Terms of Service Agreement

Introduction

Welcome to Nooga Pixels. By engaging our web development and graphic design services, you agree to comply with these Terms of Service ("Terms"). These terms govern your use of our services and constitute a binding agreement between you ("Client") and Nooga Pixels. Effective Date: 05/01/2022.

Services Provided

Nooga Pixels offers professional web development and graphic design services, including but not limited to website design, development, maintenance, branding, and marketing materials creation. Service availability and specific deliverables will be detailed in your project proposal or agreement.

Client Responsibilities

Clients must provide all necessary materials, information, and approvals in a timely manner to facilitate project completion. Clients are responsible for the accuracy and legality of content provided for use in the projects. Failure to comply may result in project delays.

Payment Terms

Clients will receive an invoice upon project completion or as per the agreed milestones. Payment is due within 30 days of the invoice date. Late payments are subject to a 1.5% monthly late fee. Nooga Pixels reserves the right to suspend or terminate services for non-payment.

Intellectual Property

Upon project completion, clients have two options regarding the intellectual property (IP) rights of the website content:

  1. Purchase of IP Rights: Clients can purchase the full IP rights to the website content by paying an additional fee as specified in the project agreement. Upon payment, ownership of the website content will transfer to the paying client.

  2. Lease of IP Rights: Clients can opt to lease the IP rights to the website content on an annual basis. Under this option, Nooga Pixels retains ownership of the content, and the client is granted a license to use the content as long as the lease agreement is in effect.

Regardless of the chosen option, clients always retain ownership of their site domain. This applies whether the domain was purchased by the client directly or by Nooga Pixels on behalf of the client, and regardless of the hosting option selected. Client also retains ownership of any site resources they provide during this project, including but not limited to logos, headshots, professional photography, works of art, and other forms of intellectual property.

Confidentiality

Both parties agree to maintain the confidentiality of all proprietary information shared during the project. Confidential information must not be disclosed to third parties without prior written consent, except as required by law.

Revisions and Approval

Our services include 3 rounds of revisions. Additional revisions will be billed at our standard hourly rate. Clients must approve all deliverables in writing before final delivery. Delays in approval may impact the project timeline.

Warranties and Disclaimers

Nooga Pixels warrants that our services will be provided in a professional manner. However, we do not warrant that deliverables will be error-free or meet all specific requirements. All other warranties, express or implied, are disclaimed.

Limitation of Liability

Nooga Pixels's liability for any claim arising from this agreement is limited to the amount paid by the Client for the services in question. We are not liable for any indirect, incidental, or consequential damages.

Termination

Either party may terminate the agreement by providing 14 days' written notice. In the event of termination, the Client agrees to pay for all work completed up to the termination date. Nooga Pixels will deliver any completed work and associated materials upon final payment.

Governing Law

These Terms are governed by the laws of the State of Tennessee. Any disputes arising from these Terms will be resolved in the courts of Hamilton County, Tennessee..

Miscellaneous

These Terms constitute the entire agreement between Nooga Pixels and the Client regarding the services provided. Any modifications must be in writing and signed by both parties. If any provision of these Terms is deemed unenforceable, the remaining provisions will remain in effect.