Who's who.
In these Terms:
What you may do on this site.
You're welcome to read the Site, share links to it, and quote short excerpts with attribution. You may not:
- Republish or commercially redistribute substantial portions of the content.
- Pass off the Wundercode° brand or trade dress as your own.
- Reverse-engineer our front-end systems to clone them in bulk.
- Use scraping or automated systems that materially impair the Site's availability for others.
Press & education uses are welcome — drop us a line at hello@wundercode.studio first and we'll usually say yes.
Availability
We aim for the Site to be available continuously, but we don't promise it. Scheduled maintenance, hosting issues, force majeure and the occasional silly bug all happen. We're not liable for losses arising from the Site being unavailable.
How a project actually works.
(a) How an engagement starts
A binding engagement exists when (i) we have signed an Engagement Letter, and (ii) the first invoice has been settled. A booked discovery call, a quote, or a draft proposal is not a binding engagement.
(b) Scope & the Discovery Week
Every engagement begins with a paid Discovery Week. Either side may walk away at the end of it: you pay only for that week and we hand over the artefact produced. No further fees, no clawback. From the Studio's side we may decline to proceed if we conclude during Discovery that we're not the right fit; in that case we'll recommend two studios who likely are.
(c) Out-of-scope work
If the brief grows during the project, we'll flag it in writing and propose either (i) a rescheduled delivery date at the same fee, or (ii) a change order with an additional fee and an extended timeline. Out-of-scope work never sneaks in. If we don't write it down and you don't sign it, it's not part of the project.
(d) Client cooperation
We need timely feedback, access to relevant materials (brand assets, content, third-party accounts where required) and a single empowered point of contact on your side. Delays we don't cause may slide the delivery date by the equivalent number of working days; we'll always tell you in writing when this happens.
(e) Subcontractors
We may use a small set of trusted contractors for specialised work (motion, illustration, voiceover, copy editing). Where this happens we remain primary contractor under your engagement; you don't acquire any direct contractual relationship with our subcontractors. We treat subcontractor work product as our own deliverable for IP-transfer purposes (see section 05).
How money moves.
Fixed-fee, milestone-based
Fees are stated in the Engagement Letter as a fixed total, broken into milestone-based instalments. The total is the total. Out-of-scope work (see 3(c)) is the only mechanism by which the total can change, and only with your written consent.
Currency & tax
Invoices are issued in EUR by default; GBP or USD available on request. Codaiq LTD is currently below the UK VAT registration threshold — invoices do not include UK VAT. EU B2B clients are responsible for reverse-charge accounting in their own jurisdiction where applicable. The Engagement Letter notes the applicable position for your specific case.
Payment terms
Net 14 days from invoice date. We accept SEPA, SWIFT and (for non-EU clients) wire transfer. We do not accept credit-card payments above EUR 1 000 due to chargeback risk on large engagements.
Late payment
Where an invoice remains unpaid after the 14-day term, statutory late-payment interest applies under the Late Payment of Commercial Debts (Interest) Act 1998 — currently the Bank of England base rate + 8 % per annum, plus a fixed sum compensation per invoice. Work may be paused after 7 days' written notice of overdue invoices.
Yours at launch.
This is the section we are happy to be plain about. On launch — defined as the moment the final agreed milestone invoice is paid in cleared funds — full ownership of the Deliverables transfers to you. That includes:
- All design files, source assets and exported brand material.
- The entire source-code repository, including history and commit attribution.
- Custom fonts created under the engagement; licensed fonts are assigned to you under the original foundry licence — you take over the licence, we step out.
- Domain transfers, hosting account hand-off and any third-party logins we held on your behalf.
- Documentation, brand guidelines and the design system.
We retain only:
- A non-exclusive, irrevocable, royalty-free portfolio licence to display the Deliverables in our case studies, on the Site, on social media and in tendering materials. You may ask us in writing not to publish a given project; we'll comply.
- Ownership of our pre-existing tooling, internal libraries and methodology — i.e. the things we brought to the engagement, not the things we built for it.
No licence fees, no gating, no ongoing royalties, ever. If you want to fire us and continue work with another studio, you can — the entire repo and asset library is sat on your side already.
What we promise.
We warrant that:
- We have the legal right to enter into the engagement and to grant the IP transfer in section 05.
- The Deliverables will, on launch, be materially free from defects that prevent them from performing the function described in the Engagement Letter.
- We will perform the engagement with the reasonable skill and care expected of a competent professional studio working in the same field.
