Terms of Service

1. Engagement Scope

Each engagement begins with a written Statement of Work (SOW) or Master Services Agreement (MSA). The SOW defines project scope, milestones, deliverables, timelines, and commercial terms. Any change in scope must be mutually approved in writing before implementation.

• Discovery, design, engineering, and support services are delivered as specified in the SOW.
• Out-of-scope requests trigger a change request process with revised effort and budget estimates.
• All documentation and deliverables are provided in digital formats unless otherwise agreed.

2. Client Responsibilities

You agree to collaborate actively with Nareon Studio to ensure timely delivery. This includes appointing a decision maker, providing accurate information, and reviewing work within agreed windows.

• Provide access to systems, stakeholders, and assets required for delivery.
• Respond to approvals or feedback requests within five (5) business days.
• Ensure any third-party dependencies are satisfied on schedule.

3. Fees and Payments

Fees, billing schedules, and payment methods are described in the SOW. Unless otherwise stated, invoices are due within fifteen (15) days of issue. Late payments may incur a financing charge of 1.5% per month (or the maximum allowed by law).

• Deposits and retainers are non-refundable unless Nareon Studio fails to commence work as agreed.
• Expenses approved in advance (e.g., software licenses, travel) are invoiced at cost.
• Failure to pay may result in suspension of services and withholding of deliverables.

4. Intellectual Property

Upon receipt of full payment, you receive ownership of project-specific deliverables created by Nareon Studio, excluding any pre-existing tools, frameworks, or libraries. We retain the right to showcase non-confidential work in portfolios and case studies.

• Mutual confidentiality obligations cover all proprietary information shared during the engagement.
• Open-source components remain subject to their respective licenses.
• Training materials and internal frameworks remain the intellectual property of Nareon Studio.

5. Warranty and Support

Nareon Studio warrants that deliverables will conform to the specifications defined in the SOW for thirty (30) days after launch. Fixes for defects reported during the warranty period are included. Ongoing support requires a separate maintenance or retainer agreement.

• Warranty does not cover issues caused by unauthorized modifications, third-party changes, or misuse.
• Service level agreements for uptime or response times are defined in support contracts.
• We offer post-launch training and operations handover upon request.

6. Limitation of Liability

To the fullest extent permitted by law, Nareon Studio is not liable for indirect, incidental, or consequential damages. Our total liability under these Terms is limited to the fees paid by you for the specific services giving rise to the claim.

7. Termination

Either party may terminate the engagement for material breach with ten (10) business days’ written notice if the breach is not cured. Upon termination, you are responsible for all work performed and expenses incurred up to the termination date.

8. General Provisions

These Terms are governed by the laws of British Columbia, Canada. Disputes will be resolved through good-faith negotiations, followed by binding arbitration in Vancouver, BC if necessary.

• These Terms, together with the SOW, constitute the entire agreement between the parties.
• Amendments must be in writing and signed by both parties.
• If any provision is found unenforceable, the remaining provisions remain in effect.