Terms of Service

Welcome to Espresso Tonic Studios. These Terms of Service ("Terms") govern your use of our website and the software development, consulting, and other technology services we provide. By accessing our website or engaging our services, you agree to be bound by these Terms. If you do not agree, please do not use our website or services.

1. Our Services

Espresso Tonic Studios is a technology and software development company. We provide custom software development, web and mobile application design and development, technical consulting, maintenance, and related services. The specific scope, deliverables, timeline, and fees for any project will be set out in a separate agreement, statement of work, or quote ("Project Agreement") that you and we agree to in writing.

2. Use of Our Website

You may use our website for lawful purposes only. You agree not to:

• Use the site in any way that violates applicable laws or regulations
• Attempt to gain unauthorized access to our systems, networks, or data
• Transmit malware, spam, or any harmful or disruptive code
• Scrape, harvest, or collect data from the site without our permission
• Impersonate Espresso Tonic Studios or any other person or entity

We reserve the right to suspend or restrict access to our website for anyone who we believe has violated these Terms.

3. Client Obligations

When you engage us for services, you agree to:

• Provide accurate information, timely feedback, and access to materials we reasonably need to perform the work
• Obtain any necessary rights, licenses, or approvals for content or systems you provide to us
• Use any deliverables we provide in accordance with the Project Agreement and applicable law
• Pay fees and expenses as set out in the Project Agreement

4. Intellectual Property

Unless otherwise agreed in a Project Agreement:

• Our work. We retain ownership of our pre-existing tools, code, methods, and know-how. Custom work created specifically for you under a Project Agreement will be assigned to you upon full payment, except for any underlying frameworks or reusable components we retain rights to.
• Your materials. You retain ownership of content, data, and materials you provide to us. You grant us a license to use them as needed to perform the services.
• Website. The design, text, graphics, and other content on our website are owned by Espresso Tonic Studios and may not be copied or used without our permission.

5. Fees and Payment

Fees, payment schedule, and payment terms will be specified in the Project Agreement. Unless otherwise stated, amounts are due within the period specified (e.g., net 30). We may charge interest on overdue amounts to the extent permitted by law. You are responsible for any taxes (other than our income taxes) that apply to the services.

6. Confidentiality

Each party agrees to keep confidential any non-public information received from the other in connection with the services, and to use it only for the purpose of the engagement. This obligation does not apply to information that is publicly available, already known, or independently developed without use of the other party's confidential information. We may disclose confidential information if required by law, provided we give reasonable notice where permitted.

7. Limitation of Liability

To the fullest extent permitted by law:

• Our total liability for any claims arising from or related to these Terms or our services will not exceed the amount you paid us for the relevant services in the twelve (12) months before the claim arose (or, for website use only, one hundred U.S. dollars).
• We are not liable for any indirect, incidental, special, consequential, or punitive damages, or for loss of profits, data, or business opportunities, even if we have been advised of the possibility of such damages.

Some jurisdictions do not allow certain limitations; in those jurisdictions, our liability will be limited to the maximum extent permitted by law.

8. Indemnification

You agree to indemnify and hold harmless Espresso Tonic Studios and its officers, directors, and employees from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from your use of our website or services, your violation of these Terms, or your violation of any third-party rights, except to the extent caused by our gross negligence or willful misconduct.

9. Termination

Either party may terminate a Project Agreement in accordance with its terms. We may also suspend or terminate your access to our website or services if you breach these Terms. Upon termination, you remain obligated to pay for services performed and expenses incurred before termination. Sections that by their nature should survive (including intellectual property, confidentiality, limitation of liability, indemnification, and governing law) will survive termination.

10. Disputes and Governing Law

These Terms are governed by the laws of the United States and the State of California, without regard to conflict of law principles. Any dispute arising from these Terms or our services will be resolved in the state or federal courts located in California, and you consent to personal jurisdiction there. Nothing in these Terms limits either party's right to seek injunctive or other equitable relief.

11. Changes to These Terms

We may update these Terms from time to time. We will post the updated Terms on this page and update the "Last updated" date. For material changes, we may provide additional notice (e.g., by email or a notice on our website). Your continued use of our website or services after the effective date of the changes constitutes acceptance of the revised Terms. For ongoing engagements, the version in effect when you entered into the Project Agreement will apply to that project unless we agree otherwise in writing.

12. General

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Espresso Tonic Studios regarding our website and, except where a Project Agreement applies, our services. Any Project Agreement prevails over these Terms to the extent of any conflict for that project. If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in effect. Our failure to enforce any right does not waive that right.

13. Contact Us

For questions about these Terms of Service, please contact us:

Espresso Tonic Studios
Email: hello@espressotonicstudio.com

You can also reach us via the contact form on our website.