- To the best of our knowledge and after appropriate diligence, the Deliverables do not infringe any third-party intellectual property right.
The "materially free from defects" warranty runs for 30 days from launch. During this period we fix defects in the Deliverables free of charge. Beyond 30 days, defect-fixing is available as a separately quoted maintenance retainer; we don't bundle it by default because most clients don't need it.
Except as expressly set out in these Terms or in an Engagement Letter, all other warranties, conditions and representations are excluded to the fullest extent permitted by law.
The numbers.
Nothing in these Terms limits or excludes our liability for:
- Death or personal injury caused by our negligence.
- Fraud or fraudulent misrepresentation.
- Any other liability that cannot be limited or excluded under English law.
Subject to the above, our total aggregate liability arising under or in connection with any engagement — whether in contract, tort (including negligence), breach of statutory duty or otherwise — is capped at the total fees paid by you under the relevant Engagement Letter in the twelve (12) months preceding the event giving rise to the claim.
Neither party is liable for any indirect, consequential, incidental or special damages, including loss of revenue, loss of anticipated savings, loss of business opportunity, loss of goodwill, or loss or corruption of data — whether or not the possibility of such loss was foreseeable.
These caps reflect a deliberate allocation of risk between commercial parties of comparable bargaining power; the fees agreed in the Engagement Letter assume them.
If it doesn't work.
Either party may terminate an engagement:
- For convenience at the end of any milestone, on 5 working days' written notice. You pay for work completed up to the termination date; we hand over the Deliverables as they stand on that date.
- For material breach with immediate effect, if the other party commits a material breach that is not remediable, or that is remediable but not remedied within 14 days of written notice.
- For insolvency with immediate effect, if the other party enters administration, liquidation or any equivalent insolvency procedure.
On termination, any IP that has transferred under section 05 remains transferred. Any IP not yet transferred remains with the Studio until the corresponding invoices are settled. Any provision of these Terms which is by its nature intended to survive termination — confidentiality, IP, liability, governing law — does so.
What stays in the room.
Each party will keep confidential any information disclosed by the other that is marked confidential, or that a reasonable person would understand to be confidential — including business plans, financial information, technical details, customer data and unreleased product information.
This obligation lasts for five (5) years from disclosure (or, for trade secrets, indefinitely while they remain trade secrets) and applies to each party's employees, subcontractors and advisors under equivalent written obligations.
Confidentiality does not apply to information that is or becomes publicly available through no fault of the receiving party, was already known to the receiving party prior to disclosure, is independently developed without reference to the disclosed information, or is required to be disclosed by law (in which case the receiving party will give reasonable advance notice where lawfully possible).
For the avoidance of doubt: our right to publish project case studies under section 05 is subject to the confidentiality rules — we'll never publish numbers, strategies or unreleased product details you wouldn't be comfortable seeing on a press page.
The small print.
Entire agreement
These Terms plus any signed Engagement Letter constitute the entire agreement between the parties on the matters they address, and supersede all prior agreements, representations and understandings.
Variation
No variation of these Terms or of an Engagement Letter is effective unless made in writing and signed by both parties.
Severability
If any provision of these Terms is held invalid or unenforceable, that provision will be modified to the minimum extent necessary to be enforceable, and the remaining provisions will continue in full force.
Assignment
Neither party may assign these Terms or any Engagement Letter without the other's prior written consent, except that either party may assign to an acquiring entity in a change-of-control transaction on written notice.
Force majeure
Neither party is liable for delay or failure to perform caused by events beyond its reasonable control — including but not limited to acts of God, war, pandemic, civil unrest, government action and large-scale infrastructure failure. The affected party will use reasonable efforts to mitigate.
Third-party rights
A person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any provision of them.
Notices
Formal notices to the Studio must be sent to the registered office in Imprint § 01, with a copy by email to hello@wundercode.studio. Notices to the Client are addressed to the registered office stated in the Engagement Letter.
If we end up in court.
These Terms and any Engagement Letter, and any non-contractual obligations arising out of or in connection with them, are governed by the laws of England and Wales.
The parties submit to the exclusive jurisdiction of the courts of England and Wales. Before any court action, the parties agree to attempt good-faith resolution by direct dialogue between authorised representatives, and may agree to refer the matter to mediation under the Centre for Effective Dispute Resolution Model Mediation Procedure.
Effective: 26 May 2026 · Version: 2026.05 · Studio: Codaiq LTD t/a Wundercode°