Terms of Business — Design Services
Last updated: 3 September 2026
These Terms of Business apply to design and creative services supplied by Envision 3D Limited trading as James Waters Design.
jamespwaters.com may use the title James Waters: Multidisciplinary Designer for portfolio and professional positioning purposes. This does not represent a separate legal entity.
Envision 3D Limited is registered in England and Wales.
Company number: 16869852
Registered office: Unit A, 82 James Carter Road, Mildenhall, United Kingdom, IP28 7DE
Email: james@jamespwaters.com
1. Business clients
These Terms are intended for services supplied to clients acting in the course of a business, profession, trade or organisation.
They are not intended to govern consumer transactions.
If you are commissioning services wholly or mainly for purposes outside your trade, business or profession, please contact us so that appropriate consumer terms can be provided.
Browsing jamespwaters.com does not by itself create a contract for design services.
2. The agreement
A project may be described in a quotation, proposal, statement of work, contract, email or other written project specification.
The agreement between Envision 3D Limited and the client consists of:
- any specifically agreed contract, proposal, quotation, statement of work or other written project terms; and
- these Terms of Business.
Where there is a conflict, specifically agreed written project terms will take precedence over these general Terms of Business.
Work will normally begin once the scope, fees and any required commencement arrangements have been agreed in writing.
3. Scope of services
We will provide the services described in the agreed project scope.
Anything not reasonably included within that scope may be treated as additional work.
If the client requests a material change to the scope, deliverables or requirements, we may provide a revised quotation, timetable or statement of work before proceeding.
4. Client responsibilities
The client is responsible for providing information, instructions, materials, access, approvals and feedback reasonably required to complete the work.
The client must ensure that materials supplied by or on behalf of the client may lawfully be used for the project and do not knowingly infringe another person’s intellectual-property, privacy or other legal rights.
Delays in providing required information, materials or approvals may affect the project timetable.
The client is responsible for checking information, wording, specifications and deliverables supplied for approval and should notify us of errors or required changes before final production or publication wherever reasonably practicable.
5. Fees and quotations
Fees will be stated in the relevant quotation, proposal, contract or statement of work.
Unless expressly stated otherwise:
- quoted amounts exclude VAT where VAT is legally chargeable;
- third-party costs and substantial expenses are not included unless specified; and
- additional work outside the agreed scope may be charged separately.
An estimate is an indication of likely cost rather than a fixed price unless it is expressly described as fixed.
6. Invoicing and payment
Invoices will be issued in accordance with the agreed project terms.
Unless another payment period has been agreed in writing, invoices are payable within 14 days of the invoice date.
Payments must be made to the account or payment method specified on the invoice.
The legal supplier and invoicing entity is Envision 3D Limited, including where services are marketed or supplied under the James Waters Design trading name.
Where a commercial payment becomes overdue, Envision 3D Limited reserves its rights under applicable late-payment legislation, including any right to claim statutory interest, fixed compensation and reasonable debt-recovery costs.
7. Deposits, retainers and advance payments
Where a deposit, retainer or advance payment is required, we are not required to begin work until the payment has cleared.
The applicable quotation, proposal or project agreement will state whether an advance payment is refundable and how it will be treated if the project is postponed, cancelled or terminated.
8. Timetables
Any delivery dates will be agreed in good faith based on the information available at the time.
Unless expressly agreed in writing as a strict contractual deadline, delivery dates are estimates.
Timetables may need to change where:
- the project scope changes;
- information, materials, approvals or feedback are delayed;
- additional work is requested;
- third-party products or services are delayed; or
- circumstances outside our reasonable control affect delivery.
We will communicate material changes to the expected timetable where reasonably practicable.
9. Revisions and approvals
The number or extent of revisions included within a project may be specified in the relevant quotation, proposal or statement of work.
Additional revisions, alternative concepts or substantial changes outside the agreed scope may be charged as additional work.
Once work has been approved, changes requested afterwards may also be treated as additional work.
10. Intellectual property
Any intellectual-property arrangements stated in a project-specific contract, proposal or statement of work will take precedence over this section.
Unless expressly agreed otherwise in writing:
- Envision 3D Limited retains ownership of its pre-existing materials, processes, templates, tools, methods, know-how and reusable assets;
- ownership of unused concepts, drafts, experiments and working files remains with Envision 3D Limited;
- intellectual-property rights in the final deliverables remain with Envision 3D Limited until all relevant invoices have been paid in full;
- once all relevant invoices have been paid, the client is granted a perpetual licence to use the agreed final deliverables for the purposes reasonably contemplated by the project; and
- editable source files, working files, development files, templates or other underlying production materials are not included unless expressly stated.
Where copyright or another intellectual-property right is to be assigned to the client rather than licensed, that assignment must be expressly agreed in writing.
Any such assignment does not include third-party materials or pre-existing materials that Envision 3D Limited does not have the right to transfer.
11. Third-party materials
Projects may contain or rely upon materials supplied under third-party licences, including fonts, software, stock imagery, plugins, templates, libraries or other licensed resources.
The client’s use of those materials remains subject to the relevant third-party terms.
