Terms of Service

Welcome to ITSolutionNYC. These Terms of Service ("Terms," "Agreement") govern your access to and use of our website, services, and products. By accessing or using our services, you agree to be bound by these Terms.

Please read these Terms carefully before using our services. If you do not agree with any part of these Terms, you must not use our services.

1. Acceptance of Terms

By accessing our website at itsolutionnyc.com, engaging our services, or entering into a service agreement with ITSolutionNYC, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service, along with our Privacy Policy.

These Terms apply to all visitors, users, clients, and others who access or use our services. We reserve the right to modify these Terms at any time. Changes will be effective immediately upon posting to our website. Your continued use of our services following the posting of changes constitutes acceptance of those changes.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms.

2. Services Provided

ITSolutionNYC provides professional digital services including, but not limited to:

• Digital Marketing: SEO, PPC, social media marketing, content marketing, and email campaigns
• Web Development: Custom website design, development, and maintenance
• Mobile App Development: iOS and Android application development
• UI/UX Design: User interface and user experience design services
• E-commerce Solutions: Online store development and optimization
• SEO & Analytics: Search engine optimization and web analytics services

2.1 Service Agreements

Specific services will be detailed in individual project proposals, statements of work (SOW), or service agreements. These documents will outline:

• Scope of work and deliverables
• Timeline and milestones
• Pricing and payment terms
• Revision and approval processes
• Project-specific terms and conditions

2.2 Service Modifications

We reserve the right to modify, suspend, or discontinue any aspect of our services at any time. We will make reasonable efforts to notify clients of significant changes that may affect ongoing projects.

3. Client Responsibilities

To ensure successful project delivery, clients agree to:

3.1 Information and Materials

• Provide accurate, complete, and timely information required for project completion
• Supply necessary content, assets, brand materials, and access credentials
• Respond to requests for feedback and approvals within agreed timeframes
• Ensure all provided materials do not infringe on third-party intellectual property rights

3.2 Communication and Cooperation

• Maintain regular communication throughout the project lifecycle
• Designate a primary point of contact for project coordination
• Attend scheduled meetings and review sessions
• Provide constructive and timely feedback on deliverables

3.3 Compliance

• Ensure lawful use of all services provided
• Comply with all applicable laws, regulations, and industry standards
• Not use our services for illegal, harmful, or fraudulent activities
• Maintain the security and confidentiality of any provided access credentials

Note: Delays caused by failure to meet client responsibilities may result in project timeline extensions and potential additional costs.

4. Payments and Fees

4.1 Pricing

Service pricing will be outlined in individual project proposals or service agreements. All prices are in U.S. Dollars (USD) unless otherwise specified.

4.2 Payment Terms

• Project Deposit: A deposit (typically 30-50% of total project cost) is required before work commences
• Milestone Payments: For larger projects, payments may be structured around completion milestones
• Final Payment: Due upon project completion and before final delivery
• Recurring Services: Monthly retainers or subscription fees are due at the beginning of each billing period
• Payment Methods: We accept credit cards, bank transfers, and other methods as agreed

4.3 Late Payments

Invoices are due within the timeframe specified (typically 7-14 days from invoice date). Late payments may incur:

• Late fees of 1.5% per month (or the maximum allowed by law)
• Suspension of services until payment is received
• Withholding of project deliverables and source files
• Termination of service agreement

4.4 Refunds and Cancellations

Due to the custom nature of our services:

• Project deposits are non-refundable once work has commenced
• Payments for completed work or milestones are non-refundable
• Cancellation requests must be submitted in writing
• Clients are responsible for payment of all work completed up to the cancellation date
• Refund requests will be evaluated on a case-by-case basis

4.5 Additional Costs

Clients are responsible for additional costs including:

• Third-party services (hosting, domains, advertising spend, premium plugins/tools)
• Stock photography, fonts, or other licensed assets (unless otherwise agreed)
• Out-of-scope work or change requests beyond the original agreement
• Rush fees for expedited delivery timelines

5. Intellectual Property Rights

5.1 Client-Owned Content

Clients retain all rights to content, materials, and intellectual property provided to ITSolutionNYC for use in projects. By providing such materials, clients grant us a license to use them solely for the purpose of completing the agreed services.

5.2 Work Product Ownership

Upon receipt of full payment, clients will own the final deliverables created specifically for their project, including:

• Custom website designs and code
• Custom graphics, logos, and brand assets created for the client
• Marketing materials and content produced for the client
• Mobile applications developed specifically for the client

5.3 ITSolutionNYC-Owned Property

ITSolutionNYC retains ownership of:

• Proprietary frameworks, tools, and methodologies
• Reusable code libraries and components
• Pre-existing intellectual property incorporated into projects
• General skills, techniques, and knowledge gained during projects

5.4 Portfolio and Marketing Rights

Unless otherwise agreed in writing, ITSolutionNYC reserves the right to:

• Display completed work in our portfolio and case studies
• Use project examples in marketing and promotional materials
• Reference clients in our client list (with permission)
• Discuss general project details in testimonials and success stories

Clients may request confidentiality agreements if portfolio use is not desired.

