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TERMS & CONDITIONS

Effective Date: 05 May 2027
Last Updated: 05 May 2026

These Terms & Conditions (“Terms”) govern your access to and use of the XoraMatrix website (“Website”) and any branding, design, creative, consulting, or related services provided by XoraMatrix (“XoraMatrix,” “we,” “us,” or “our”).

By accessing the Website, submitting an inquiry, approving a proposal, purchasing a service, making a payment, signing an agreement, or otherwise engaging XoraMatrix for services, you acknowledge that you have read, understood, and agreed to these Terms.

If you do not agree with these Terms, please do not use the Website or purchase our services.

1. About XoraMatrix

XoraMatrix is a branding and design agency based in Pakistan providing creative services including, but not limited to:

  • Brand strategy and positioning

  • Brand identity design

  • Logo design

  • Visual identity systems

  • Brand guidelines

  • Packaging design

  • Print design

  • Digital brand assets

  • Social media branding

  • Marketing design

  • Illustration

  • Creative direction

  • Other branding and design services agreed upon in writing

Specific services, deliverables, timelines, prices, and revision limits will be defined in the applicable proposal, quotation, statement of work, invoice, or project agreement (“Project Agreement”).

Where a Project Agreement conflicts with these Terms, the Project Agreement will control only with respect to the specific project terms.

2. Website Use

You may use this Website for lawful purposes only.

You agree not to:

  • Use the Website for fraudulent or unlawful purposes.

  • Attempt to gain unauthorized access to our systems.

  • Copy, reproduce, scrape, distribute, or exploit Website content without permission.

  • Upload malicious software or harmful code.

  • Interfere with the Website's operation.

  • Misrepresent your identity or authority.

  • Use our branding, portfolio, intellectual property, or materials as your own.

We reserve the right to suspend or restrict access to the Website where reasonably necessary to protect XoraMatrix, our users, clients, systems, or intellectual property.

3. Project Agreements

Before beginning a paid project, XoraMatrix may provide a proposal, quotation, invoice, scope of work, contract, or other written agreement.

The applicable project document may specify:

  • Services

  • Deliverables

  • Project timeline

  • Fees

  • Payment terms

  • Number of concepts

  • Number of revisions

  • Client responsibilities

  • File formats

  • Licensing terms

  • Intellectual-property ownership

  • Additional services

  • Cancellation terms

Only work expressly included in the agreed scope is included in the project fee.

Requests outside the agreed scope may be treated as additional work and may require additional fees and/or a revised timeline.

4. Payment Terms

4.1 Full Upfront Payment

Unless a separate written agreement states otherwise, XoraMatrix operates on a 100% upfront payment basis.

A project is not considered officially booked, scheduled, or commenced until the required payment has been successfully received.

Payment reserves the production capacity required for the project and allows XoraMatrix to allocate appropriate creative and operational resources.

4.2 Payment Is Not a Deposit

Unless expressly stated otherwise in writing, the upfront payment is payment for the agreed project and is not merely a reservation deposit.

Once project work has commenced, payments are generally non-refundable except where a refund is expressly required by applicable law or agreed by XoraMatrix in writing.

4.3 Payment Processing Fees

Where applicable, payment-processing fees, bank charges, currency-conversion fees, transfer fees, or similar charges may be the client's responsibility.

4.4 Taxes

The client is responsible for any taxes, duties, withholding obligations, or governmental charges applicable to the client's jurisdiction unless otherwise required by law or expressly agreed in writing.

4.5 Chargebacks and Payment Reversals

The client agrees not to initiate an unjustified chargeback, payment reversal, or payment dispute after receiving or commencing paid services.

If a client initiates a chargeback or reverses a legitimate payment without first providing XoraMatrix a reasonable opportunity to resolve the dispute, XoraMatrix may:

  • Suspend all work;

  • Suspend delivery of files;

  • Suspend licenses or usage rights;

  • Provide relevant project records to the payment processor;

  • Recover reasonable costs associated with the dispute; and

  • Pursue any other remedies available under applicable law.

Nothing in this section prevents a client from exercising legitimate rights available under applicable consumer-protection or other mandatory laws.

5. Project Commencement

A project may commence only after:

  1. Required payment has been received;

  2. The client has accepted the applicable proposal or agreement;

  3. Required onboarding information has been provided; and

  4. Required client materials have been received.

XoraMatrix is not responsible for delays caused by incomplete information, missing assets, delayed approvals, unavailable stakeholders, or other client-side circumstances.