Where the client needs to obtain its own licence, this will be identified where reasonably practicable.
We are not responsible for subsequent changes made by a third-party provider to its products, licensing arrangements, availability or terms.
12. Portfolio use
Unless confidentiality obligations, an NDA or another written agreement prevent it, Envision 3D Limited may display completed and publicly released work for the purpose of demonstrating professional and design experience.
This may include display on:
- jamespwaters.com;
- the James Waters: Multidisciplinary Designer portfolio;
- Behance or similar portfolio platforms;
- professional and social-media profiles;
- presentations; and
- other reasonable promotional materials.
Confidential information will not knowingly be disclosed through portfolio use.
If portfolio use needs to be restricted, this should be agreed in writing.
13. Confidentiality
Each party will take reasonable steps to protect confidential information received from the other in connection with a project.
Confidential information may be disclosed where:
- required by law;
- necessary to obtain professional advice; or
- reasonably necessary for a technical or professional service provider to support delivery of the project, provided appropriate confidentiality obligations apply where necessary.
Any separate non-disclosure agreement will take precedence where applicable.
14. Data protection
Personal information will be processed in accordance with applicable UK data-protection law and the James Waters Design Privacy & Cookie Notice published on jamespwaters.com.
Each party remains responsible for its own legal obligations relating to personal information.
Where a project requires Envision 3D Limited to process personal information on behalf of a client in circumstances requiring additional contractual data-protection provisions, appropriate terms will be agreed separately.
15. Suspension of work
We may suspend work where:
- an invoice is materially overdue;
- the client has not supplied information, materials or approvals reasonably necessary to continue;
- continuing the work would be unlawful;
- a material security or intellectual-property concern arises; or
- the client materially breaches the agreement.
Where reasonably practicable, we will notify the client before suspending work.
A suspension caused by the client’s action or omission may result in a revised delivery timetable.
16. Cancellation and termination
Either party may terminate a project in accordance with any notice or termination provisions stated in the project-specific agreement.
If no separate termination provisions have been agreed and the client cancels a project after work has begun, the client will remain responsible for:
- work reasonably completed up to the cancellation date;
- approved or committed third-party costs; and
- any other amounts reasonably due under the agreed project.
Any deposit or advance payment will be dealt with in accordance with the relevant project agreement.
Completed deliverables will only be licensed or transferred to the extent provided by the agreement and once applicable fees have been paid.
Sections that by their nature are intended to continue after termination, including provisions relating to payment, intellectual property, confidentiality, liability and governing law, will continue to apply.
17. Standard of service
Services will be provided with reasonable skill and care.
Creative and design work necessarily involves professional judgement and subjective assessment.
Unless expressly agreed otherwise, we do not guarantee that a design, campaign, website, creative asset or other deliverable will achieve any particular commercial, marketing, financial, search-engine, conversion, engagement or audience-performance result.
18. Liability
Nothing in these Terms excludes or limits liability where it would be unlawful to do so, including liability for fraud or fraudulent misrepresentation or for death or personal injury caused by negligence.
Subject to that and to the fullest extent permitted by law:
- neither party will be liable to the other for indirect or consequential loss;
- Envision 3D Limited will not be liable for indirect loss of profit, revenue, anticipated savings, business opportunity or goodwill;
- Envision 3D Limited will not be responsible for loss resulting from inaccurate, unlawful or incomplete materials supplied by the client;
- Envision 3D Limited will not be liable for failures or changes affecting third-party products or services outside its reasonable control; and
- Envision 3D Limited’s total aggregate liability arising from a project will be limited to the total fees paid or payable to Envision 3D Limited for the project giving rise to the claim.
The client is responsible for retaining appropriate backups of materials supplied to or received from us.
19. Events outside reasonable control
Neither party will be liable for delay or failure to perform its obligations where this is caused by events outside its reasonable control.
The affected party should notify the other where reasonably practicable and take reasonable steps to minimise the effect of the event.
20. Independent businesses
Nothing in these Terms creates a partnership, joint venture, employment or agency relationship between Envision 3D Limited and the client.
Neither party has authority to make commitments or enter into obligations on behalf of the other unless expressly agreed.
21. Entire agreement
The written agreement between the parties supersedes previous discussions, proposals or representations relating to the same services, except where a statement has been made fraudulently.
Changes to an agreed project should be confirmed in writing.
22. Third-party rights
Unless expressly stated otherwise, a person who is not a party to the agreement has no right to enforce any of its terms.
23. Severability
If any provision of these Terms is found to be invalid, unlawful or unenforceable, the remaining provisions will continue in effect.
Where reasonably possible, an invalid provision will be interpreted or modified only to the minimum extent necessary to make it enforceable.
24. Governing law and jurisdiction
These Terms and any dispute or claim arising from them or the services are governed by the laws of England and Wales.
The courts of England and Wales will have jurisdiction unless the parties expressly agree otherwise in writing.
25. Contact
James Waters Design
A trading name of Envision 3D Limited
Registered in England and Wales
Company number: 16869852
Registered office:
Unit A, 82 James Carter Road
Mildenhall
United Kingdom
IP28 7DE
Email: james@jamespwaters.com
