Terms of Service

1. Agreement to Terms

By engaging Elemta for services or using this website, you agree to these Terms of Service. These terms govern all work performed by Elemta ("we," "us," or "our") for clients ("you" or "Client"). Project-specific terms are documented in a separate proposal or statement of work, which takes precedence over these general terms in the event of a conflict.

2. Scope of Services

All work performed by Elemta is defined in a written proposal or statement of work agreed to by both parties before work begins. Services are limited to what is described in that document.

Any requests outside the agreed scope will be handled through a written change order, priced and approved before additional work begins. Elemta will not perform out-of-scope work without a signed change order.

3. Payment Terms

• —Payment terms are specified in the project proposal. Standard terms are 50% due upon project kickoff and 50% due upon delivery.
• —Invoices are due within 14 days of issuance unless otherwise agreed in writing.
• —Elemta reserves the right to pause or terminate work on accounts with outstanding balances past due by more than 30 days.
• —All fees are in USD unless otherwise stated.

4. Intellectual Property

Upon receipt of full payment, the Client owns all final deliverables produced by Elemta for that project, including source code, designs, and written content created specifically for the engagement.

Elemta retains ownership of any pre-existing tools, frameworks, libraries, or methodologies used in the creation of deliverables. These are licensed to the Client for use in the delivered product but are not transferred.

Elemta reserves the right to display completed work in its portfolio and marketing materials unless the Client requests confidentiality in writing.

5. Client Responsibilities

The Client agrees to:

• —Provide timely feedback and approvals as requested
• —Supply all content, materials, and access credentials required for project completion
• —Ensure that any materials provided to Elemta do not infringe on third-party intellectual property rights

6. Limitation of Liability

Elemta's total liability for any claim arising from or related to the services provided shall not exceed the total fees paid by the Client for the specific project giving rise to the claim.

Elemta is not liable for indirect, incidental, consequential, or punitive damages, including loss of profits, revenue, or data, even if advised of the possibility of such damages.

7. 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 written consent.

8. Termination

Either party may terminate a project engagement with 14 days written notice. In the event of termination, the Client is responsible for payment for all work completed to date. Elemta will deliver all work product completed up to the termination date.

9. Governing Law

These Terms of Service are governed by the laws of the State of Indiana, without regard to its conflict of law provisions. Any disputes arising from these terms shall be subject to the exclusive jurisdiction of the courts located in Indiana.

10. Changes to These Terms

Elemta may update these Terms of Service periodically. Updated terms will be posted on this page with a revised effective date. Continued use of our services after changes are posted constitutes acceptance of the updated terms.

11. Contact

For questions about these Terms of Service, contact us at contact@elemta.com.