Terms of Service

Effective Date: April 24, 2026

By engaging Illumos Pixels LLP ("Agency") for digital design, development, or creative services, you ("Client") agree to the following terms:

1. Scope of Work

• Project Brief: Services will be provided based on the agreed-upon Statement of Work (SoW) or Project Quote. Any work outside this scope will be treated as a "Change Request" and may incur additional fees.
• Deliverables: The Agency will deliver final files (UI/UX prototypes, code, motion graphics) only upon receipt of full payment.

2. Payment Terms

• Deposit: A non-refundable commencement fee of 40% is required before any work begins.
• Milestones: Payments are tied to project phases (e.g., Wireframing, High-Fidelity Design, Handoff).
• Late Fees: Payments delayed by more than 15 days from the invoice date may incur a late fee of 10% of the total amount per month.

3. Intellectual Property (IP) Rights

• Transfer of Rights: Upon final payment, the Agency transfers the usage rights of the final deliverables to the Client.
• Source Files: Ownership of raw design files (e.g., Figma source files, project files) remains with the Agency unless explicitly agreed otherwise in writing.
• Portfolio Rights: The Agency retains the right to showcase the work, screenshots, and case studies of the project in its portfolio and marketing materials, unless a Non-Disclosure Agreement (NDA) prohibits it.

4. Revisions and Approval

• Limit: Each phase includes 3 rounds of revisions. Additional revisions will be billed at an hourly rate of $50.
• Approval: If no feedback is received within 7 business days of a delivery, the milestone is deemed "Approved," and the project will move to the next phase.

5. Client Responsibilities

The Client must provide all necessary brand assets, content, and feedback in a timely manner. Delays caused by the Client for more than 30 days may result in the project being moved to "Inactive" status, requiring a restart fee to resume.

6. Termination & Cancellations

• Termination for Convenience: Either party may terminate the contract with 5 days written notice.
• Kill Fee: If the Client cancels the project mid-way, they are responsible for paying for all work completed up to the date of cancellation, in addition to the non-refundable deposit.

7. Liability & Warranty

• "As-Is": Deliverables are provided "as-is." While we strive for perfection, the Agency is not liable for third-party service outages (e.g., hosting, API failures).
• Limitation: The total liability of Illumos Pixels LLP shall not exceed the total amount paid by the Client for the specific project in question.

8. Governing Law

These terms are governed by the laws of India. Any disputes shall be subject to the exclusive jurisdiction of the courts in Vadodara, Gujarat.

9. Third-Party Licensing

• Responsibility: The Agency will inform the Client of any third-party assets required for the project (e.g., premium fonts, stock footage, or specialized plugins).
• Licensing Fees: Unless otherwise stated in the SoW, the cost of these licenses is the responsibility of the Client.
• Usage Restrictions: The Client is responsible for adhering to the license terms of any third-party assets included in the final deliverables. The Agency is not liable for any misuse of these assets by the Client after project handoff.

10. Artificial Intelligence (AI) Disclosure & Use

• AI-Assisted Craft: The Agency may utilize advanced AI tools to enhance the creative process, including but not limited to image generation, code optimization, and motion asset creation.
• IP Ownership of AI Outputs: The Agency ensures that all AI-assisted deliverables are significantly transformed by human designers to qualify for copyright protection under current Indian IP law.
• No Unfiltered AI: The Agency guarantees that no "unfiltered" or "raw" AI output will be delivered as a final product without specific creative intervention and quality assurance.