Terms of Service
1. Acceptance of Terms
By engaging W3 Generator for any service — whether through email, a signed proposal, or any other form of agreement — you ("Client") agree to be bound by these Terms of Service. If you are entering into this agreement on behalf of a company or other legal entity, you represent that you have the authority to bind that entity.
These Terms, together with any project proposal or statement of work (SOW), constitute the entire agreement between you and W3 Generator. In the event of a conflict, the specific SOW will take precedence.
2. Services
W3 Generator provides web development, AI automation, UI/UX design, and related digital services as outlined in individual project proposals. The scope of each project is defined in a written proposal or SOW agreed upon before work begins.
Scope of Work
All deliverables, timelines, and inclusions are defined in the project proposal. Any work requested outside this scope will be treated as a new request and may require a separate agreement and additional fees.
Sub-contractors
W3 Generator may, at its discretion, engage trusted sub-contractors or collaborators to assist with specific aspects of a project. We remain responsible for the quality and delivery of all work, regardless of who performs it. All sub-contractors are bound by the same confidentiality obligations as W3 Generator.
3. Payment & Fees
Invoicing
Payment terms are outlined in each project proposal. Standard terms are:
- 50% upfront deposit required before work commences on any project.
- Remaining 50% due upon project completion and before final file handover.
- Enterprise and retainer agreements may have custom payment schedules as outlined in their respective SOWs.
Late Payments
Invoices are due within 7 days of issue unless otherwise agreed. Overdue invoices may result in work being paused until payment is received. W3 Generator reserves the right to charge a late fee of 1.5% per month on outstanding balances.
Refunds
The initial deposit is non-refundable once work has commenced. If a project is cancelled by the client mid-way, W3 Generator will invoice for work completed up to the date of cancellation at a pro-rated amount based on the agreed total fee.
4. Intellectual Property
Client Ownership
Upon receipt of full payment, the client receives full ownership of all custom work created by W3 Generator for that project — including source code, design files, written content, and all other deliverables specifically created for the engagement.
Third-Party Assets
Projects may incorporate open-source libraries, frameworks, fonts, icons, and other third-party assets. These assets remain subject to their own respective licenses. W3 Generator will notify you of any third-party assets used and their license implications.
Portfolio Rights
Unless a written NDA is in place that explicitly prohibits it, W3 Generator reserves the right to display the completed work in its portfolio, case studies, and marketing materials. If you require full confidentiality, please inform us and we will include an NDA as part of the project agreement.
5. Client Responsibilities
To ensure timely delivery, the client agrees to:
- Provide all required materials (brand assets, content, credentials, access) in a timely manner as requested.
- Designate a primary point of contact who has authority to approve decisions.
- Provide feedback and approvals within 3 business days of receiving work for review, unless otherwise agreed.
- Ensure that all materials provided to W3 Generator do not infringe any third-party intellectual property rights.
6. Confidentiality
Both parties agree to keep confidential any proprietary or sensitive information shared during the course of the engagement and not to disclose it to third parties without prior written consent.
Confidential information includes, but is not limited to: business plans, financial data, customer data, technical specifications, and any other information marked as confidential or that a reasonable person would consider confidential given the nature of the disclosure.
This obligation survives termination of the agreement and remains in effect for a period of 2 years following the end of the engagement.
7. Revisions & Scope Changes
Each project plan includes a defined number of revision rounds as specified in the proposal. Revisions are understood to be adjustments within the agreed scope — not additions of new features or significant redesigns.
Requests that fall outside the agreed scope, or that exceed the included revision rounds, will be quoted and billed separately. W3 Generator will always notify the client in writing before proceeding with out-of-scope work.
8. Warranties & Representations
W3 Generator warrants that:
- All work will be performed with reasonable care and skill.
- Deliverables will materially conform to the agreed specifications.
- We have the right to perform the services and grant the licences described herein.
The client warrants that:
- They have the right to provide all materials shared with W3 Generator.
- The use of any such materials in the project will not infringe any third-party rights.
Except as expressly stated, all services are provided "as is" without warranty of any kind, whether express or implied, including fitness for a particular purpose.
9. Limitation of Liability
To the fullest extent permitted by applicable law, W3 Generator's total liability to the client in connection with any project shall not exceed the total fees paid by the client for that specific project.
In no event shall W3 Generator be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profit, revenue, data, goodwill, or business, whether arising from contract, tort, or otherwise, even if W3 Generator has been advised of the possibility of such damages.
10. Termination
Either party may terminate a project agreement with 14 days' written notice. In the event of termination:
- W3 Generator will invoice for all work completed up to the termination date.
- The client will own all work completed and paid for up to the termination date.
- The deposit is non-refundable once work has commenced.
W3 Generator reserves the right to terminate any agreement immediately, without notice, in the event of non-payment or a material breach of these Terms by the client.
11. Governing Law
These Terms of Service shall be governed by and construed in accordance with applicable laws. Any disputes arising under or in connection with these terms shall first be attempted to be resolved through good-faith negotiation between the parties.
If a dispute cannot be resolved through negotiation within 30 days, either party may seek resolution through appropriate legal channels.
12. Contact
If you have questions about these Terms of Service, please contact us:
W3 Generator
Email: sachingiri@w3generator.com
We aim to respond to all legal enquiries within 2 business days.