Terms of Service

01. Our Services

We offer custom website design & development, full-stack web applications, AI agents & workflow automation, headless e-commerce/store builds, branding, and SEO/growth services. Specific scope, deliverables, and pricing for any project will be confirmed separately in a proposal, quote, or written agreement ("Project Agreement") before work begins.

02. Our Process

Our standard process is: Discovery → Strategy & Scope → Design (UX/UI) → Development → Testing → Launch, as outlined on our Site. Timelines vary by project and will be estimated in your Project Agreement; they are estimates, not guarantees, and may shift based on client feedback turnaround, scope changes, or third-party dependencies.

03. Payment Terms

Unless otherwise agreed in writing, our standard payment structure is:

• 50% advance: Payable before work begins.
• 25%: Payable after client approval/sign-off on the agreed key deliverable.
• 25%: Payable before the project goes live / final code handover.

• Advance payment must be received before any work commences.
• We may pause work if a milestone payment is overdue.
• Prices exclude third-party costs (domain registration, hosting, premium plugins/licenses, stock assets, paid API/tooling usage) unless explicitly included in your quote.
• Applicable taxes, if any, will be added as required by law.
• Late payments beyond 15 days of the due date may incur a delay in delivery.

04. Revisions & Client Feedback

Each project includes a reasonable number of revision rounds per phase (typically 2 rounds per design/development milestone), as specified in your Project Agreement. Additional revisions beyond what's agreed, or requests that materially change project scope, may be billed separately and will be quoted before work starts on them.

Clients are expected to provide timely feedback, content, brand assets, and access/credentials needed to progress the project. Delays on the client's side may extend the overall timeline accordingly.

05. Intellectual Property

• Until full payment is received, all designs, code, and deliverables remain the property of UpgradeUX.
• Upon receipt of full payment, ownership of the final agreed deliverables (excluding third-party licensed assets, stock content, and pre-existing UpgradeUX tools/frameworks) transfers to the Client.
• We retain the right to showcase completed projects in our portfolio, case studies, and marketing materials, unless the Client requests confidentiality in writing.

06. Confidentiality

We treat any non-public business, technical, or strategic information shared with us as confidential and will not disclose it to third parties except as needed to deliver the project or as required by law.

07. Post-Launch Support & SLA

We offer a 24-hour response time (SLA) for post-launch queries via email. Post-launch support covers minor fixes and questions related to what was delivered; ongoing maintenance, new features, or content updates beyond the agreed scope may require a separate maintenance arrangement or additional quote.

08. Warranties & Disclaimers

We aim to deliver high-quality, functional, and performant work. However, Services are provided "as is," and we do not guarantee uninterrupted or error-free operation, specific business outcomes (e.g. traffic, conversions, rankings), or compatibility with all future third-party updates outside our control.

09. Limitation of Liability

To the maximum extent permitted by law, UpgradeUX's total liability for any claim arising from a project shall not exceed the total fees paid by the Client for that specific project. We are not liable for indirect, incidental, or consequential damages, including loss of profits or data.

10. Termination

Either party may terminate an ongoing project with written notice (email is sufficient). If terminated:

• Fees for work completed up to the termination date are payable.
• Any advance already paid for work completed or in progress is non-refundable (see our Refund & Cancellation Policy for full details).

11. Dispute Resolution

We believe in transparent, fair, and positive client partnerships. In the unlikely event of any disagreement or concern, both parties agree to first attempt to resolve the matter amicably through direct communication.

12. Changes to These Terms

We may update these Terms from time to time; the "Last updated" date will reflect the latest version. Continued use of our Services after changes constitutes acceptance.

13. Contact