The rules that govern how we work together. Clear, fair, and written to protect both sides.
These Terms govern every service provided by Coviola.com. By requesting a quote, signing a proposal, paying an invoice, or using services, you agree to these Terms in full.
Coviola.com provides digital services to business clients. Services include strategy, branding, copywriting, web and ecommerce development, AI and automation, integration, hosting, maintenance, SEO, analytics, and campaign management. A proposal or order form may supplement these Terms. If there is a conflict, the proposal prevails for that project only.
An engagement starts when you approve a written proposal or pay the first invoice. Coviola may request a deposit before scheduling work. Timelines start after deposit, materials, and access are received. Missing inputs extend timelines.
Project scope is defined in the proposal and any statement of work. Work outside scope requires a written change request. Coviola will price, schedule, and seek written approval before proceeding. Urgent changes may affect estimates and delivery dates.
Maintenance, hosting, and growth services are offered on monthly or annual subscriptions. Subscriptions renew automatically unless canceled by written notice at least thirty days before the next billing date. Unused hours do not roll over unless agreed in writing. Paused subscriptions do not stop billing unless expressly agreed.
Prices are quoted before work begins. Unless the proposal states otherwise, invoices are due upon receipt. Late balances may be suspended and may incur administration fees and interest at 1.5 percent per month or the maximum lawful rate, whichever is lower. Taxes, payment gateway fees, and third party costs are your responsibility unless the proposal states otherwise.
Coviola may recommend domains, plugins, licenses, AI credits, media libraries, and ad platforms. You remain the account holder and bear all usage and renewal costs. If Coviola advances costs on your behalf, you will reimburse those costs upon invoice. Platform terms may change without notice and may impact features or performance.
You will provide timely content, approvals, and technical access. You confirm that all materials you provide are accurate, non infringing, and lawful. Delays in feedback or access extend delivery dates and may require rescheduling. Time spent waiting for inputs may be billed if it blocks scheduled resources.
Coviola will deliver milestones for review with release notes. You have seven calendar days to report material non conformance against the agreed scope. If no issues are reported, the milestone is deemed accepted. Fixes after acceptance or outside the agreed browser and device matrix are new work.
Support is limited to the matrix defined in the proposal. If none is defined, baseline support is the two latest stable versions of Chrome, Safari, Edge, and Firefox on desktop and current iOS and Android default browsers on common devices. Legacy browsers, embedded webviews, and enterprise lock downs are out of scope unless agreed in writing.
WCAG conformance is provided only if expressly included in scope. Where included, level and pages are specified in the proposal. Ongoing monitoring and remediation require a maintenance plan. Third party widgets may affect conformance and are your responsibility.
You are solely responsible for the legality of content, claims, and disclosures. On credible notice of illegality or platform violations, Coviola may remove or disable content to limit risk. Coviola will notify you without undue delay and will work with you on remediation.
All work product remains Coviola property until full payment of all amounts due for that deliverable. Upon full payment, you receive ownership of final website theme files, page layouts, brand assets, and code created specifically for you. Coviola retains ownership of its pre existing IP, know how, templates, internal tools, design systems, and reusable components. Working files such as layered source files, raw footage, and non published concepts are not included unless purchased.
Solutions may include open source components and vendor SDKs. These are licensed to you under their original licenses. You accept the obligations and restrictions of those licenses. Replacement of components due to license conflicts, security advisories, or vendor changes is new work unless covered by a support plan.
Coviola may use AI tools to accelerate research, drafts, images, code, or data structuring. AI outputs can contain inaccuracies or third party similarities. You must review and approve AI outputs for accuracy, legal compliance, and fitness for purpose before production use. Unless expressly stated otherwise, AI training data and model weights are not provided.
You grant Coviola a non exclusive, royalty free license to display your name, logo, and non confidential visuals of the finished work in portfolios, case studies, social channels, and credentials. Coviola may place a discreet credit in the website footer. You may ask to remove it before launch, and Coviola will comply.
Managed hosting is available as an optional service. Service levels, response times, and backup policies apply only where a support plan or SLA is active. Incidents caused by registrars, cloud providers, network carriers, DDoS events, or force majeure are excluded from credits. Self hosted environments and client managed plugins are your responsibility.
