Terms and Conditions

1. Introduction and Acceptance

WebMixStudio is a web design and development agency providing custom web development, ecommerce solutions, SaaS websites, graphic design, branding, digital marketing, and managed hosting services ("Services"). These Terms form a binding contract between you ("Client," "you," or "your") and WebMixStudio, Inc., located at Remote company headquartered in Himachal Pradesh, India ("Company").

Your engagement of Services constitutes full acceptance of these Terms. If you do not agree, do not use our Services. We may update these Terms at any time; continued use constitutes acceptance of changes. You are responsible for reviewing updates.

2. Definitions

• Deliverables: All work products, including designs, code, and assets, provided under a Statement of Work ("SOW").
• Project: The specific engagement outlined in the SOW.
• Intellectual Property Rights ("IP Rights"): All copyrights, trademarks, patents, and other proprietary rights.
• Confidential Information: Non-public information disclosed by either party, excluding public domain info.

3. Services and Scope of Work

Services are limited to those explicitly described in the SOW. Any additional work requires a written amendment signed by both parties and additional payment at our prevailing rates. We reserve the right to subcontract portions of the Services, but remain responsible for quality.

Exclusions: Unless specified in the SOW, Services do not include third-party integrations beyond standard (e.g., basic CRM), ongoing maintenance beyond initial launch, content creation, or legal compliance reviews. Scope changes will result in timeline extensions and additional fees.

4. Client Obligations

You agree to: (i) provide accurate, complete information and materials promptly; (ii) respond to requests within 5 business days; (iii) ensure all provided content complies with laws and does not infringe IP Rights; (iv) obtain necessary licenses for third-party materials.

Delays in your obligations will extend timelines without liability to us. You warrant all provided materials are original and authorized for use.

5. Payment Terms

Payments are due per the SOW (e.g., 40% deposit, 30% at design approval, 30% on launch). All fees are non-refundable except as per our 30-Day Satisfaction Guarantee. Invoices are due net 15 days via [bank transfer/PayPal]. Late payments accrue 1.5% monthly interest and may suspend Services.

All amounts exclude taxes; you are responsible for applicable taxes. Disputes must be raised within 10 days of invoice, or deemed accepted. No work commences without deposit.

6. Revisions and Approvals

Up to 2 rounds of revisions are included per milestone, provided within 5 business days. Additional revisions are at $150/hour. Silence for 7 days after delivery constitutes approval. All feedback must be consolidated in one response; piecemeal requests are not accepted.

7. Intellectual Property

We retain all IP Rights in pre-existing materials and tools. Upon full payment, we grant you a perpetual, non-exclusive, royalty-free license to use Deliverables for your internal business purposes. Full ownership transfers only upon final payment; until then, all rights revert to us.

You grant us a worldwide, royalty-free license to use your materials for the Project. We may display Project in our portfolio unless you opt out in writing pre-Project. You indemnify us against any IP claims arising from your materials.

8. Confidentiality

Each party agrees to maintain Confidential Information in strict confidence for 5 years post-termination, using at least the same care as its own (minimum reasonable care). Disclosure only to necessary employees/contractors bound by similar terms. Exceptions: public domain, independently developed info, or court-ordered disclosure (with notice).

9. Warranties and Disclaimers

We warrant Services will be performed professionally for 90 days post-launch. Remedies limited to correction at no extra cost. EXCEPT AS EXPRESSLY STATED, SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF MERCHANTABILITY, FITNESS FOR PURPOSE, OR NON-INFRINGEMENT. No guarantee of rankings, traffic, or revenue.

10. Limitation of Liability

IN NO EVENT SHALL WE BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, EVEN IF ADVISED OF POSSIBILITY. OUR TOTAL LIABILITY SHALL NOT EXCEED FEES PAID BY YOU FOR THE PROJECT. This limitation applies to all claims, including contract, tort, or strict liability.

11. Indemnification

You agree to indemnify, defend, and hold us harmless from any claims, losses, or damages arising from your breach of these Terms, including IP infringements from your materials. We will notify you promptly of claims and cooperate in defense.

12. Termination

Either party may terminate for material breach with 10 days' written notice to cure. We may terminate immediately for non-payment or insolvency. Upon termination, you pay for all work completed; no refunds for deposits. Surviving provisions: IP, confidentiality, liability, payment.

13. Governing Law and Dispute Resolution

These Terms are governed by California law, without regard to conflict principles. Disputes shall be resolved exclusively in state/federal courts in San Francisco County, CA. You waive jury trial and agree to venue. Prevailing party recovers attorneys' fees.

14. Force Majeure

Neither party is liable for delays due to events beyond reasonable control (e.g., acts of God, war, pandemics, strikes). Affected party must notify promptly and resume performance as soon as practicable.

15. Miscellaneous

• Severability: Invalid provisions do not affect remaining Terms.
• Entire Agreement: These Terms, plus SOW, constitute the full agreement; supersedes priors.
• Assignment: You may not assign without consent; we may.
• Waiver: No waiver unless written; does not imply future waivers.
• Export Controls: Comply with all export laws.