Effective as of December 15, 2021
Purpose of This Page
- This page defines the relationship between NinjaWolf Studios and its clients (“Client”).
- This page is an integral part of every agreement between NinjaWolf Studios and Client.
- This page applies to both written agreements and implicit agreements or work orders provided over the phone, via email, in person, etc.
- This page is only overridden by contracts between NinjaWolf Studios and Client if the terms of the contract are explicitly different from the terms on this page.
These Terms of Service are publicly posted and can be viewed by clients, potential clients, and former clients at https://ninjawolfstudios.com/terms/. NinjaWolf Studios reserves the right to update and change the Terms of Service withouut notice by posting updates and changes to the NinjaWolf Studios website. You are advised to check the Terms of Service from time to time for any updates or changes that may impact you.
The Services offered by NinjaWolf Studios under the Terms of Service include various products and services to help you create and manage a website (“Web Services”), maintain a website (“Maintenance Services”), or both. Any new features or tools which are added to the current Service shall be also subject to the Terms of Service.
By signing up for any of the services offered by NinjaWolf Studios, you are agreeing to be bound by the following terms and conditions (“Terms of Service”). You must read, agree with and accept all of the terms and conditions contained in this Terms of Service agreement before becoming a Client with NinjaWolf Studios.
Please read the “Terms of Service” for the complete picture of your legal requirements. By using any service provided by NinjaWolf Studios, you are agreeing to these terms. Be sure to occasionally check back for updates.
1. Account Terms
1.1) You must be 18 years or older or at least the age of majority in the jurisdiction where you reside or from which you use this Service.
1.2) To access and use the Services, you must agree to become a NinjaWolf Studios Client and therefore maintain a NinjaWolf Studios client account (“Account”) by providing your full legal name, current address, phone number, a valid email address, and any other information indicated as required. NinjaWolf Studios may reject your application for an Account, or cancel an existing Account, for any reason, in our sole discretion.
1.3) You acknowledge that NinjaWolf Studios will use the email address you provide as the primary method for communication.
1.4) You are responsible for keeping any/all related passwords secure. NinjaWolf Studios cannot and will not be liable for any loss or damage from your failure to maintain the security of your Web Services and/or Web Hosting.
1.5) You are responsible for all activity and content such as photos, images, videos, graphics, written content, audio files, code, information, or data uploaded, collected, generated, stored, displayed, distributed, transmitted or exhibited on or in connection with your Account (“Materials”).
1.6) A breach or violation of any term in the Terms of Service, as determined in the sole discretion of NinjaWolf Studios will result in an immediate termination of your services.
2. Account Activation & Ownership
2.1) NinjaWolf Studios Account – The person signing up for the Service will be the contracting party (“Account Owner”) for the purposes of our Terms of Service and will be the person who is authorized to use any corresponding account we may provide to the Account Owner in connection with the Service.
2.2) If you are signing up for the Service on behalf of your employer, your employer shall be the Account Owner. If you are signing up for the Service on behalf of your employer, then you represent and warrant that you have the authority to bind your employer to our Terms of Service.
3. General Conditions
3.1) Technical support and Service is only provided to paying Account holders and is only available via email, voice phone calls, or in person meetings via applicable office and/or account manager.
3.2) NinjaWolf Studios will not alter the scope of work set out and agreed upon in user contract without prior written approval from user/client/customer. All changes to Project Scope will be approved and billed to user/client/customer in an appropriate and expedient manner and subject to Standard Fee Payment Schedule as outlined below.
3.3) NinjaWolf Studios will work with all diligence to adhere to project schedules outlined in proposal. User/Client/Customer understands that they are responsible for providing timely feedback and schedules can and will be extended due to feedback. User/Client/Customer also understands and accepts that they are responsible for providing content and revisions in a timely manner. NinjaWolf Studios is not liable for any schedule issues or delays that arise during project work and Services.
3.4) User/Client/Customer agrees to revision process outlined in their scope of work and their allocated revision hours. Launch of website to live domain and/or Final Payment is considered final acceptance of website. You agree that any and all revisions and/or Services after Acceptance will be billed hourly at NinjaWolf Studios hourly rate.
3.5) User/Client/Customer acknowledges that they are responsible for performing the following in a reasonable and timely manner:
a) Provide content in a form suitable for development to NinjaWolf Studios.
b) Proofread all content and text provided.
3.6) All Technical Support and Support Services that exceed a total of 1 hour within a 30 day period are subject to our standard hourly rate.
