Terms of Service

These Terms of Service ("Terms") govern your use of the CodeCulpt website at https://codeculpt.com and all web development, e-commerce development, digital advertising, maintenance, and related digital services provided by CodeCulpt ("we", "us", or "our"), a web development studio operating in Ontario, Canada.

By accessing our website, submitting an enquiry, or engaging our services, you agree to be bound by these Terms. If you do not agree, please do not use our website or services.

1 Services

CodeCulpt provides the following categories of services:

• Web design and development (responsive websites and landing pages)
• E-commerce development (Stripe-integrated storefronts and product management)
• Full-stack web application development (SaaS platforms, client portals, internal tools)
• Website maintenance and ongoing support retainers
• Digital advertising management (Google Ads, Meta Ads, LinkedIn Ads)
• Domain, hosting, and SSL setup assistance

The specific scope, deliverables, timeline, and price for each engagement are defined in a separate written proposal accepted by both parties before work commences. These Terms apply to all such engagements.

2 Quotations and Pricing

Published prices on our website are indicative starting points. The actual price for your project will be confirmed in a written proposal following a discovery conversation. All prices are in Canadian dollars (CAD) unless otherwise stated.

Quotations are valid for 30 days from the date of issue. We reserve the right to revise a quotation if the project scope materially changes after acceptance.

3 Payment Terms

Standard payment structure for project engagements:

• 50% deposit is required before any work commences
• 50% final payment is due upon project completion and before delivery of final files or live deployment
• Monthly retainers (Starter, maintenance) are billed at the start of each month
• All payments are processed securely through Stripe

Overdue invoices bear interest at 2% per month (24% per annum) from the due date. We reserve the right to suspend active services for accounts overdue by more than 14 days.

Deposits are non-refundable once work has commenced, unless CodeCulpt is unable to complete the agreed deliverables through no fault of the client.

4 Project Delivery and Revisions

We are committed to delivering projects on the timelines agreed in writing. Delays caused by the client (late content, delayed approvals, missed feedback windows) will extend delivery timelines accordingly and may be subject to a rescheduling fee.

Each project plan includes a specified number of revision rounds. Requests outside the agreed scope or revision limits will be scoped and quoted separately before implementation. We will always communicate scope changes in writing before proceeding.

5 Intellectual Property and Ownership

Upon receipt of final payment in full, CodeCulpt assigns to the client full ownership of all custom code, design assets, and deliverables created specifically for their project. This assignment excludes:

• Third-party libraries, frameworks, and tools (which remain subject to their respective licences)
• CodeCulpt's proprietary development tools, starter templates, and internal utilities used in the process
• Stock assets, fonts, and icons licensed for use in the project (client takes on the relevant licences)

CodeCulpt retains the right to display completed work in its portfolio and case studies, unless the client requests confidentiality in writing. We will honour such requests without question.

6 Client Responsibilities

To enable us to deliver your project on time, you agree to:

• Provide accurate, timely, and complete information, assets, and access credentials requested
• Designate a single point of contact authorised to approve deliverables and make decisions
• Review and respond to submissions, designs, and deliverables within 5 business days
• Ensure that all content you provide does not infringe any third-party intellectual property rights
• Not engage other contractors to work on the same project without notifying CodeCulpt in advance

7 Digital Advertising Services

For digital advertising management, the client acknowledges that:

• Ad spend (media budget) is separate from CodeCulpt's management fee and is billed directly by the advertising platforms (Google, Meta, LinkedIn) to the client's own payment method
• Advertising results — including clicks, conversions, and revenue — are influenced by market conditions, competition, and platform algorithm changes outside our control
• We will not guarantee specific results but will provide monthly performance reports and optimise campaigns proactively
• A minimum 30-day notice period is required to terminate advertising management services

8 Confidentiality

Both parties agree to keep confidential any non-public business information disclosed during the engagement. This includes but is not limited to business strategies, customer data, financial information, and technical specifications. Confidentiality obligations survive termination of the engagement for a period of 2 years.

Enterprise and Business plan clients may request a formal Non-Disclosure Agreement (NDA) before the discovery call. We are happy to sign reasonable NDAs.

9 Limitation of Liability

We shall not be liable for any indirect, incidental, consequential, or special damages, including but not limited to loss of revenue, loss of profits, loss of business, or loss of data, even if we have been advised of the possibility of such damages.

We are not responsible for third-party service interruptions (hosting outages, payment processor downtime, advertising platform issues) that affect your business.

10 Website Use

By using https://codeculpt.com, you agree not to:

• Attempt to gain unauthorised access to any part of our website, API, or infrastructure
• Submit false, misleading, or fraudulent information through any form
• Use automated tools to scrape, crawl, or overload our servers
• Transmit malware, viruses, or any harmful code
• Use our website in any way that violates applicable law

We reserve the right to terminate access or take legal action against any party that violates these restrictions.

11 Termination

Either party may terminate an ongoing service engagement with 30 days' written notice. Upon termination:

• All work completed to date will be delivered in its current state
• The client is responsible for payment of all work completed prior to termination
• The non-refundable deposit covers work already commenced
• CodeCulpt will hand over all client-owned assets, credentials, and documentation within 5 business days

We may terminate immediately and without notice if the client engages in illegal activity, harassment of our team, or materially breaches these Terms.

12 Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the Province of Ontario and the applicable federal laws of Canada, without regard to conflict of law principles.

Any dispute arising from these Terms or a service engagement shall first be addressed through good-faith negotiation. If not resolved within 30 days, the parties agree to submit to mediation before pursuing litigation. Any litigation shall be conducted in the courts of Ontario.

13 Changes to These Terms

We may revise these Terms from time to time. The "Last updated" date at the top of this page indicates when changes were made. Continued use of our website or services after changes are posted constitutes your acceptance of the updated Terms. For active client engagements, material changes will be communicated directly.

14 Contact

Questions about these Terms? Reach us at: