Terms of service

These terms govern your use of this website and set out the default terms on which Softnous Technologies Inc. provides services. Where you have signed a Master Services Agreement or a Statement of Work with us, that document takes precedence over anything here that conflicts with it.

Using this website

You may use this site to learn about our services and get in touch. You may not attempt to gain unauthorized access to it, interfere with its operation, scrape it at a volume that degrades service for others, or use its content to train a model for commercial resale. Content on this site is provided for general information and is not professional, legal or financial advice.

Quotes, scope and changes

Prices shown on this site are starting bands, not quotes. A binding price exists only in a written Statement of Work naming the deliverables and milestones. Once signed, that price does not change for work inside the agreed scope.

Work outside the agreed scope requires a written change order with its own price and timeline, agreed before the work begins. We will not perform out-of-scope work and invoice for it afterwards.

Your responsibilities

Projects depend on things only you can provide: timely feedback, access to systems and third-party accounts, content, and decisions from someone empowered to make them. Where a delay is caused by one of these, timelines move accordingly and we will say so in writing at the time rather than at the deadline.

Payment

Invoices are issued against milestones and are payable net 15 unless the SOW says otherwise. Canadian clients are invoiced in CAD with GST or HST applied as required; other clients are typically invoiced in USD. Overdue amounts may attract interest at 1.5% per month, and we may pause work on an account that is materially overdue.

Intellectual property

On final payment for a deliverable, all rights in it transfer to you — source code, designs, copy, and project files. We retain no license requirement and no claim over your product.

Two ordinary exceptions:

• Third-party components. Open-source libraries and licensed assets remain governed by their own licenses. We will tell you what is used and under what terms.
• Our own general tools. Internal scaffolding, utilities and methods we developed before or outside your project remain ours. Nothing of yours is embedded in them, and nothing in your deliverable depends on access to them.

We may describe the work in a portfolio or case study. If you would rather we did not, tell us and we will not — before or after delivery.

Confidentiality

Each of us will keep the other's confidential information confidential and use it only for the engagement. We will sign your NDA, or provide ours. These obligations survive the end of the engagement.

Warranties and what we do not promise

We warrant that we will perform the services with reasonable skill and care, and that deliverables will substantially conform to the Statement of Work. Defects reported within30 days of delivery are fixed at no charge.

Beyond that, deliverables are provided as is. We do not warrant uninterrupted or error-free operation, nor any particular commercial result. Marketing and advertising outcomes depend on factors outside our control, including platform behavior and market conditions — we commit to method and reporting, not to a guaranteed number.

Limitation of liability

To the extent permitted by law, neither party is liable to the other for indirect, incidental, special or consequential damages, or for lost profits, revenue or data. Our total aggregate liability arising from an engagement is limited to thefees paid to us for that engagement in the preceding twelve months. Nothing here limits liability that cannot be limited by law, including for fraud or for death or personal injury caused by negligence.

Termination

Fixed-bid projects may be terminated by either party at any completed milestone; you pay for work delivered and keep it. Dedicated-team arrangements require 30 days written notice. Retainers run month to month. Either party may terminate immediately for material breach that is not remedied within 15 days of written notice. On termination we hand over work completed and paid for, and transfer the credentials and accounts belonging to you.

Governing law

These terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable there. The courts of Ontario have non-exclusive jurisdiction. Where a client's own agreement specifies a different governing law, that agreement controls.

Changes

We may update these terms; the date at the top shows when. Changes do not apply retroactively to a signed Statement of Work.

Contact

Questions about these terms: hello@softnous.ca.