a multi-page brochure or an animated graphic) may require a longer timeframe (several days or more). We will communicate estimated timelines for such requests after reviewing the requirements and how quickly we can deliver within our agreed daily design capacity..

Business Hours: Our design team operates during normal business hours (for example, Monday to Friday, 9am to 5pm GMT/BST, excluding UK public holidays). Requests sent outside of business hours will be received, but work may not begin until the next business day. For instance, if you submit a request on Friday evening or over the weekend, we will typically start on it on Monday. If you submit a request late in the business day (e.g. after 3pm), it may count as being received the next business day for scheduling purposes. We will do our best to accommodate urgent needs, but please be aware of these operational hours.

3.4 Client Cooperation and Revisions

Successful design output is a collaborative process. Your Responsibilities in the Process: You agree to:

• Provide clear instructions and assets with your requests. This includes any text, images, logos, or brand guidelines that should be used. You must have the right to use any materials you provide (see Section 5 on Client Content).

• Respond in a timely manner with feedback or approvals. Prompt feedback helps us stay on schedule. If we are waiting on your feedback or clarification, the turnaround clock pauses until we hear back. Delays in your response will proportionally delay delivery.

• Review the work product we deliver and either approve it or request revisions. We offer unlimited revisions – this means we will continue to refine the design until you are satisfied, but revisions should stay within the scope of the original request. A change in direction or a new request may be treated as a new task.

We will deliver design drafts or finals typically in common file formats (e.g. PNG, JPG, PDF for output; source files like PSD, AI or Figma files can be provided on request for final designs). It is your responsibility to thoroughly review all deliverables. Proofing: Please check all text for typos, verify images, colors, layout, and ensure the design meets your needs before you use or publish it. If you find any issues, let us know and we will correct them. Hatchly is not responsible for losses or damages resulting from errors that were present in a deliverable and not brought to our attention during the review process. In other words, once you approve a design or use it in production, you assume responsibility for any remaining errors or omissions in that design.

3.5 Service Limitations

We will work through your design queue diligently, but we may not be able to complete a very large number of complex requests simultaneously within a short period if you are on the wrong plan. If we believe a client’s usage is far beyond what was agreed (for example, submitting dozens of large projects at once in a way that overloads our team and exceeds our agreed designated daily capacity), we will discuss a schedule or recommend an upgraded plan to ensure we can maintain quality and timely delivery for you and other clients. We also do not create original content outside of design (for example, copywriting text for your designs) unless explicitly included in your plan. We rely on you to provide the content (text, product images, etc.) that goes into the designs, except for minor filler text or basic headlines which we can help refine.

4. Intellectual Property and Ownership of Deliverables

One of the core benefits of Hatchly’s service is that you get to use the designs we create for you in your business. This section explains how intellectual property (IP) rights are handled for materials you provide to us (Client Content) and for the Deliverables we produce, as well as Hatchly’s rights to reuse certain knowledge or components.

4.1 Ownership of Final Deliverables

Client Ownership: Upon full payment of all fees due for a given project or subscription period, the final design deliverables that Hatchly produces for you will be your property. Hatchly hereby assigns to you all rights, title, and interest in and to the final deliverables we create for you under these Terms, including any applicable copyrights, design rights, or other intellectual property rights in the creative content, with the exception of Hatchly’s Pre-Existing IP and non-client-specific materials (as defined below). In plain language, this means the end graphics, images, and files we deliver to you are yours to use as you see fit in your business, once you have paid for them. You may reproduce, distribute, publish, and adapt those deliverables freely. You do not owe Hatchly any royalties or ongoing fees for this use.

Conditions: Please note that this transfer of ownership (or license, as applicable) is conditioned on your account being paid in full. If you have not paid for the services that produced a deliverable (or if a payment is later charged back or refunded improperly), then Hatchly retains all intellectual property rights in the deliverable until payment is made. We reserve the right to revoke or invalidate your right to use deliverables if you have not paid for them, and any use of such deliverables in that case would be an infringement of Hatchly’s rights. Once proper payment is received, the rights automatically transfer as described.

