Agreement Terms
These terms govern project engagements and related services with Adam Technology. By proceeding with a project or engagement, you agree to the following conditions.
1. Content Responsibility
All website content, including text, images, and multimedia, must be provided by the Client before work commences. The Client is solely responsible for supplying accurate, complete, and legally authorized content.
2. Data Backup and Liability
The Client is solely responsible for creating and maintaining a full backup of their existing website data before any work begins. Adam Technology will not be held liable for any data loss, corruption, or damage, except where directly caused by Adam Technology's gross negligence or willful misconduct.
3. Scope of Work
The scope of work is defined in the project proposal or contract. Any additional features, changes, or requirements not included in the original scope are subject to a separate change request process and may incur additional charges. Unless specifically outlined, paid for, and mutually agreed upon in writing, Adam Technology is not responsible for data entry, web hosting services, or custom graphics or artwork supplied by the Client.
Unless otherwise agreed in writing, Adam Technology's pre-existing materials, tools, frameworks, and reusable components remain the intellectual property of Adam Technology and/or its licensors. Ownership of project-specific deliverables is governed by Section 12.
4. Timelines and Delays
Adam Technology will use reasonable efforts to meet agreed project deadlines. However, unforeseen or uncontrollable factors—such as third-party delays, deployment issues, technical dependencies, resource limitations, or emergency situations—may result in timeline extensions.
5. Client Review and Approval
During and upon completion of the development process, the Client will have the opportunity to review deliverables. Feedback must be provided within 7 calendar days of delivery. If no response is received within that period, the deliverables will be deemed approved.
6. Intellectual Property and Copyright
All original content (data, files, logos, and similar materials) provided by the Client remains the Client's property. The Client grants Adam Technology a non-exclusive license to use such materials for the duration of the project.
The Client is responsible for securing the necessary rights for any third-party content used in the project. The Client agrees to indemnify and hold harmless Adam Technology from legal claims or liabilities arising from the Client's unauthorized use of third-party intellectual property. Adam Technology may request documentation of such permissions.
7. Post-Deployment Modifications
Adam Technology assumes no responsibility for changes made to the website by the Client or any third party after deployment, including edits, additions, or deletions. Any remediation or fixes required as a result may incur a separate development fee.
8. Project Cancellation and Payment
If the Client cancels the project before completion, a cancellation fee will apply based on work completed up to that point. All outstanding amounts, including cancellation fees, must be paid in full. Failure to pay may result in legal action.
9. Support and Third-Party Services
Post-launch support is complimentary for the first 30 days and covers bug fixes and email assistance only. It does not include structural changes, feature enhancements, or new integrations. Extended support is available under paid plans, with discounts available for higher-tier packages.
Adam Technology does not guarantee the performance or functionality of third-party tools or services used in the project. Upgrades or updates to third-party services are out of scope unless separately negotiated, which may involve revised pricing and extended timelines.
10. Change Requests and Billing
Any features or requirements not included in the initially agreed scope will be managed through a change request process and billed separately. Requests for rework, revisions, or enhancements after formal approval at any stage may be treated as additional work and subject to extra charges. Scope changes may also affect delivery timelines. All payments to Adam Technology must be made on time, in full, and without deductions or set-offs.
11. Limitation of Liability
While Adam Technology will exercise reasonable skill and diligence in providing its services, no warranties or guarantees are made regarding accuracy, performance, availability, timeliness, or fitness for a particular purpose.
Adam Technology, its employees, and agents are not liable for any direct, indirect, or consequential loss arising from errors, delays, or omissions, including loss of data, revenue, or damage to property, except where caused by gross negligence or willful misconduct. Liability is excluded for third-party service failures, and no guarantees on behalf of third parties are made or implied.
12. Project Approvals and Final Delivery
Each project phase will proceed only after formal sign-off and payment for the preceding phase. Upon full project completion and receipt of final payment, all agreed source code and deliverables will be transferred to the Client, who will then assume ownership of those deliverables.
Adam Technology retains the right to showcase the completed website or application in its portfolio unless the Client submits a written request to withhold publication in advance and Adam Technology agrees to that request.
13. Severability
If any provision of this agreement is found to be invalid, illegal, or unenforceable, the remaining provisions will remain valid and enforceable. The parties will negotiate a valid and enforceable substitute provision that closely reflects the original intent.