Services – Terms and Conditions

1. Ownership of code written by us for you

1. Any code written for you, which has been paid in full and all terms of contract or invoice have been completed, is your property to do with what you wish.
2. You retain all license rights to said code.
3. We retain intellectual rights to the knowledge of written code and reserve the right to re-write same or similar code to be used any way we see fit.
4. We reserve the right to create or distribute products which may or may not resemble code we have previously written for you.
5. We reserve the right to add visual and descriptive examples which do not contain actual code to our company or personal portfolios.

2. Warranty on code written by us for you

1. All code written for you comes with a 60-day warranty.
   • The 60-day period begins the moment a feature(s) is accepted by you as being code complete.
   • Code is typically accepted by the closing of a work order or invoice.
   • Excessive delays in accepting code will not extend the warranty period and in such cases the hand off date will be used.
2. Within the 60 days, all bugs will be fixed by us at no charge.
3. After 60 days we hold no responsibility for discovered code issues which may or may not have originated from the original code.
4. After 60 days, repairs will be handled on a case by case basis, quoted by us.

The code warranty is voided if any of the following conditions occur:

1. The code is altered in any way by your team or any third party.
2. The contract is terminated before the corresponding feature(s) is fully complete.

3. Warranty on services provided by us for you

1. All services provided by us for you come with a 30-day warranty. The time begins the moment the project or task is completed.
2. Services include any request performed by us which does generate from a need for us to write code.
3. Written code does not fall under this warranty, but instead falls under the warranty on code under Section 3.

4. Payment for code and services

1. Invoices for projects require full payment up front for invoices which are less than $500.
2. Invoices for projects require 50% of full payment up front for invoices which are more than $500.
3. All invoices must be paid in full before a project will be launched or the final code be given to you by us unless otherwise explicitly noted by us.
4. Full payment is due within 10 business days after completion by us whether a project is launched or not unless launch is delayed in some way by us.

5. Abandoned projects

1. A project will be considered abandoned if no progress may be made on it by us for more than 30 days at direction or lack of follow-through by you.
2. Once a project is considered abandoned we will remove it from our active schedule and any previously discussed deadlines will be voided.
3. If an abandoned project is requested to be continued on, it will be up to our discretion to determine a new schedule and project deadlines.
4. If a project has been considered abandoned for more than 30 days (60 days total) a one-time $150 “resurrection” fee will be required to bring a project back into the schedule.

6. Failure to make payment

1. As per Section 5, all outstanding payments must be made within 10 business days of completion.
2. If 10 business days have passed without full payment, all invoices will be subject to a $100 late fee.
3. If more than 30 calendar days have passed without payment, all code, utilities, tutorials, information, etc. will be subject to repossession by us.
4. Repossession will include but not limited to any production, staging, or development items.
5. Restoration of repossessed items will require service fees of $150 per hour paid from you to us.

7. Expiration of quotes

All quoted prices will be valid for 60 days from the quote date. After 60 days, a new quote will be provided which may or may not have adjusted prices. Once a down payment has been made, a quoted price is final. A final quote may only be amended via official change order.

8. Limitation of liability

To the maximum extent permitted by applicable law, in no event shall OnPoint Plugins be liable for any direct, indirect, punitive, incidental, special, consequential, or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data, or other intangible losses, that result from the use of, inability to use, or unavailability of any services, products, or code. In all cases, OnPoint Plugins will not be liable for any loss or damage that is not reasonably foreseeable.

9. Indemnity

You will indemnify, defend, and hold us and our processors (and our respective employees, directors, agents, affiliates and representatives) harmless from and against any and all claims, costs, losses, damages, judgments, tax assessments, penalties, interest, and expenses (including without limitation reasonable attorneys’ fees) arising out of any claim, action, audit, investigation, inquiry, or other proceeding instituted by a person or entity that arises out of or relates to: (a) any actual or alleged breach of your representations, warranties, or obligations set forth in these Terms, including without limitation any violation of our policies; (b) your wrongful or improper use of the Developer Tools or Content; (c) your violation of any third-party right, including without limitation any right of privacy, publicity rights or Intellectual Property Rights; (d) your violation of any law, rule or regulation of the United States or any other country; or (e) any other party’s access and/or use of our services with your unique name, password or other appropriate security code.