Also, note that your ownership of deliverables is subject to any third-party rights in any components that we used (for example, if the deliverable includes a stock photo or a font, you have whatever ownership or license we are able to pass to you, which may be subject to that third-party’s license terms – see Section 5.2). We will clarify if any piece of a deliverable is governed by third-party license terms.

4.2 Hatchly’s Pre-Existing IP and Reuse of Assets

Hatchly retains ownership of all pre-existing intellectual property and materials that we bring to the project, and we also retain the right to use any general skills, know-how, or generic design elements that we develop while working on your projects. Specifically:

• Pre-existing IP: If we use any of our own pre-made design templates, code, software, algorithms, or other intellectual property that we developed prior to or outside of our work for you, those underlying elements remain the property of Hatchly. We may incorporate them into deliverables (and by virtue of the above, you then have rights to use the deliverables), but we do not transfer ownership of our underlying tools or frameworks to you. We simply grant you (as part of the deliverable) an appropriate license to use them along with the deliverable. For example, if we use a proprietary Hatchly template or an automation script to generate your designs, you can use the resulting design, but you do not acquire rights to the template or script itself for use outside of your deliverable.

4.3 License to Client Materials

During the course of our work, you may provide us with or require us to use certain Client Materials (sometimes called “Client Content”). This can include, for example, your company logos, branding guidelines, copy (text) to include in designs, images or graphics you supply, fonts, or any other materials that you own or have rights to that you want included in the designs. You retain ownership of all intellectual property rights in the materials you or your licensors provide to us. Hatchly does not claim ownership of your pre-existing content.

However, in order for us to work with your materials, you grant Hatchly a license to use, reproduce, modify, and adapt your materials for the purpose of delivering the services and creating the deliverables for you. This license is non-exclusive, royalty-free, worldwide, and limited to the term of our agreement. It allows us, for example, to copy your logo into a design, or to modify a chart you gave us, or to combine your text with graphics. We will only use your materials to work on your projects and for internal purposes (such as backups, or testing the design). We will not share your raw materials with other clients or use them for any purpose other than providing services to you. Once our engagement is over or upon your request, we will cease using your materials (aside from archival copies for our records/ legal purposes).

4.4 Portfolio Rights (Use of Deliverables for Marketing)

Hatchly is proud of the work we do for our clients, and we may seek to showcase non-confidential examples of that work in our portfolio or marketing materials. You agree that Hatchly may use the final deliverables and your company name/logo in our portfolio, website, case studies, and marketing materials for the purpose of illustrating the kind of work we have done, unless you request in writing that we keep specific work confidential. We will respect any confidentiality requests: If your project is sensitive or under NDA, please inform us in advance or at the time of cancellation, and we will refrain from publicising it. Our portfolio usage will not include any of your sensitive or non-public information (for example, if the design itself is confidential until a certain launch date, we will wait until it’s public, or if it’s never to be public, we won’t display it without permission). This portfolio license is understood to be part of the compensation for our services, enabling us to demonstrate our experience.

If you do not want us to use your name or project in any marketing material at all, please let us know, and we can discuss opting you out of this clause.

5. Client Responsibilities and Third-Party Rights

In order for Hatchly to provide services effectively and to protect both parties, you (the Client) make the following promises and agree to the following obligations:

5.1 Your Representations and Warranties

You represent, warrant and agree that:
• Business use & authority: You are purchasing the services for business purposes and you have authority to bind the organisation you represent.
• Lawful use: You will use the services and deliverables in compliance with applicable laws and will not request content that is unlawful, defamatory, hateful, harassing, obscene, or otherwise objectionable.
• Client Materials: Any materials, content or instructions you provide (including text, images, logos, trademarks, fonts, brand assets) are owned by you or you have all necessary rights, licences and permissions to provide them to us and for us to use them to deliver the services.
• Third-party assets: Where you request third-party content (e.g. stock imagery, fonts, illustrations) you are responsible for ensuring it is properly licensed for your intended use. You will either (a) provide the asset and evidence of licence on request, or (b) authorise us to procure it on your behalf (in which case you agree to pay the cost).
• Accurate information: Information you provide to Hatchly is accurate to the best of your knowledge, and you’ll promptly tell us if key details change.
• Use of deliverables & claims: If you publish or distribute deliverables (including ads), you are responsible for ensuring any claims, statements, regulatory disclosures and required approvals are accurate and compliant. Nothing we produce should be treated as legal, regulatory or compliance advice.

