Terms & Conditions
Legal terms governing the use of ADK Technology Co. services, software development solutions, and digital platforms.
1. Acceptance of Terms
These Terms and Conditions constitute a legally binding agreement between you ("Client", "you", "your") and ADK Technology Co. ("Company", "we", "us", "our") regarding your use of our:
- Software Development Services including web development, mobile app development, AI/ML solutions, and cloud services
- Website located at www.adktechnology.com and all subdomains
- Client Portals project management platforms, and communication tools
- Digital Products software applications, APIs, and technical deliverables
By engaging our services, submitting a project request, signing a contract, or making a payment, you acknowledge that you have read, understood, and agree to be bound by these Terms.
2. Services & Scope of Work
2.1 Service Offerings
We provide the following software development services:
2.2 Project Scope
Each project is defined by a Statement of Work (SOW) or Project Agreement that includes:
- Detailed project requirements and specifications
- Deliverables, milestones, and acceptance criteria
- Timeline, deadlines, and project schedule
- Pricing, payment terms, and fee structure
- Intellectual property ownership rights
2.3 Scope Changes
Any changes to the agreed scope (feature additions, design revisions, timeline extensions) require written approval and may result in additional fees. We will provide a Change Request document outlining the impact on cost and timeline.
3. Payment Terms & Conditions
3.1 Payment Structure
We offer flexible payment models based on project type:
Fixed Price Projects
Total project cost agreed upfront. Typical milestone structure: 40% deposit, 30% mid-project, 30% on completion.
Time & Material (Hourly)
Billed based on actual hours worked. Invoiced weekly/monthly with detailed time logs. Hourly rates specified in contract.
Retainer/Monthly
Fixed monthly fee for ongoing support, maintenance, or dedicated development hours. Invoiced at the beginning of each month.
Dedicated Team
Monthly fee per developer/designer. Full-time or part-time engagement with flexible scaling.
3.2 Payment Methods
We accept the following payment methods:
3.3 Invoice Terms
- Due Date: Invoices are due within 7-14 days of issuance (as specified in contract)
- Late Payments: 1.5% monthly interest charge on overdue balances after 30 days
- Currency: All prices quoted in USD unless otherwise specified
- Taxes: Prices exclusive of applicable taxes (VAT/GST/Sales Tax) unless stated
3.4 Non-Payment Consequences
Failure to make timely payments may result in:
- Suspension of project work until payment is received
- Withholding of deliverables, source code, or access credentials
- Contract termination after 60 days of non-payment
- Legal action and collection agency involvement for amounts exceeding $5,000
💡 Note: A non-refundable deposit (typically 30-50% of project value) is required before project commencement. This deposit secures your project slot and covers initial planning/design work.
4. Client Responsibilities & Obligations
To ensure successful project delivery, clients agree to:
Timely Communication
Respond to our requests, questions, and deliverables within agreed timeframes (typically 48-72 hours for reviews)
Provide Required Materials
Supply all necessary content, assets, credentials, documentation, brand guidelines, and third-party access in a timely manner
Clear Feedback
Provide specific, actionable feedback during review cycles. Vague or contradictory feedback may result in delays
Authorized Representatives
Ensure all stakeholders involved in approvals have authority to make decisions and sign-offs
Reasonable Revisions
Limit revision requests to those defined in the contract. Excessive or out-of-scope changes will incur additional fees
Legal Compliance
Ensure all provided content, data, and materials comply with applicable laws and do not infringe on third-party rights
Testing & Acceptance
Thoroughly test deliverables and provide final acceptance/sign-off within agreed timelines
⚠️ Important: Delays caused by client non-responsiveness or failure to provide required materials may result in timeline extensions and potential additional charges. We are not liable for delays outside our control.
5. Intellectual Property Rights
5.1 Client-Owned IP
Upon full payment of all fees, you will own all rights, title, and interest in:
- Custom source code developed specifically for your project
- Custom designs, graphics, and visual assets created for you
- Project-specific documentation and deliverables
- Any content, data, or materials you provided to us
5.2 Company-Retained IP
We retain ownership of the following, which are licensed to you:
- Proprietary Tools & Frameworks: Internal development tools, code libraries, and frameworks we've built
- Pre-Existing Code: Code, templates, or components developed before your project
- Methodologies: Our development processes, workflows, and business methods
- General Knowledge: Skills, experience, and expertise gained during your project
5.3 Third-Party Components
Projects may include third-party open-source libraries, frameworks, APIs, or plugins (e.g., React, Node.js, WordPress). These are subject to their respective licenses (MIT, GPL, Apache, etc.). We will document all third-party dependencies.
5.4 Portfolio & Marketing Rights
Unless otherwise agreed in writing, we reserve the right to:
- Display your project in our portfolio (with anonymization if requested)
- Use screenshots, descriptions, and case studies for marketing purposes
- Mention you as a client/reference (company name only, no confidential details)
If you require complete confidentiality, please request a Non-Disclosure Agreement (NDA) and specify no-portfolio clause in the contract.
6. Confidentiality & Non-Disclosure
Both parties agree to maintain confidentiality of all proprietary information, trade secrets, business plans, technical specifications, and sensitive data shared during the engagement.
