Terms of Service

Last updated: December 24, 2024

Important: By using this website or engaging our services, you agree to these terms. Please read them carefully. If you do not agree with any part of these terms, you should not use our website or services.

1. Definitions

  • "Company," "we," "us," or "our" refers to CustomCodeLabs.com and its owner(s).
  • "Client," "you," or "your" refers to the individual or entity using our website or engaging our services.
  • "Services" refers to software development, consulting, and related services we provide.
  • "Deliverables" refers to any software, code, documentation, or other materials we create for you.
  • "Website" refers to customcodelabs.com and all associated pages.

2. Services Overview

CustomCodeLabs.com provides custom software development services including but not limited to web applications, APIs, database design, security consulting, SEO services, and managed hosting. All services are provided on a project basis with terms specified in individual project agreements.

The information on this website is for general informational purposes only. Nothing on this website constitutes a binding offer. All projects require a separate written agreement specifying scope, pricing, timeline, and deliverables.

3. Quote Requests and Agreements

Submitting a quote request through our website does not create a binding agreement. Quotes provided are estimates based on the information you provide and are subject to change upon further review of project requirements.

A binding agreement is formed only when both parties sign a written project agreement or contract. All project terms, including scope, payment, timeline, and deliverables, will be defined in such agreement.

4. Payment Terms

  • Payment terms are specified in individual project agreements.
  • Unless otherwise agreed, a deposit may be required before work begins.
  • Late payments may incur interest at the maximum rate permitted by law.
  • We reserve the right to suspend work on any project with overdue payments.
  • All fees are non-refundable unless explicitly stated otherwise in the project agreement.
  • You are responsible for all applicable taxes on services rendered.

5. Intellectual Property

Client Ownership

Upon full payment, you receive ownership of the custom code and deliverables created specifically for your project as specified in the project agreement. You may use, modify, and distribute these deliverables as you see fit.

Our Retained Rights

We retain ownership of:

  • Pre-existing code, libraries, frameworks, and tools we bring to the project
  • Generic, reusable components and code patterns that are not specific to your business
  • Our methodologies, processes, and know-how
  • Any third-party software, libraries, or assets incorporated into deliverables

We grant you a perpetual, royalty-free license to use any retained components as part of your deliverables.

Third-Party Components

Deliverables may include open-source software or third-party components subject to their respective licenses. You agree to comply with all applicable third-party license terms.

6. Client Responsibilities

You agree to:

  • Provide accurate and complete information for quote requests and projects
  • Respond to requests for information, feedback, and approvals in a timely manner
  • Provide all necessary access, content, and materials required for the project
  • Review and test deliverables promptly and provide feedback
  • Ensure you have the right to use any content, data, or materials you provide to us
  • Maintain backups of your own data and systems
  • Comply with all applicable laws in your use of our services and deliverables

7. Confidentiality

Both parties agree to keep confidential any proprietary or sensitive information disclosed during the course of the engagement. This includes but is not limited to business plans, technical specifications, pricing, and trade secrets.

Confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed without use of confidential information; or (d) is required to be disclosed by law.

8. Warranty Disclaimer

THE WEBSITE AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

  • IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT
  • WARRANTIES THAT THE WEBSITE OR SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES
  • WARRANTIES REGARDING THE ACCURACY, RELIABILITY, OR COMPLETENESS OF ANY CONTENT
  • WARRANTIES THAT DELIVERABLES WILL MEET YOUR SPECIFIC REQUIREMENTS OR EXPECTATIONS BEYOND WHAT IS EXPLICITLY STATED IN THE PROJECT AGREEMENT

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

  • WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR OTHER INTANGIBLE LOSSES.
  • WE SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM: (A) YOUR USE OR INABILITY TO USE THE WEBSITE OR SERVICES; (B) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR DATA; (C) THIRD-PARTY CONDUCT; (D) ANY CONTENT OR MATERIALS OBTAINED THROUGH THE SERVICES.
  • OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR OUR SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
  • THESE LIMITATIONS APPLY REGARDLESS OF THE LEGAL THEORY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability is limited to the fullest extent permitted by law.

10. Indemnification

You agree to indemnify, defend, and hold harmless CustomCodeLabs.com, its owner(s), affiliates, and their respective officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the website or services; (b) your violation of these terms; (c) your violation of any rights of a third party; (d) any content or materials you provide to us; or (e) your negligence or willful misconduct.

11. Dispute Resolution

Informal Resolution

Before filing any formal legal action, you agree to first attempt to resolve any dispute informally by contacting us. We will attempt to resolve the dispute through good-faith negotiations for at least thirty (30) days.

Binding Arbitration

If informal resolution fails, any dispute, controversy, or claim arising out of or relating to these terms or services shall be settled by binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall be conducted in New Jersey, USA. The arbitrator's decision shall be final and binding.

Class Action Waiver

You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. You waive any right to participate in class actions against us.

12. Governing Law and Jurisdiction

These terms shall be governed by and construed in accordance with the laws of the State of New Jersey, United States, without regard to its conflict of law provisions. For any matters not subject to arbitration, you consent to the exclusive jurisdiction of the state and federal courts located in New Jersey.

13. Termination

We reserve the right to terminate or suspend your access to the website or services at any time, without notice, for any reason, including but not limited to violation of these terms.

Project-specific termination terms will be specified in individual project agreements. Upon termination of a project, provisions relating to intellectual property, confidentiality, limitation of liability, indemnification, and dispute resolution shall survive.

14. Force Majeure

We shall not be liable for any delay or failure to perform due to causes beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemic, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

15. No Professional Advice

Information provided on this website or through our services does not constitute legal, financial, tax, or other professional advice. You should consult appropriate professionals for advice tailored to your specific situation. We are not responsible for decisions made based on information from our website or services.

16. Third-Party Links

Our website may contain links to third-party websites or services. We are not responsible for the content, privacy policies, or practices of any third-party sites. Your use of third-party websites is at your own risk.

17. Modifications to Terms

We reserve the right to modify these terms at any time. Changes will be effective upon posting to this website. Your continued use of the website or services after any changes constitutes acceptance of the modified terms. We encourage you to review these terms periodically.

18. Severability

If any provision of these terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

19. Entire Agreement

These terms, together with any project agreements and our Privacy Policy, constitute the entire agreement between you and CustomCodeLabs.com regarding the subject matter herein and supersede all prior agreements, representations, and understandings.

20. Contact Information

For questions about these Terms of Service, please contact us:

CustomCodeLabs.com

New Jersey, USA

Website: customcodelabs.com