The agreement between FRAGMENT and our clients
Last Updated: May 4, 2024
FRAGMENT requires a 30% advance payment before project commencement, with the remaining balance paid according to agreed-upon project milestones. This ensures mutual commitment and facilitates a smooth development process.
These Terms and Conditions ("Terms") govern your use of services provided by FRAGMENT ("we," "our," or "us"). By engaging our services, you agree to be bound by these Terms. Please read them carefully.
FRAGMENT provides web development, mobile application development, design, and related digital services as specified in the project proposal or statement of work agreed upon between FRAGMENT and the client.
The scope of services, deliverables, timelines, and other project-specific details will be outlined in a separate project proposal or statement of work, which becomes part of these Terms upon acceptance.
3.1 Advance Payment: A non-refundable advance payment of 30% of the total project fee is required before the commencement of any work. This advance payment confirms your commitment to the project and secures your place in our production schedule.
3.2 Milestone Payments: The remaining balance will be invoiced and paid according to the milestone schedule outlined in the project proposal. Milestone payments are due upon completion of the specified project phases and client approval of the associated deliverables.
3.3 Payment Methods: We accept payments via bank transfer, credit card, or other methods specified in the invoice. All payment details will be provided on the invoice.
3.4 Late Payments: Payments not received by the due date may result in work being paused until payment is received. A late payment fee of 2% per month may be applied to overdue invoices.
3.5 Taxes: All fees are exclusive of applicable taxes, which will be added to the invoice where required by law.
4.1 Timeline: Project timelines will be outlined in the project proposal. These timelines are estimates and may be adjusted based on project complexity, client feedback, and other factors.
4.2 Client Responsibilities: Timely delivery depends on prompt client feedback and provision of necessary materials. Delays in client responses may result in corresponding delays in project completion.
4.3 Revisions: The number of revisions included in the project scope will be specified in the project proposal. Additional revisions may incur extra charges.
4.4 Acceptance: Upon completion of each milestone, the client will have an opportunity to review and request revisions within the scope. If no feedback is received within 7 days, the milestone will be considered accepted.
5.1 Client Materials: The client retains all rights to content, logos, trademarks, and other materials provided to FRAGMENT for use in the project.
5.2 Final Deliverables: Upon receipt of full payment, the client will receive ownership rights to the final deliverables, except for third-party materials and FRAGMENT's proprietary tools and processes.
5.3 FRAGMENT Rights: FRAGMENT retains the right to use the completed project in its portfolio, case studies, and for marketing purposes, unless explicitly agreed otherwise in writing.
5.4 Open Source Components: Some projects may incorporate open-source components subject to their respective licenses, which will be disclosed to the client.
6.1 Confidential Information: Both parties agree to maintain the confidentiality of any proprietary or sensitive information shared during the project.
6.2 Exceptions: This confidentiality obligation does not apply to information that is publicly available, legally required to be disclosed, or already known to the receiving party without an obligation of confidentiality.
7.1 Client Cancellation: If the client cancels the project after work has begun, the advance payment is non-refundable. Additional payments may be required based on the work completed up to the cancellation date.
7.2 FRAGMENT Cancellation: FRAGMENT reserves the right to terminate a project if the client breaches these Terms, including non-payment or repeated failure to provide necessary feedback or materials. In such cases, the client remains responsible for payment for work completed.
8.1 FRAGMENT's liability: FRAGMENT's total liability for any claims under these Terms is limited to the amount paid by the client for the specific project giving rise to the claim.
8.2 Indirect Damages: FRAGMENT is not liable for any indirect, consequential, special, or punitive damages arising from or related to the services provided.
8.3 Third-Party Services: FRAGMENT is not responsible for the performance of third-party services or products integrated into the project, such as hosting services, payment gateways, or APIs.
9.1 Warranty Period: FRAGMENT warrants that deliverables will function substantially as specified in the project proposal for a period of 30 days after project completion.
9.2 Bug Fixes: During the warranty period, FRAGMENT will fix any bugs or issues that are within the original project scope at no additional cost.
9.3 Extended Support: Support beyond the warranty period or outside the original project scope may be available under a separate maintenance agreement.
10.1 Governing Law: These Terms are governed by the laws of [Jurisdiction], without regard to its conflict of law principles.
10.2 Dispute Resolution: Any disputes arising from these Terms will first be attempted to be resolved through good-faith negotiation. If negotiation fails, disputes will be resolved through arbitration in [Jurisdiction].
10.3 Amendments: These Terms may only be modified in writing, signed by both parties.
10.4 Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full force and effect.
10.5 Entire Agreement: These Terms, along with the project proposal or statement of work, constitute the entire agreement between the parties regarding the subject matter.
If you have any questions about these Terms, please contact us at:
Email: legal@fragment.dev
Address: FRAGMENT, 123 Tech Street, San Francisco, CA 94105