Last Updated: January 15, 2025 | Effective Date: January 15, 2025
Please Read Carefully: These Terms and Conditions ("Terms") constitute a legally binding agreement between you and DigitalAxisPro ("Company," "we," "us," "our"). By accessing our website at digitalaxispro.com or using any of our services, you agree to be bound by these Terms. If you do not agree, please discontinue use of our website and services immediately.
By accessing or using the DigitalAxisPro website and services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference.
These Terms apply to all visitors, users, clients, and others who access or use our website, services, or any products provided by DigitalAxisPro. If you are using our services on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms.
DigitalAxisPro provides a range of professional IT services including but not limited to:
The scope, timeline, deliverables, and pricing for each project are defined in a separate Statement of Work (SOW) or project agreement signed by both parties. In the event of any conflict between these Terms and a specific project agreement, the project agreement shall take precedence.
To use our services, you must:
If you create an account on our platform, you are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately at info@digitalaxispro.com of any unauthorized use of your account.
All projects commence upon execution of a signed Statement of Work (SOW) or project agreement, and receipt of any required deposit or initial payment as specified therein.
Clients agree to:
Any changes to the agreed project scope must be submitted in writing and will be evaluated for impact on timeline and budget. DigitalAxisPro reserves the right to adjust pricing and timelines accordingly via a Change Order document, which must be approved by both parties before implementation.
Estimated timelines are provided in good faith but are not guaranteed unless explicitly stated as fixed deadlines in the project agreement. Delays caused by client non-responsiveness, late content delivery, or scope changes may extend project timelines without penalty to DigitalAxisPro.
Payment schedules are outlined in individual project agreements. Standard payment structure typically includes:
Invoices are due within 14 days of issuance unless otherwise agreed in writing. Late payments may incur a 1.5% monthly finance charge. DigitalAxisPro reserves the right to suspend work on any project where payment is overdue by more than 15 days.
Deposits are generally non-refundable once work has commenced. Refund eligibility for completed milestones will be evaluated on a case-by-case basis, at the sole discretion of DigitalAxisPro. Services rendered are non-refundable.
Prices quoted do not include applicable sales taxes, VAT, or other government-imposed charges, which will be added to invoices as required by applicable law.
⚠️ Failure to make timely payments may result in suspension of services, withholding of deliverables, and/or referral of the outstanding balance to a collections agency.
Upon receipt of full and final payment, DigitalAxisPro assigns to the client all intellectual property rights in the custom deliverables created specifically for that client under the project agreement, including source code, design files, and creative assets, unless otherwise specified.
DigitalAxisPro retains all rights to pre-existing intellectual property, proprietary frameworks, tools, libraries, and methodologies used in developing client deliverables. Clients receive a non-exclusive license to use any such pre-existing work incorporated into their deliverables.
Some deliverables may include open-source components, stock assets, or licensed third-party libraries. Clients are responsible for complying with applicable licenses for such components. DigitalAxisPro will disclose any such components used.
Unless the client explicitly requests in writing, DigitalAxisPro reserves the right to display completed work in our portfolio, case studies, and marketing materials. We will not disclose confidential business information without prior written consent.
The DigitalAxisPro name, logo, and all related trademarks are the exclusive property of DigitalAxisPro. You may not use our brand without prior written permission.
Both parties agree to keep confidential all non-public information shared during the course of a project, including business plans, proprietary technology, financial data, and trade secrets ("Confidential Information").
Confidential Information shall not be disclosed to third parties without prior written consent, except as required by law or as necessary to perform the contracted services. This confidentiality obligation survives the termination of any project agreement for a period of three (3) years.
We may execute a separate Non-Disclosure Agreement (NDA) upon client request prior to any project discussions.
You agree not to use our website or services to:
Violation of these prohibitions may result in immediate termination of services and legal action.
IMPORTANT: Our website and services are provided on an "as is" and "as available" basis without warranties of any kind, either express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement.
DigitalAxisPro does not warrant that: (a) our services will be uninterrupted or error-free; (b) defects will be corrected; (c) our website or servers are free of viruses or other harmful components; or (d) results obtained from use of our services will meet your requirements or expectations.
Some jurisdictions do not allow exclusion of implied warranties, so the above exclusions may not apply to you in full.
To the maximum extent permitted by applicable law, in no event shall DigitalAxisPro, its officers, directors, employees, partners, agents, suppliers, or affiliates be liable for any indirect, incidental, special, consequential, or punitive damages, including without limitation loss of profits, data, goodwill, or other intangible losses, resulting from:
In any case, DigitalAxisPro's total liability to you for all claims arising from these Terms or our services shall not exceed the total amount paid by you to DigitalAxisPro in the twelve (12) months preceding the claim.
You agree to defend, indemnify, and hold harmless DigitalAxisPro and its officers, directors, employees, agents, and affiliates from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to:
Clients may terminate a project at any time with 14 days' written notice. Upon termination, the client shall pay for all work completed to date plus any non-cancellable third-party costs incurred. Work-in-progress deliverables will be provided in their current state upon receipt of final payment.
DigitalAxisPro may terminate or suspend services immediately, without prior notice, if: (a) the client breaches any provision of these Terms; (b) payment is overdue by more than 30 days; (c) the client engages in abusive conduct toward our team; or (d) the project requires us to engage in illegal activities.
Upon termination, all provisions of these Terms which by their nature should survive shall survive, including intellectual property provisions, warranty disclaimers, indemnity, and limitations of liability.
These Terms shall be governed by and construed in accordance with the laws of the State of New York, United States, without regard to its conflict of law provisions.
Before initiating any formal dispute, both parties agree to attempt to resolve the dispute informally by contacting each other in writing with a description of the dispute and desired resolution. The parties will attempt in good faith to resolve the dispute within 30 days.
If informal resolution fails, disputes shall be resolved through binding arbitration in New York, NY, in accordance with the American Arbitration Association (AAA) Commercial Arbitration Rules. Each party shall bear its own arbitration costs unless the arbitrator determines otherwise.
Both parties agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action.
Notwithstanding the arbitration clause, either party may seek emergency injunctive relief in the federal or state courts located in New York County, New York, and both parties consent to the exclusive jurisdiction of such courts for such purposes.
DigitalAxisPro reserves the right to modify these Terms at any time at our sole discretion. When we make material changes, we will:
Your continued use of our website or services after any modification constitutes your acceptance of the updated Terms. If you do not agree to the new Terms, you must stop using our services and notify us in writing.
If you have any questions about these Terms and Conditions, please contact us:
DigitalAxisPro – Legal Department
📧 Email: info@digitalaxispro.com
📞 Phone: +1 (212) 555-0180
📍 Address: 350 5th Avenue, Suite 4100, New York, NY 10118, USA
By using our services, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.