Terms of
Service

By accessing our website, requesting a quote, signing a project agreement, or engaging Innovthrix Solutions for any service, you confirm that you have read, understood, and agree to be bound by these Terms of Service in their entirety. These terms constitute a legally binding agreement between you (the "Client") and Innovthrix Solutions ("we," "us," or "the Company").

If you are entering into this agreement on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these terms. If you do not have such authority, or if you do not agree with these terms, you must not use our services.

These Terms of Service apply to all services provided by Innovthrix Solutions, including but not limited to custom software development, web development, mobile application development, CRM and ERP system implementation, API integration, and enterprise technology consulting.

Innovthrix Solutions provides technology and software engineering services to businesses and organizations. Our services include, but are not limited to:

• Custom software development — design, architecture, and full-cycle development of web applications, internal tools, and SaaS platforms tailored to specific business requirements.
• Web development — front-end and back-end development of websites, e-commerce solutions, portals, and web-based platforms using modern frameworks and technologies.
• Mobile application development — cross-platform and native mobile applications for iOS and Android operating systems.
• CRM and ERP system development — custom relationship management and enterprise resource planning systems built to match specific business workflows.
• API development and integration — design and implementation of RESTful and GraphQL APIs, as well as integration with third-party services and legacy systems.
• Technical consulting — advisory services covering architecture decisions, technology stack selection, code review, and system audits.
• Ongoing maintenance and support — post-launch technical support, bug resolution, performance monitoring, and feature development.

The specific scope of work, deliverables, timelines, and fees for each engagement are defined in a separate project agreement or statement of work (SOW) executed between the Client and Innovthrix Solutions prior to commencement of work.

To ensure successful project delivery, the Client agrees to fulfill the following responsibilities throughout the duration of any engagement with Innovthrix Solutions:

• Provide complete, accurate, and timely information required for the project, including business requirements, content, assets, credentials, and third-party access as needed.
• Designate a primary point of contact with authority to make project decisions and approve deliverables in a timely manner.
• Review and provide feedback on deliverables within the timeframes specified in the project agreement. Delays in feedback that extend beyond agreed review windows may result in timeline extensions at no fault of Innovthrix Solutions.
• Ensure that all content, data, trademarks, images, and other materials provided to Innovthrix Solutions for use in the project are owned by the Client or properly licensed, and do not infringe on any third-party intellectual property rights.
• Make payments according to the schedule defined in the project agreement. Failure to make timely payments may result in suspension of services.
• Maintain appropriate backups of any existing systems or data prior to integration or migration work performed by Innovthrix Solutions.
• Not use any deliverable, system, or service provided by Innovthrix Solutions for any unlawful, harmful, or deceptive purpose.

Failure to meet these responsibilities may impact project timelines and quality. Innovthrix Solutions will not be held liable for delays or deficiencies resulting from the Client's failure to fulfill their obligations.

All fees, payment schedules, and billing terms are specified in the project agreement or statement of work. Unless otherwise agreed in writing, the following general payment terms apply:

• A deposit — typically between 30% and 50% of the total project fee — is required before any work commences. This deposit is non-refundable except as described in our Refund Policy.
• Milestone-based payments are due upon completion and acceptance of the corresponding deliverable as defined in the project agreement.
• Final payment is due prior to the delivery of final files, deployment to production, or transfer of ownership of any deliverable.
• Invoices not paid within 14 days of the due date may incur a late fee of 1.5% per month on the outstanding balance.
• All prices are quoted in United States Dollars (USD) unless explicitly stated otherwise. The Client is responsible for any applicable taxes, duties, or bank transfer fees.
• Requests for work outside the agreed scope of the project will be quoted separately and require written approval before execution.

Upon receipt of full payment for a project, Innovthrix Solutions assigns to the Client all ownership rights to the custom code, design assets, and deliverables created specifically for that project, unless otherwise specified in the project agreement.

The following exceptions and conditions apply:

• Innovthrix Solutions retains ownership of all pre-existing tools, frameworks, libraries, components, and methodologies used in the development process. The Client is granted a non-exclusive, perpetual license to use such elements as incorporated into the final deliverable.
• Open-source software incorporated into deliverables remains subject to its respective open-source licenses. Innovthrix Solutions will disclose significant open-source dependencies upon request.
• Innovthrix Solutions reserves the right to display the completed project in its portfolio, case studies, and marketing materials unless the Client explicitly requests confidentiality in writing prior to project commencement.
• Any intellectual property provided by the Client for use in the project remains the exclusive property of the Client. The Client warrants that they hold all necessary rights to such materials.