3.7) The Terms of Service shall be governed by and interpreted in accordance with the laws of the State of Georgia and the laws of the United States applicable therein, without regard to principles of conflicts of laws. The parties irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of the State of Georgia with respect to any dispute or claim arising out of or in connection with the Terms of Service. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms of Service and is hereby expressly excluded.
3.8) You acknowledge and agree that NinjaWolf Studios may amend these Terms of Service at any time by posting the relevant amended and restated Terms of Service on NinjaWolf Studios website, available at https://ninjawolfstudios.com/terms and such amendments to the Terms of Service are effective as of the date of posting. Your continued use of the Services after the amended Terms of Service are posted to NinjaWolf Studios website constitutes your agreement to, and acceptance of, the amended Terms of Service. If you do not agree to any changes to the Terms of Service, do not continue to use the Service.
3.9) You may not use the NinjaWolf Studios service for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws), the laws applicable to you in your customer’s jurisdiction, or the laws of the State of Georgia and the United States. You will comply with all applicable laws, rules and regulations in your use of the Service.
3.10) You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission by NinjaWolf Studios.
3.11) You understand that your Materials, may be transferred unencrypted and involve:
a) transmissions over various networks; and
b) changes to conform and adapt to technical requirements of connecting networks or devices.
3.12) NinjaWolf Studios recommends, in conjunction with Google Compliance and best practices, the use of SSL Certificates. NinjaWolf Studios is not responsible for clients refusal of service and installation of SSL Certificate for security, SEO Rankings, or other impacts that may occur.
3.13) Questions about the Terms of Service should be sent to NinjaWolfStudios@gmail.com.
4. NinjaWolf Studios Rights
4.1) NinjaWolf Studios reserves the right to modify or terminate the Service for any reason, without notice at any time.
4.2) NinjaWolf Studios reserves the right to refuse service to anyone for any reason at any time.
4.3) We may, but have no obligation to, remove Materials and suspend or terminate Accounts if we determine in our sole discretion that the Materials uploaded or posted to a website violate our Terms of Service.
4.4) Verbal or written abuse of any kind (including threats of abuse or retribution) of any NinjaWolf Studios employee, member, or officer will result in immediate Account termination.
4.5) NinjaWolf Studios does not pre-screen Materials and it is in our sole discretion to refuse or remove any Materials from the Service.
4.6) We reserve the right to provide our services to your competitors and make no promise of exclusivity in any particular market segment. You further acknowledge and agree that NinjaWolf Studios employees and contractors may also be NinjaWolf Studios customers/clients/users and that they may compete with you, although they may not use your confidential information in doing so.
4.7) In the event of a dispute regarding Account ownership, we reserve the right to request documentation to determine or confirm Account ownership. Documentation may include, but is not limited to, a scanned copy of your business license, government issued photo ID, the last four digits of the credit card on file, etc.
4.8) NinjaWolf Studios retains the right to determine, in our sole judgment, rightful Account ownership and transfer an Account to the rightful owner. If we are unable to reasonably determine the rightful Account owner, NinjaWolf Studios reserves the right to temporarily disable an Account until resolution has been determined between the disputing parties.
5. Limitation of Liability
5.1) You expressly understand and agree that NinjaWolf Studios shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses resulting from the use of or inability to use the service.
5.2) In no event shall NinjaWolf Studios or our suppliers be liable for lost profits or any special, incidental or consequential damages arising out of or in connection with your website, web hosting, our services or these Terms of Service (however arising including negligence). You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, NinjaWolf Studios partners, officers, directors, agents, employees, and suppliers harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Terms of Service or the documents it incorporates by reference, or your violation of any law or the rights of a third party.
5.3) Your use of the Service is at your sole risk. The Service is provided on an “as is” and “as available” basis without any warranty or condition, express, implied or statutory.
5.4) NinjaWolf Studios does not warrant that the Service will be uninterrupted, timely, secure, or error-free.
5.5) NinjaWolf Studios does not warrant that the results that may be obtained from the use of the Service will be accurate or reliable.
5.6) NinjaWolf Studios does not warrant that the quality of any products, services, information, or other Materials purchased or obtained by you through the Service will meet your expectations, or that any errors in the Service will be corrected.
6. Waiver and Complete Agreement
6.1) The failure of NinjaWolf Studios to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service and the documents it incorporates by reference constitute the entire agreement between you and NinjaWolf Studios and govern your use of the Service, superseding any prior agreements between you and NinjaWolf Studios (including, but not limited to, any prior versions of the Terms of Service).