5.2 Third-party claims, licensing and indemnity

We create designs based on your instructions and Client Materials. To the fullest extent permitted by law, Hatchly is not responsible for verifying ownership, licensing or permissions for Client Materials or third-party assets you instruct us to use.

If a third party brings a claim against Hatchly arising from: (a) Client Materials, (b) your instructions, (c) your breach of these Terms, or (d) your use of deliverables in a way that is unlawful or outside the scope of these Terms or any third-party licence, you agree to indemnify and hold harmless Hatchly (including our directors, employees and contractors) from all losses, damages, liabilities, costs and reasonable legal fees arising from such claim.

Content review / refusal: We may refuse, pause, or request changes to any work we reasonably believe may be unlawful, infringing, or otherwise problematic. However, any review or assistance from us does not constitute legal clearance or compliance approval. You remain responsible for final approval and use.

5.3 No IP non-infringement warranty

We aim to produce original work and we do not knowingly copy third-party protected works. However, except as expressly stated in these Terms, deliverables are provided “as is” and we do not give a guarantee that deliverables will be free from third-party claims of infringement.

If you believe a deliverable may infringe third-party rights, you must notify us promptly and refrain from using it until the issue is resolved. Where appropriate, we may modify the deliverable to reduce risk. Any liability of Hatchly is subject to the limitations in Section 6.

6. Limitation of Liability and Disclaimers

6.1 Disclaimer of Warranties

The services and deliverables are provided on an “as is” and “as available” basis, except as expressly stated in these Terms.

To the fullest extent permitted by law, Hatchly excludes all implied warranties, conditions or representations, including (without limitation) any implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

We do not guarantee that:
• the services will be uninterrupted, error-free, or meet all of your expectations; or
• the use of any deliverable will result in any particular commercial outcome (such as increased sales, conversions, or traffic).

You acknowledge that creative services are inherently collaborative and iterative. Our obligation is to use reasonable skill and care in delivering the services and to work with you to refine deliverables within the agreed scope.

No professional advice: Any feedback, suggestions, or comments provided during the engagement are for general creative guidance only and do not constitute legal, regulatory, compliance, marketing, or financial advice. You remain responsible for obtaining appropriate professional advice where required.

6.2 Limitation of liability

(a) Excluded losses
To the maximum extent permitted by law, Hatchly shall not be liable for any:
• indirect or consequential loss;
• loss of profits, revenue, goodwill or business opportunity;
• loss of data; or
• business interruption,

arising out of or in connection with the services or these Terms.

This exclusion applies regardless of whether the claim arises in contract, tort (including negligence), or otherwise.

(b) Liability cap
Subject to Section 6.2(c), Hatchly’s total aggregate liability arising out of or in connection with the services or these Terms shall not exceed:
• the total fees paid by you in the 12 months preceding the event giving rise to the claim; or
• if the claim arises within the first 12 months of the relationship, the total fees paid up to the date of the claim.

This cap applies in aggregate to all claims.

(c) Exceptions
Nothing in these Terms excludes or limits liability for:
• death or personal injury caused by negligence;
• fraud or fraudulent misrepresentation;
• or any other liability which cannot lawfully be excluded or limited.

6.3 Third-party claims and client use

Hatchly’s liability is owed only to you as our direct client and is subject to the limitations above.

To the fullest extent permitted by law, Hatchly shall not be liable for claims brought against you by third parties arising from:
• your use of the deliverables;
• claims, representations or statements made by you in connection with the deliverables;
• modifications made to deliverables after final approval; or
• use of deliverables in combination with materials not supplied by Hatchly.

