All activities of concept development, design, programming, development, and production must be expressly approved by the Client before proceeding to the execution phase.
The Client shall communicate to the Agency the names of the persons authorized to sign documents and agreements related to the execution of the assignments.
The Agency shall send, including by email, reports of meetings or conversations containing the decisions taken. In the absence of written corrections by the Client within 5 (five) days from receipt, such reports shall be deemed fully approved.
Delivery timelines shall be agreed upon from time to time between the parties.
The materials shall be provided in the most commonly used digital formats, unless otherwise contractually agreed.
Upon full settlement of the relevant invoices, the creative projects produced by the Agency (titles, texts, slogans, visuals, graphics, websites, videos, etc.) shall become the Client’s economic property, without prejudice to the moral rights of the author pursuant to Italian Law no. 633/1941.
In the event that multiple proposals are presented, the versions not selected shall remain the exclusive property of the Agency and may not be used, in whole or in part, without the Agency’s prior written consent.
All source codes relating to 3D environments and videos, video editing, websites, social networks, printed layouts, and similar materials are the property of the Agency and shall be transferred only subject to specific contractual agreements.
The Client may request the export of its data (but not the digital source code), which shall be provided in digital format within 60 days from the formal request.
With specific reference to web services, the following shall apply:
a) Domains and licenses registered in the Client’s name are the Client’s property. Domains and licenses registered in the name of Exprimo may be transferred subject to contractual agreement.
b) Hosting: the web space remains the property of the Agency (or third-party providers appointed by it), which grants its use for the duration of the contract. Where the hosting is owned by the Client, Exprimo grants the use of the services/files related to the project for the duration of the contract.
c) Static pages: these are the property of the Client, who may request the export of the contents.
d) Dynamic software, CMSs, plugins, and proprietary modules: these remain the property of the Agency, which grants the Client a license for use limited to the duration of the contract and exclusively on servers provided by the Agency.
e) Data: all data contained in databases are the property of the Client, who releases the Agency from any liability for their use and publication in accordance with the services commissioned. Upon request, the Agency shall provide an export of the data only, excluding database structure or code.
f) Access to IT systems: Exprimo and the Client undertake to guarantee free access to systems related to the project for the entire duration of the contract.
Fees related to hosting, assistance, software updates, licenses, or other recurring services shall be invoiced at each contractual renewal and are due even in the absence of use.
At each renewal, fees may be adjusted based on ISTAT indexes or updated conditions duly communicated by the Agency.
Unless otherwise specified, the following are excluded from the fees:
photographic and video productions, image licenses, casting fees, models, translations, pre-press services, printing and packaging, postal expenses, travel, transfers, shipping, customs clearance, trademark registrations, market research, software development, and any services not expressly stated in the offer.
Such expenses shall be estimated, approved by the Client prior to execution, and invoiced based on actual costs.
All payments must be made by the due date indicated on the invoices.
In case of late payment, default interest pursuant to Articles 1244 and 1284 of the Italian Civil Code shall apply, in addition to any banking charges.
In the event of failure to pay even a single installment, the Agency may immediately suspend all activities and services (including, where applicable, hosting, email, and website). Any damages arising from such suspension shall not, for any reason, be attributable to the Agency.
If payment is not made within 15 days from suspension, the contract shall be terminated following notification sent by the Agency, including by email. This constitutes an Express Termination Clause. Termination shall result, inter alia, in the release of domains, which may be registered by third parties. No compensation may be claimed by the Client in this respect.
The web space provided by the Agency may be used exclusively for services covered by this contract, unless otherwise agreed in writing by both parties.
For consumption-based packages, the Client accepts the Agency’s monitoring system and a minimum cost of €15 per GB.
Exprimo guarantees compliance with GDPR regulations in accordance with applicable laws through its appointed DPO and ensures full compliance with agreements regarding data management, sensitive data, and access rights.
Unless otherwise agreed, the contract shall remain in force for the time required to complete the agreed activities.
For ongoing services, the contract shall be automatically renewed for the same duration unless terminated by registered letter with acknowledgment of receipt sent at least 60 days prior to expiration.
Unless otherwise specifically agreed, termination of the contract shall result in the suspension of all active services provided by Exprimo.
The Agency may modify the prices of recurring services by providing timely notice to the Client. In the event of an increase, the Client may withdraw from the contract within 30 days of notification.
The Client shall keep its access codes and passwords secure and is responsible for any misuse by third parties.
The Client must promptly notify the Agency in case of loss or breach.
The Client warrants that all materials uploaded online are original or duly authorized and do not infringe third-party rights, nor contain unlawful, defamatory, obscene, or public order–violating content.
The Agency may remove any content it deems non-compliant with applicable laws or these terms at any time, without prior notice and without any obligation to compensate the Client.
The Client may not assign or grant to third parties, free of charge or for consideration, the contracted services without the Agency’s prior written consent.
For e-commerce websites, the Client is responsible for:
the accuracy of product information, prices, availability, and codes; compliance with applicable regulations (Legislative Decree 70/2003, Consumer Code, GDPR); payment management and related authorizations.
The Agency shall not be liable for errors or contractual disputes arising from online sales activities.
The Agency may, if necessary, add pages, text, or links to the Client’s domains for technical or SEO purposes.
The Client may request their removal, acknowledging that such removal may negatively affect search engine rankings.
The Agency does not guarantee specific results in terms of ranking or visibility.
In the event of non-performance by the Client of any obligation under this contract, the Agency may terminate the contract pursuant to Article 1456 of the Italian Civil Code, without obligation to refund amounts already paid and without prejudice to the right to claim further damages.
The Agency may include its name as credit on developed projects and use such works as references for promotional, editorial, and commercial purposes, on any medium, unless otherwise agreed in writing or where materials are subject to confidentiality obligations.
The Agency shall retain any materials provided by the Client for the duration of the contract and for 15 days following its termination.
After this period, in the absence of written instructions from the Client, the Agency shall not be responsible for their preservation.
The transport of materials owned by the Client or third parties shall be at the Client’s risk and expense.
Any damage or delays caused by force majeure shall not be attributable to the Agency. Materials shall be returned in their original packaging unless otherwise instructed in writing by the Client.
This contract is governed by Italian law. For matters not expressly provided herein, Articles 1655 et seq. of the Italian Civil Code shall apply.
The Court of Modena shall have exclusive jurisdiction over any dispute.
Pursuant to Articles 13 and 14 of Regulation (EU) 2016/679 (GDPR), the Client is informed that personal data shall be processed by the Agency for: contractual and administrative management, fiscal and accounting obligations, pre- and post-contractual activities, technical communications, and, subject to authorization, marketing communications.
The Client may exercise the rights provided under Articles 15–22 GDPR (access, rectification, erasure, restriction, portability, objection).