7. Intellectual Property and Customer Content
7.1) We do not claim any intellectual property rights over the Materials you provide to the NinjaWolf Studios service. All Materials you upload remains yours. You can remove your NinjaWolf Studios website at any time.
7.2) By uploading Materials, you agree:
a) to allow other internet users to view the Materials you post publicly to your website;
b) to allow NinjaWolf Studios to store, and in the case of Materials you post publicly, display, your Materials; and
c) that NinjaWolf Studios can, at any time, review all the Materials submitted to its Service, although NinjaWolf Studios is not obligated to do so.
7.3) You retain ownership over all Materials that you upload to a NinjaWolf Studios website; however, by making your website public, you agree to allow others to view Materials that you post publicly to your website. You are responsible for compliance of the Materials with any applicable laws or regulations.
7.4) We will not disclose your confidential information to third parties, except as required in the course of providing our services. Confidential information includes any Materials or information provided by you to us which is not publicly known. Confidential information does not include information that:
a) was in the public domain at the time we received it;
b) comes into the public domain after we received it through no fault of ours;
c) we received from someone other than you without breach of our or their confidentiality obligations; or
d) we are required by law to disclose.
8. Hourly Services
8.1) All projects and jobs are billed at the hourly rate unless explicitly stated in the client contract. NinjaWolf Studios may bill for anything that relates to your project including and non-withstanding:
a) Meetings, Mailings, Email responses, Telephone support
b) Purchases, Research, Support
c)Website Construction, Modifications to Website, Maintenance
d) Graphic Modification, Graphic Design
e) Hosting changes, Migrations
8.2) If Client requests NinjaWolf Studios to perform any action on Client’s behalf, we will be billing you at the hourly rate for the time taken unless we explicitly state that we are not billing you to perform the action/task.
8.3) If you have questions about the hourly services that we provide, please contact NinjaWolfStudios@gmail.com for further assistance.
8.4) Minimum billing increment is 15 minutes.
8.5) Current hourly billing rate is $60/hour, unless otherwise agreed upon in a set contract between NinjaWolf Studios and Client.
9.1) Project Delay due to Non-Payment/Collection Fees – A penalty of 1.5% per month will be applied for invoices that are 30 days overdue or more. Contractor reserves the right to reasonable lawyer fees as dictated under Georgia law in the event of non-payment by Client and Contractor’s need to hire an attorney to aid in the collection of monies owed.
9.2) Clients may ask to have their current invoice sent to them at any time by making a request through NinjaWolfStudios@gmail.com. You may not request copy of your invoice to be mailed to you with frequency higher than once every seven days.
9.3) Billing questions must be made promptly. Outstanding billing questions do not delay the penalties of unpaid invoices outlined in the article titled “Penalties” of this page.
9.4) If the amount paid by client exceeds the client’s balance, it will be held by NinjaWolf Studios and automatically applied to any future invoices of this client such as those for future work completed and hosting. At any time, if client has a credit, they may choose to have it sent to them via PayPal assuming they have no projects or tasks in process. Please allow seven days to process and send.
9.5) Outstanding Invoices – If client fails to make full payment by the invoice due date, NinjaWolf Studios reserves the right to deny service, deactivate client’s website, and/or discontinue services/support until client makes full payment of their balance. If deactivation takes place, client will be billed hourly both for the deactivation of their website, webapp, or mobile app and the reactivation of their website with a minimum of $60 per case. These additional deactivation costs must be paid by client before website is reactivated.
10. Payment of Fees
10.1) As a Client of NinjaWolf Studios Service, Website Service, or Website Maintenance, you agree to pay the Fees applicable to your project and ongoing services and any other applicable fees, including but not limited to fees relating to the design, development, and maintenance of your website, including any/all required third-party license fees to keep website in good working order, referred to as the “Fees”. You also agree to specific payment terms outlined in specific scopes of work outlined by NinjaWolf Studios management.
10.2) At this time, NinjaWolf Studios only accepts payments via PayPal or CashApp. This is subject to change at any time.
10.3) Website Maintenance Fees and/or any and all recurring subscription fees are paid in advance and will be billed in yearly or monthly intervals when requested (each such date, a “Billing Date”). Project Fees and any Other Fees will be charged from time to time at NinjaWolf Studios’ discretion. NinjaWolf Studios has the right to adjust these fees based on cost of service provided increases. Total increases or decreases not to exceed 10% per year of the monthly value of the subscription. You will be charged on each Billing Date for all outstanding Fees that have not previously been charged. Fees will appear on an invoice, which will be sent to the Account Owner via the email provided. Users have approximately fifteen days to bring up and settle any issues with the billing of any Fees. After fifteen days NinjaWolf Studios has the right to suspend any/all Services.
