Terms of Service

Updated 1/11/2019


Introduction

These terms of service ("Terms of Service") are made as of the Effective Date, as defined herein, by and between Wirewolf ("Contractor") and you, the purchaser of Services, including any of your employees, agents, representatives, subsidiaries and/or parent company ("Client"). Client understands and agrees to the Wirewolf.io (“Website”) Terms of Use which are incorporated herein fully by reference. In order to use the Services, the Client must (a) be 18 or older, or be 13 or older and have their parents’ or guardians’ consent to these Terms and (b) have the power to enter into a binding contract and not be barred from doing so under any applicable law. The Client warrants that any information submitted to the Contractor is true, accurate and complete, and the Client agrees to keeping it up to date at all times.

Services Provided

Contractor shall provide Client certain user interface design services ("Services") in accordance with service descriptions on the Website. The complete scope of services are based on which Services are requested by Client at the time of purchase.

Pricing

Prices for the various Services provided by Contractor are available on the Website and may be subject to change at any time. A summary with exact pricing for the Services requested by Client (the "Order Confirmation") will be sent to Client by email at time of purchase.

Payment

Services must be paid 50% in advance via the Website by the Client before Contractor begins performance of the Services. The remaining 50% must be paid via the Website by the Client before Contractor delivers final assets.

Delivery

Contractor will aim to reach milestones within the estimated timeframes outlined on the individual Service detail pages on the Website. Due to the iterative nature of the design process and the unique Client needs, the delivery of Services may happen before of after estimated timeframe.


Revisions

Amount of revision rounds to a deliverable varies between Services provided by the Contractor and are referenced on the individual Service detail page. Additional revisions are subject to a fee of $125 per hour.

Refunds

Due to nature of the design process, digital format and time involved, complete refunds are not given unless a refund is requested before the outline of work is shared. In the event that a refund is requested after work has begun, a partial refund can be given based on the project progress.

Before any work has begun:
100% can be refunded.

After Outline of work has been shared:
75% of payment can be refunded.

After Wireframe Round 1 has been shared:
25% of payment can be refunded.

After Hand-Off of Assets have been transferred:
0% can be refunded.

Confidentiality

If confidential or proprietary information of Client is shared with or communicated to Contractor during performance of the Services, Contractor agrees never to disclose or to use, either during or after Contractor’s relationship with Client, any such confidential or proprietary information in any way that is not directly related to performance of the Services.

Intellectual Property; Rights to Work Product

User interface designs and other materials created by Contractor in the course of providing Services to Client (the "Work Product") is, and will remain, property of the Client. Any or all copyright, trademark or intellectual property rights contained in the Work Product, whether finished or unfinished, are and will remain property of the Client. Notwithstanding the foregoing, Contractor is not responsible for any third party claims of intellectual property infringement for materials provided by Client for use in the Services and/or Work Product. Accordingly, Client agrees to indemnify and hold harmless Contractor from and against any third party claim of copyright or other intellectual property infringement.

Independent Contractor Status

All Services performed by Contractor shall be as an independent contractor and nothing in these Terms of Service shall be deemed to constitute a partnership, joint venture, agency or employer-employee relationship.

Effective Date; Term; Termination

These Terms of Service are effective as of the date Client purchases Services (the "Effective Date") and continue until Contractor and releases deliverables to Client, unless ended earlier. Either party may terminate these Terms of Service upon written notice if (a) the other party is in breach of any material obligation contained in these Terms of Service which is not remedied within 10 days of written notice; or (b) a voluntary arrangement is approved by both parties.

Warranties

Contractor warrants that the Services will be performed in a professional manner and with reasonable care. Because the nature of user interface design Services is subject to individual tastes and attitudes, the quality of which cannot be determined quantitatively, no specific result of satisfaction is assured or guaranteed. Contractor expressly disclaims all other warranties, whether express, implied or statutory, to the extent permitted by law, and further Contractor expressly excludes any warranty of non-infringement, title, fitness for a particular purpose or merchantability to the extent permitted by law. At all times, maximum liability will be limited to the original Order Confirmation for the Services.

Indemnity

Contractor agrees to indemnify and hold Client harmless from and against any liability, loss, claim, demand or damage, including costs and attorneys’ fees, resulting from or based on any infringement, violation, breach or default of these Terms of Service, including without limitation the warranties contained herein. Client agrees to indemnify and hold Contractor harmless from and against any liability, loss, claim, demand or damage, including costs and attorneys’ fees, resulting from or based on any infringement or violation claims made against Contractor based on any Services provided to Client under these Terms of Service. Under no circumstances will the Contractor, any subsidiaries and affiliates, suppliers, and their respective owners, officers, managers, members, agents and employees, be liable to the Customer for loss of profits, business interruptions, loss of business information, loss of business, opportunity or other pecuniary loss, loss of data or any direct, indirect, incidental, consequential, special, exemplary, or punitive damages or losses, whether based in contract, tort or otherwise, arising out of or in connection with the use of, or inability to use, the Services, any content delivered to the Customer, whether or not the Contractor has been advised of the possibility of such damages or loss. In any event, the Contractor’s liability to the Customer shall be limited to typical and foreseeable damage and shall not exceed the Service fees at the time of purchase.

Governing Law

These Terms of Service shall be deemed to have been made and entered into in the State of Connecticut. The parties agree that these Terms of Service shall be governed, construed and interpreted by, through and under the laws of the State of Connecticut. Each party hereby consents and subjects itself to the personal and subject matter jurisdiction of the State of Connecticut and the Connecticut courts with respect to any claim or cause of action arising out of these Terms of Service.

Miscellaneous and General Provisions

  • Upon confirming a new order for Services, Client agrees the obligations and conditions of these Terms of Service shall be binding upon and endure to the benefit of and be enforceable by Contractor and its respective successors, heirs, legal representatives and assigns, including any direct or indirect successor by purchase, merger, consolidation or otherwise to all or substantially all of the business and/or assets of Contractor.

  • These Terms of Service constitute the whole agreement between Client and Contractor concerning the Services, except as specifically agreed to under a separate written agreement. These Terms of Service supersede and replace any and all prior agreements, either oral or written, with respect to Services. These Terms of Service may only be amended by a separate, written agreement between parties.

  • Client agrees Contractor shall have the right to use, on its website, marketing materials or advertisements, at Contractor’s own expense, Client company name and/or logo. Client also grants Contractor the authority to identify the Client as a representative client of Wirewolf and to use examples from the Work Product as representative samples of the Services.

  • Contractor reserves the right to refuse service to any Client, for any or no reason, at any time and will promptly refund any payment(s) received from Client upon any such refusal.

  • Neither Contractor nor Client shall assign or transfer all or any part of its rights under these Terms of Service without the express, written consent of the other party.

  • The descriptive paragraph and article headings contained herein are for used only for the convenience of reference and are not intended to modify, alter or affect the interpretation of, or determination of rights or obligations, under these Terms of Service.

  • The pronouns used herein shall include, where appropriate, either gender or both, singular and plural.

  • Terms of Service are subject to change without notice.