1. Scope of services
Each engagement is defined by a mutually executed SOW that describes deliverables, timelines, responsibilities, and pricing. Work outside the agreed scope requires written change approval.
Terms & Conditions
Engagement terms for CodeDay LLC services
These Terms govern the access to and use of software development, consulting, and AI services delivered by CodeDay LLC. By entering into a Statement of Work (SOW) or Master Services Agreement (MSA) with CodeDay LLC, you agree to the conditions outlined below.
2. Payment terms
Invoices are due within 15 days of receipt unless otherwise stated in the governing SOW or MSA. Late payments may incur finance charges and can result in suspended services.
3. Intellectual property
Upon full payment, you own the deliverables specified in the SOW. CodeDay LLC retains ownership of pre-existing tools, frameworks, and know-how used to deliver your project.
4. Confidentiality
Both parties agree to protect confidential information with the same level of care used to safeguard their own sensitive data. Confidentiality obligations remain in effect for three years after the engagement ends unless otherwise specified.
5. Warranties & disclaimers
CodeDay LLC warrants that services will be performed in a professional manner aligned with industry standards. We do not guarantee that deliverables will be error-free or that third-party platforms will remain available without interruption.
6. Limitation of liability
To the extent permitted by law, each party’s total liability under an engagement is limited to the fees paid for the services giving rise to the claim. Neither party is liable for indirect, incidental, or consequential damages.
7. Termination
Either party may terminate an engagement for material breach if the breach is not cured within 30 days after written notice. Upon termination, you are responsible for payment of completed work and non-cancellable commitments.
8. Governing law
These Terms are governed by the laws of the State of Wyoming, United States, without regard to conflict of law provisions. Disputes will be resolved in the state or federal courts located in Cheyenne, Wyoming.
Effective date: January 1, 2025. Questions about these terms can be directed to [email protected].