10.4) As a Client of NinjaWolf Studios Service, Website Service, or Website Maintenance, you agree to NinjaWolf Studios’ strict no-refund policy. At no time is NinjaWolf Studios liable to refund fees for any work that has been paid or pre-paid including but not limited to website design and development services, e-commerce design and development services, website maintenance services, virtual assisting services, etc.
10.5) Project Delay due to Non-Payment/Collection Fees – A penalty of 1.5% per month will be applied for invoices that are 30 days overdue or more. Contractor reserves the right to reasonable lawyer fees as dictated under Georgia law in the event of non-payment by Client and Contractor’s need to hire an attorney to aid in the collection of monies owed.
11. Cancellation and Termination
11.1) You may cancel your Account at any time by emailing NinjaWolfStudios@gmail.com and then following the specific instructions indicated to you in NinjaWolf Studios response.
11.2) Upon termination of the Services by either party for any reason:
11.2.1) NinjaWolf Studios will cease providing you with the Services and you will no longer be able to access your Account.
11.2.2) unless otherwise provided in the Terms of Service, you will not be entitled to any refunds of any Fees, pro rata or otherwise.
11.2.3) any outstanding balance owed to NinjaWolf Studios for your use of the Services through the effective date of such termination will immediately become due and payable in full.
11.3) If at the date of termination of the Service, there are any outstanding Fees owing by you, you will receive one final invoice via email. Once that invoice has been paid in full, you will not be charged again.
11.4) We reserve the right to modify or terminate the NinjaWolf Studios Service or your Account for any reason, without notice at any time.
11.5) Fraud: Without limiting any other remedies, NinjaWolf Studios may suspend or terminate your Account if we suspect that you (by conviction, settlement, insurance or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with the Site.
12. Modifications to the Service and Prices
12.1) Prices for using the Services are subject to change upon 30 days’ notice from NinjaWolf Studios. Such notice may be provided at any time by posting the changes to the NinjaWolf Studios Site (https://NinjaWolfStudios.com) or the NinjaWolf Studios terms of service.
12.2) NinjaWolf Studios reserves the right at any time, and from time to time, to modify or discontinue, the Service (or any part thereof) with or without notice.
12.3) NinjaWolf Studios shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
13. Third-Party Services
13.1) In addition to these Terms of Service, you also agree to be bound by the additional service-specific terms applicable to services you purchase from, or that are provided by, NinjaWolf Studios partners or other third parties.
13.2) NinjaWolf Studios may from time to time recommend, provide you with access to, or enable third party software, applications (“Apps”), products, services or website links (collectively, “Third Party Services”) for your consideration or use, including any/all Third-Party themes, plugins, extensions, merchant providers, etc. Such Third-Party Services are made available only as a convenience, and your purchase, access or use of any such Third-Party Services is solely between you and the applicable Third-Party services provider (“Third-Party Provider”). Any use by you of Third-Party Services offered through NinjaWolf Studios is entirely at your own risk and discretion, and it is your responsibility to read the terms and conditions and/or privacy policies applicable to such Third-Party Services before using them.
13.3) We do not provide any warranties with respect to Third Party Services. You acknowledge that NinjaWolf Studios has no control over Third-Party Services and shall not be responsible or liable to anyone for such Third-Party Services. The availability of Third-Party Services on NinjaWolf Studios’ websites, including the integration or enabling of such Third-Party Services with the Services does not constitute or imply an endorsement, authorization, sponsorship, or affiliation by or with NinjaWolf Studios.
13.4) NinjaWolf Studios strongly recommends that you seek specialist advice before using or relying on Third Party Services, to ensure they will meet your needs.
13.5) If you install or enable a Third-Party Service for use with the Services, you grant us permission to allow the applicable Third-Party Provider to access your data and to take any other actions as required for the interoperation of the Third-Party Service with the Services, and any exchange of data or other interaction between you and the Third-Party Provider is solely between you and such Third-Party Provider. NinjaWolf Studios is not responsible for any disclosure, modification or deletion of your data or other Materials, or for any corresponding losses or damages you may suffer, as a result of access by a Third-Party Service or a Third-Party Provider to your data or other Materials.
