Terms of Service
Please read these Terms carefully. By accessing or using Wealthnode Studio’s services, you agree to these Terms.
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1. Acceptance of Terms
These Terms of Service (Terms) constitute a legally binding agreement between you (Client, you) and Wealthnode Studio (Wealthnode, we, us). By submitting a booking, paying an invoice, signing a proposal, or using our deliverables, you confirm that you have read, understood, and agree to be bound by these Terms.
- If you are entering into these Terms on behalf of an organization, you represent that you have the authority to bind such organization.
- Conflicts between these Terms and a signed Statement of Work (SOW) shall be resolved in favor of the SOW for the specific project.
2. Key Definitions
- Deliverables: all work products created by Wealthnode for you (e.g., designs, code, documentation).
- Milestone: a defined checkpoint used for billing, scheduling, or approval.
- Scope: the features, formats, and services specified in a SOW, quote, or proposal.
- License: the permissions granted to you to use the Deliverables, subject to payment and these Terms.
3. Bookings and Scheduling
- Start dates are reserved only upon written confirmation and receipt of the initial payment or retainer stated in your quote.
- We operate with protected focus windows. Rescheduling requires at least 7 days’ notice and is subject to availability.
- Client responsibilities include timely access to stakeholders, assets, and approvals. Delays may shift the schedule and incur standby fees.
Availability Windows
Our schedule is planned in 1–2 week sprints. Requests to move or extend sprints are evaluated case-by-case to protect other client commitments.
4. Payments
- All prices are exclusive of taxes unless explicitly stated. You are responsible for applicable taxes and bank fees.
- Invoices are due within 7 calendar days unless otherwise agreed. Late payments may accrue a 1.5% monthly service charge (or the maximum allowed by law).
- Retainers and milestone billings are non-refundable once the related work window has begun.
- We may suspend work and licensing for overdue accounts until payments are settled.
5. Cancellations and Refunds
- Client-initiated cancellations require written notice. If cancellation occurs:
- ≥14 days before start: refund of prepayments minus non-recoverable costs.
- 7–13 days before start: 50% of the initial payment forfeited.
- <7 days before start or after work begins: initial payment is non-refundable.
- Wealthnode may cancel for breach, non-payment, or force majeure. In such cases, you will receive pro-rata refunds for unused prepaid work (if any).
6. Revisions and Scope Changes
Each engagement includes a specified number of revision rounds as outlined in your SOW. Out-of-scope requests, additional rounds, or change requests may require a change order and additional fees. We will notify you in advance for approval.
7. Intellectual Property and Licensing
- Ownership: Upon full and final payment, you receive the license defined below. Unless stated otherwise, we retain ownership of our pre-existing materials, methods, and tools.
- License Grant: Unless your SOW states a different license, you receive a perpetual, worldwide, non-exclusive license to use the Deliverables for the agreed project and channels.
- Restrictions: You may not resell, sub-license, or redistribute Deliverables outside the agreed project without prior written consent.
- Open Source & Third-Party Assets: Where used, their respective licenses apply. You are responsible for complying with those terms.
For full wording, review the “License Details” modal or request a custom license in writing.
8. Confidentiality
Both parties agree to hold Confidential Information in strict confidence and use it solely for the purpose of performing under these Terms. Confidential Information excludes information that is public, independently developed without access, or rightfully received from a third party without a duty of confidentiality.
9. Warranties
- We warrant that Deliverables will substantially conform to the agreed specifications for 14 days after final delivery.
- Exclusive Remedy: We will make commercially reasonable efforts to correct non-conformities reported within the warranty period.
- Disclaimer: Except as stated, the services are provided “as is” without warranties of any kind, express or implied.
10. Limitations of Liability
To the maximum extent permitted by law, neither party shall be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or business opportunities. Our aggregate liability under these Terms shall not exceed the amounts actually paid by you to Wealthnode in the three (3) months preceding the claim.
11. Indemnity
You agree to indemnify and hold Wealthnode, its officers, employees, and contractors harmless from claims arising out of your misuse of the Deliverables, violation of law, or breach of these Terms.
12. Term and Termination
- These Terms commence when you accept them and continue until terminated.
- Either party may terminate for material breach if the breach remains uncured for 10 days after written notice.
- Upon termination, outstanding fees become immediately due. Licenses cease for unpaid Deliverables.
13. Governing Law
These Terms are governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of laws principles.
14. Dispute Resolution
- Good-Faith Negotiation: The parties shall first attempt to resolve disputes through good-faith discussions.
- Mediation: If unresolved after 15 days, either party may request non-binding mediation in a mutually agreed location or remotely.
- Venue: If litigation is necessary, the exclusive venue shall be the state or federal courts located in Delaware, USA.
15. Miscellaneous
- Assignment: You may not assign these Terms without our prior written consent. We may assign to an affiliate or in connection with a merger or sale.
- Severability: If any provision is invalid, the remainder will continue in full force.
- Notices: Notices must be sent to the contact in your SOW or to [email protected] and are deemed received upon confirmation.
- Entire Agreement: These Terms, together with the SOW, constitute the entire agreement, superseding prior discussions.
Contact
Questions about these Terms? We’re here to help.
- Email: [email protected]
- Phone: +1 (415) 203-6482
- Hours: Mon–Fri, 9:00–18:00 (UTC-7)
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