Terms of Service

1. How engagements work

Nothing on the Site, including prices, timelines, examples, the chatbot’s answers or the contact form, is an offer or a binding quote. A project begins only when we both accept a written proposal, statement of work, or agreement (a “Proposal”), for example by signature, email confirmation or paying the first invoice. The Proposal sets out the deliverables, timeline, fees and payment schedule.

If a Proposal and these Terms conflict, the Proposal controls for that project; otherwise these Terms apply to every project.

2. What I guarantee, and what I don’t

I guarantee delivery. I will deliver the deliverables described in your Proposal, built with professional skill and care, and working as described in it at handover. If a delivered item doesn’t match the agreed scope, tell me in writing within 14 days of delivery and I will fix it at no extra cost. That fix is your sole remedy for non-conforming work.

I don’t guarantee business results. How a website, brand, campaign, app or AI system performs after launch depends on many things neither of us fully controls: your market and competitors, pricing, your product and service, your sales follow-up, budget and ad spend, content you provide, customer behaviour, the economy, seasonality, and the policies and algorithms of third parties such as Google, Meta, app stores and AI providers. So I make no promise of any particular traffic, search ranking, leads, conversions, sales, revenue, return on investment, funding or growth. Case studies, testimonials and portfolio results describe past projects and aren’t a prediction of yours.

Timelines depend on you too. Delivery dates assume timely content, feedback, approvals, access and payment from your side. If those arrive late, the timeline moves by at least the same amount, and that isn’t a breach by me.

3. Your responsibilities

• Provide accurate information, content, brand assets, access and decisions when needed, and name one person who can approve work.
• Make sure you own, or have permission to use, everything you give me (text, images, logos, data, trademarks, software, accounts), and that using it won’t infringe anyone’s rights or break any law.
• Review and test deliverables before you approve and publish them. Once you approve a deliverable or put it live, it’s considered accepted.
• Be responsible for your own legal and regulatory compliance, including how your business, website, marketing and AI tools use customer data, and for the claims you make in your content and ads.
• Keep backups of your own content and data, and keep passwords and accounts secure.

4. Changes, revisions and extra work

Each Proposal includes the number of revision rounds stated in it. Changes beyond that, new features, new pages, or work outside the agreed scope are “change requests”. I’ll quote them before starting, and they may change the fees and timeline. Work paused for more than 30 days because I’m waiting on you may be closed out and invoiced for what’s been completed, and restarting it may be rescheduled around other commitments.

5. Fees and payment

Fees, deposits and payment dates are set out in the Proposal. Deposits reserve time in my schedule and are non-refundable once work has begun. Invoices are due within the time stated on them (or 14 days if none is stated). If an invoice is overdue, I may pause work, withhold deliverables and transfers, and suspend any hosting, maintenance or services I manage for you until it’s paid, and late balances may accrue interest at 1.5% per month or the highest rate the law allows, whichever is lower. You’re responsible for any taxes on the Services other than taxes on my income, and for reasonable costs of collecting overdue amounts.

Third-party costs, such as domains, hosting, software licences, stock assets, fonts, plugins, API and AI usage, and advertising spend, are paid by you directly or reimbursed to me, unless the Proposal says they’re included. Their prices can change and are set by those providers.

6. Ownership and licences

When you’ve paid all fees for a project in full, you own the final deliverables created specifically for you, and I assign to you my rights in them, except for the items below. Until full payment, I keep ownership, and you have a limited licence to review the work.

Pre-existing and general tools: I keep ownership of my pre-existing materials, know-how, and reusable code, components, templates, frameworks and processes I use across projects. To the extent they’re included in your deliverables, you get a perpetual, non-exclusive, royalty-free licence to use them as part of those deliverables.

Third-party materials: open-source software, fonts, stock media, plugins and platforms are licensed to you under their own licence terms, which you agree to follow.

Unused concepts, drafts and alternative designs that you didn’t select remain mine.

Portfolio: unless we agree otherwise in writing, I may show the finished work, your name and logo in my portfolio, case studies and marketing, but I won’t disclose your confidential information.

7. AI features and automation

Some Services use or include artificial intelligence, such as AI receptionists, chatbots, content generation or automations. AI output can be inaccurate, incomplete, biased or inappropriate, and it can change as providers update their models. You are responsible for reviewing AI output, supervising how AI tools talk to your customers, and deciding what they may do, and for giving any disclosures the law requires (for example, telling callers they’re speaking with an AI). AI tools I build are not a substitute for professional medical, legal, financial or other advice.