This does not limit liability to the extent a third-party claim arises directly from Hatchly’s breach of these Terms or failure to exercise reasonable skill and care.

6.4 Service interruptions

Hatchly is not liable for delay or failure to perform due to events beyond our reasonable control (see Force Majeure). Where reasonably possible, we will use reasonable efforts to resume services promptly.

6.5 No double recovery

You may not recover the same loss more than once under these Terms. All exclusions and limitations apply to the fullest extent permitted by law and survive termination.

7. General Provisions

7.1 Modifications to Terms

Hatchly may update or modify these Terms from time to time. If we make material changes, we will notify you by email or by posting a notice in your account portal or on our website. Changes will not be retroactive; they will only apply from the date they go into effect. If you do not agree to the revised terms, you have the right to terminate your subscription at the end of your current billing period (and you should notify us before the new terms take effect). By continuing to use the services after the updated Terms are effective, you accept and agree to the changes. For clarity, no unilateral change will shorten your subscription term or force you to pay more without notice (see Section 2.4 on fee changes). It’s mainly to address legal updates or process changes. Always feel free to reach out if you have questions about any change.

7.2 Confidentiality

Both parties agree to keep confidential any non-public information obtained from the other party in the course of the subscription relationship. For example, Hatchly may learn confidential information about your business (marketing plans, product information, etc.), and you may learn about Hatchly’s proprietary processes. Each party agrees not to disclose the other’s confidential information to any third party without consent, except as required for performing the services or as required by law. Hatchly’s team and contractors will of course have access to your project information, but they are all bound by confidentiality obligations. This confidentiality clause is not intended to cover information that is publicly available or that was independently developed without reference to the confidential info.

(Note: If you require a separate Non-Disclosure Agreement (NDA) for your company’s policy, please provide it. Absent a separate NDA, this clause stands as the confidentiality agreement.)

7.3 Non-Solicitation

During the term of your subscription and for 12 months thereafter, you agree not to directly solicit for hire any Hatchly employees or contracted designers who worked on your account, without Hatchly’s prior written consent. Our team is our most valuable resource, and while we’re happy to collaborate with you, we kindly ask that you do not undermine our relationship by poaching talent. If you do hire a Hatchly team member in breach of this clause, we reserve the right to seek reasonable compensation (such as a placement fee equivalent to a percentage of the employee’s annual salary).

7.4 Assignment

You may not assign or transfer these Terms or your subscription to any other party without Hatchly’s prior written consent. For example, you cannot transfer your subscription to a different client or entity, or outsource the design service to a third party under your account, without approval. Hatchly may assign or transfer this agreement to an affiliate or as part of a corporate reorganization, merger, or sale of substantially all of its assets, provided that your rights are not materially affected. These Terms will bind and benefit any successors or permitted assigns of the parties.

7.5 Entire Agreement

These Terms (together with your subscription Order, any applicable Master Service Agreement or Statement of Work if one is separately executed, and any policies or guidelines explicitly referenced herein) constitute the entire agreement between you and Hatchly regarding the subscription services. They supersede all prior or contemporaneous agreements, proposals, negotiations, understandings, and communications (whether written or oral) between us, relating to the subject matter of these Terms. In case of any conflict between these Terms and any Master Service Agreement or custom contract signed between you and Hatchly, the terms of the signed agreement will prevail to the extent of the conflict.

7.6 Severability

If any provision of these Terms is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable, that provision shall be deemed modified to the minimum extent necessary to make it enforceable (or if not possible, severed), and the remaining provisions of these Terms will remain in full force and effect. Each provision of these Terms operates separately. For example, if a court finds that a part of the limitation of liability is unlawful or unenforceable, the rest of the limitation still applies.

7.7 No Waiver

No failure or delay by either party in exercising any right, power, or remedy under these Terms shall operate as a waiver of that right or remedy, and no waiver of any breach shall be deemed to be a waiver of any subsequent breach. In other words, if Hatchly doesn’t immediately act on a violation of these Terms by you, that doesn’t mean we’re waiving our rights to enforce the Terms later. Any waiver of rights must be in writing and signed by the party waiving the right to be effective.

