Please read these terms and conditions ("Agreement") carefully before accessing or using the services provided by StarExpand ("we," "us," or "our"). By accessing or using our services, you agree to be bound by this Agreement. If you do not agree to these terms, please refrain from using our services.
Services
Description
- We provide marketing and web development services, including but not limited to advertising, branding, digital marketing, website design, and development (collectively, "Services").
- The specific details and scope of the Services will be defined in a separate agreement between us and the client.
Client Obligations
- Clients are responsible for providing accurate and complete information necessary for the provision of Services.
- Clients must comply with applicable laws, regulations, and industry standards.
Intellectual Property
Ownership
- Unless otherwise stated in a separate agreement, all intellectual property rights, including copyrights, trademarks, and trade secrets, related to our Services, materials, or deliverables are owned by us until full payment has been received.
Transfer of Ownership
- Upon full payment of all outstanding fees and expenses, we transfer ownership of the deliverables to the client.
- The transfer includes the intellectual property rights associated with the deliverables, subject to any third-party licenses or rights.
Client's Intellectual Property
- Clients retain ownership of their own intellectual property provided to us for the purposes of the Services.
License
- We grant clients a non-exclusive, non-transferable license to use the deliverables solely for their internal business purposes, unless otherwise specified in a separate agreement.
Confidentiality
Definition
- "Confidential Information" includes any information disclosed by one party to the other that is marked as confidential or that should be reasonably understood to be confidential given the circumstances.
Confidentiality Obligations
- Both parties agree to keep all Confidential Information confidential and not disclose it to any third party without prior written consent, except as required by law.
- The obligations of confidentiality shall survive the termination of this Agreement.
Limitation of Liability
Disclaimer
- We provide Services on an "as-is" basis, and we do not warrant or guarantee the results or effectiveness of the Services.
- We shall not be liable for any damages, whether direct, indirect, incidental, consequential, or otherwise, arising out of or in connection with the use of our Services.
Indemnification
- Clients agree to indemnify and hold us harmless from any claims, damages, losses, or liabilities arising out of or in connection with their use of the Services or any breach of this Agreement.
Termination
Termination
- Either party may terminate this Agreement with written notice to the other party.
- Termination shall not relieve the parties of any obligations incurred prior to termination.
Consequences of Termination
- Upon termination, clients shall pay any outstanding fees or expenses incurred.
- The provisions regarding intellectual property, confidentiality, limitation of liability, and dispute resolution shall survive termination.
Web Development
Website Content
- Clients are responsible for providing all necessary content, including text, images, and other media, for their website development project.
- Clients represent and warrant that they have the necessary rights and permissions to use the content provided.
Project Timelines
- We will provide clients with an estimated timeline for the completion of the web development project.
- Timelines are subject to change due to factors beyond our control, including client delays or additional feature requests.
Website Maintenance
- Unless otherwise specified in a separate agreement, ongoing website maintenance, updates, and support are not included in the initial web development project.
Governing Law and Dispute Resolution
Governing Law
- This Agreement shall be governed by and construed in accordance with the laws of England and Wales
Dispute Resolution
- Any disputes arising out of or in connection with this Agreement shall be resolved through good-faith negotiations between the parties.
Mediation
- If the parties are unable to resolve the dispute through negotiations, they agree to participate in mediation conducted by a neutral third party mediator mutually agreed upon by both parties.
- The mediation process shall be conducted in accordance with the rules and procedures agreed upon by the parties and the mediator.
Arbitration
- If the dispute is not resolved through mediation, either party may initiate binding arbitration in accordance with the Arbitration Act 1996 of the United Kingdom.
- The arbitration shall take place in [Jurisdiction], and the arbitrator's decision shall be final and binding on both parties.
- The costs and expenses of the arbitration, including the arbitrator's fees, shall be shared equally between the parties, unless otherwise determined by the arbitrator.
Injunctive Relief
- Notwithstanding the dispute resolution provisions above, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent immediate harm or preserve the rights of the party.
Miscellaneous
Entire Agreement
- This Agreement constitutes the entire agreement between the parties and supersedes any prior agreements, understandings, or representations, whether oral or written.
Amendments
- Any amendments or modifications to this Agreement must be in writing and signed by both parties.
Severability
- If any provision of this Agreement is deemed invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.
Waiver
- The failure of either party to enforce any provision of this Agreement shall not be deemed as a waiver of that provision or any other provision
Assignment
- Clients may not assign or transfer their rights or obligations under this Agreement without our prior written consent.