THIS TERMS OF SERVICE AGREEMENT (the “Agreement”) constitutes a legally binding agreement between West Campus Tees LLC, d/b/a DesignCloth (“DesignCloth,” “we,” or “us”), a Texas limited liability company, and the client, whether personally or on behalf of an entity (“Client,” “you”), governing access to and use of DesignCloth’s website (the “Website”), client portal, and services.
By subscribing to or using our services, you agree to be bound by this Agreement. If you do not agree, you must discontinue use immediately.
1. Intellectual Property Rights
Unless otherwise indicated, the DesignCloth website, trademarks, service marks, software, databases, and related content (collectively, the “Content”) are owned by DesignCloth and protected by copyright, trademark, and other laws. The Content is provided “as-is” for informational use only. Except as expressly permitted herein, no Content may be copied, republished, distributed, encoded, translated, transmitted, sold, licensed, or otherwise exploited for any commercial purpose without prior written permission. All rights are reserved.
2. Ownership of Deliverables
All original design files created for Client (“Projects”) become the sole property of Client upon creation and release of deliverables. If any law would otherwise grant ownership to DesignCloth, we assign such rights to Client irrevocably.
Client warrants that all materials it provides (logos, text, examples, etc.) are owned or properly licensed and do not infringe third-party rights. Client assumes liability for infringement caused by provided materials. DesignCloth always reserves the right to showcase Projects publicly unless an NDA is executed (see Section 19).
3. Third-Party Assets
If Projects incorporate fonts, stock images, textures, or other assets requiring separate licensing, DesignCloth will notify Client. Client is responsible for securing necessary licenses. Licenses held by DesignCloth are not transferrable unless explicitly stated.
4. User Representations
By using our services, Client represents and warrants that: (a) it has legal capacity; (b) it will comply with these Terms; (c) it will comply with these Terms; (d) it will not access services by automated or non-human means; (e) it will not use services for unlawful purposes; and (f) its use will not violate laws or regulations.
5. Prohibited Activities
Client shall not: (a) abuse, harass, or threaten DesignCloth staff; (b) make unauthorized use of the portal; (c) retrieve data or content to build a database or directory; (d) circumvent or disable security features; (e) engage in framing or linking without authorization; (f) trick or defraud DesignCloth; (g) interfere with or burden our networks; (h) use the service to compete with DesignCloth; (i) reverse engineer or disassemble software; (j) upload viruses, worms, Trojan horses, or malicious code; (k) upload material acting as passive/active data collection mechanisms; (l) disparage or tarnish DesignCloth; or (m) otherwise use services in violation of laws or these Terms.
6. Client Feedback
Any questions, comments, suggestions, or feedback provided by Client (“Feedback”) shall be the sole property of DesignCloth. We may use Feedback for any lawful purpose without acknowledgment or compensation. This does not affect Client’s ownership of Projects under Section 2.
7. Service Scope
DesignCloth provides graphic design services, including but not limited to apparel graphics, logos, brand assets, packaging, signage, promotional materials, digital marketing assets, social media content, print-ready artwork, and general visual design projects. The scope of services is intentionally broad and may evolve over time. Excluded services include specialized technical design packs, 3D modeling, motion graphics/animation, full UI/UX design projects, software or web development, or any work outside the traditional scope of graphic design.
8. Queue & Turnaround
Clients may submit unlimited requests, but only one active request will be worked on at a time. Typical turnaround is ~2 business days per request. Larger projects may be staged into phases, with turnaround applying per phase. Timelines are estimates only.
9. Deliverables, File Formats & Service Nature
DesignCloth may provide design overlays on apparel/product mockups. Photorealistic or advanced mockups may require additional time and count as separate requests. Deliverables are provided in standard design formats such as .ai, .svg, and .psd. Mockup files are delivered in common image formats (e.g., .png, .jpg, .pdf). Additional formats may be provided upon request where feasible.
Client is responsible for reviewing proofs, mockups, and other deliverables for accuracy, including spelling, layout, and technical details. DesignCloth is not liable for errors that were present in deliverables approved by the Client.
DesignCloth provides graphic design services only. We do not manufacture, ship, or sell physical goods; all outputs are limited to digital design files and related mockups.
11. Nonprofit & Pro Bono Work
DesignCloth may, at its discretion, provide pro bono or discounted services for nonprofits or charities. Such engagements are subject to separate terms and not governed by this Agreement.
12. Payment, Refunds & Cancellation
(a) Subscription & Billing. All plans are monthly subscriptions that auto-renew until cancelled. By starting a subscription, you authorize DesignCloth to charge the payment method on file automatically each billing period until you cancel. You can view, update, or cancel your subscription in the client portal or by contacting us as described in subsection (c).
(b) Refunds. A full refund may be requested within 7 calendar days of the initial purchase. No refunds will be issued after this period. If a refund is granted, Client forfeits all rights to work delivered within the refund window and agrees to cease all use of such work and delete/destroy any copies in Client’s possession. DesignCloth may disable access to such work in the portal.