Healthcare and other regulated clients: unless we sign a separate agreement that expressly says so, such as a HIPAA Business Associate Agreement, I don’t act as your business associate, compliance officer or legal adviser. You are responsible for deciding whether a tool is appropriate for your regulatory obligations, and for not sending protected health information or other regulated data to systems that aren’t approved for it.

8. Hosting, third-party platforms and maintenance

Websites and systems depend on third-party platforms (hosting, domains, email, CMS, payment, CRM, telephony, analytics, AI and app-store providers). I’m not responsible for their outages, security incidents, price or policy changes, discontinued features, or account suspensions, or for losses those cause. After launch, ongoing updates, security patches, backups, monitoring and support are included only if a maintenance plan is part of your Proposal.

9. Confidentiality

Each of us will keep the other’s non-public business information confidential, use it only for the project, and protect it with reasonable care. This doesn’t apply to information that is public, already known, independently developed or received lawfully from someone else, or that must be disclosed by law (with notice to the other party where allowed). If you need a separate NDA, I’m happy to sign a reasonable one.

10. Using the Site

The Site’s content, including text, design, code, graphics, the demos and the blog, is owned by me or my licensors. Client work and third-party brands shown on the Site belong to their owners and appear for portfolio purposes. You may view and share the Site for personal, non-commercial purposes. You may not copy, republish, sell, scrape, frame or create derivative works from it, or use it to train machine-learning models, without my written permission.

You agree not to: break any law while using the Site; attempt to access systems or data you’re not authorised to; interfere with the Site’s security or performance; introduce malware; use bots or automated tools to scrape or overload it; impersonate anyone; or send spam or unlawful content through it. Blog posts and chatbot answers are general information, not professional advice for your situation.

11. Disclaimer of warranties

EXCEPT FOR THE DELIVERY GUARANTEE IN SECTION 2, THE SITE AND THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”, AND TO THE FULLEST EXTENT PERMITTED BY LAW I DISCLAIM ALL OTHER WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. I DON’T WARRANT THAT ANY DELIVERABLE, WEBSITE, SOFTWARE OR AI SYSTEM WILL BE UNINTERRUPTED, ERROR-FREE, SECURE AGAINST EVERY THREAT, COMPATIBLE WITH EVERY DEVICE OR FUTURE PLATFORM UPDATE, OR THAT IT WILL ACHIEVE ANY BUSINESS RESULT.

12. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW, I WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, SALES, LEADS, DATA, GOODWILL, BUSINESS OPPORTUNITY OR SEARCH RANKINGS, OR COSTS OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATING TO THE SITE, THE SERVICES OR THESE TERMS, WHATEVER THE LEGAL THEORY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE), EVEN IF I WAS TOLD THEY WERE POSSIBLE.

MY TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICES WILL NOT EXCEED THE FEES YOU ACTUALLY PAID ME FOR THE SPECIFIC PROJECT GIVING RISE TO THE CLAIM IN THE 12 MONTHS BEFORE THE CLAIM AROSE. FOR CLAIMS RELATING ONLY TO THE SITE, IT WILL NOT EXCEED ONE HUNDRED US DOLLARS (USD 100).

These limits are an essential part of the bargain and reflect the fees charged. They don’t limit liability that can’t legally be limited, such as for fraud or wilful misconduct. Some jurisdictions don’t allow certain limitations, so some of this section may not apply to you.

13. Indemnification

You agree to defend, indemnify and hold harmless me and my contractors, collaborators and agents from and against any claims, demands, lawsuits, regulatory actions, liabilities, damages, losses, fines, penalties, costs and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) content, data, materials, trademarks or instructions you provide; (b) your products, services, business practices, advertising and claims; (c) how you, your staff or your customers use the deliverables, including AI tools and any data they process; (d) your breach of these Terms or a Proposal; (e) your violation of any law or regulation, including privacy, consumer-protection, marketing, telecommunications (such as the TCPA), accessibility, healthcare (such as HIPAA) and intellectual-property laws; and (f) any changes to the deliverables made by you or anyone other than me.

I’ll let you know promptly about any claim, and you’ll control its defence, but you may not settle a claim in a way that admits fault by me or imposes obligations on me without my written consent. I may take part with my own counsel at my own cost.