6. Scope of Work

The project scope is limited to the deliverables expressly stated in the applicable Project Agreement.

Examples of work that may constitute additional scope include:

  • Additional logo concepts beyond the agreed quantity;

  • Additional brand directions;

  • Additional pages or collateral;

  • Additional packaging variations;

  • Additional social-media assets;

  • Additional revisions;

  • New deliverables requested after approval;

  • New design directions after an approved direction is changed;

  • Additional meetings or workshops not included in the agreement;

  • Reworking completed or approved work because of a change in business direction.

Additional work may be quoted separately before commencement.

7. Revisions and Approvals

The number of included revisions will be stated in the applicable Project Agreement.

A “revision” means a reasonable modification to an existing approved design direction.

A revision does not automatically include a complete change of direction, new concept, new strategy, or redesign of previously approved work.

Once a concept, direction, or deliverable has been approved, subsequent requests to substantially change the approved direction may be treated as additional work.

If the client does not provide feedback within the period specified in the Project Agreement, XoraMatrix may place the project on hold.

8. Client Responsibilities

The client agrees to:

  • Provide accurate information;

  • Provide necessary brand assets and content;

  • Provide legally usable images, text, trademarks, fonts, and other materials;

  • Provide consolidated and reasonably clear feedback;

  • Identify the authorized decision-maker;

  • Review work within agreed timelines;

  • Obtain internal approvals where necessary;

  • Respond to reasonable project communications;

  • Make timely decisions;

  • Ensure that materials supplied to XoraMatrix do not infringe third-party rights.

XoraMatrix is not responsible for delays, errors, or additional costs caused by inaccurate, incomplete, contradictory, or late client information.

9. Client Delays and Project Pauses

If a client fails to provide required information, feedback, approvals, or materials, the project timeline may be extended.

If a project remains inactive for more than [30] consecutive days because of the client, XoraMatrix may classify the project as paused or abandoned.

Reactivation of a paused or abandoned project may require:

  • A revised timeline;

  • Updated scope;

  • Additional fees;

  • A restart fee; and/or

  • A new production slot.

Any unpaid obligations or fees incurred before the pause or cancellation remain payable.

10. Cancellation

A client may request cancellation of a project by written notice.

Because XoraMatrix reserves production capacity and creative resources based on confirmed projects, cancellation after work has commenced does not automatically create a right to a refund.

Where a refund is legally required or voluntarily approved by XoraMatrix, the refundable amount will be determined after considering:

  • Work already completed;

  • Creative development performed;

  • Meetings and strategy work;

  • Production resources allocated;

  • Third-party costs;

  • Licensed assets;

  • Administrative costs; and

  • Any other non-recoverable project expenses.

Any refund determination will be made in accordance with the Project Agreement and applicable law.

11. Project Abandonment

If the client stops communicating, fails to provide required information, or otherwise abandons the project for an extended period, XoraMatrix may close the project.

Abandonment does not automatically entitle the client to a refund.

Reopening a closed project may require a new agreement, revised quotation, or restart fee.

12. Intellectual Property

12.1 XoraMatrix Pre-Existing Intellectual Property

XoraMatrix retains ownership of all pre-existing materials, systems, processes, templates, frameworks, methodologies, tools, know-how, design techniques, internal resources, and other intellectual property developed independently of a client's project.

Nothing in a Project Agreement transfers ownership of XoraMatrix's pre-existing intellectual property unless expressly stated otherwise.

12.2 Final Approved Deliverables

Unless the applicable Project Agreement states otherwise, ownership of specifically commissioned final design deliverables intended for client ownership will transfer to the client only after full payment has been received.

Until full payment is received, all rights in unpaid deliverables remain with XoraMatrix to the extent permitted by applicable law.

12.3 Unused Concepts

Unless expressly agreed otherwise, concepts, drafts, rejected directions, unused logo concepts, exploratory designs, sketches, moodboards, and other unused creative work remain the intellectual property of XoraMatrix.

Payment for a project does not automatically transfer ownership of rejected or unused concepts.

12.4 Working Files

Editable source files are included only when expressly stated in the Project Agreement.

A client receiving final exported files does not automatically receive internal working files, drafts, production files, templates, source libraries, or proprietary assets.

13. Third-Party Assets and Licensing

Projects may contain third-party resources such as:

  • Fonts;

  • Stock photography;

  • Stock illustrations;

  • Icons;

  • Plugins;

  • Software assets;

  • Mockups;

  • Music;

  • AI-generated or AI-assisted materials;

  • Other licensed resources.