(c) Cancellation. Client may cancel anytime via the portal or by emailing hello@designcloth.co. Cancellation is effective at the end of the current billing cycle. No pro-rata refunds.
(d) Non-payment. If payment fails, DesignCloth may suspend service immediately until payment is received.
13. Right to Suspend or Refuse Service
DesignCloth may suspend or terminate services, or refuse future service, if Client engages in abusive, unlawful, fraudulent, or noncompliant behavior. Suspension does not relieve Client of payment obligations.
14. Confidentiality
DesignCloth will maintain confidentiality of Client’s non-public materials and use them solely for providing services. Obligations survive termination. NDA terms may be separately agreed upon.
15. Taxes
Subscription prices are inclusive of any applicable taxes DesignCloth is required to collect and remit (e.g., Texas sales tax). Clients are responsible for additional taxes, duties, or assessments in their jurisdiction.
16. Connection Interruptions
DesignCloth does not guarantee uninterrupted service or continuous access to the Website, client portal, or related systems. Downtime may occur due to internet issues, hosting failures, software or hardware malfunctions, maintenance, force majeure, or other events beyond our control. We are not responsible for loss, damage, or inconvenience resulting from an inability to access or use services. Client understands that the internet is inherently insecure and DesignCloth cannot guarantee that servers, emails, or transmissions are free from viruses, worms, Trojan horses, or other harmful components.
17. Governing Law
This Agreement shall be governed by the laws of Texas, without regard to conflict of law principles.
18. Litigation
Any legal action, claim, or proceeding of any kind arising out of or relating to this Agreement or the services must be brought exclusively in the state courts of Travis County, Texas, or in the United States District Court for the Western District of Texas. Each party irrevocably submits to the personal jurisdiction of such courts and waives all objections to venue, including claims of inconvenient forum. The parties further agree that service of process in any action may be made in the manner provided for notices hereunder. The application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act (UCITA) is expressly excluded from this Agreement.
19. Portfolio Rights
DesignCloth may showcase completed work publicly (e.g., website, social media) unless Client requests otherwise via NDA. If NDA is signed, DesignCloth will not display or discuss Client work.
20. Licensing & Client Materials
Client must ensure it holds proper licenses for all supplied materials. Client bears sole responsibility for securing any necessary trademark, service mark, copyright, or patent clearances for materials provided to DesignCloth or used in deliverables. Client is solely responsible for any infringement claims arising from Client-supplied content. Licenses held by DesignCloth are not transferrable unless expressly stated.
21. Disclaimer
Services are provided “as-is” and “as-available.” DesignCloth disclaims all warranties, express or implied, including merchantability, fitness for purpose, and non-infringement. We do not warrant: (a) that services will be uninterrupted or error-free; (b) that defects will be corrected; (c) that servers are free of viruses or harmful components; or (d) the accuracy or completeness of information. DesignCloth assumes no liability for: errors or inaccuracies; personal injury or property damage; unauthorized access to servers or data; interruption of transmission; bugs, viruses, or similar transmitted by third parties; or for any product or service advertised or offered by a third party either through the Website, a hyperlinked site, or any other medium.
22. Limitation of Liability & Indemnification
To the maximum extent permitted by law, DesignCloth, its members, employees, contractors, and agents shall not be liable to Client or third parties for any direct, indirect, incidental, consequential, special, exemplary, or punitive damages, including lost profits, lost revenue, lost data, attorneys’ fees, court costs, fines, or other losses, even if advised of the possibility.
Client agrees to defend, indemnify, and hold harmless DesignCloth, its subsidiaries, affiliates, officers, agents, partners, employees, and contractors from any loss, damage, liability, claim, or demand (including reasonable attorneys’ fees) made by a third party due to or arising out of: (a) Client’s use of services; (b) Client’s breach of these Terms; (c) any breach of Client’s representations or warranties; or (d) Client’s violation of third-party rights, including intellectual property rights.
23. Survival
The following Sections survive termination or expiration: Ownership of Deliverables; Portfolio Rights; Licensing & Client Materials; Confidentiality; Payment obligations; Taxes; Disclaimer; Limitation of Liability & Indemnification; Governing Law; Litigation; and this Survival clause.
24. Modifications
DesignCloth may update or modify these Terms, the services, features, or pricing at any time. Substantive changes to features or pricing will not affect the then-current billing cycle and will take effect at the start of the next renewal term. Continued use after changes constitutes acceptance. Continued use after changes constitutes acceptance.
25. Miscellaneous
This Agreement constitutes the entire understanding between Client and DesignCloth. If any provision is found unlawful or unenforceable, the remaining terms remain valid. Failure to enforce any right does not waive it. Nothing herein creates a joint venture, partnership, or employment relationship.
26. Contact Information
For questions, contact us at: hello@designcloth.co