13.6) Google Maps is a Third-Party Service that is used within the Services. Your use of the Service is subject to your acceptance of the Google Maps and Earth Enterprise Universal Acceptable Use Policy, as it may be amended by Google from time to time.
13.7) Under no circumstances shall NinjaWolf Studios be liable for any direct, indirect, incidental, special, consequential, punitive, extraordinary, exemplary or other damages whatsoever, that result from any Third-Party Services or your contractual relationship with any Third-Party Provider, including any Expert. These limitations shall apply even if NinjaWolf Studios has been advised of the possibility of such damages. The foregoing limitations shall apply to the fullest extent permitted by applicable law.
You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, NinjaWolf Studios partners, officers, directors, agents, employees, and suppliers harmless from any claim or demand, including reasonable attorneys’ fees, arising out of your use of a Third-Party Service or your relationship with a Third-Party Provider.
14. DMCA Notice and Takedown Procedure
14.1) NinjaWolf Studios supports the protection of intellectual property and asks NinjaWolf Studios customers/clients/users to do the same. It’s our policy to respond to all notices of alleged copyright infringement. If someone believes that one of our clients/customers/users is infringing their intellectual property rights, they can send a DMCA Notice to NinjaWolf Studios designated agent using our email NinjaWolfStudios@gmail.com. Upon receiving a DMCA Notice, we may remove or disable access to the Materials claimed to be a copyright infringement. Once provided with a notice of takedown, the customers/clients/users can reply with a counter notification using our form if they object to the complaint. The original complainant has 14 business days after we receive a counter notification to seek a court order restraining the customers/clients/users from engaging in the infringing activity, otherwise we restore the material.
15. General Data Protection Regulation (GDPR)
15.1) The European Union’s General Data Protection Regulation (GDPR) came into effect on May 25, 2018. The GDPR imposes new obligations and responsibilities on controllers and processors of data. As a NinjaWolf Studios customer/client, you are the controller of your customers’/visitors’ data. This means that you collect your customers’ data and choose how it is handled. Additionally, though it is a European regulation, the GDPR might apply to your business if you make goods and services available in Europe, even if you or your business are not located in Europe. As a service provider, NinjaWolf Studios follows your instructions on how to handle that data.
15.2) While NinjaWolf Studios does what it can to set you up for success, there are also steps you will need to take on your own, and ultimately, compliance with the GDPR is the responsibility of each individual NinjaWolf Studios customer/client/user. If you have legal questions specific to your obligations under the GDPR, then please consult with a local lawyer who is familiar with data protections laws.
16. Americans with Disabilities Act (ADA) Compliance
16.1) The Department of Justice’s revised regulations for Titles II and III of the Americans with Disabilities Act of 1990 (ADA) were published in the Federal Register on September 15, 2010. These regulations adopted revised, enforceable accessibility standards called the 2010 ADA Standards for Accessible Design, “2010 Standards.” On March 15, 2012, compliance with the 2010 Standards was required for new construction and alterations under Titles II and III. March 15, 2012 is also the compliance date for using the 2010 Standards for program accessibility and barrier removal.
16.2) As a NinjaWolf Studios customer/client, you are the controller of your customers’/visitors’ experience and design standards and level of accessibility. As a service provider, NinjaWolf Studios follows your instructions on how to handle that experience, design standard, and access level. Ultimately, compliance with the Americans with Disabilities Act of 1990 (ADA) is the responsibility of each individual NinjaWolf Studios customer/client/user. If you have legal questions specific to your obligations under the Americans with Disabilities Act of 1990 (ADA), then please consult with an attorney.
17. Supported Website Browsers
17.1) While NinjaWolf Studios makes strong efforts to support the latest website browser versions, there is no guarantee that your existing website will always be compatible with the latest versions.
17.2) NinjaWolf Studios strives to comply and meet modern web standards. You acknowledge and agree that NinjaWolf Studios websites will be compatible with the latest versions of the following browsers, during development and launch of your new website: Google Chrome, Mozilla Firefox, Microsoft Edge, Apple Safari, Google Chrome on Android, Apple Safari on iOS, Google Chrome on iOS.
