Engagement Overview
These Terms of Service (“Terms”) outline how Esteben partners with clients, collaborators, and visitors. By engaging with our services, signing a proposal, or continuing a project with Esteben, you agree to these Terms.
Who We Work With
- Esteben is a boutique studio led by Steven Espinal. Depending on scope, we may bring in trusted contractors under our supervision.
- If we ever need to substitute or add collaborators, we will notify you in writing and ensure they meet our standards.
Agreement Hierarchy
If a signed proposal, statement of work, or master services agreement conflicts with these Terms, the signed document prevails for that project.
Scope, Deliverables, and Feedback
Defining the Work
- Every engagement begins with a scoping session where we map deliverables, success metrics, and timeline.
- Material changes (new features, additional pages, integrations, etc.) require a written change request that may affect budget and timeline.
Feedback Cadence
- Feedback is requested within two business days of each review checkpoint unless otherwise specified.
- Delays in feedback pause delivery timelines. We’ll resume as soon as we receive consolidated direction.
Payment Terms
- Invoices are sent according to the proposal (typically 50% upfront, 50% on completion, or monthly for ongoing retainers).
- Invoices are due within 14 calendar days unless another schedule is documented.
- Late payments may incur a 1.5% monthly fee (or the maximum allowed by law). Continued late payment can pause the project.
Intellectual Property
Client Materials
- You retain ownership of all assets, trademarks, data, and materials you provide.
- You confirm you have rights to share any third-party assets.
Work Product
- Upon final payment, Esteben assigns to you all rights in the deliverables we create specifically for your project, excluding third-party libraries and Esteben’s internal tooling.
- Esteben may reference non-confidential deliverables in our portfolio unless you request otherwise in writing before launch.
Confidentiality
- Both parties agree to keep non-public information confidential and to use it solely for project purposes.
- Confidentiality obligations survive project completion.
Warranties and Limitations
- Esteben represents that services will be performed with professional diligence and industry-standard practices.
- Except where prohibited by law, Esteben disclaims all other warranties, including implied warranties of merchantability and fitness for a particular purpose.
- Esteben is not liable for indirect, incidental, or consequential damages. Our aggregate liability is limited to the fees paid under the applicable statement of work in the 12 months preceding a claim.
Termination
- Either party may terminate the engagement with 14 days’ written notice if the other party materially breaches these Terms and does not cure the breach within that period.
- Upon termination, you will pay for work completed up to the termination date. We will deliver partially completed work in its current state.
Independent Contractor
- Esteben operates as an independent contractor. Nothing in these Terms creates a partnership, joint venture, or employment relationship.
- You are not responsible for our taxes, benefits, or insurance obligations.
Governing Law
- These Terms are governed by the laws of the State of New York, excluding its conflict-of-law rules.
- Any disputes will be resolved in the state or federal courts located in New York County, New York.
Updates to These Terms
- We may update these Terms over time. We will notify active clients of material changes and post the updated version on our website with a revised “Last Updated” date.
- Continued use of our services after changes take effect constitutes acceptance of the revised Terms.
Contact
Questions about these Terms can be sent to steven@esteben.com.