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Terms of Service

Last Updated: March 27, 2025

These Terms of Service (“Terms”) govern your use of services provided by Adapter Labs (“we,” “us,” or “our”). By engaging with our services, you agree to these Terms.

Services Overview

  • Adapter Labs provides software development and related consulting services
  • We create custom software solutions, provide technical consulting, and implement digital products
  • The specific services to be provided will be detailed in a separate statement of work or agreement
  • We reserve the right to modify or discontinue any service at our discretion

Client Responsibilities

  • Provide accurate and complete information necessary to deliver the services
  • Review and provide feedback on deliverables within agreed timeframes
  • Pay all agreed-upon fees in accordance with payment terms
  • Obtain and maintain all necessary rights and licenses for any materials provided to us
  • Comply with all applicable laws and regulations

Intellectual Property

  • Upon full payment, clients receive ownership rights to custom deliverables as specified in project agreements
  • Adapter Labs retains ownership of pre-existing materials, tools, methodologies, and frameworks
  • We may use general knowledge, skills, and experience acquired during projects for future work
  • Open source components used in projects remain subject to their original licenses
  • Client materials provided to us remain the property of the client

Confidentiality

  • We treat client information with strict confidentiality and use it only for providing services
  • Confidential information will not be disclosed to third parties without prior consent
  • We implement reasonable security measures to protect confidential information
  • Confidentiality obligations survive the termination of the client relationship
  • These obligations do not apply to information that is publicly available, independently developed, or rightfully received from third parties

Payment Terms

  • Fees and payment terms are specified in project agreements or statements of work
  • Invoices are payable within the timeframe specified in the agreement
  • Late payments may incur interest charges and suspension of services
  • Pricing does not include taxes, which are the client's responsibility
  • Additional services beyond the agreed scope will require separate agreements and fees

Warranties and Disclaimers

  • We warrant that services will be performed with reasonable skill and care
  • We do not guarantee that deliverables will be error-free or meet specific business objectives
  • We make no warranties regarding third-party software, libraries, or services
  • All services are provided “as is” without warranties of any kind, express or implied
  • We disclaim warranties of merchantability, fitness for a particular purpose, and non-infringement

Limitation of Liability

  • Our maximum liability is limited to the amount paid for the specific services giving rise to the claim
  • We are not liable for indirect, incidental, special, or consequential damages
  • We are not responsible for losses resulting from client decisions based on our services
  • Claims must be filed within one year after the cause of action arises
  • These limitations apply to all claims, regardless of the legal theory

Termination

  • Either party may terminate services as specified in the project agreement
  • We may terminate services immediately if payment obligations are not met
  • Upon termination, clients must pay for all services rendered up to the termination date
  • Sections regarding confidentiality, intellectual property, limitation of liability, and payment survive termination

Governing Law

  • These Terms are governed by the laws of the jurisdiction specified in the project agreement
  • Any disputes will be resolved in the courts of that jurisdiction
  • The prevailing party in any legal action is entitled to recover reasonable attorney's fees

Miscellaneous

  • These Terms constitute the entire agreement between the parties regarding the services
  • Any modifications to these Terms must be in writing and signed by both parties
  • If any provision is found to be unenforceable, the remaining provisions remain in effect
  • Failure to enforce any right does not constitute a waiver of future enforcement of that right
  • Neither party is liable for failures due to circumstances beyond reasonable control

By engaging our services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.