Terms of Service

1. Agreement to Terms

By accessing novacodelabs.ca, booking a call, or engaging our services, you agree to these Terms of Service and our Privacy Policy. If you disagree with any part of these terms, please do not use our services.

2. Services Offered

NovaCodeLabs provides:

• Custom software development (web apps, mobile apps, APIs)
• AI automation and integration services
• Booking systems and operational software
• App rescue and bug-fixing services
• Technical consulting and advisory

All services are delivered as fixed-scope sprints with clearly defined deliverables, timelines, and pricing agreed upon before work begins.

3. Project Scope & Changes

Scope Definition: Before starting any paid work, we provide a written scope document outlining:

• Deliverables (what we build)
• Timeline (how long it takes)
• Price (fixed cost)
• Exclusions (what's NOT included)

Scope Changes: Minor tweaks during development are included. Major changes (new features, integrations, or redesigns) require a new sprint and additional cost. We'll notify you if your request is outside scope.

4. Payment Terms

Invoicing:

• Small Projects ($229–$1,500): 100% due upfront before work begins
• Medium Projects ($1,500–$5,000): 50% upfront, 50% upon delivery
• Large Projects ($5,000+): Custom payment schedule (typically 3 installments)

Payment Methods: Bank transfer, Stripe, or e-transfer (Canada). Invoices are due within 7 days of issuance.

Late Payments: Unpaid invoices over 14 days may pause work or delay delivery. We reserve the right to charge a 1.5% monthly late fee on overdue balances.

5. Deliverables & Acceptance

What You Get: At the end of each sprint, we deliver:

• Working software (deployed to staging or production)
• Source code (GitHub repo access)
• Documentation (setup guide, API docs, user guide)
• Training (30-60 min handoff call)

Acceptance Period: You have 7 days to test deliverables and report any bugs or issues that don't match the agreed scope. After 7 days, the project is considered accepted.

6. Warranties & Bug Fixes

30-Day Bug Fix Guarantee: For 30 days after delivery, we fix bugs or issues related to the agreed scope at no additional cost. This includes:

• Crashes or errors caused by our code
• Features not working as specified
• Critical security vulnerabilities we introduced

NOT Covered:

• New feature requests (requires a new sprint)
• Issues caused by third-party services (e.g., Stripe API downtime)
• Problems introduced by your team after handoff
• Hosting or infrastructure costs (you own and pay for hosting)

7. Intellectual Property

Your Code: Once you've paid in full, you own the code we write for your project. We transfer all rights, and you can modify, resell, or distribute it as you wish.

Our Tools: We retain ownership of:

• Internal tools, libraries, and frameworks we use across projects
• NovaCodeLabs branding, website, and marketing materials

Portfolio Rights: Unless you request otherwise, we may showcase your project (screenshots, case study, link) in our portfolio and marketing materials.

8. Client Responsibilities

To ensure timely delivery, you agree to:

• Provide required materials (logos, copy, API keys, credentials) within 48 hours of request
• Respond to project updates and feedback requests within 2 business days
• Attend scheduled calls (kickoff, handoff, training)
• Test deliverables during the 7-day acceptance period

Delays: If you don't provide required materials or feedback within 7 days, we may pause the project. Timelines will be adjusted accordingly.

9. Confidentiality

We protect your confidential information (business plans, customer data, API keys, trade secrets). We will not disclose it to third parties except:

• With your written consent
• To trusted subcontractors (bound by the same confidentiality obligations)
• As required by law (e.g., court order, tax audit)

If your project requires a formal NDA, we're happy to sign one before work begins.

10. Limitation of Liability

To the fullest extent permitted by law:

• NovaCodeLabs is not liable for indirect, incidental, or consequential damages (lost revenue, data loss, business interruption)
• Our total liability for any claim is limited to the amount you paid for the specific project
• We are not responsible for downtime or issues caused by third-party services (hosting, APIs, payment processors)

11. Termination

By You: You may terminate a project at any time. You'll pay for work completed up to the termination date (pro-rated based on milestones). We'll deliver all work-in-progress and documentation.

By Us: We may terminate if:

• You fail to pay invoices (14+ days overdue)
• You repeatedly miss calls or don't provide required materials
• The project requires illegal, unethical, or harmful work

We'll provide 7 days' written notice and refund any unused prepayment.

12. No Guarantees

We build high-quality software, but we cannot guarantee:

• Business Results: Revenue, user growth, or market success depend on many factors outside our control
• Third-Party Approval: We don't guarantee App Store/Play Store approval (we follow best practices, but final approval is up to Apple/Google)
• 100% Uptime: Software may experience bugs, downtime, or issues despite our testing

13. Dispute Resolution

If a dispute arises:

1. Negotiation: We'll try to resolve it directly via email or call
2. Mediation: If negotiation fails, we'll attempt mediation (costs split 50/50)
3. Arbitration/Court: As a last resort, disputes will be resolved under the laws of Quebec, Canada, in Quebec courts

14. Governing Law

These Terms are governed by the laws of Quebec, Canada. Any legal action must be brought in Quebec courts.

15. Changes to Terms

We may update these Terms from time to time. The "Last updated" date will reflect changes. For active projects, the Terms in effect at the time of contract signing apply (not future updates).

16. Contact

Questions about these Terms? Contact us:

Email: hello@novacodelabs.ca
Subject: "Terms of Service Inquiry"
Response Time: Within 2 business days