Terms of Service

Clear terms for professional digital consulting services

Effective Date: December 20, 2025

Last Reviewed: December 20, 2025

1. Acceptance of Terms

These Terms of Service ("Terms") govern your use of the Webling Studio, LLC ("Webling Studio," "we," "us," or "our") website and the professional consulting services we provide.

By accessing our website, submitting an inquiry, or engaging our services, you ("Client," "you," or "your") agree to be bound by these Terms. If you do not agree with these Terms, please do not use our website or services.

Note: For specific project engagements, we will execute a separate Master Services Agreement (MSA) and Statement of Work (SOW) that will supplement and may supersede portions of these general Terms.

2. Services Offered

Webling Studio provides professional digital consulting services including, but not limited to:

  • Strategic digital architecture and system design
  • Web application development and implementation
  • Systems integration and API development
  • Security assessments and implementation
  • Performance optimization and technical consulting
  • Digital transformation advisory services

2.1 Service Scope

Specific services, deliverables, timelines, and acceptance criteria will be defined in project-specific Statements of Work. We provide professional consulting services and do not guarantee specific business outcomes or results.

2.2 No Guaranteed Results

While we strive for excellence in all our work, we do not guarantee specific business results, traffic levels, conversion rates, search engine rankings, or revenue outcomes. Our services focus on delivering quality technical solutions according to industry best practices.

3. Client Responsibilities

To ensure successful project delivery, clients are responsible for:

  • Timely Communication: Responding to requests for information, feedback, and approvals within agreed timeframes
  • Access Provision: Providing necessary access to systems, accounts, and resources as specified in project agreements
  • Content and Materials: Supplying accurate, complete content, brand assets, and materials in formats specified in project agreements
  • Decision Authority: Ensuring authorized representatives have decision-making authority for project approvals
  • Legal Compliance: Ensuring all provided content, materials, and requirements comply with applicable laws and do not infringe on third-party rights

Important: Delays caused by client non-performance may result in timeline extensions and additional fees as outlined in project agreements.

4. Intellectual Property Rights

4.1 Client-Provided Materials

You retain all ownership rights to content, materials, and intellectual property you provide to us. By providing materials, you grant us a limited license to use them solely for providing the agreed services.

4.2 Deliverables and Work Product

Upon full payment of all fees, you will own the custom work product created specifically for you as defined in project agreements. This includes:

  • Custom application code developed specifically for your project
  • Custom designs and visual assets created for your use
  • Project-specific documentation and specifications

4.3 Excluded Items

Ownership transfer does not include:

  • Third-party software, libraries, frameworks, or components (which remain subject to their respective licenses)
  • Our proprietary tools, methodologies, templates, and pre-existing intellectual property
  • General knowledge, techniques, and experience gained during project execution

4.4 Portfolio Rights

We reserve the right to include project work in our portfolio and marketing materials unless otherwise agreed in writing. Confidential information will not be disclosed without your consent.

5. Payment Terms

5.1 Fees and Invoicing

Service fees, payment schedules, and payment terms will be specified in project agreements. Standard payment terms are net 15 days from invoice date unless otherwise agreed.

5.2 Late Payments

Late payments may be subject to interest charges at a rate of 1.5% per month (18% annually) or the maximum rate permitted by law, whichever is less. We reserve the right to suspend services until payment is received.

5.3 Expenses

Unless otherwise specified in project agreements, you are responsible for reimbursing reasonable pre-approved expenses including third-party services, software licenses, hosting, and similar project-related costs.

5.4 Taxes

Fees do not include applicable sales, use, or other taxes. You are responsible for all such taxes except those based on our net income.

6. Warranties and Disclaimers

6.1 Professional Standards

We warrant that services will be performed in a professional and workmanlike manner consistent with industry standards. This is your sole and exclusive warranty.

6.2 No Other Warranties

EXCEPT AS EXPRESSLY PROVIDED IN SECTION 6.1, WE PROVIDE SERVICES "AS IS" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

We do not warrant that:

  • Services will be uninterrupted or error-free
  • Deliverables will meet all your requirements or expectations
  • Third-party components will be free from defects
  • Any specific business results will be achieved

7. Limitation of Liability

7.1 Maximum Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATED TO SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU FOR THE SPECIFIC SERVICES GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

7.2 Excluded Damages

IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST DATA, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS OPPORTUNITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

7.3 Reasonable Risk Allocation

These limitations reflect a reasonable allocation of risk between the parties and are a fundamental basis of our business relationship. Without these limitations, we would not be able to offer services at our current fee structure.

8. Termination

8.1 Termination for Convenience

Either party may terminate services upon written notice as specified in project agreements. Upon termination, you will pay for all work completed and expenses incurred through the termination date.

8.2 Termination for Cause

Either party may terminate immediately if the other party materially breaches these Terms and fails to cure within 15 days of written notice.

8.3 Effect of Termination

Upon termination:

  • You will receive work product completed through termination date upon payment of all outstanding fees
  • We will return or destroy your confidential information as mutually agreed
  • Provisions related to payment, intellectual property, confidentiality, and limitation of liability survive termination

9. Dispute Resolution

9.1 Informal Resolution

In the event of any dispute, we encourage you to contact us first to seek an informal resolution. Many issues can be resolved through good-faith discussion.

9.2 Governing Law

These Terms are governed by the laws of the State of Texas, United States, without regard to conflict of law principles.

9.3 Venue

Any legal action arising from these Terms must be brought in the state or federal courts located in Texas, and you consent to the exclusive jurisdiction of such courts.

10. Changes to Terms

We may update these Terms periodically to reflect changes in our business practices or legal requirements. Changes will be effective upon posting to our website with an updated "Last Reviewed" date.

Ongoing services will be governed by the Terms in effect at the time services are performed. Executed project agreements will be governed by the Terms in effect at the time of execution unless otherwise specified.

Material changes will be communicated to active clients via email or through other reasonable means.

11. Contact Information

If you have questions about these Terms, please contact us:

General Provisions

  • Entire Agreement: These Terms, together with any executed project agreements, constitute the entire agreement between the parties regarding services.
  • Severability: If any provision is found unenforceable, the remaining provisions remain in effect.
  • Waiver: Failure to enforce any provision does not constitute a waiver of that or any other provision.
  • Assignment: You may not assign these Terms without our written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
  • Independent Contractors: The parties are independent contractors. Nothing creates a partnership, joint venture, or employment relationship.