These Terms & Conditions (“Agreement”) govern the provision of services by JPLoft (“Company”, “we”, “our”, “us”) to the client (“Client”, “you”, “your”). By engaging our services, you agree to be bound by this Agreement.
These Terms & Conditions (“Agreement”) govern the provision of services by JPLoft to the clients by engaging in our services, you agree to be bound by this Agreement.
1. Scope of Services
JPLoft will provide IT services as agreed in writing (proposal, contract, or statement of work). Services may include but are not limited to:
- Software, Web, and Mobile App Development
- Maintenance & Support
- Consulting, UI/UX, Design, and Digital Solutions
Any additional work outside the agreed scope will require a new agreement or change order.
2. Client Responsibilities
- Provide accurate, timely, and complete information required for project execution.
- Ensure that all content, data, or materials shared with JPLoft do not infringe on third-party rights.
- Cooperate and provide necessary feedback/approvals within agreed timelines.
- Send clear instructions to set accurate timelines and costs.
- Track daily updates and share timely feedback. If feedback cannot be provided, inform JPLoft in advance.
3. Payments & Fees
- Invoices must be paid as per the agreed payment schedule (milestones, retainers, or one-time fees).
- Payments for period-based pricing (hourly, weekly, monthly) must be made in advance as per booking requirements.
- Payments for fixed-price projects must follow the agreed proposal or contract milestones.
- All fees are exclusive of taxes.
- Non-Refundable: Once payment is processed, it is final and non-refundable unless explicitly stated otherwise in writing.
- Invoices are issued before work commences; delays in payment may put the project on hold.
- Late payments may attract interest charges as per applicable laws or agreed contract terms.
4. Resources and Timings
- JPLoft provides developers and support staff (Project Manager, Team Leader) as per project needs.
- Public holidays will be notified in advance, and timelines/invoices will be adjusted accordingly.
5. Intellectual Property Rights
- Upon full payment, all deliverables specifically created for the Client will become their property.
- Pre-existing code, tools, libraries, or frameworks remain JPLoft’s property, but the Client will receive a license to use them as part of the deliverable.
6. Timelines & Delays
- JPLoft will make reasonable efforts to deliver work on agreed timelines.
- Delays caused by Clients (late feedback, missing inputs, etc.) may affect timelines.
- JPLoft is not liable for delays caused by force majeure, internet outages, pandemics, or natural disasters.
7. Revisions & Changes
- Deliverables include the number of revisions specified in the proposal.
- Additional revisions or out-of-scope changes will be chargeable.
8. Confidentiality
Both parties agree to keep confidential all business, technical, and proprietary information shared during the project, except where disclosure is required by law.
9. Service Quality & Operations
- JPLoft follows agile methodology and provides regular updates via phone, Teams, email, Slack, or video calls as agreed.
- We deliver high-quality, cost-effective services within agreed timelines.
- Unless specified, we will not work directly on live servers.
- JPLoft does not outsource work or contact end clients without approval.
10. Support & Maintenance
- Post-delivery support is provided as per a support/maintenance contract (if purchased).
- Bug fixes are free within the warranty period specified in the proposal.
- Warranty does not cover errors caused by third-party changes, post-deployment modifications, or misuse.
11. Source Code & Responsibility
- Once project deliverables or source code are handed over, JPLoft has no obligation to store backups.
- The Client is responsible for safeguarding the code.
- If JPLoft is requested to store/maintain the code post-handover, it will be chargeable under a separate agreement.
12. Client Inactivity During Development
- If the Client is unresponsive for more than 30 days, JPLoft reserves the right to reassess scope, timelines, and charges.
- If inactive for 6 months or more, JPLoft is not obligated to retain project files, and resuming work may require additional costs or a new contract.
13. Service Acceptance
- Clients must test the project on JPLoft’s development server to avoid production issues.
- After acceptance and final payment, JPLoft will deploy the code to the production server.
- After acceptance and warranty expiry, additional work will be chargeable.
- Clients are strongly advised to maintain regular backups of production servers unless a Maintenance Agreement specifies otherwise.
14. Warranty Period
- Standard warranty: 30 days from deployment (unless otherwise agreed).
- Errors reported in writing within warranty will be fixed free of cost.
- Warranty excludes third-party interference, post-deployment modifications, or use beyond intended scope.
- JPLoft does not guarantee commercial profitability or success of developed systems.
15. Restrictions
Clients must not:
- Engage JPLoft’s developers directly within 1 year of contract end.
- Try to bypass JPLoft to contact or work with other JPLoft clients.
16. Termination
- Either party may terminate with written notice if the other breaches a material term and fails to remedy it within 15/30 days.
- JPLoft may terminate services if invoices remain unpaid for more than 5 days.
- Upon termination, all completed work till date will be invoiced and payable.
17. Governing Law & Jurisdiction
The contract between JPLOFT LLC and the Customer shall be governed by and construed in accordance with the laws of the United States and any dispute arising shall be subject to the exclusive jurisdiction of the courts of Denver, Colorado, United States.
18. Amendments & Privacy Policy
- JPLoft reserves the right to update these Terms & Conditions or Privacy Policy at any time.
- Continued use of services implies acceptance of updated terms.
- Clients who do not agree must request in writing for return or deletion of collected information.
19. Acceptable Use of Services
Clients agree to use JPLoft services only for lawful purposes and in compliance with applicable laws and regulations. Prohibited activities include but are not limited to:
- Hosting, transmitting, or distributing illegal, fraudulent, or harmful content.
- Using services for phishing, spamming, or malicious attacks.
- Attempting to bypass security measures or disrupt JPLoft systems.
20. Anti-Spam & Unsolicited Communications
JPLoft has a zero-tolerance policy for spam. Clients shall not send unsolicited bulk messages, promotional emails, or commercial communications using JPLoft platforms, servers, or systems. Verified violations may result in immediate suspension or termination of services without refund, and the Client will be liable for any related costs.
21. Prohibited Content & Client Liability
Clients must not use JPLoft services to store, process, or transmit content that:
- Infringes intellectual property or proprietary rights.
- Is defamatory, obscene, offensive, or invasive of privacy.
- Violates applicable laws or third-party agreements.
The Client assumes full responsibility for all content they create, upload, or distribute through JPLoft services.
22. Security & Unauthorized Access
Any attempt to gain unauthorized access to JPLoft systems, networks, or data is strictly prohibited. Activities such as hacking, reverse-engineering, vulnerability scanning, or distributing malware may result in immediate suspension and legal action.
23. Bandwidth, Storage & Fair Use
Use of JPLoft infrastructure and resources must remain within the agreed project scope or contractual limits. Excessive or abnormal consumption of bandwidth, storage, or server resources that disrupts service for other clients may lead to throttling, additional charges, or suspension of services.
24. Immediate Suspension Rights
JPLoft reserves the right to suspend or disable services immediately, without prior notice, if the Client’s actions:
- Violate these Terms & Conditions,
- Pose a security risk or legal liability,
- Harm JPLoft’s systems, reputation, or other clients.
Suspension does not remove the Client’s obligation to pay outstanding invoices or charges.
25. Indemnification
The Client agrees to indemnify and hold harmless JPLoft, its affiliates, officers, employees, and agents from any claims, damages, liabilities, costs, or expenses (including legal fees) arising from:
- The Client’s content or data,
- Breach of this Agreement,
- Misuse of JPLoft services,
- Violations of law or third-party rights.
26. Third-Party Providers & Downtime Disclaimer
JPLoft is not responsible for downtime, service interruptions, or errors caused by third-party hosting providers, data centers, payment gateways, or internet carriers beyond its direct control. While JPLoft will make reasonable efforts to coordinate with such providers, liability for third-party failures is excluded.
27. Domain Registration & Management (If Applicable)
If JPLoft assists Clients with domain registrations through third-party registrars, the Client remains solely responsible for:
- Domain renewals and timely payments,
- DNS management and security of domain credentials,
- Misuse of JPLoft services,
- Accuracy of WHOIS and registry records.
JPLoft shall not be liable for any loss, expiration, or transfer of domain names.