5.5 Third-Party Components

Projects may include third-party components, plugins, or open-source software governed by their respective licenses. Clients are responsible for compliance with such licenses.

6. Warranties and Disclaimers

6.1 Service Warranties

ITSolutionNYC warrants that:

• Services will be performed in a professional and workmanlike manner
• Work will substantially conform to agreed specifications
• We will use industry-standard practices and technologies
• Bug fixes and corrections will be provided during agreed warranty periods (typically 30-90 days post-launch)

6.2 Disclaimers

EXCEPT AS EXPRESSLY PROVIDED, ALL SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• Warranties of merchantability or fitness for a particular purpose
• Guarantees of specific business results, revenue, or ROI
• Guarantees of search engine rankings or traffic volumes
• Uninterrupted or error-free operation of delivered products
• Compatibility with all future technologies or platform updates

6.3 Third-Party Services

We are not responsible for the performance, availability, or policies of third-party services, platforms, or tools (e.g., hosting providers, payment processors, social media platforms) integrated into client projects.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

7.1 Direct Damages

ITSolutionNYC's total liability for any claim arising out of or relating to these Terms or our services shall not exceed the total amount paid by the client for the specific service that gave rise to the claim, or $5,000, whichever is less.

7.2 Indirect Damages

IN NO EVENT SHALL ITSOLUTIONNYC BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING:

• Loss of profits, revenue, or business opportunities
• Loss of data or information
• Business interruption
• Loss of goodwill or reputation
• Cost of substitute services

7.3 Exceptions

These limitations do not apply to liability for death or personal injury caused by negligence, fraud, or other liabilities that cannot be excluded or limited under applicable law.

8. Indemnification

Clients agree to indemnify, defend, and hold harmless ITSolutionNYC, its officers, directors, employees, contractors, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or related to:

• Client's use of our services or deliverables
• Violation of these Terms by the client
• Infringement of third-party intellectual property rights by client-provided content or materials
• Breach of any representations or warranties made by the client
• Unlawful or fraudulent use of our services

9. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or sensitive information shared during the course of the business relationship, including:

• Business strategies, plans, and financial information
• Technical specifications and proprietary processes
• Customer data and user information
• Trade secrets and confidential methodologies

Confidential information does not include information that:

• Is publicly available or becomes publicly available through no breach of these Terms
• Was rightfully known prior to disclosure
• Is independently developed without use of confidential information
• Must be disclosed by law or court order

Confidentiality obligations survive termination of the service agreement.

10. Termination

10.1 Termination by Client

Clients may terminate a service agreement by providing written notice. Upon termination:

• Client is responsible for payment of all work completed to date
• Deposits are non-refundable
• Client receives work completed up to termination date (upon full payment)
• Ongoing subscription or retainer services may be cancelled with 30 days notice

10.2 Termination by ITSolutionNYC

We reserve the right to terminate services immediately if:

• Client fails to make payments when due
• Client violates these Terms or applicable laws
• Client engages in abusive, threatening, or unethical behavior toward our team
• Client provides false or misleading information
• Continuing the relationship would cause legal or ethical issues

10.3 Effect of Termination

Upon termination, all outstanding invoices become immediately due and payable. Provisions of these Terms that by their nature should survive termination (including payment obligations, intellectual property rights, warranties, and limitations of liability) will continue in effect.

11. Dispute Resolution

11.1 Informal Resolution

In the event of any dispute, controversy, or claim arising out of or relating to these Terms, the parties agree to first attempt to resolve the matter through good faith negotiation.

11.2 Mediation

If informal negotiation fails to resolve the dispute within 30 days, the parties agree to participate in non-binding mediation before pursuing litigation.

11.3 Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Kentucky, United States, without regard to its conflict of law provisions.

Any legal action or proceeding arising out of or relating to these Terms shall be brought exclusively in the state or federal courts located in Jefferson County, Kentucky, and both parties consent to the jurisdiction of such courts.

12. General Provisions

12.1 Entire Agreement

These Terms, together with any service agreements, proposals, and statements of work, constitute the entire agreement between the parties and supersede all prior negotiations, representations, or agreements.

12.2 Amendments

We may revise these Terms at any time. Material changes will be communicated to active clients via email. Continued use of our services after changes are posted constitutes acceptance of the revised Terms.

12.3 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.

12.4 Waiver

Failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.

12.5 Assignment

Clients may not assign or transfer these Terms or any rights hereunder without our prior written consent. ITSolutionNYC may assign these Terms in connection with a merger, acquisition, or sale of assets.

12.6 Force Majeure

Neither party shall be liable for delays or failures in performance resulting from circumstances beyond their reasonable control, including acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, network infrastructure failures, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

12.7 Independent Contractor

ITSolutionNYC is an independent contractor, not an employee, agent, partner, or joint venturer of the client. Nothing in these Terms creates an employment, agency, partnership, or joint venture relationship.

13. Contact Information

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