Terms & Conditions
Effective Date: 11-OCTOBER-2024
Welcome to Ulties. By accessing or using our services, you ("Client," "You," or "Your") agree to comply with and be bound by the following terms and conditions. These terms govern all services provided by Ulties, including web development, app development, maintenance, and consulting. Please read them carefully before using our services.
1. Definitions
- Ulties refers to Ulties operating in Oceania and Scandinavia as separate entities, including any affiliates, subsidiaries, employees, or contractors.
- Services refers to the web development, app development, maintenance, consulting, and related services provided by Ulties.
- Client refers to any individual or business entity that engages with Ulties for services.
- Project refers to the specific scope of work agreed between the Client and Ulties in a formal proposal or contract.
2. Scope of Services
Ulties offers services related to web and app development, maintenance, and digital strategy consulting. The detailed scope of each project will be outlined in a Project Agreement or Proposal. This document, along with these Terms & Conditions, will govern the relationship between Ulties and the Client.
2.1 Customization & Development
- Ulties will tailor its services according to the Client’s specifications, as outlined in the Project Agreement.
- Any changes to the project scope after the agreement has been signed will require a Change Request and may incur additional fees.
2.2 Third-Party Services
- The Client acknowledges that Ulties may utilize third-party services or tools (e.g., hosting platforms, APIs, payment gateways) as part of the service delivery. Ulties will not be held responsible for downtime, errors, or malfunctions caused by these third-party services.
- By using Ulties’ services, the Client agrees to comply with the terms and conditions of these third-party providers.
3. Project Timeline
- Estimates and Delivery: Ulties will make every effort to meet project deadlines, but delivery times are estimates. Ulties is not responsible for delays caused by unforeseen events, technical issues, or lack of client cooperation (e.g., delays in providing required assets, information, or feedback).
3.1 Client Obligations
- The Client is responsible for providing all necessary materials, including but not limited to content, branding guidelines, and design assets, in a timely manner. Delays caused by the Client may result in project deadlines being extended and may incur additional costs.
3.2 Force Majeure
- Ulties will not be liable for any failure to fulfill its obligations due to causes beyond its reasonable control, including but not limited to natural disasters, pandemics, labor strikes, acts of war, cyberattacks, or technical failures beyond the company's control.
4. Payments & Fees
The Client agrees to pay all fees specified in the Project Agreement. Payments are non-refundable unless otherwise specified in these terms or in a separate written agreement.
4.1 Payment Terms
- Deposit: A non-refundable deposit (typically 30-50% of the total project fee) is required to begin work. No services will commence until the deposit is paid.
- Milestone Payments: Payments may be divided into milestones based on project completion stages. All milestone payments are due within 7 days of the invoice date.
- Late Payments: If the Client fails to pay any amount when due, Ulties reserves the right to suspend work. A late fee may be applied to the overdue balance in accordance with applicable local laws.
- Suspension of Services: In the event of non-payment, Ulties reserves the right to suspend or terminate the services and retain any work done until the balance is paid in full.
4.2 Currency & Taxes
- All payments must be made in the agreed-upon currency as specified in the invoice. The Client is responsible for paying all applicable taxes, including GST (Australia) or VAT (Europe).
5. Cancellation & Termination
5.1 Client-Initiated Cancellations
- If the Client wishes to cancel the project, they must provide at least 14 days' written notice. The Client will be liable for any work completed up to the date of cancellation and may forfeit their deposit.
5.2 Termination by Ulties
- Ulties reserves the right to terminate the project at any time for any of the following reasons:
- Failure to Pay: Non-payment or repeated late payments.
- Lack of Cooperation: Failure to provide necessary information or approvals in a timely manner.
- Breach of Terms: Any misuse of services or failure to comply with these Terms & Conditions.
- Illegal Activity: If the Client is found to be engaging in any illegal activity that impacts the project or Ulties' reputation.
In such cases, Ulties will retain ownership of all work completed and any payments already received.
5.3 Refunds
- Refunds will not be provided for services already rendered. Any unused portion of prepaid services may be refunded at Ulties' discretion.
6. Intellectual Property & Licensing
6.1 Ownership
- Client Materials: Any materials provided by the Client, such as logos, images, and content, remain the property of the Client.
- Deliverables: Upon full payment, the Client will own the final deliverables created by Ulties, including websites, apps, and designs.
- Ulties IP: All code, software, and methodologies developed by Ulties for internal use or efficiency remain the intellectual property of Ulties, even if used in the Client’s project.
6.2 License of Work
- Ulties grants the Client a non-exclusive, perpetual, and worldwide license to use the deliverables for their intended purpose. The Client may not sell, redistribute, or sublicense the deliverables without written permission from Ulties.
7. Limitation of Liability
7.1 No Guarantee of Results
- Ulties makes no guarantee regarding the results or success of any project, including but not limited to SEO rankings, web traffic, or revenue increases resulting from its services.
7.2 Limitation of Liability
- To the fullest extent permitted by law, Ulties shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to lost profits, loss of data, or business interruption, arising out of or related to the use of our services, even if advised of the possibility of such damages.
- In no event shall Ulties' total liability for any claims arising out of or related to the services exceed the total amount paid by the Client for the specific project at issue.
8. Warranties & Disclaimers
- Limited Warranty: Ulties warrants that all services will be provided in a professional and workmanlike manner. However, Ulties makes no other warranties, express or implied, regarding the services provided.
- Third-Party Integration: Ulties is not liable for issues arising from third-party software, tools, or platforms integrated into the project. The Client agrees to assume all risk when using third-party integrations.
- Security Disclaimer: While Ulties implements industry-standard security measures, we do not guarantee that our websites or applications are immune from hacking or security breaches. Ulties will not be liable for any data breaches caused by third-party systems or the Client's own negligence.
9. Support & Maintenance
9.1 Initial Support
- Ulties provides 30 days of support after the final delivery of the project to address any bugs or issues related to the initial scope of work.
9.2 Ongoing Maintenance
- For ongoing updates, security patches, or additional features, a separate Maintenance Agreement is required. Failure to engage in a maintenance plan may result in security vulnerabilities or performance issues for which Ulties is not liable.
10. Confidentiality
Both parties agree to treat all information exchanged during the course of the project as confidential unless explicitly stated otherwise. This includes business strategies, design concepts, and technical details.
11. Data Protection & Privacy
Ulties is committed to complying with data protection laws, including the General Data Protection Regulation (GDPR) and the Australian Privacy Act 1988. Client data will be handled securely, and clients must provide consent for data processing activities.
12. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of Denmark for Scandinavian clients and Australia for clients in Oceania. Any disputes arising from these Terms & Conditions shall be subject to the exclusive jurisdiction of the courts in the respective jurisdiction.
13. Amendments to Terms
Ulties reserves the right to amend these Terms & Conditions at any time. Any changes will be posted on our website, and continued use of our services will constitute acceptance of the amended terms.
14. Contact Information
For questions or concerns about these Terms & Conditions, please contact us:
- Email: [email protected]