Our Confidentiality Commitments:
- Protect your confidential information with industry-standard security measures
- Limit access to project data to only team members working on your project
- Not disclose, sell, or share your proprietary information with third parties
- Return or destroy all confidential materials upon project completion (if requested)
- Sign mutual NDAs for projects requiring enhanced confidentiality
Confidentiality obligations survive project termination and remain in effect for 5 years unless otherwise specified in a separate NDA.
7. Warranties & Disclaimers
7.1 Our Warranties
We warrant that:
- Services will be performed in a professional and workmanlike manner
- Deliverables will substantially conform to agreed specifications
- We have the right and authority to provide the services
- Work will not infringe on third-party intellectual property rights
Warranty Period: 30-90 days from project delivery (as specified in contract). Bug fixes and minor corrections provided free during this period.
7.2 Disclaimers
EXCEPT AS EXPRESSLY STATED ABOVE, ALL SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND.
We specifically disclaim:
- Business Results: We do not guarantee specific business outcomes, revenue, traffic, or conversions
- Error-Free Operation: While we strive for quality, we cannot guarantee 100% bug-free software
- Third-Party Services: We're not liable for failures of third-party APIs, hosting, or services
- Security Breaches: While we implement best practices, no system is 100% secure
- Compatibility: Future compatibility with evolving technologies, browsers, or OS updates
8. Limitation of Liability
IMPORTANT LEGAL NOTICE - PLEASE READ CAREFULLY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL ADK TECHNOLOGY CO. BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES ARISING FROM OR RELATED TO THESE TERMS OR OUR SERVICES.
Our total liability is limited to:
The total amount paid by you for the specific project or service giving rise to the claim, or $10,000 USD, whichever is less.
We are NOT liable for:
- Lost profits, revenue, or business opportunities
- Data loss or corruption (you are responsible for backups)
- Downtime, service interruptions, or server failures
- Third-party service failures (hosting, APIs, payment gateways)
- Security breaches caused by your negligence or weak credentials
- Unauthorized access to your systems or accounts
- Legal or regulatory compliance violations on your part
- Damages resulting from force majeure events
Some jurisdictions do not allow limitation of liability for consequential damages. In such cases, our liability will be limited to the greatest extent permitted by law.
9. Indemnification
You agree to indemnify, defend, and hold harmless ADK Technology Co., its officers, employees, and contractors from any claims, damages, losses, or expenses (including legal fees) arising from:
- Your breach of these Terms or any project agreement
- Content, data, or materials you provide that infringe on third-party rights
- Your violation of any law or regulation
- Unauthorized use or modification of deliverables
- Your negligence or willful misconduct
- Claims by third parties related to your use of our services
10. Termination & Cancellation
10.1 Termination by Client
You may terminate the project with written notice:
- Before Work Starts: Full refund minus deposit (if applicable)
- During Development: Pay for work completed + 25% of remaining balance as cancellation fee
- After 50% Completion: Pay full project amount (no refunds for work in progress)
10.2 Termination by Company
We may terminate immediately if:
- Payment is overdue by more than 30 days
- You breach material terms of the agreement
- You engage in abusive, threatening, or illegal behavior
- Project requirements violate laws or ethical standards
10.3 Effect of Termination
Upon termination:
- You receive deliverables completed up to termination date (after payment)
- We retain all payments received for work performed
- Outstanding invoices become immediately due
- Confidentiality and IP provisions survive termination
11. Dispute Resolution & Governing Law
11.1 Informal Resolution
In the event of any dispute, both parties agree to first attempt resolution through good-faith negotiations. Contact us at legal@adktechnology.com to initiate discussions.
11.2 Mediation
If informal negotiations fail, disputes will be submitted to binding mediation with a mutually agreed mediator before pursuing litigation.
11.3 Arbitration
If mediation fails, disputes exceeding $25,000 will be resolved through binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules.
11.4 Governing Law
These Terms are governed by the laws of [Your State/Country], without regard to conflict of law principles. Any legal action must be brought in the courts of [Your Jurisdiction].
11.5 Attorney Fees
The prevailing party in any legal proceeding is entitled to recover reasonable attorney fees and court costs.
12. General Provisions
Entire Agreement
These Terms, together with any signed contracts or SOWs, constitute the entire agreement and supersede all prior discussions or agreements.
Amendments
We may update these Terms periodically. Material changes will be communicated via email. Continued use constitutes acceptance.
Severability
If any provision is found unenforceable, the remaining provisions continue in full force and effect.
Waiver
Failure to enforce any right or provision does not constitute a waiver of future enforcement of that right.
Assignment
You may not assign these Terms without our written consent. We may assign our rights to affiliates or successors.
Force Majeure
We are not liable for delays caused by circumstances beyond our reasonable control (natural disasters, wars, pandemics, internet outages, etc.).
Independent Contractors
Nothing in these Terms creates a partnership, joint venture, or employment relationship between the parties.
Notices
All notices must be in writing and sent to the email addresses specified in the contract.
13. Contact Information
For questions about these Terms & Conditions or our services, please contact us:
Company Name
ADK Technology Co.
Legal Email
legal@adktechnology.comPhone
+1-XXX-XXX-XXXX
Business Hours
Mon-Fri 9AM-6PM EST