14. Pausing and ending a project

Either of us may end a project by written notice if the other materially breaches these Terms or the Proposal and doesn’t fix it within 14 days of notice. You may also end a project for convenience with 14 days’ written notice. In any case you pay for all work performed and costs committed up to the end date, plus any non-refundable deposit, and on full payment you receive the completed work for which you’ve paid. I may pause or end a project immediately if I’m asked to do anything unlawful, unsafe or unethical, or if you are abusive to me or my collaborators.

Sections that by their nature should survive, including payment, ownership, confidentiality, disclaimers, limitation of liability, indemnification, and dispute resolution, survive the end of a project and of these Terms.

15. Independent contractor, collaborators and non-solicitation

I work as an independent contractor, not your employee, partner or agent, and I control how and when the work is done. I may use trusted subcontractors and collaborators, and I remain responsible for their work under these Terms. During a project and for 12 months after it, you agree not to directly hire or engage anyone I introduced to the project to do similar work, without my written consent.

16. Force majeure

Neither of us is responsible for delays or failures caused by events beyond reasonable control, such as natural disasters, severe weather, illness, power or internet outages, third-party platform failures, cyberattacks, government action, war or civil unrest (payment obligations excepted). The affected party will notify the other and resume as soon as reasonably possible.

17. Dispute resolution: informal resolution, arbitration and class-action waiver

Talk first. Before starting any claim, the party with the concern will email the other (me at hello@jnaikcreates.solutions) with a description of the issue and the outcome wanted, and we’ll try in good faith to resolve it for at least 30 days. Most problems end here.

Binding arbitration. If we can’t resolve it, any dispute, claim or controversy arising out of or relating to the Site, the Services, a Proposal or these Terms, including their formation, scope, validity or enforceability, will be resolved by final and binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules (or its Consumer Arbitration Rules if you’re an individual using the Services for personal purposes). The arbitration will be conducted by a single arbitrator, in English, in Collin County, Texas, or by video conference if the arbitrator allows. The arbitrator may award any individual relief a court could, and judgment on the award may be entered in any court with jurisdiction. The Federal Arbitration Act governs this section.

Exceptions. Either of us may bring an individual claim in small-claims court if it qualifies, and either of us may ask a court for an injunction to stop actual or threatened misuse of intellectual property or confidential information, or to collect unpaid invoices.

Class-action and jury-trial waiver. Claims may be brought only in an individual capacity, not as a plaintiff or class member in any class, collective, consolidated or representative proceeding, and the arbitrator may not combine claims of more than one party. YOU AND I EACH WAIVE THE RIGHT TO A TRIAL BY JURY. If this class-action waiver is found unenforceable for a claim, that claim alone will be decided in court, not arbitration.

Opt out. If you are an individual consumer, you may opt out of arbitration by emailing hello@jnaikcreates.solutions within 30 days of first accepting these Terms, with your name and a clear statement that you opt out of arbitration.

Time limit. To the extent the law allows, any claim must be brought within one year after it arose, or it is permanently barred.

18. Governing law and venue

These Terms and any dispute are governed by the laws of the State of Texas and applicable US federal law, without regard to conflict-of-laws rules. The UN Convention on Contracts for the International Sale of Goods does not apply. For any matter that proceeds in court under Section 17, the state and federal courts located in Collin County, Texas, have exclusive jurisdiction and venue, and we both consent to them. Mandatory consumer protections in your country of residence are not affected.

19. General

These Terms, the Privacy Policy and any Proposal are the entire agreement between us about their subject and replace earlier discussions. If any part is found unenforceable, it will be enforced as far as possible and the rest stays in effect. Not enforcing a provision isn’t a waiver of it. You may not assign these Terms or a Proposal without my written consent; I may assign them in connection with a reorganisation or sale of my business. Notices may be given by email to the addresses we use for the project. Electronic acceptance, signatures and records are valid. Headings are for convenience only, and “including” means “including without limitation”.

I may update these Terms from time to time. The version posted on the Site with its “last updated” date applies to your use of the Site from then on; for a project already under way, the version in effect when you accepted the Proposal applies unless we agree otherwise in writing.

Contact

Jawad Farooq Naik · Allen, Texas, United States · hello@jnaikcreates.solutions · (339) 222-7696