Where applicable, these resources may be subject to separate licenses and restrictions.

The client is responsible for complying with any third-party license terms applicable to assets supplied by the client or licensed specifically for the client's use.

XoraMatrix does not transfer ownership of third-party intellectual property that it does not own.

14. AI-Assisted Creative Work

XoraMatrix may use artificial-intelligence or machine-learning tools as part of its creative, research, production, ideation, editing, or workflow processes.

Where AI-assisted tools are used, XoraMatrix remains responsible for the professional creative direction and deliverables to the extent agreed in the Project Agreement.

AI-assisted output may be subject to third-party terms, limitations, or intellectual-property considerations.

Unless expressly agreed otherwise, XoraMatrix does not guarantee that any AI-assisted element will qualify for exclusive copyright protection in every jurisdiction.

Clients should inform XoraMatrix in writing before project commencement if their project prohibits the use of particular AI tools or requires specific data-handling restrictions.

XoraMatrix will not knowingly submit confidential client information to an AI service where the applicable project agreement expressly prohibits such use.

15. Client-Supplied Materials

The client represents that it has the necessary rights, permissions, and licenses to use any material supplied to XoraMatrix.

This includes:

  • Logos;

  • Photographs;

  • Written content;

  • Trademarks;

  • Product images;

  • Fonts;

  • Illustrations;

  • Video;

  • Audio;

  • Brand assets; and

  • Other third-party materials.

The client agrees to indemnify XoraMatrix against third-party claims arising from the client's unauthorized use or supply of such materials, to the extent permitted by applicable law.

16. Portfolio and Promotional Rights

Unless the client has expressly requested confidentiality in writing before publication, XoraMatrix may display completed work in its:

  • Portfolio;

  • Website;

  • Social media;

  • Case studies;

  • Presentations;

  • Awards submissions;

  • Marketing materials; and

  • Other promotional channels.

For confidential, unreleased, embargoed, or sensitive projects, the client may request that XoraMatrix delay public presentation until an agreed date.

XoraMatrix will not knowingly disclose confidential business information merely for promotional purposes.

17. Confidentiality

Each party may receive confidential information belonging to the other party.

Confidential information may include:

  • Business strategies;

  • Financial information;

  • Product information;

  • Customer information;

  • Unreleased campaigns;

  • Internal documents;

  • Credentials;

  • Proprietary processes;

  • Trade secrets; and

  • Other information reasonably understood to be confidential.

Each party agrees to use confidential information only for the purpose for which it was disclosed and to take reasonable measures to prevent unauthorized disclosure.

Confidentiality obligations do not apply to information that:

  • Is publicly available without breach;

  • Was already lawfully known;

  • Is independently developed;

  • Is lawfully received from another source; or

  • Must be disclosed by law or valid legal process.

18. Timelines and Delivery

Project timelines are estimates unless expressly guaranteed in writing.

Timelines may change due to:

  • Client delays;

  • Additional revisions;

  • Scope changes;

  • Delayed approvals;

  • Third-party dependencies;

  • Technical problems;

  • Force majeure events; or

  • Other circumstances outside XoraMatrix's reasonable control.

XoraMatrix will make reasonable efforts to communicate material delays.

19. No Guarantee of Business Results

XoraMatrix provides branding and design services.

We do not guarantee that any design, brand identity, campaign, website asset, or creative strategy will produce a particular:

  • Revenue level;

  • Number of leads;

  • Conversion rate;

  • Sales volume;

  • Market position;

  • Investment return;

  • Customer response;

  • Search ranking; or

  • Business result.

Any examples, case studies, testimonials, projections, or performance statements presented by XoraMatrix are illustrative and should not be interpreted as guarantees of future results.

20. Client Responsibility for Final Review

The client is responsible for reviewing and approving final deliverables before public release, printing, manufacturing, advertising, publishing, or commercial use.

The client should verify:

  • Spelling;

  • Names;

  • Dates;

  • Numbers;

  • Addresses;

  • Product specifications;

  • Legal notices;

  • Trademarks;

  • Regulatory information;

  • Dimensions;

  • Print specifications; and

  • Other factual information.

Once final work has been approved, XoraMatrix is not responsible for errors that were visible and reasonably discoverable during the client's approval process, except where applicable law provides otherwise.

21. Printing, Manufacturing, and Third-Party Production

Where XoraMatrix provides design files intended for printing, manufacturing, packaging, signage, or other physical production, the client is responsible for approving final production specifications.

