Welcome to Noct Studio. These Terms of Service ("Terms") govern your access to and use of our website, services, and any related content (collectively, the "Services"). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, please do not use our Services.
By accessing and using the Noct Studio website and services, you accept and agree to be bound by these Terms and our Privacy Policy. These Terms apply to all visitors, users, and others who access or use the Services.
Noct Studio provides digital design and development services, including but not limited to:
You must be at least 18 years old to use our Services. By using our Services, you represent and warrant that you are at least 18 years of age and have the legal capacity to enter into these Terms.
Certain features of our Services may require you to register for an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.
You agree not to engage in any of the following prohibited activities:
All content on the Noct Studio website, including but not limited to text, graphics, logos, images, videos, software, and code (collectively, "Our Content"), is the property of Noct Studio or its licensors and is protected by copyright, trademark, and other intellectual property laws.
We grant you a limited, non-exclusive, non-transferable, and revocable license to access and use our Services for personal or internal business purposes. You may not reproduce, distribute, modify, create derivative works, publicly display, or exploit any of Our Content without our prior written consent.
Upon full payment for services rendered, clients receive ownership of the deliverables specifically created for their project, as outlined in the project agreement. Noct Studio retains the right to showcase completed projects in our portfolio unless otherwise agreed in writing.
Specific project terms, scope, deliverables, timelines, and fees will be outlined in a separate project proposal or statement of work agreed upon by both parties.
Fees for our Services will be specified in the project agreement. Payment terms, including deposit requirements, milestones, and final payment, will be outlined in the project proposal. All fees are non-refundable unless otherwise stated in writing.
Late payments may result in suspension of work and may incur late fees as specified in the project agreement. We reserve the right to charge interest on overdue amounts at the rate of 1.5% per month or the maximum rate permitted by law, whichever is lower.
To ensure successful project completion, clients agree to:
While we strive to meet agreed-upon timelines, project completion dates are estimates. Delays caused by client feedback, material provision, third-party services, or unforeseen circumstances may extend project timelines. We will communicate any anticipated delays promptly.
The number of revisions included in a project will be specified in the project agreement. Additional revisions beyond the agreed scope may incur additional fees. Material changes to project scope may require a new proposal and additional fees.
We warrant that our Services will be performed in a professional and workmanlike manner. For a period specified in the project agreement (typically 30 days after project completion), we will correct any errors or defects in the deliverables at no additional cost.
EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, OUR SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
We do not guarantee specific results from our Services, including but not limited to website traffic, search engine rankings, sales, or conversions. Success depends on many factors beyond our control.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL NOCT STUDIO BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:
OUR TOTAL LIABILITY TO YOU FOR ANY CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR OUR SERVICES SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
You agree to indemnify, defend, and hold harmless Noct Studio, its affiliates, and their respective officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or in any way connected with:
Both parties agree to keep confidential any proprietary or sensitive information disclosed during the course of our business relationship. This obligation continues for two (2) years after the termination of our relationship.
You may terminate these Terms by ceasing to use our Services. If you wish to terminate an ongoing project, you must provide written notice. You remain responsible for payment for work completed up to the termination date.
We may terminate or suspend your access to our Services immediately, without prior notice or liability, for any reason, including breach of these Terms. Upon termination, your right to use the Services will immediately cease.
Upon termination, you must cease all use of our Services. Provisions of these Terms that by their nature should survive termination shall survive, including but not limited to intellectual property provisions, warranty disclaimers, indemnification, and limitations of liability.
Our Services may contain links to third-party websites or services that are not owned or controlled by Noct Studio. We have no control over and assume no responsibility for the content, privacy policies, or practices of any third-party websites or services. You acknowledge and agree that we shall not be responsible or liable for any damage or loss caused by your use of any third-party content or services.
These Terms shall be governed by and construed in accordance with the laws of the jurisdiction in which Noct Studio operates, without regard to its conflict of law provisions.
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 dispute informally by contacting each other.
If the dispute cannot be resolved informally within 30 days, it shall be resolved through binding arbitration in accordance with the rules of a recognized arbitration association, unless otherwise agreed.
We reserve the right to modify or replace these Terms at any time at our sole discretion. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our Services after revisions become effective, you agree to be bound by the revised terms.
These Terms, together with our Privacy Policy and any project agreements, constitute the entire agreement between you and Noct Studio regarding the use of our Services.
No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign or transfer these Terms without restriction.
If you have any questions about these Terms, please contact us:
By using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.