Bug fixes, security updates, and routine maintenance are provided under an active plan. Vendor or platform updates may break integrations or themes. Remediation is billable unless covered by an SLA. Requests should be sent to info@coviola.com and will be queued by priority.
Coviola processes personal data in line with its Privacy and Cookie Policy. Where Coviola processes personal data on your behalf, a data processing addendum can be executed. You remain the controller of your customer data. You will not transmit special categories of data or payment card data to Coviola systems unless agreed in writing.
Each party will implement reasonable technical and organizational measures. Coviola will notify you without undue delay upon confirming a security incident that affects your systems under our control. You will maintain unique credentials and least privilege access. Penetration tests against live environments require prior written approval and a rollback plan.
Each party will protect the other party's confidential information and use it only to deliver the services. The duty lasts three years after the end of the engagement. Public information, independently developed information, and compelled disclosures are excluded. Return or destruction will occur on request unless retention is required by law.
Coviola warrants that services will be performed with professional care and skill. For thirty days after acceptance, Coviola will correct defects that materially deviate from the agreed scope at no charge. This warranty excludes changes in third party platforms, misuse, edits by others, or environments outside the support matrix.
Services are provided as is except for the express warranty above. Coviola does not guarantee specific rankings, ad performance, conversion rates, uptime without an SLA, or outcomes dependent on third parties. Recommendations are advisory and require your business judgment.
Coviola is not liable for indirect or consequential losses such as lost profits, lost data, reputational harm, or business interruption. The total liability for any claim is capped at the fees you paid to Coviola for the specific deliverable or three months of subscription fees, whichever is lower. Multiple claims do not extend the cap.
You will indemnify Coviola for claims arising from your content, unlawful use, regulatory breaches, or infringement caused by materials you supplied. Coviola will indemnify you for third party claims that a final deliverable created by Coviola and used in its unmodified form infringes intellectual property rights. The indemnified party must give prompt notice and control of the defense to the indemnifying party.
Initiating a chargeback or payment reversal without prior good faith notice is a material breach. Coviola may suspend services, remove hosted materials, and charge a reasonable investigation and bank fee. You remain liable for work completed and third party costs already incurred.
Either party may terminate for material breach not cured within fifteen days of written notice. Coviola may suspend or terminate for non payment, abusive use, security risk, or platform violations. On termination, you will pay for completed work, approved expenses, and committed third party costs. Handover assistance is available at standard rates.
During the project and for six months after completion, neither party will solicit for employment any staff directly assigned to the project without consent. Public job postings are permitted. You will not circumvent Coviola by engaging Coviola subcontractors directly for twelve months after their last involvement in your project.
Each party will comply with anti bribery, export control, and sanctions laws. You confirm that your use of the services does not violate platform terms, advertising rules, or industry regulations. If sanctions or legal restrictions apply, Coviola may suspend or terminate with immediate effect.
Neither party is liable for delays or failure caused by events beyond reasonable control including natural disasters, widespread outages, epidemics, cyber attacks, government action, or provider failures. The affected party will notify the other and resume performance when feasible.
You may not assign the agreement without Coviola consent. Coviola may assign or subcontract to vetted providers and remains responsible for their performance. Assignment for corporate restructuring is permitted with notice.
Formal notices must be sent by email to info@coviola.com and to the contact listed in your proposal or invoice. Notices are deemed received on business days when the sender receives a delivery confirmation. Operational messages may be handled in agreed project tools.
The parties are independent contractors. Nothing creates a partnership, franchise, joint venture, agency, or employment relationship. Neither party may bind the other without written authorization.
If there is a conflict, documents apply in this order for the relevant project: First the data processing addendum. Second the proposal or statement of work. Third these Terms. Fourth any policies referenced by URL.
If any provision is invalid, the remainder stays in effect. A waiver must be in writing and applies only to the specific instance. Failure to enforce a right is not a waiver of that right.
Approvals and signatures by email, e signature platforms, and scanned copies are valid. Documents may be executed in counterparts which together form one agreement.
These Terms are governed by Italian law. The courts of Milan have exclusive jurisdiction, subject to mandatory laws that cannot be waived.
These Terms, together with the proposal, order form, and invoices, form the entire agreement and replace prior discussions. Coviola may update these Terms for future engagements and will publish the current version on Coviola.com. Continued use of services after publication indicates acceptance of the updated Terms.