Unless expressly included in the Project Agreement, XoraMatrix is not responsible for:

  • Printer errors;

  • Manufacturer errors;

  • Material differences;

  • Color variation caused by different devices or production processes;

  • Incorrect physical dimensions supplied by the client;

  • Production defects;

  • Shipping;

  • Manufacturing delays; or

  • Third-party supplier performance.

22. Website Content and Availability

We attempt to keep the Website accurate and available, but we do not guarantee that:

  • The Website will always be available;

  • Content will always be error-free;

  • Information will always be current;

  • The Website will be free of interruptions; or

  • Third-party links or services will remain available.

We may modify, suspend, or discontinue parts of the Website at any time.

23. Third-Party Services

XoraMatrix may rely on third-party services for:

  • Hosting;

  • Payment processing;

  • Email;

  • Analytics;

  • Communication;

  • Cloud storage;

  • Design software;

  • AI-assisted tools;

  • Scheduling;

  • Forms;

  • File delivery; and

  • Other operational functions.

XoraMatrix is not responsible for outages, failures, policy changes, or security incidents originating solely from third-party services.

24. Limitation of Liability

To the maximum extent permitted by applicable law, XoraMatrix will not be liable for indirect, incidental, special, consequential, exemplary, or loss-of-profit damages arising from or related to the Website or services.

Where legally permitted, XoraMatrix's aggregate liability arising from a specific project will not exceed the total amount actually paid to XoraMatrix for that project.

Nothing in these Terms excludes liability that cannot lawfully be excluded or limited under applicable law.

25. Indemnification

To the extent permitted by applicable law, the client agrees to indemnify and hold harmless XoraMatrix, its owners, employees, contractors, and representatives from claims, losses, damages, liabilities, and reasonable expenses arising from:

  • Client-supplied materials;

  • Client's unlawful use of deliverables;

  • Client's breach of these Terms;

  • Client's violation of third-party rights;

  • Client's misuse of the Website; or

  • Client's breach of applicable law.

26. Force Majeure

XoraMatrix will not be liable for delays or failures caused by circumstances beyond its reasonable control, including but not limited to:

  • Natural disasters;

  • War;

  • Civil unrest;

  • Government action;

  • Internet or infrastructure failures;

  • Cybersecurity incidents;

  • Power outages;

  • Serious illness or incapacity;

  • Platform outages;

  • Third-party service failures; or

  • Other events reasonably beyond our control.

27. Termination by XoraMatrix

XoraMatrix may suspend or terminate a project where the client:

  • Fails to make required payments;

  • Engages in abusive, threatening, discriminatory, or unlawful conduct;

  • Repeatedly violates the agreed scope;

  • Attempts fraudulent payment reversals;

  • Infringes XoraMatrix's rights;

  • Provides unlawful materials; or

  • Otherwise materially breaches the Project Agreement or these Terms.

Termination does not automatically cancel payment obligations that have already accrued.

28. Dispute Resolution

The parties should first attempt to resolve disputes through good-faith written communication.

If a dispute cannot be resolved informally, it will be handled according to the applicable laws of Pakistan and the jurisdiction specified in the applicable Project Agreement.

Proposed governing law: Laws of Pakistan.

Jurisdiction: Courts having appropriate jurisdiction in [CITY], Pakistan.

Mandatory rights or remedies that cannot legally be waived remain unaffected.

29. Electronic Acceptance

Acceptance of a proposal, quotation, invoice, Project Agreement, online checkout, electronic signature, or other electronic confirmation may constitute acceptance of the applicable terms to the extent permitted by applicable law.

Electronic records and communications may be retained as evidence of the parties' agreement.

30. Changes to These Terms

XoraMatrix may update these Terms from time to time.

Updated Terms will be published on this Website with a revised “Last Updated” date.

Changes will generally apply prospectively to new projects unless otherwise required by law or expressly agreed.

31. Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain effective to the extent permitted by law.

32. Entire Agreement

These Terms, together with the applicable Project Agreement, proposal, quotation, invoice, and other written documents expressly incorporated into the project, constitute the agreement between XoraMatrix and the client concerning the relevant services.

33. Contact

For questions concerning these Terms:

XoraMatrix
Legal Entity Name: [LEGAL ENTITY NAME]
Country: Pakistan
Email: [LEGAL EMAIL]
Address: [BUSINESS ADDRESS]

Last Updated: [DATE]