17.3) NinjaWolf Studios does not support any version of the Microsoft Internet Explorer browser. Microsoft Internet Explorer (IE) is an outdated and insecure website browser that is no longer supported by Microsoft, nor NinjaWolf Studios. While Internet Explorer 11 may be available on some newer versions of Windows machines, it has reached its end-of-life and has been replaced by the Microsoft Edge browser. Microsoft Edge has been the default browser on Windows 10 machines since 2015. Numerous company websites have stopped supporting IE11, including Google and Microsoft themselves. Due to the lack of support for IE11 — along with its limited market share and increased development time for backward functionality — NinjaWolf Studios does not support IE11 during development. It may be the case that your website will still perform and function well in IE11, however NinjaWolf Studios does not explicitly test in IE11.
18. Mutual Respect Between NinjaWolf Studios and Client
18.1) NinjaWolf Studios is committed to ensuring respectful behavior between you/your organization and NinjaWolf Studios team members. NinjaWolf Studios is also requiring the same respect and professionalism in return. A respectful, polite, and professional relationship is the expected baseline for all communications. If either party determines a lack of respect or professionalism; this can result in termination of the project and support of your websites.
18.2) Examples of disrespect causing termination:
18.2.1) Use of threatening or abusive language, profanity or language that is intended to be, or is perceived by others to be, demeaning, berating, rude, threatening, intimidating, hostile or offensive.
18.2.2) Using of epithets, slurs or negative stereotyping.
18.2.3) Making threats of violence, retribution, litigation, or financial harm; shouting or engaging in other speech, conduct or mannerisms that are reasonably perceived by others to represent intimidation or harassment.
18.2.4) Making comments or engaging in behavior that is untruthful or directed as a personal attack on the professional conduct of others.
18.2.5) Or other behavior deemed inappropriate, unprofessional, or qualifies as harassment.
18.3) We know you’ll find NinjaWolf Studios team members to be supportive of your project and act in a professional manner at all times, we ask for the same in return.
19. Contracts & Agreements
19.1) Transfer of Materials – It is the policy of NinjaWolf Studios not to transfer any websites, printed materials, etc. developed that are completed or in process if there is an outstanding balance.
19.2) Transfer of Rights to Created Works – It is the policy of NinjaWolf Studios not to transfer any rights to our work if there is an outstanding balance. After the project is completed and full payment has been made according to the Payment Schedule, ownership of project materials will pass from Contractor to Client.
19.3) Content Collection and Delay of Project – During development, “client delay of project” occurs when the project is on hold for a period of longer than 30 days due to client delay (feedback, interaction, input, material or purchases/third party expenses to be paid by client). In this event, on the day of the “client delay of project” state, any work that has been completed under the constraints of this agreement by Contractor can be billed to the client at contractor’s discretion.
19.4) Termination Clause – Client or Contractor can extract themselves from this contractual obligation at any time but must provide cause and written notice of the termination of this agreement at least 24 hours before it takes effect. If client is the terminating party, client must provide payment to contractor for work completed up to that date. The amount of payment is determined by the Payment Schedule and any parts that were completed for any incomplete deliverable. If contractor is the terminating party, contractor forfeits remaining payment for services rendered during the development of the current milestone except in the case of termination due to:
19.4.1) Client’s inability to pay invoices or make scheduled payments.
19.4.2) Client’s inability to provide necessary feedback, input, interaction, and materials to complete the
19.4.3) Client’s inability to provide necessary purchases, expenses, or payments to third parties.
19.5) All contracts are bound by the terms of service whether stated in the contract or not.
19.6) Payment Schedule items must be paid on the date they are due. We provide a seven-day grace period after date due listed. After this grace period, work on project covered in client contract will cease until payment item is made. We have the right to refuse support and refuse to transfer materials/information relating to the account if the grace period has lapsed.
19.7) Time Estimates – The estimated date of completion is an estimate and not a hard requirement due to the unpredictability of the development process and its heavy dependence on:
a) a fixed design,
b) the turnaround time and acceptance of produced items by the client,
c) factors out of our control such as acts of providence.
19.8) Estimates – The estimates provided relating to the number of hours tasks, projects, or jobs will take are educated guesses and are neither ceilings nor hard quotes unless otherwise stated in the contract.
19.9) If changes occur during the development process that may affect the budget or development time client will be consulted before change to development process is implemented. Also note that budgeted hours or funds may be shifted between items in the same project.
19.10) In the event of business purchase or transfer of ownership of the client’s company or organization, the client contract and its obligations also transfer to the new owners.
20. Non-Compete Company Policy
Clients may not either directly or indirectly employ, solicit, or contract a current employee or former employee of NinjaWolf Studios who has worked with NinjaWolf Studios for a period of no less than 18 months.