7.8 Relationship of Parties

The relationship between you and Hatchly is that of independent contractor and client. These Terms do not create any partnership, joint venture, employment, or franchise relationship. Neither party is an agent for the other, and neither has the right or authority to bind the other in any agreement with a third party. Hatchly’s personnel are not your employees — they are either employees or contractors of Hatchly. You agree not to present yourself as an agent or representative of Hatchly for any purpose.

7.9 Force Majeure

Hatchly will not be liable for any failure or delay in its performance under these Terms (or for any loss or damage you may suffer) due to any force majeure circumstances beyond our reasonable control. This includes, for example, acts of God, natural disasters, war, terrorism, civil unrest, strikes or labor disputes, electrical or internet outages, governmental restrictions, epidemics or pandemics, or other events of a magnitude or type for which precautions are not generally taken in the industry. If such events occur, we will make reasonable efforts to resume services as soon as possible or find workarounds (such as remote operations if possible during a local outage). Your payment obligations continue for services actually provided. If a force majeure event extends for an unreasonable time, either party may be entitled to terminate the subscription (with appropriate notice and without liability for the termination itself).

7.10 Notices

Any notices or communications required or permitted under these Terms (for example, notices of termination or legal disputes) should be given in writing. Hatchly will send official notices to you at the email or physical address you have provided in your account or order details. You should send official notices to Hatchly at the contact address given on our website or any specific contact provided in your contract or invoice (for example, our registered office or legal department email). Email notices are considered written and received on the day of sending, provided that the sender does not receive an error or bounce-back. For physical mail, notice is deemed given when actually received by the other party. For day-to-day operational communications (like clarifying a request or discussing feedback), email or our platform messaging is sufficient.

7.11 Third-Party Beneficiaries

These Terms are for the benefit of you and Hatchly only. No third party (other than permitted assigns, and Hatchly’s subcontractors with respect to protections in these Terms) shall have any rights to enforce any term of this agreement. For example, your clients or affiliates are not parties to these Terms and cannot claim any benefit or rights under them. The UK Contracts (Rights of Third Parties) Act 1999 (and any similar legislation in other jurisdictions) is hereby excluded to the extent it would allow third-party enforcement of these Terms.

7.12 Interpretation

Headings in this agreement are for convenience only and do not affect interpretation. Words imparting the singular include the plural and vice versa. Any phrase introduced by the terms “including”, “include”, “in particular”, or any similar expression shall be illustrative and shall not limit the sense of the words preceding those terms. If these Terms are translated into another language and there is any inconsistency between the English version and the translation, the English version shall prevail (to the extent not prohibited by local law).

8. Governing Law and Jurisdiction

These Terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them or their subject matter shall be governed by and construed in accordance with the laws of England and Wales. By using Hatchly’s services, you agree that the laws of England and Wales will govern any issue that might arise.

Jurisdiction: Both you and Hatchly agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter. However, nothing in this section shall limit Hatchly’s right to seek injunctive relief or to enforce judgments in any appropriate jurisdiction if necessary (for example, to stop unauthorized use of our intellectual property, or to collect unpaid fees in a country where you reside).

If you are based outside of the UK, please note that by agreeing to these Terms, you are voluntarily submitting to the jurisdiction of the UK courts for dispute resolution (and you waive any objections to such jurisdiction, like claiming forum non conveniens). We value our international clients and will of course try to amicably resolve any issues without formal litigation whenever possible.

Contact Us: If you have any questions or concerns about these Terms and Conditions, or if you need to provide any notices as per the Terms, please contact us at:

Hatchly Ltd

Email: info@hatchly.co.uk

Registered Office (UK): 4th Floor, Silverstream House, 45 Fitzroy Street, Fitzrovia, London, W1T 6EB, United Kingdom

By using our services or maintaining a subscription, you acknowledge that you have read, understood, and agree to these Terms. Thank you for choosing Hatchly for your design needs — we look forward to a creative and productive partnership!