If full payment is not received, Innovthrix Solutions retains all rights to the work produced until payment is made in full.

Both parties agree to maintain the confidentiality of any proprietary or sensitive information shared during the course of an engagement. This includes, but is not limited to, business strategies, technical specifications, financial data, customer data, and unreleased product information.

Innovthrix Solutions will not disclose the Client's confidential information to any third party without prior written consent, except as required by law or necessary to perform the agreed services. Third-party contractors or subcontractors engaged by Innovthrix Solutions will be bound by equivalent confidentiality obligations.

These confidentiality obligations will remain in effect for a period of three (3) years following the conclusion of any project engagement, unless a separate Non-Disclosure Agreement specifying different terms is signed by both parties.

Innovthrix Solutions is committed to delivering projects according to the timelines agreed upon in the project agreement. However, delivery dates are estimates based on the information available at the time of agreement and are subject to change under the following circumstances:

• Delays caused by the Client's failure to provide required materials, feedback, or approvals in a timely manner.
• Scope changes requested by the Client after project commencement.
• Dependencies on third-party services, APIs, or systems outside the control of Innovthrix Solutions.
• Unforeseen technical challenges that require additional research or development time.
• Force majeure events including natural disasters, internet outages, or other circumstances beyond reasonable control.

In the event of a significant delay attributable to Innovthrix Solutions, the Client will be notified promptly with a revised timeline. Innovthrix Solutions will not be liable for consequential damages arising from project delivery delays except as explicitly agreed in writing.

Innovthrix Solutions warrants that all services will be performed in a professional and workmanlike manner consistent with industry standards. For a period of thirty (30) days following delivery of any project milestone, Innovthrix Solutions will correct, at no additional charge, any defects or errors in the deliverable that are attributable to our development work.

Beyond this warranty period, all services are provided on an "as is" basis. Innovthrix Solutions makes no representations or warranties, express or implied, regarding:

• The fitness of any deliverable for a particular purpose beyond those explicitly defined in the project agreement.
• Uninterrupted or error-free operation of any software system in production environments.
• Compatibility with future updates to third-party platforms, operating systems, browsers, or devices.
• The accuracy or completeness of any data processed by systems developed by Innovthrix Solutions.

To the fullest extent permitted by applicable law, the total cumulative liability of Innovthrix Solutions arising out of or relating to these terms or any project agreement shall not exceed the total fees paid by the Client to Innovthrix Solutions during the three (3) months immediately preceding the event giving rise to the claim.

In no event shall Innovthrix Solutions be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of data, loss of business opportunities, or business interruption, even if we have been advised of the possibility of such damages.

Either party may terminate a project engagement by providing written notice under the following conditions:

• The Client may terminate the engagement at any time with written notice. In such cases, the Client is responsible for payment of all work completed to the date of termination, including any non-refundable deposits.
• Innovthrix Solutions may terminate the engagement if the Client fails to make payment within 30 days of the due date, fails to provide necessary materials for more than 30 consecutive days, or engages in conduct that is abusive, illegal, or materially breaches these terms.
• Upon termination, Innovthrix Solutions will deliver to the Client all completed work products for which payment has been received in full.
• Work in progress that has not been paid for in full will not be delivered until outstanding balances are settled.

Termination does not relieve the Client of the obligation to pay for services rendered prior to the termination date.

These Terms of Service and any project agreements entered into with Innovthrix Solutions shall be governed by and construed in accordance with the laws of the State of Missouri, United States of America, without regard to its conflict of law provisions.

Any dispute arising out of or relating to these terms that cannot be resolved through good-faith negotiation shall be submitted to binding arbitration in Hannibal, Missouri, in accordance with the rules of the American Arbitration Association. The decision of the arbitrator shall be final and binding on both parties.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement of intellectual property rights or confidential information.

Innovthrix Solutions reserves the right to modify these Terms of Service at any time. Changes will be posted on this page with an updated effective date. For active project engagements, material changes to these terms will be communicated to the Client via email.

Your continued use of our services or website following any modification to these terms constitutes acceptance of the revised terms. If you do not agree with the revised terms, you should discontinue use of our services and notify us in writing.